CASE

CASE: SPM-57
DATE: 02/28/20
TOPGOLF: BUILDING A GLOBAL SPORTS

ENTERTAINMENT COMMUNITY
Topgolf hopes to be like Starbucks, except for the golf industry.
—Quote from Golf Inc. magazine (November/December 2018)
INTRODUCTION
Erik Anderson, Executive Chairman of Topgolf, appeared at No.
3 for the second year in a row
on Golf Inc. magazine’s November/ December 2019 list of
“Most Powerful People in Golf—the
list of individuals who wield the most clout in the golf
industry.” At No. 3, Anderson was only
behind such traditional long-term industry figures as the CEO of
Troon Golf and the CEO of
Club Corp., and ahead of the CEO of the PGA Tour at No. 4 and
Tiger Woods at No. 7. He had
not been on the 30-person list at all until 2015, when he made
his debut at No. 21.01 (See
Exhibits 1 and 2.)
The meteoric rise of Anderson and Topgolf in an industry that
was widely considered to be in
decline was remarkable. Between 2003 and 2017 the number of
traditional “on course” golf
course participants had declined by 22 percent, and between
2003 and 2018 the number of
traditional golf courses by 10 percent.2,3 (See Exhibit 3.) In
contrast, under Erik Anderson’s
leadership, Topgolf had grown from an obscure enhanced
driving range entity with three venues
in the U.K. and three in the United States at the end of 2010 to
be characterized in 2018 as the
“savior” of golf,4 and embraced by the PGA and LPGA tours as
“a strategic partner to grow
golf.”5

By February 2020 Topgolf was the story of 24 years of dogged
entrepreneurship. In 1996
Topgolf demonstrated first mover application of emerging
technology to a niche problem as well
as solving such mundane problems as “product-market fit.” The
growth phase started with the
Cor van der Wal, DDS, MS (1994) and Professor George Foster
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BUS3310 HBR Coursepack-1 taught by Jonathan Schultz,
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Topgolf: Building a Global Sports Entertainment Community

SPM-57 p. 2
recognition of an intellectual property opportunity “up for
grabs” and expansion of the enterprise
far beyond its traditional industry boundaries. Subsequent
innovation through off-balance sheet
financing that was novel for the industry, “model thinking,” and
broad product offering
expansion later created a worldwide audience of 100 million
and resulted in “hockey stick”
enterprise growth. By January 2020 the financial press
speculated about a Topgolf IPO with a
value as high as $4 billion.6
ERA 1 – IDEATION, TECHNICAL DEVELOPMENT AND
PROTOTYPE (1996 – OCTOBER 2000)
Twins Steven and David Jolliffe, born in the U.K. in 1955,
decided at grammar school that they
wanted to go into business together. In 1996 Steven and his
friend Geoffrey Emmerson—both
avid golfers and dedicated enough to regularly go to driving
ranges to practice their shots—said
to each other that “hitting a sub-standard ball from an old mat”
was frustrating.7 Given Steve’s
philosophy on business, i.e., “find something that frustrates
you, improve it, and start a business
on the back of it,” it took only a day of discussions for Steve,
Dave, and Geoff to come up with
an idea to address their frustration with driving ranges
specifically (“joyless mud fields”) and
golf in general (“an expensive and time consuming exercise in
frustration if one is not good at
it.”)7
The concept seemed simple enough. Turning it into reality

would not be. The founders spent
four years and £10 million to apply an emerging technology—
microchips—to create what they
believed would be a “new” sport. They experimented with
implanting a chip in a golf ball,
perfecting the “ID ball” so that it was robust enough to
withstand repeated pounding as well as
the manufacturing process and yet had the “look and feel” and
flight characteristics of a
regulation golf ball (They made their patent application in
2000.)8 They developed a modified
radar system to determine the “start” and “end” locations of the
new ball and invented a new
patentable game based on the concept that “players would hit
golf balls toward a range of targets;
points would be given based on accuracy; targets would reflect
challenges on a regulation golf
course and particularly good shots would acquire extra points;
the score would be automatically
relayed to a TV screen in the golfer’s bay; and groups of
players would compete with each other
for the highest total (patent application in 2000.)”9
Steve Jolliffe summarized Topgolf U.K.’s goal as follows: “We
wanted to create a compelling
and addictive game that would make even a child who chips a
ball into a front target more
excited than a seasoned golfer hitting a hole-in-one in a back
target.” 7
To demonstrate the merits of their concept, the founders opened
Topgolf Watford, approximately
20 miles northwest of central London in Hertfordshire, U.K. in
October 2000, at the site of the
four-year-old Jack Nicklaus Golden Bear driving range.10 As a
traditional driving range, the site

had revenues of approximately £300,000 a year and a few
hundred customers a week who each
spent an average of less than £5.7 A large Topgolf team of 30
had worked on the redesign and
new operation of the new facility.
Topgolf Watford was marketed as a “gamified driving range”
and had 48 bays (44 covered, 4
outside) over two floors, 11 targets in an all-weather (artificial
turf) field, 3 games (TopGolf,
TopChip, and TopPressure), 11 TVs, 18,492 square feet of
building space, a patio, and miniature
golf.11 It had cost £3.5 million to convert the facility12 for a
total investment in the Topgolf
https://range.10

SPM-57 p. 3
Watford facility of £7.1 million. The facility expected to have
300,000 visits per year.13 (See
Image 1.)
To differentiate itself from conventional driving ranges,
Topgolf Watford sold time slots rather
than buckets of balls, used variable pricing based on time of day
and day of the week, provided
free clubs, and had a 150-seat café bar. Steve Jolliffe wanted to
“borrow equity from other
brands” and thus had negotiated partnerships with Compaq
computers for the information
systems, Imabay Compass Group for catering, American Golf
Discount for the 3,000-square-foot
retail store, and David Leadbetter Academy for lessons.12
Steve Jolliffe soon knew he had a major problem with the new
facility: “It confused

everyone…you had to explain what it was, and you couldn’t,
really ‘it was…like golf…but not.’
This didn’t sit well with golfers. Golf companies…like Titleist
wanted no part of it.”10 But,
within months, their first proof of concept facility started to get
traction after lots of basic
marketing including leaflets and local newspaper ads.14
ERA 2 – ROLLOUTS IN U.K. (NOVEMBER 2000 – JULY
2005)
After Topgolf Watford started to outperform the Jack Nicklaus
Driving Range, its predecessor in
the same location, the founders quickly gained confidence. Not
short of lofty aspirations, they
planned for 42 more facilities in the U.K. and 200 globally.12
Topgolf’s site location targets in
the U.K. were areas with 1 million in population within a 30-
minute drive.13 Topgolf made a
deal with global sports, events, and talent management giant
IMG (originally International
Management Group) to market and license Topgolf franchises
worldwide.16 A typical franchise
would cost £1 million plus an ongoing franchise fee of 15
percent of revenue.16
The euphoria did not last long. In 2002, World Golf Systems,
Ltd (WGS), the Topgolf U.K.
holding company, booked a net loss of £1.75 million, was
looking for additional funding, and
had not opened any more facilities. A glimmer of hope occurred
in 2003, when American
Richard Grogan, a Bain & Company Inc. veteran since 1981 and
experienced in ventures in both
Europe and the United States, showed interest in Topgolf.12 But
after getting the facts he was

unimpressed by Topgolf’s 5 percent return on investment. By
the end of 2003, Topgolf had had
contact with hundreds of potential investors without significant
results.
Despite these setbacks, the founders opened what they then
marketed as an “entertainment
complex with driving range.” Topgolf Chigwell was
approximately 20 miles northeast of central
London in Essex and 30 miles due east of Watford. It had 55
bays over two floors, 10 TVs,
38,686 square feet of building space, and a patio.17
In a surprise, even though Richard Grogan was not initially
impressed by Topgolf as a viable
enterprise, by 2004 he had come up with an idea to improve its
value proposition: “a visit to
TopGolf needed to be an experience—a place with great food,
parties and other ways to make
money beyond the game itself.”10 After visiting Topgolf
Watford in person Grogan bought the
license for Topgolf in the United States.10 He incorporated
Topgolf USA, Inc in Dallas, Texas as
a vehicle for the license purchase.18 Flush with confidence at
having sold their first license, the
https://purchase.18
https://States.10
https://patio.17
https://Topgolf.12

https://revenue.16
https://worldwide.16
https://drive.13
https://globally.12
https://lessons.12
SPM-57 p. 4

