Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended June 30, 2019 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number: 001-37935 Acushnet Holdings Corp. (Exact name of registrant as specified in its charter) | Delaware | | 45-2644353 | | --- | -- ...

[PART I. FINANCIAL INFORMATION](index=6&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) [Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) Presents Acushnet Holdings Corp.'s unaudited condensed consolidated financial statements, detailing balance sheets, operations, cash flows, and key accounting policies Condensed Consolidated Balance Sheet Highlights (in thousands) | Account | March 31, 2019 | December 31, 2018 | | :--- | :--- | :--- | | **Total Current Assets** | $812,635 | $664,001 | | **Total Assets** | **$1,877,290** | **$1,691,621** | | **Total Current Liabilities** | $430,003 | $294,867 | | **Total Liabilities** | $930,653 | $764,637 | | **Total Shareholders' Equity** | **$946,637** | **$926,984** | Condensed Consolidated Statement of Operations Highlights (in thousands, except per share data) | Account | Three months ended Mar 31, 2019 | Three months ended Mar 31, 2018 | | :--- | :--- | :--- | | Net Sales | $433,702 | $441,801 | | Gross Profit | $222,157 | $227,674 | | Income from Operations | $52,227 | $62,284 | | **Net Income Attributable to Acushnet** | **$34,926** | **$41,484** | | **Diluted EPS** | **$0.46** | **$0.55** | Condensed Consolidated Statement of Cash Flows Highlights (in thousands) | Cash Flow Activity | Three months ended Mar 31, 2019 | Three months ended Mar 31, 2018 | | :--- | :--- | :--- | | Cash flows used in operating activities | $(90,065) | $(86,832) | | Cash flows used in investing activities | $(5,462) | $(8,383) | | Cash flows provided by financing activities | $109,076 | $94,823 | | **Net increase in cash** | **$13,863** | **$648** | - The company adopted the new lease accounting standard, ASC 842, on January 1, 2019, using the optional transition approach, resulting in the recognition of **$48.1 million** in operating lease right-of-use assets and related lease liabilities upon adoption[45](index=45&type=chunk)[50](index=50&type=chunk) Net Sales by Reportable Segment (in thousands) | Segment | Three months ended Mar 31, 2019 | Three months ended Mar 31, 2018 | | :--- | :--- | :--- | | Titleist golf balls | $141,667 | $124,906 | | Titleist golf clubs | $91,318 | $116,893 | | Titleist golf gear | $45,181 | $44,345 | | FootJoy golf wear | $140,981 | $140,706 | | **Total Net Sales** | **$433,702** | **$441,801** | [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=30&type=section&id=Item%202.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management discusses Q1 2019 financial performance, highlighting a net sales decrease, segment variations, and liquidity position Q1 2019 vs Q1 2018 Performance Summary | Metric | Q1 2019 | Q1 2018 | Change | | :--- | :--- | :--- | :--- | | Net Sales | $433.7M | $441.8M | (1.8)% | | Net Sales (Constant Currency) | $445.1M | $441.8M | +0.7% | | Gross Profit | $222.2M | $227.7M | (2.4)% | | Gross Margin | 51.2% | 51.5% | (0.3) p.p. | | Adjusted EBITDA | $64.2M | $77.1M | (16.7)% | | Adjusted EBITDA Margin | 14.8% | 17.4% | (2.6) p.p. | - Net sales performance varied significantly by segment: **Titleist Golf Balls** sales increased **13.4%** (**16.0%** constant currency) to **$141.7 million**, driven by new Pro V1 and Pro V1x models; **Titleist Golf Clubs** sales decreased **21.9%** (**20.1%** constant currency) to **$91.3 million**; and **FootJoy Golf Wear** sales were flat at **$141.0 million** but grew **3.2%** in constant currency[137](index=137&type=chunk)[139](index=139&type=chunk)[143](index=143&type=chunk) - Geographically, U.S. sales grew **5.1%** to **$230.4 million**, while sales outside the U.S. decreased **8.6%** (**3.5%** constant currency), primarily due to a **$17.5 million** decline in Titleist golf club sales in international markets[126](index=126&type=chunk)[127](index=127&type=chunk) - The company had **$135.3 million** available under its revolving credit facility and **$51.3 million** under local credit facilities as of March 31, 2019, with management believing current liquidity is sufficient for the next 