Risk Factors Update Summary

• The company faces competition from LIV Golf, affecting endorsements and TV viewership.
• The USGA and The R & A proposed rule changes effective in January 2028 for professional golfers and January 2030 for recreational golfers to limit distances for the longest hitters.
• Addition of a new ABL Facility and 2023 Term Loan B Facility, increasing financial obligations.
• The company is dependent on a limited number of suppliers for components, including clubheads and shafts.
• A decrease in professional men's golf events could reduce visibility and impact sales.
• The Company acquired assets related to its BigShots Golf business from affiliates of Invited, Inc. in November 2023.
• The Company now maintains 234 retail locations globally, up from 190 previously.
• Mention of requirements to maintain a fixed charge coverage ratio under certain circumstances.
• The Company relies on artificial intelligence and machine learning for product development, including golf clubs.
• A fire at a golf ball manufacturing plant impacted the supply chain, requiring sourcing from alternative facilities.
• The company relies on a single distributor for a substantial majority of food, non-alcoholic beverages, and supplies.
• Potential adverse impact if unable to make required payments under the Facilities or meet financial covenants.
• Maintaining and enhancing brand image is crucial for sales and business success.
• The Company now has 77 Topgolf venues globally, with plans to open additional new venues in flexible formats.
• Failure to introduce technical innovation or utilize new technologies could lead to declining product demand.
• The Company's ability to utilize U.S. deferred tax assets may be limited due to an "ownership change."
• The Company's top five customers accounted for approximately 12% of consolidated revenues in 2023, down from 13% in 2021.
• The Company's top five customers specific to each segment accounted for approximately 25% of total consolidated Golf Equipment sales in 2023, up from 24% in 2021.
• International political instability and terrorist activities may disrupt business operations and decrease demand.
• The Company's ability to open new Topgolf venues relies on various factors, including its ability to identify, secure, and construct new venues.
• Failure to protect intellectual property rights adequately may result in losing a competitive advantage.
• The Company's obligations under existing credit facilities could limit flexibility and affect liquidity.
• Changes in data privacy laws and regulations could increase compliance costs and impact business operations.
• Natural disasters, pandemics, and emergencies could significantly impact business operations and financial results.
• The company faces potential liability if found to have misclassified Playmakers or violated data privacy laws.
• Changes in U.S. tariffs could negatively affect results of operations and impact international sales.
• Intellectual property claims or lawsuits could lead to significant costs or prohibit the sale of products.
• The company's information systems are vulnerable to damage or interruption from various events.
• Fluctuations in foreign currency exchange rates could significantly affect financial results and operations.