U.K. founders opened a third U.K. facility in Addlestone,
Surrey, approximately 25 miles
southwest from central London in April 2004.20
After his site visit to Topgolf Watford, Grogan contacted a
former Goldman Sachs colleague
from 1982-1991, Erik Anderson, and persuaded him and his
venture capital group, WestRiver
Group (WRG), to become the lead investor in TopGolf USA in
2005 with an initial investment
of $2.5 million.19 Anderson’s confidence in the investment was
based on unbundling the various
elements of a Topgolf operation into its constituent components
(e.g., driving range, food, drink,
meeting venue) and then redesigning and repackaging them to
optimize the value of each
element for the customer and to execute so as to maximize the
substantial profit margins that
were available in each area of the business and thus maximize
total value of the enterprise.20
(See Exhibit 4.)
ERA 3 – 1ST ROLLOUTS IN US AND 1ST
REORGANIZATION (AUGUST 2005 – APRIL 2011)
A year and a half after obtaining the U.S. license, Richard
Grogan and Erik Anderson opened the
first Topgolf in the United States on August 5, 2005, right next
to Washington, D.C., in
Alexandria, Virginia, on the site of a former driving range. It
was TopGolf USA design version
1.0 with 76 bays over two floors, 2 miniature golf courses, 3
TVs, 22,300 square feet of building
space, and a patio.22 (See Image 2.) The expected government
employees seeking a place to

entertain over a golf driving range experience did not
materialize in the expected numbers.14
TopGolf USA had no brand name in 2005. But Callaway Golf—
then valued at approximately
$1 billion23 and a major golf industry entity—did, and an
association with it had the potential to
provide a reputational “halo effect” for TopGolf USA. Grogan
and Anderson strategically
convinced them to invest in TopGolf USA in 2006 by buying a
20 percent interest for $50
million,20 suggesting that Calloway valued TopGolf USA at
approximately $250 million post-
money.
The second Topgolf facility in the United States opened in
Chicago in 2007. It was built there
based on the premise that people would flock to a facility where
they could hit golf balls even in
bad weather.14 It was a version 1 design with miniature golf, 36
TVs, 44,000 square feet of
building space, a patio, and a rooftop terrace.24 Like the public
response in Alexandria, the
public response in Chicago was also suboptimal.14 (See Image
3.)
The third U.S Topgolf facility was opened in Dallas, Texas, in
September 2007 based on the
assessment that the warm climate, the general popularity of
sports and culture, and the presence
of many Fortune 500 company headquarters would provide a
welcome environment for the new
game.14 It replaced the Hank Haney Golf Range and was also a
version 1.0 venue with 3
miniature golf courses, 9 batting cages, 48,500 square feet of
building space, and a patio.22 (See

Image 4.) The site initially sat largely empty.14
A “build it and they will come” philosophy underpinned the
first 6 Topgolf venues (3 U.K. and 3
U.S.) was not getting the traction desired. The Jolliffe brothers
as well as Grogan and Anderson
agreed on the source of the problem: “people didn’t understand
what Topgolf was.”14
Brainstorming with staff led to low-tech solutions: sandwich
boards on the streets and leaflets
https://empty.14
https://patio.22
https://suboptimal.14
https://terrace.24
https://weather.14
https://numbers.14
https://patio.22
https://enterprise.20
https://million.19

SPM-57 p. 5
handed to cars. After six months, people started coming and
telling their friends. Soon there
were waiting lines outside Topgolf Dallas to hit balls and
people from out of town and out of the
country were “chatting” about Topgolf and coming not only to
Topgolf Dallas but to other
Topgolf sites as well. Finally, there was a crack in the
messaging mystery of TopGolf.14 The
“before” and “after” comparison of the financial performance
data of the Dallas site confirmed it.
(See Exhibit 5.)
By 2008 Anderson was convinced of the potential of Topgolf.
As a result, TopGolf USA
incorporated as TopGolf International and Anderson articulated
a vision for the company that
called for aggressive expansion in terms of size of facilities,

number of facilities, and scope of
offerings at the facilities. Topgolf started to make radical
changes in the design for its next
facility.21 It purchased the intellectual property rights for the
TopGolf game from World Golf
Systems, the British company founded by the Jolliffe brothers
that had developed the high-tech
software for the game in July 2009.26
To communicate the basis for the changes at Topgolf, in the
2008-2011 period Erik Anderson
had formalized his communication of what he termed “model
thinking” as applied to Topgolf.
His approach to assessing value in business had its roots in the
basic business model as taught by
Peter Drucker at Anderson’s alma mater, Claremont McKenna
College:
Source: created by authors to summarize discussions with Erik
Anderson21
To address the specific pivotal question, “what are the sources
of company value?” Anderson
articulated the following model:21
Source: created by authors to summarize discussions with Erik
Anderson21
One of the major conclusions Erik Anderson had come to as he
considered how value is captured
in the golf industry was that “the intellectual property that is
golf is essentially free.” Anderson
recognized that although the term “golf” was globally
recognizable and ubiquitous, it was not
patented. This realization enabled Topgolf to gain recognition
with millions of people without

having to pay royalties for use of brand or image. To Anderson
“football = NFL” and “baseball
= MLB.” “Golf does not equal the PGA.” He set out to create
the image that “golf=Topgolf.”21
https://facility.21
https://TopGolf.14

SPM-57 p. 6
ERA 4 – 2ND SET OF ROLLOUTS IN U.S. AND MAJOR
STRATEGIC INSIGHTS
(MAY 2011 – DECEMBER 2015)
In May 2011, Topgolf Allen, Texas, opened as the first of the
new “bigger and better” Topgolf
facilities (version 1.5) for which planning had started in 2008.
This facility had 94 bays on 3
floors, 225 TVs, 64,000 square feet of building space, a rooftop
terrace, and 230 employees.28,29
(See Image 5.)
Using Anderson’s “execution value” vs. option value” decision
model described above, Topgolf
leadership decided that the company needed to expand beyond
driving ranges and commensurate
planning commenced.21 Given Anderson’s basic investment
philosophy of “firing bullets before
firing cannonballs” he proceeded to vet his ideas for expansion
with long-time friend Jim
Sinegal, co-founder of Costco (originally Price Club), by
addressing three basic questions: 1. “do
the economics work?”; 2. “can the model be repeated in
different locations?”; and, 3. if the
answer to the first two is a resounding ‘yes’, then why not build
as many venues as fast as
possible?”21

To make the leap to aggressive expansion Anderson felt that
Topgolf needed to hire the right
people, find an optimal way to finance expansion, and to own
the brand and the intellectual
property. An aggressive goal was set—open 10 venues a year.
In early 2011 Topgolf leadership consisted of only a small team
and Erik Anderson was involved
only part-time. To execute on the aggressive plans, Erik
Anderson replaced Richard Grogan as
executive chair of Topgolf International, Inc (TI), Thomas
Dundon, formerly CEO of Santander
Consumer USA30 became a major investor in TI, the Jolliffe
brothers sold all their Topgolf-
related assets for $28 million to the major investors in TI at that
time—WestRiver Group,
Callaway Golf, and Thomas Dundon.27 In addition, in May
2013 Anderson replaced previous
retail industry executive hires with Tom Leverton, previously a
private equity consultant and
CEO of Omniflight becoming CEO of Topgolf International,
Inc31; and Ken May, formerly CEO
of Krispy Kreme Doughnuts, becoming COO.32
TI’s expansion plans would be capital intensive. Each venue
required 12-15 acres of land (with
land value typically varying between $250,000 to $1 million per
acre depending on location) and
building costs for building, equipment, and improvements were
expected to average
approximately $15 million per venue.21 (See Exhibit 6.) To
finance multiples of such numbers
with equity would be expensive—and burdensome on the TI
balance sheet.