12 months[149](index=149&type=chunk)[152](index=152&type=chunk) [Quantitative and Qualitative Disclosures About Market Risk](index=39&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company manages market risks from interest rates, foreign currency, and commodity prices using derivative instruments, with sensitivity analysis provided - **Interest Rate Risk**: The company uses interest rate swaps with a notional value of **$185.0 million** to mitigate risk on its variable-rate debt, where a hypothetical **1 percentage point** increase in variable rates would increase annual pre-tax interest expense by **$3.3 million**[162](index=162&type=chunk)[163](index=163&type=chunk)[164](index=164&type=chunk) - **Foreign Exchange Risk**: The company uses foreign exchange forward contracts with a notional amount of **$318.3 million** to hedge currency fluctuations, primarily for the Japanese yen, Korean won, British pound, euro, and Canadian dollar[165](index=165&type=chunk)[166](index=166&type=chunk)[167](index=167&type=chunk) - **Commodity Price Risk**: The company faces risk from price fluctuations in key raw materials, including polybutadiene, urethane, titanium, steel, leather, and synthetic fabrics[172](index=172&type=chunk) [Controls and Procedures](index=40&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded the company's disclosure controls were effective, with internal control changes made for ASC 842 adoption - The principal executive officer and principal financial officer concluded that the company's disclosure controls and procedures were **effective** as of the end of the period covered by the report[174](index=174&type=chunk) - Changes were made to internal controls over financial reporting due to the implementation of new accounting processes for the adoption of **ASC 842, Leases**[175](index=175&type=chunk) [PART II. OTHER INFORMATION](index=41&type=section&id=PART%20II.%20OTHER%20INFORMATION) [Legal Proceedings](index=41&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various lawsuits arising from normal business operations, with unpredictable outcomes - The company is a defendant in lawsuits associated with the normal conduct of its business and operations, but the outcome is **not predictable**[177](index=177&type=chunk) [Risk Factors](index=41&type=section&id=Item%201A.%20Risk%20Factors) No material changes to risk factors previously disclosed in the Annual Report on Form 10-K for 2018 - **No material changes** have occurred to the risk factors as described in the Annual Report on Form 10-K for the year ended December 31, 2018[178](index=178&type=chunk) [Unregistered Sales of Equity Securities and Use of Proceeds](index=41&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) The company did not repurchase any shares under its authorized $50.0 million share repurchase program during Q1 2019 - The company **did not repurchase any shares** under its authorized **$50.0 million** share repurchase program during the first quarter of 2019[179](index=179&type=chunk) [Defaults Upon Senior Securities](index=41&type=section&id=Item%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon senior securities during the period - None[180](index=180&type=chunk) [Mine Safety Disclosures](index=41&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) The company reported no mine safety disclosures - None[181](index=181&type=chunk) [Other Information](index=41&type=section&id=Item%205.%20Other%20Information) The company reported no other information for the period - None[182](index=182&type=chunk) [Exhibits](index=42&type=section&id=Item%206.%20Exhibits) This section lists exhibits filed with Form 10-Q, including CEO/CFO certifications and XBRL data files - Exhibits filed include **certifications by the CEO and CFO** as required by **Sections 302 and 906 of the Sarbanes-Oxley Act of 2002**[184](index=184&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 10-K ☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2018 OR ☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 for the transition period from to Commission File Number: 001-37935 _____________________________________________________ Acushnet Holdings Corp. (Exact name of registrant as specified in i ...