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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
___________
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
July 20, 1997
Date of report (Date of earliest event reported)
CALLAWAY GOLF COMPANY
(Exact Name of Registrant as Specified in Charter)
California 1-10962 95-3797580
(State or Other Jurisdiction (Commission (I.R.S. Employer
of Incorporation) File Number) Identification No.)
2285 Rutherford Road
Carlsbad, CA 92008-8815
(Address of Principal Executive Offices)
(760) 931-1771
(Registrant's telephone number, including area code)
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Item 5. Other Events.
On July 20, 1997, Callaway Golf Company (the "Company"), a California
corporation, entered into an Asset Purchase Agreement (the "Purchase Agreement")
by and between the Company, Odyssey Sports, Inc. ("Odyssey"), a California
corporation, and U.S. Industries, Inc. ("USI"), a Delaware corporation and the
ultimate parent company of Odyssey, to purchase substantially all of the assets
of Odyssey for a cash purchase price of $130 million, subject to various
adjustments at the time of closing. Consummation of the transactions
contemplated by the Purchase Agreement is subject to customary closing
conditions and the receipt of regulatory approvals, including the expiration or
early termination of the applicable waiting period under the Hart-Scott-Rodino
Antitrust Improvements Act of 1976.
In addition, on July 21, 1997, the Company issued a press release
announcing the execution of the Purchase Agreement, which press release is
attached hereto as Exhibit 99.1 and incorporated herein by reference.
Item 7. Financial Statements and Exhibits.
(c) Exhibits.
99.1 Press Release, dated July 21, 1997, of Callaway Golf Company.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: July 22, 1997 CALLAWAY GOLF COMPANY
By: /s/ DONALD H. DYE
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Donald H. Dye
President and CEO
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EXHIBIT INDEX
Exhibit Number Description
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99.1 Press Release, dated July 21, 1997, of Callaway
Golf Company.
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EXHIBIT 99.1
Contact: Krista Mallory
(760) 931-1771
Callaway Golf Company Agrees To Purchase Odyssey Sports, Inc.
CARLSBAD, Calif./July 21, 1997/Callaway Golf Company (NYSE:ELY)
announced today that it has reached agreement with U.S. Industries, Inc., the
parent company of Odyssey Sports, Inc., to purchase substantially all of the
assets of Odyssey Sports, Inc. for a cash purchase price of $130 million,
subject to various adjustments at the time of closing.
Odyssey Sports, Inc. is in the business of making and selling the
Odyssey(R) line of putters with Stronomic(R) face inserts which, in the opinion
of many golfers, are the best putters available. Odyssey(R) putters are the
number one putters in use on the Senior PGA and Ladies PGA Tours, second on the
Nike Tour, and third on the PGA Tour.
Callaway Golf makes and sells Big Bertha(R) metal woods and irons,
including Big Bertha(R) War Bird(R) Stainless Steel Metal Woods, Great Big
Bertha(R) Titanium Metal Woods, Biggest Big Bertha(TM) Titanium Drivers, Big
Bertha(R) Irons and Great Big Bertha(R) Tungsten.Titanium(TM) Irons. Big
Bertha(R) Drivers are the number one drivers in use on the PGA, Senior PGA,
Ladies PGA, Nike and European PGA Tours.
"Last year, Callaway Golf Company decided that by the end of 1997 we wanted
to provide the golfing public with the best performing putter in the market,"
said Donald H. Dye, President and CEO of Callaway Golf. "We believe that with
this acquisition we have accomplished that goal. In the process, we believe
that the acquisition will also add to shareholder value and provide Callaway
Golf with an opportunity to effectively compete, worldwide, for putter business
against established, well-known putter brands such as Ping, Titleist, Ram and
others."
According to Ely Callaway, Chairman and Founder of Callaway Golf Company,
"When I first founded Callaway Golf, it was my intent to provide the serious
golfer with products that were demonstrably superior to and pleasingly different
from those of our competitors. The addition of Odyssey putters to our product
offering continues to fulfill this intent."
The closing of the transaction is subject to certain contingencies,
including the completion of certain governmental reviews. An expected closing
date has not been announced.
For more information about Callaway Golf Company, please visit our web site
on the internet at http://www.callawaygolf.com.