Anderson recognized that he could now demonstrate that TI had
enough economic viability to
warrant a lower cost of capital from investors than was
available by issuing equity. He had heard
of property investors that specialized “in select enduring
experiential properties in the real estate
industry.” In particular, Entertainment Properties Trust (EPR), a
leading experiential real estate
investment trust, was a good fit for TI as its stated focus was
“on real estate venues which create
value by facilitating out of home leisure and recreation
experiences where consumers choose to
spend their discretionary time and money. These are properties
which make up the social
infrastructure of society.”33
https://venue.21
https://Dundon.27
https://commenced.21

SPM-57 p. 7
On March 12, 2012, EPR announced signed commitments for
investment spending totaling $150
million, including a $20 million sale-leaseback for two Topgolf
locations.34 This initial specialty
REIT financing approach was so successful that it became the
main financing vehicle for
TopGolf venue expansion and over time five additional REITS
participated.21 By 2019, a REIT
typically would buy the land of a venue and lease it back to
Topgolf (often for 20-50 years) and
the REIT owned the building and leased it to Topgolf. TI itself
typically participated by
financing 15-20 percent of each venue itself.21
By 2011 Anderson realized that the mobile phone market was
exploding and that smartphone

users could be a potential audience for the company’s offerings.
(See Exhibit 7.) TopGolf’s
initial effort to get “in on the wave” was to roll out free
download iPhone and Android apps to
access menus and bay control at Topgolf venues, allow
smartphone and tablet users to view
personal scores and the site’s leaderboards, purchase VIP
Priority Passes to jump to the top of
the wait list, buy a Topgolf membership, and obtain news and
information regarding each
Topgolf location and all the Topgolf games.21,35 At the time
electronic gaming was also
exploding and Anderson wanted to be part of it. In 2015 TI
bought World Golf Tour (WGT), an
online multiplayer golf game, which created the world’s largest
digital golf audience.36,37
Anderson was a big believer in “walking the factory floor.” By
visiting the various venues he
observed that guests loved to take and send images of
themselves to their friends with their cell
phones. By installing screens everywhere at Topgolf venues and
posting guest-made images on
those screens he encouraged guests to have a two-way
interaction with the brand and created the
opportunity for TI to monetize advertising on those screens,
much like baseball used screens of
fans at baseball games.21
To further spread the Topgolf brand, Anderson used the doors
opened by the company’s
association with Calloway Golf for an introduction to the Golf
Channel. In 2015 only 50 percent
of those in the golf industry thought of Topgolf as a positive
force in golf. The Golf Channel
was in that camp and a partnership was formed. In a reflection

of Anderson’s view that
“collaboration is a more positive force than competition,” he
later forged a strategic alliance with
the PGA and LPGA.21
By 2014 it was possible to take measure of how well Anderson
and Topgolf had performed on its
goal to “expand dramatically beyond a driving range experience
with food and drink.”14 The
three venues that opened in 2013 were venue version 2.0 with 3
stories, 102 bays, 65,000 square
feet of building space, roof top terraces with fire pits (and one
with a stage), sports bars, and over
500 parking spots. Topgolf published data on its 2013
operations at 10 venues. (See Exhibit 8.)
Total sales for Topgolf in 2013 were $163.5 million.38 The
company reported that in 2013
2,281,893 visitors played Topgolf, that there were 2.7 million
visits to TI venues, and that 136
million balls were hit.38
With the adoption of version 2.0 venues, TI marketing strategy
also changed. Starting with the
opening in May 2013 of TopGolf Austin, the company marketed
itself as “the premier
entertainment destination in ‘fill in the blank city.’ And by
entertainment destination, we’re
talking about a place where you can come for birthday parties,
bachelor or bachelorette parties,
corporate events, date nights, or just a night out with friends,
and everyone will have a great
time. No matter the occasion or who you share it with, we
believe that every great time starts

https://million.38
https://games.21
https://itself.21
https://participated.21
https://locations.34
SPM-57 p. 8

with play, is fueled by food and drinks, moved by music and all
made possible through
community.”39
Because both the company and trends had changed since the
design of the original logo, in 2014
the company wanted to make the logo more recognizable. A
major concern had been that the
embroidery of the old logo had made the background prominent
at the expense of featuring the
target symbol and name. With the letters larger relative to the
image and in all caps on clothing
(TOPGOLF), the new logo was deemed to be “more exciting and
sporty.”40 (See Exhibit 9.) As
part of the update, the spelling “TopGolf” would also be
replaced by “Topgolf” in all electronic
and written communication.
To further enhance the Topgolf brand and “grow the sport,” TI
announced a partnership with the
Golf Channel on January 25, 2015. The Golf Channel, a
multimedia, golf entertainment and
services company based in Orlando, Florida, was cofounded by
Arnold Palmer in 1995 and then
became part of the NBC Sports Group. The Golf Channel was
available in more than 120
million homes in 83 countries and 12 languages around the
world. The agreement included Golf
Channel providing Topgolf with integration support on-air,
online, across its social media
brands, as well as through its email distribution platforms.41
In pursuit of the original goal of opening 10 venues per year,
the pace of venue opening had
quickened from previous years. Topgolf opened 5 version 2.0

venues in 2014 and another 8 in
2015. (See Exhibit 10.)
ERA 5 – CONTINUATION OF ROLLOUTS IN U.S., MAJOR
REORGANIZATION, PARTNERSHIPS,
MEDIA, LIFESTYLE BRAND, AND POSSIBILITY OF AN IPO
The year 2016 was a major inflection point for Topgolf.
Commensurate with the “execution
value” vs. the “option value” model, Anderson considered both
a “defensive” strategy (execute
in volume ahead of the competition) and an “offensive” strategy
(be on the forefront of societal
and business trends and thus branch into businesses with huge
potential). Anderson elected to
lead Topgolf’s global platform initiative while Topgolf
restructured its organization in 2016.21
New lines of business that commanded particular interest for
Anderson were media and
international licensed partnerships. An umbrella organization
called Topgolf Entertainment
Group (TEG) with 3 divisions was formed:42
Source: https://topgolf.com/uk/company/press-room/press-
releases/2015/topgolf-acquires-world-golf-tour-launches-
new-media-and-international-divisions-plus-holding-company/.
https://topgolf.com/uk/company/press-room/press-
releases/2015/topgolf-acquires-world-golf-tour-launches

https://platforms.41
SPM-57 p. 9
Since the overall motivation for the 2016 reorganization was to
“better align growth with
structure,” the Topgolf division would focus on U.S. and U.K.
venues, Topgolf International
would focus on international expansion, and Topgolf Media
would focus on enhancing the
Topgolf experience through digital media, strategic
partnerships, and sponsorships.44 In addition,
Erik Anderson became co-chair and CEO of TEG, Chip Brewer,
CEO of Callaway Golf became
co-chair of TEG and Tom Dundon became co-chair of TEG. Ken
May continued as CEO of

Topgolf.44 A Topgolf press release at the time read: “These
new divisions will allow us to invest
in the ‘global’ and ‘entertainment’ parts of our vision. One day,
years from now, we’ll find it
hard to believe that we were ever just Topgolf.”42
Besides the reorganization, a large number of significant
developments in occurred in 2016 (for
details see Exhibit 11):
- acquisition of multi-player golf game WGT43
- $300 million Providence Equity Partners investment44
- Topgolf version EZ for smaller and midsize markets21
- acquisition of Protracer and rebranding as Toptracer46,47,48
- strategic alliance with the PGA Tour and LPGA21
- opening “brand anchor” Topgolf Las Vegas50,52,53,54 (see
Image 6)
- introduction of WGT mobile app55
- $175 million loan and a $100 million revolving line of
credit56
By the end of 2016 Topgolf had opened 8 new facilities for a
total of 31 worldwide, with 28 in
the United States.
2017 was to be another year of major developments in quick
succession for TEG and Topgolf
(for details see Exhibit 12):
- adoption of Toptracer in Topgolf venues57
- introduction of Toptracer Tournament Range for non-Topgolf
owned driving ranges58
- the first pop-up Topgolf Crush event59
- entrance into the original content for entertainment sector60
- a partnership for 10 Topgolf venues in Mexico61
- partnerships with ClubCorp and Cineplex Canada62,63

- opening The Cowan, a 600-seat dedicated concert hall in
Nashville64 (see Image 7)
- additional investment by Calloway65
- Erik Anderson’s resumption of the executive chair role at
TEG66
By the end of 2017, Topgolf had opened 9 more version 2.0
facilities, had 40 venues worldwide
with 3 outside the United States, and had an average of 35,000
visitors per day. The Topgolf
brand was now entertaining more than 13 million guests
annually with golf venues, original
content shows, next-gen simulator lounges, competitive tours,
pop-up social experiences, and the
world’s largest digital golf audience. Topgolf labeled itself
“everyone’s game.” 21
2018 was another year of rapid expansion and major
announcements and developments (for
details see Exhibit 13):
- National Golf Federation: “positive role of Topgolf in golf” 67
- introduction of a Topgolf music entertainment TV series68
- first Topgolf Swing Suite69 (see Image 8)
https://Topgolf.44
https://sponsorships.44

SPM-57 p. 10
- first non-U.S. Topgolf opening in 14 years (Australia) 70 (see
Image 9)
- partnership with Vistar71
- dramatic expansion Toptracer Range locations72
In 2018 Topgolf had opened 11 new facilities, for a total of 51
facilities worldwide including 47
in the United States, and expected over 16 million visitors.73 In
addition, TEG had strategically
extended the Topgolf brand experience from Topgolf driving
range facilities to Topgolf Swing
Suites, to Topgolf concerts, to Topgolf TV and to other media
forms.
It should come as no surprise that in 2019 TEG was still in
rapid expansion mode (for details see
Exhibit 14):
- PGA Tour adoption of Toptracer for all tournament
broadcasts74
- opening of first Topgolf Lounge75,76
- introduction of Topgolf version EZ for small and medium
markets77
- partnership agreement for Topgolf venues in Europe78
- association with Westbrook Media (Jada & Will Smith) to
produce additional Topgolf
series79
In 2019 TEG had opened 4 Topgolf facilities in the United
States, for a total of 56 facilities

worldwide, 52 in the United States and 4 elsewhere. In addition,
there were now 55 Topgolf
Swing Suite locations in the United States and Canada and
Toptracer had been installed at 191
independent driving ranges in 22 countries.
As Topgolf entered 2020 its various lines of business and
“brand expressions” looked as follows:
* TOPGOLF US Venues Media *TOPGOLF Media
* TOPGOLF UK *TOPGOLF TV
* TOPGOLF Las Vegas *TOPGOLF Radio
* TOPGOLF Nashville *TOPGOLF Studios
* TOPGOLF Australia
* TOPGOLF Mexico
* TOPGOLF Canada
* Lounge by TOPGOLF
Topgolf
Entertainment
Group
* World Golf Tour
* TOPGOLF Tour * TOPTRACER
* TOPGOLF Crush * TOPTRACER TV
* TOPGOLF Swing Suite
* TOPGOLF Coach
* TOPGOLF Music
Activations Digital & Tech
* TOPTRACER
RANGE
* TOPGOLF LIVE

Sources: Compiled by authors based on various Topgolf
publications and sources, including
https://www.topgolfmedia.com.
See Exhibit 15 for the logos and Topgolf explanations of each
of the brand expressions listed
above.
https://www.topgolfmedia.com
https://visitors.73
SPM-57 p. 11
By the end of 2019 Topgolf was the dominant player in the
enhanced driving range

entertainment space by a large margin. One close competitors,
Drive Shack, had opened only
four locations (Orlando, FL, Raleigh, NC, Richmond, VA, and
West Palm Beach, FL).80 Another
competitor, BigShots Golf, had only opened three (Vero Beach,
FL, Fort Worth, TX, and
Springfield, MO). 81 Of note, Drive Shack announced on
November 12, 2019, that its CEO Ken
May, formerly COO at Topgolf (2013-2014) and CEO at
Topgolf (2014-2017), had left the
company after only 12 months as Drive Shack’s CEO.82
On January 6, 2020, Bloomberg News reported that “Topgolf
International Inc., an operator of
driving ranges with a party atmosphere, has selected banks for
an initial public offering that
could value the company at about $4 billion, according to
people familiar with the matter.” The
article went on to state that “Topgolf, led by Chief Executive
Officer Dolf Berle, has $525
million in outstanding debt, according to data compiled by
Bloomberg.”83
Looking back at all that had been accomplished at Topgolf since
its founding, Erik Anderson
reflected on the best way to present what he believed was a
truly transformative entertainment
and media sector opportuni ty to new investors.

SPM-57 p. 12
Exhibit 1
Topgolf Entertainment Group Leadership
Erik Anderson, Executive Chairman
Topgolf Entertainment Group
Erik Anderson is a leader in global innovation. He is the
Founder and Chief
Executive Officer of WestRiver Group (WRG) since 2002. WRG
is a

collaboration of leading investment firms providing integrated
capital solutions
to the global innovation economy. In 2018, Anderson became
Executive
Chairman of Singularity University, a global community using
exponential technologies to tackle
the world’s biggest challenges. Anderson is also the Executive
Chairman of Topgolf
Entertainment Group, a global sports entertainment company. In
this role, he has received
numerous honors, including the Ernst & Young Entrepreneur of
the Year Award. In 2018 and
2017 he was honored by Goldman Sachs as one of their Top 100
Most Intriguing Entrepreneurs.
In 2018 he was ranked by Golf Inc.as the No. 3 most powerful
person in the golf industry after
being ranked No. 8 the previous year. Anderson is Vice-
Chairman of ONEHOPE, a cause-centric
consumer brand and technology company, most commonly
known for their award-winning wine
and world-class vineyard in Napa, Calif. Additionally, Anderson
is the founder of America’s
Foundation for Chess, currently serving 160,000 children in the
United States with its First Move
curriculum. He serves on the Board of Play Magnus, an
interactive chess app inspired by
Magnus Carlsen, the reigning World Chess Champion. In 2019,
he became a Board member of
Pro.com, a leader in the home improvement experience industry.
His investment experience
includes being Partner at Frazier Healthcare Partners, CEO of
Matthew G Norton Co. and Vice
President at Goldman, Sachs & Co. Anderson was recognized
early in his career as one of the
top “40 under 40” young achievers and emerging leaders by

Seattle’s Puget Sound Business
Journal.
He holds a master’s and bachelor’s degree in Industrial
Engineering from Stanford University
and a bachelor’s degree (Cum Laude) in Management
Engineering from Claremont McKenna
College. Anderson lives in Kirkland, Wash., with his family,
including his wife Deborah and
children Natalie, Claire and Trevor.

SPM-57 p. 13
Exhibit 1 (continued)
Topgolf Entertainment Group Leadership
Dolf Berle, Chief Executive Office
Topgolf Entertainment Group
Dolf Berle serves as Chief Executive Officer of Topgolf
Entertainment Group
where he leads the company’s overall vision, global growth
strategies and the
company P&L. A proven leader, Dolf has a passion for driving
results through
an enhanced guest experience and is highly regarded for his
strategic thought
leadership. With a focus on delivering unmatched experiences,
championing technology
innovations and creating communities of fans, Dolf is
instrumental in rallying the entire Topgolf
brand to connect people in meaningful ways.
Prior to joining Topgolf, Dolf’s career has included roles as
President and COO of Dave &
Buster’s, President of Lucky Strike Lanes, COO of House of
Blues and Executive Vice President
of Hospitality and Division Head at ClubCorp. Dolf earned his
undergraduate degree and MBA
from Harvard University. Dolf truly believes in helping people
discover what connects them
through friendly competition and fun. In his spare time, he is a
dedicated athlete who has

competed on American Ninja Warrior and is the reigning world
champion in the pole vault for
men 55-59 years old. He was recently named to the U.S.A.
Track & Field Board of Directors and
also serves on the National Board of Directors for the Make-A-
Wish Foundation, one of
Topgolf’s charitable partners. Dolf resides in Dallas with his
wife Julia and their three children.
Source: http://press.topgolf.com/leadership.
http://press.topgolf.com/leadership

SPM-57 p. 14
Exhibit 2
Golf Inc. Most Powerful People in Golf (2014-2019)
Company Name Title 2014 2015 2016 2017 2018 2019
Troon Golf Dana Garmany
Tim Schantz

Chairman
CEO 1
Dana Garmany CEO 3 2 1 2 1
Club Corp David Pillsbury CEO 5 2
Eric Affeldt President 1 1 2
Top Golf Eric Anderson Executive
Chairman
(21) (15) 8 3 3
PGA Tour Jay Monahan CEO 10 2 4
Tim Finchem CEO 5 4 7
Brandon Dunes Michael Keiser Developer 8 5 6 4 4 5
Billy Gasper Golf Peter Hill President 6 6 4 5 6 6
TGR Design Tiger Woods Professional Golfer (29) 7 7
Kemper Sports Josh Lesnik
Steve Skinner
President
CEO
(11) 9 5 6 8 8
Nicklaus Design Jack Nicklaus CEO 4 3 3 3 9 9
Golf Channel Mike McCarley President (16) 8 8 9 10 10

Trump
Organization
Eric & Donald
Trump
EVP/U.S. President (11) (12)
Donald Trump President 2 (11) (17) 1
NBC Sports Peter Bevacqua President (15) 10 7 (19)
Century Golf Jim Hinckley CEO 9 10 9 (12) (14) (18)
Arcis Equity Blake Walker Chairman/CEO (18) 7 (12) (15) (18)
(15)
USGA Mike Davis Executive Director 7 (13) (11) (13) (13) (13)
Mission Hills
Group
Ken/Tenniel Chu Chair/Vice Chair 10 (20) (21) (26)
Source: http://press.topgolf.com/leadership.
Exhibit 3
US Golf Industry Data: Players, Participation Rate and Courses
ON-COURSE GOLF IN
US 2003 2011 2012 2013 2014 2015 2016 2017 2018 2019
PARTICIPANTS (millions)
On-course (> age 6) 30.6 25.7 24.7 24.1 23.8 23.8 24.2 n/a

PARTICIPATION
Rounds (millions)
AVG rounds/golfer
FACILITIES
Golf courses 16,172 15,751 15,619 15,516 15,372 15,204
15,014 n/a 14,613 n/a
458.0 466.0 469.0 456.8 434.0 n/a
18.5 19.3 19.7 19.2 17.9 n/a
Source: Compiled by authors from data provided by the
National Golf Federation.
http://press.topgolf.com/leadership

SPM-57 p. 15
Exhibit 4
Optimizing Enhanced Driving Range Operations
Revenue area: Typical
profit
margin
Estimated
Profit margin
with

optimization
Optimization measures
Driving range 5-10% 40-60% # of bays; # of players/hour;
filling
“Tuesday mornings”
Food 6-8% 10-15% Inventory management, menu
standardization; attract large groups
Beverage
Non-alcoholic 90-95%
Alcoholic
Wine 55-65%
Bottled beer 70-75%
Liquor 75-80%
Draft beer 80-85%
Sources: Compiled by authors based on industry standards and
interviews21
Exhibit 5
Dallas Site: Hank Haney Golf Range vs. TopGolf Dallas
Topgolf Dallas site before and after renovations
Category 2005 – before
renovation
2008 – 3 years after
renovation
Change
Name Hank Haney Golf

Range
Topgolf Dallas Topgolf brand
Location Park Lane Ranch,
Dallas
same none
Hitting stations 50 72 +44%
Type of bays Grass “All weather” Weather
independent
Annual visits 25,000 200,000 800%
Revenue $310,000 $7,550,000 2400%
Revenue/visitor $12.40 $37.75 300%
Source: Compiled by authors based on various publications
including Topgolf Overview Package

SPM-57 p. 16
Exhibit 6
Topgolf Building, Equipment and Improvements Costs
Location Year
completed
Bays Square feet of
building
Cost
Houston, TX 2012 102 65,500 $12,403,000
Colony , TX 2013 102 64,100 $13,665,000
Alpharetta, GA 2014 102 64,232 $16,616,000
Scottsdale, AZ 2014 102 59,580 $16,942,000
Spring, TX 2014 102 64,232 $14,522,000
Tampa, FL 2014 102 64,232 $15,726,000
Gilbert, AZ 2014 102 64,232 $16,130,000
Overland Park, KS 2015 102 65,000 $17,330,000
Centennial, CO 2015 102 65,000 $19,106,000
Atlanta, GA 2015 102 65,000 $17,289,000

Sources: Compiled by authors based on information from
Topgolf and EPR Properties
Exhibit 7
Mobile Phone Market 1980-2019
Source: Figure courtesy of Areppin AG,
https://stats.areppim.com/stats/stats_mobilex2019.htm.
https://stats.areppim.com/stats/stats_mobilex2019.htm

New 2014 logo (right)
SPM-57 p. 17
Exhibit 8
TopGolf Operations in 2013
Facility Levels Bays TVs Bldg
sf
Employ. Visits Games Balls
hit
(M)
Watford, UK 2 48 11 18,492 115 218,100 576,760 11.5
Chigwell, UK 2 55 10 36,686 100 240,060 633,460 12.6
Surrey, UK 2 56 10 24,000 95 125,656 416,000 8.3
Alexandria, VA 2 76 3 22,300 185 200,000 645,582 12.0
Dallas, TX 2 74 190 48,500 160 218,000 737,000 14.7
Chicago (Wood Dale),
IL
2 74 36 44,000 150 180,000 603,670 12.0
Allen, TX 3 94 225 64,000 230 321,000 1,000,000+ 20.9
Houston, TX 3 102 250+ 65,000 500 426,000 1,000,000+ 25.0
Austin, TX 3 102 250+ 65,000 500 312,000 1,000,000+ 20.6
Dallas (The Colony),
TX

3 102 250+ 65,000 480 40,640 65,100 1.3 Partial year: 57 days
Source: Topgolf Factsheets for each facility.
Exhibit 9
Logos
Original logo (left)
Source: Topgolf.
SPM-57 p. 18
Exhibit 10
Topgolf Cumulative Number of Enhanced Driving
Range/Entertainment Facilities by Year
Source: Designed by authors using data from Topgolf press
releases.

SPM-57 p. 19
Exhibit 11
2016

• January 27: acquisition of World Golf Tour (WGT), an online,
multi-player golf
game to create a convergence of the offline and online golf
experience with 14
million players worldwide enabling players to play existing
games as well as to play
Topgolf virtually with new games featuring a signature
dartboard-like outfield43
• February 22: Providence Equity Partners invest $300M by
purchasing primary and
secondary shares causing the Financial Times to value Topgolf
at $2B and making it
possible for Topgolf to monetize their options for the first
time44
• March 16: TEG announced it was starting a broad search in
the U.S. for smaller and
mid-size markets for its Topgolf facilities47; designs of the
next version of Topgolf
venues, Topgolf EZ started 21
• April 24: acquisition of Swedish company Protracer, a pioneer
in technology to track
the flight of a golf ball and display its path in a video and
analyze every shot, with the
intention of rebranding it as Toptracer and thus replacing the
original TopGolf
tracking system as well as to license its use at non-Topgolf
driving ranges. 46,47,48
• May 10: TEG announced a strategic alliance with the PGA
Tour and the LPGA
designed to create new fans, participants and enthusiasts and to
enhance the playing
and fan experiences through event and media initiatives51 The

Topgolf-PGA Tour
alliance led to Topgolf’s role as a “producer of golf”, i.e., the
owner an executor of
technology to enhance the watching of golf by remote
audiences21
• May 19: the opening of “brand anchor” Topgolf venue at the
MGM Grand on “The
Strip” in Las Vegas with 108 bays on 4 floors, 105,00 square
feet of building space, 5
bars, 2 swimming pools, VIP cabanas and suites, a 900-person
concert venue
requiring 850 employees and costing $71M financed entirely by
Topgolf (See Image
6) 50,52,53,54
• July 12: introduction a WGT Golf mobile app allowing
members to play Topgolf “on
the go” on virtual replications of real courses. 6
• September: JPMorgan Chase Bank, N.A., RBC Capital
Markets and SunTrust
Robinson Humphrey, Inc. acted in concert to create a $175
million 5-year term loan
and a $100 million revolving line of credit for Topgolf to
execute its aggressive
expansion plans56

SPM-57 p. 20
Exhibit 12
2017
• January: announcement that Topgolf intended to use Toptracer
to expand into new
revenues streams with various brand expressions: Topgolf (ball -
tracking graphics
used during televised golf tournaments including the Golf
Channel and NBS Sports);
Toptracer Range (licensed technology for traditional driving
ranges) 57

• Toptracer Tournament Range (viewing of popular
professionals playing in major
tournaments in real time); and, TopgolfCrush (pop-up events
featuring giant targets
on the field of a major stadium at which guests can aim and get
feedback via
Toptracer technology while enjoying food and drinks) 58
• February 17: the first TopgolfCrush event was held at Safeco
Field in Seattle59
• April 4: announcement of entry into the original content
business with the distribution
of the hit video series “The Hook” featuring Lady Antebellum.
60
• April 24: announcement of a partnership with Ventura
Entertainment for 10 Topgolf
venues in Mexico. 61
• July: announcement of a partnership with ClubCorp, a private
golf club organization
with 430,000 members, to accelerate innovation for the golf
industry. 62 and
announcement of a partnership with Cineplex (TSX:CGX) to
bring Topgolf venues to
Canada. 63
• September 18: opening of Topgolf Nashville, a Topgolf
facility with a dedicated
7,290 square foot 600-seat concert hall renamed “The Cowan”
to “create an authentic
Nashville experience for golfers and non-golfers alike” 64 (See
Image 7)
• December 22: announcement that Callaway Golf had made a

new $20 million
investment and thus now held a 14 percent ownership position
in TEG; the 14 percent
stake had a cost basis of $70.5 million and a street value of
$290 million suggesting a
$2.1B valuation for Topgolf pre-money65
• December 26: Erik Anderson resumed the role of Executive
Chair of TEG to again
lead the Topgolf vision, strategy and brand; Dolf Berle,
formerly President and COO
of Dave & Busters, President of Lucky Strike and VP at
ClubCorp was named as the
new CEO of TEG and Topgolf USA while also joining the
Board of Directors of
TEG, co-leading strategy and taking primary responsibility for
the global financial
performance and leadership development66

SPM-57 p. 21
Exhibit 13
2018
• January 18: the golf industry trade organization, the National
Golf Federation (NGF),
reported: “The golf industry is incredibly fortunate to have
Topgolf and other
approachable off-course options as a bridge to help turn non-
golfers into passionate
golfers.” Erik Anderson responded with “We have a mantra –
‘What’s good for
Topgolf is good for golf, and vice versa.’”67
• April 26: announcement of plans to expand Topgolf live music
entertainment
ventures with a new TV show called “Who Will Rock You.” The
TV show was to
feature 10 up-and-coming bands competing for a $25,000 prize
to premiere on May
10, 2018.68
• June 7: opening of “first of its kind” Topgolf Swing Suite in
Ocean Resort Casino in
Atlantic City that featured features a massive screen with a

variety of multi-sport
games, as well as HDTVs, comfortable lounge seating and food
and beverage
offerings69 (See Image 8)
• June 15: opening of Topgolf Gold Coast, Australia, a joint
venture with Australian
media and entertainment company Village Roadshow Limited
(ASX:VRL) next to a
major theme park 70 (See Image 9)
• June 20: announcement of a partnership with Vistar Media to
monetize 5,000 Topgolf
in-house TV screens; Vistar Media is “a data-driven technology
to provide insights
into audience movement patterns and help brands, media owners
and “smart city”
innovators engage with consumers as they go about their daily
routines.”71
• October 29: announcement that by the end of 2018 Toptracer
Range would be
installed at more than 100 golf course ranges and standalone
ranges spread over 16
countries: Topgolf revenues are from leasing the equipment to
range operators for
roughly $225 per bay per month 72,73

Topgolf: Building a Global Sports Entertainment Communi ty
SPM-57 p. 22
Exhibit 14
2019
• January: Toptracer is used by the PGA for every Tour
broadcast solidifying Topgolf as a
producer of golf by providing viewers with on screen graphics
including flight tracer
overlays and ball flight;
o Toptracer viewing enhancements were becoming the NFL’s
equivalent of the
scrimmage and 1st down line overslays and play development
graphics21,74
(See Image 10)
• January 17: opening of the first location of a new, smaller
venue Topgolf Lounge in

Kirkland, Washington; it will have a live sports restaurant, a
few public hitting bays and a
special events bay plus virtual game simulators75,76
• March 12: decision to take steps to consider population
centers of 100,000 to 500,000 in
addition to population centers of 1,000,000 that Topgolf had
focused on since its
inception in 200077
• August 29: announcement of a partnership with Switzerland-
based Greenreb to expand
into Germany, Switzerland, Austria and Italy78
• October 2: Topgolf Studios had four series available on its
YouTube Channel and agreed
with Will Smith's Westbrook Media to have him produce
additional series for Topgolf
starting with “This Joka” comedian documentary series79

SPM-57 p. 23
Exhibit 15
Topgolf Entertainment Lines of Business and Brand Expression
Logos
VENUES
Topgolf US, UK, Las Vegas, Nashville, Australia, Mexico,
Canada
Whether you want to take lunch to the next level, crush a first
date, or after-party
outside, we’ve got the space to make any occasion special. So
tee the night up high
and let it fly.

Lounge By Topgolf
At Lounge by Topgolf, superior hospitality meets craft cocktails
and locally curated dishes. Our indoor venue is equipped with
industry-leading Topgolf Swing Suite technology and a
collection
of exciting virtual games delivering an experience that’s fun no
matter the occasion.
Source: https://topgolf.com/lounge.
MEDIA
Topgolf Media
With more than 13 million fans worldwide and counting,
Topgolf Media creates corporate partnerships in
groundbreaking and unique ways. Powered by data insights and
cutting-edge technology, our
extensive media network establishes the foundation for our
corporate partners to foster genuine
connections with our consumers.
Source: https://www.topgolfmedia.com.
Topgolf TV
Topgolf TV provides quality streaming surrounding
Topgolf’s endemic categories: food, play, music, and
community.
Topgolf Radio
Topgolf Radio is an always-on solution that distributes audio
content for in-venue listening.

https://topgolf.com/lounge

SPM-57 p. 24
ACTIVATIONS
Topgolf Tour
Finally, a tour fans can call their own. This global golf event is
broadcasted on our social channels and culminates in a Las
Vegas
championship game.
Topgolf Crush
CRUSH brings the Topgolf game to local sports stadiums and
arenas nationwide
using our proprietary ball-tracking technology, Toptracer.
Topgolf Swing Suite
An immersive experience offering a comfy lounge and fantastic
food and beverage service. With a massive screen and virtual
games, it delivers a one-of-a-kind simulation that's fun for
golfers
and non-golfers.
Topgolf Coach
A high-energy environment and certified pros make learning
golf engaging for all
ages. With the integration of the latest technology, our lessons
are constantly
evolving.

Topgolf Music
We’ve partnered with rising stars to showcase their acts in an
intimate
setting.
DIGITAL & TECH
World Golf Tour (WGT)
World Golf Tour (WGT) offers high-quality golf games with
access to
premiere courses and has earned prestige from the USGA, PGA
of
America, NBC Sports & Fox Sports. A significant portion of our
24
million players are real-life green grass golfers and play 8 hours
per
month on average.

SPM-57 p. 25
Toptracer
Acquired by Topgolf in May 2016, Toptracer (formerly
Protracer) is the revolutionary ball-tracking technology used in
major golf broadcasts worldwide. Proprietary software
accurately tracks the flight of the ball and displays custom
graphics on a camera feed.
TOPTRACER TV - Toptracer is revolutionizing how people
watch golf on TV. Utilizing
advanced proprietary technology, Toptracer captures and
displays ball flight in real-time during
more than 100 broadcasts per year—making it the most used
ball-tracing technology in golf.
Topgolf Live
The free Topgolf App gives you access to game
history, bay reservations and you can even control what
you watch in your bay and stream the sound from any muted TV
to your phone. It’s a must-have
during football season!

Sources: https://topgolf.com/us/live/,
https://www.topgolfmedia.com.
https://topgolf.com/us/live
SPM-57 p. 26
ERA 1 – PROTOTYPE (1996-OCTOBER 2000)

Image 1
Topgolf, Watford, Hertfordshire, U.K. (opened October 2000)
Source: Topgolf Images.
ERA 3 – 1ST ROLLOUTS IN US AND 1ST
REORGANIZATION (AUGUST 2005-APRIL 2011)
Image 2
TopGolf Alexandria, VA (opened August 2005)
Source: https://topgolf.com/us/alexandria/.
Image 3
TopGolf Chicago/Wood Dale, IL (opened 2007)
This document is authorized for use only by Ejaz Sunsara i n
https://topgolf.com/us/alexandria

SPM-57 p. 27
Image 4
TopGolf Dallas, Texas (opened 2007)
ERA 4 – 2ND SET OF ROLLOUTS IN THE U.S. AND
MAJOR STRATEGIC INSIGHTS
(MAY 2011 – DECEMBER 2015)
Image 5
TopGolf Allen, Texas, USA (opened May 2011)
Source: https://topgolf.com/us/gallery?venue=allen.
https://topgolf.com/us/gallery?venue=allen

SPM-57 p. 28
Image 6
Topgolf “Brand Anchor” Venue in Las Vegas, Nevada (opened
2016)
)
Source: Photos courtesy of Topgolf.

SPM-57 p. 29
(JANUARY 2016 – FEBRUARY 2020)
Image 7
Topgolf Nashville with The Cowan (opened 2017)
Image 8
Topgolf Swing Suite
Image 9
Topgolf Gold Coast, Australia (opened June 2018)

SPM-57 p. 30
Image 10
Topgolf Toptracer on PGA Tour Broadcast

SPM-57 p. 31
ENDNOTES
INTRODUCTION
(1) http://www.golfincmagazine.com/content/2019-most-
powerful-people-golf
(2) https://www.ngf.org/golf-industry-research/participation
(3) https://www.ngf.org/golf-industry-research/courses
(4) https://www.pgatour.com/company/2016/05/10/topgolf-
strategic-alliance-growing-the-game.html
(5) (https://www.todaysgolfer.co.uk/news-and-events/general-
news/2016/january/is-topgolf-the-saviour-of-golf--or-just-an-
overpriced-driving-range-/)
(6) https://www.bloomberg.com/news/articles/2020-01-
06/topgolf-is-said-to-work-with-morgan-stanley-on-u-s-ipo
ERA 1 – IDEATION, TECHNOLOGICAL DEVELOPMENT,
and PROTOTYPE (1996-Oct 2000)
(7) Enterprise Development: The Challenges of Starting,
Growing and Selling Businesses-1st Edition; by Collin Barrow,
Gerard
Burke, David Molian and Robert Brown (2005), pages 175-176.

(8) https://patents.justia.com/assignee/world-golf-systems
(9) US patent US20030125122A1
(10) https://www.watfordobserver.co.uk/news/ 5776194.top-
golf-game-coming-soon/
(11) https://topgolf.com/uk/company/press-room/fact-
sheets/watford/
(12) https://golfbusinessnews.com/news/corporate/uk-invention-
set-to-revolutionize-golf-world-wide
(13) https://www.independent.co.uk/news/business/world-golf-
systems-theres-a-new-drivng -force-in-the-name-of-golf-
9257015.html
(14) https://www.entrepreneur.com/article/319674
ERA 2 – ROLLOUTS IN U.K. (Nov 2000-Jul 2005)
(15) https://golfbusinessnews.com/news/corporate/uk-invention-
set-to-revolutionize-golf-world-wide
(16) https://golfbusinessnews.com/news/corporate/topgolf-
teams-up-with-img/
(17) https://www.topgolf.com/uk/chigwell/
(18)
https://www.bloomberg.com/research/stocks/private/snapshot.as
p?privcapId=246041932
(19) http://press.topgolf.com/ownership
sheets/surrey/
(21) Erik Anderson interview, July 31, 2019.
ERA 3 – 1st ROLLOUTS IN U.S. AND 1st
REORGANIZATION (Aug 2005-Apr 2011)
sheets/alexandria/
(23) https://www.macrotrends.net/stocks/charts/ELY/callaway-
golf/market-value
(24) https://topgolf.com/us/chicago/

sheets/dallas/
(26) http://press.topgolf.com/news?o=1380
(27) https://sgbonline.com/bringing-fun-back-to-golf/
ERA 4 – 2nd SET OF ROLLOUTS IN U.S. AND MAJOR
STRATEGIC INSIGHTS (May 2011-Dec 2015)
sheets/allen/
(29) https://starlocalmedia.com/sports/bigger-and-better-
topgolf-5-th-location-open-in-the/article_164b9880-53d4-11e3-
9266-
0019bb2963f4.html
(30) https://www.bloomberg.com/profile/person/15114215
(31) https://www.linkedin.com/in/thomas-leverton-5445667/
(32) https://www.linkedin.com/in/kenmay/
(33) https://www.eprkc.com/who-we-are/about-epr/
(34) https://www.reit.com/news/articles/epr-properties-
broadening-opportunities-under-reits-new-leadership
(35) http://press.topgolf.com/2013-09-04-TopGolf-Launches-
App-for-iOS-and-Android
(36) http://press.topgolf.com/2016-01-27-Topgolf-Acquires-
World-Golf-Tour-Launches-New-Media-and-International-
Divisions-Plus-Holding-Company
(37) https://www.inc.com/magazine/201902/steve-
goldberg/topgolf-golf-course-interactive-video-game-
simulator.html
(38) https://topgolf.com/blog/post/2014/02/topgolfs-story-in-
numbers/
(39) https://topgolf.com/us/austin/
(40) https://topgolf.com/blog/post/2014/03/topgolf-is-changing-
see-our-makeover/
(41) http://press.topgolf.com/2015-01-20-Golf-Channel-
Topgolf-Aim-to-Grow-Sport-via-New-Partnership

http://press.topgolf.com/2015-01-20-Golf-Channel-Topgolf-
Aim-to-Grow-Sport-via-New-Partnership
https://topgolf.com/blog/post/2014/03/topgolf-is-changing-see-
our-makeover
https://topgolf.com/us/austin
https://topgolf.com/blog/post/2014/02/topgolfs-story-in-
numbers
https://www.inc.com/magazine/ 201902/steve-goldberg/topgolf-
golf-course-interactive-video-game-simulator.html
http://press.topgolf.com/2016-01-27-Topgolf-Acquires-World-
Golf-Tour-Launches-New-Media-and-International
http://press.topgolf.com/2013-09-04-TopGolf-Launches-App-
for-iOS-and-Android
https://www.reit.com/news/articles/epr-properties-broadening-
opportunities-under-reits-new-leadership
https://www.eprkc.com/who-we-are/about-epr
https://www.linkedin.com/in/kenmay
https://www.linkedin.com/in/thomas-leverton-5445667
https://www.bloomberg.com/profile/person/15114215
https://starlocalmedia.com/sports/bigger-and-better-topgolf-5-
th-location-open-in-the/article_164b9880-53d4-11e3-9266
https://topgolf.com/uk/company/press-room/fact-sheets/allen
https://sgbonline.com/bringing-fun-back-to-golf
http://press.topgolf.com/news?o=1380
https://topgolf.com/uk/company/press-room/fact-sheets/dallas
https://topgolf.com/us/chicago
https://www.macrotrends.net/stocks/charts/ELY/callaway-
golf/market-value
https://topgolf.com/uk/company/press-room/fact-
sheets/alexandria

https://topgolf.com/uk/company/press-room/fact-sheets/surrey
http://press.topgolf.com/ownership
https://www.bloomberg.com/research/stocks/private/snapshot.as
p?privcapId=246041932
https://www.topgolf.com/uk/chigwell
https://golfbusinessnews.com/news/corporate/topgolf-teams-up-
with-img
https://golfbusinessnews.com/news/corporate/uk-invention-set-
to-revolutionize-golf-world-wide
https://www.entrepreneur.com/article/319674
https://www.independent.co.uk/news/business/world-golf-
systems-theres-a-new-drivng
https://golfbusinessnews.com/news/corporate/uk-invention-set-
to-revolutionize-golf-world-wide
https://topgolf.com/uk/company/press-room/fact-sheets/watford
https://www.watfordobserver.co.uk/news/5776194.top-golf-
game-coming-soon
https://patents.justia.com/assignee/world-golf-systems
https://www.bloomberg.com/news/articles/2020-01-06/topgolf-
is-said-to-work-with-morgan-stanley-on-u-s-ipo
https://www.todaysgolfer.co.uk/news-and-events/general-
news/2016/january/is-topgolf-the-saviour-of-golf--or-just-an
https://www.pgatour.com/company/2016/05/10/topgolf-
strategic-alliance-growing-the-game.html
https://www.ngf.org/golf-industry-research/courses
https://www.ngf.org/golf-industry-research/participation
http://www.golfincmagazine.com/content/2019-most-powerful-
people-golf

SPM-57 p. 32
(Jan 2016-Feb 2020)
(44) https://topgolf.com/uk/company/press-room/press-
releases/2016/topgolf-announces-major-investment-from-
providence-
equity/
(45) http://press.topgolf.com/2016-03-16-Topgolf-Targeting-
More-Markets-for-Expansion
(46) http://press.topgolf.com/2016-05-24-Topgolf-Adding-

Broadcast-Media-Technology-with-Protracer-Acquisition
(47) http://press.topgolf.com/2017-04-04-Topgolf-Innovating-
Golf-for-Players-and-Spectators-with-Toptracer-Technology
(48) https://www.toptracer.com/about/
(49) http://press.topgolf.com/2016-05-10-PGA-TOUR-LPGA-
and-Topgolf-Announce-Strategic-Alliance-Focused-on-
Growing-
the-Game-Enhancing-Golf-Experience#assets_all
(50) https://topgolf.com/us/las-vegas/
(51) https://www.casinojournal.com/articles/90892-form-
supports-function-at-topgolf-las-vegas?v=preview
(52) http://www.ft.com/content/a3573b9e=dca8-11e5-8541-
oofb33bdf038
(53) https://www.golfdigest.com/story/topgolf-las-vegas-is-the-
worlds-most-insane-driving-range
(54)
https://mgmgrand.mgmresorts.com/en/amenities/topgolf.html
(55) http://press.topgolf.com/2016-07-12-Topgolf-Can-Now-Be-
Played-24-7-on-the-WGT-Golf-App
(56) http://press.topgolf.com/2016-09-13-Topgolf-Completes-
New-275-Million-Credit-Facility
(57) http://press.topgolf.com/2017-04-04-Topgolf-Innovating-
Golf-for-Players-and-Spectators-with-Toptracer-Technology
(58) https://www.toptracer.com/range/
(59) https://www.geekwire.com/2017/topgolf-comes-seattle-
testing-driving-range-meets-bowling-alley-concept-safeco-field/
(60) http://press.topgolf.com/2018-03-07-Topgolfs-Hit-
Original-Series-The-Hook-Featuring-Lady-Antebellums-
Charles-Kelley-
Now-Available-on-Prime-Video-and-Fire-TV
(61) http://press.topgolf.com/2017-04-24-Topgolf-Inks-Deal-
for-10-Venues-Across-Mexico
(62) http://press.topgolf.com/2017-06-20-Topgolf-and-
ClubCorp-Team-up-to-Accelerate-Innovation-for-Golf-Industry

(63) http://press.topgolf.com/2017-07-26-Topgolf-and-
Cineplex-Announce-Partnership-to-Bring-Sports-Entertainment-
Venues-
to-Canada
(64) https://topgolf.com/us/nashville/upcoming-events/
(65)
https://thegolfnewsnet.com/golfnewsnetteam/2018/01/01/callaw
ay-golf-increases-topgolf-investment-values-company-2-1-
billion-107847/
(66) http://press.topgolf.com/2017-12-22-Topgolf-Expands-
Executive-Team-to-Further-Drive-Innovation-and-Growth
(67) http://press.topgolf.com/2018-01-18-Topgolf-Positively-
Impacting-Traditional-Golf-According-to-National-Golf-
Foundation-Survey
(68) https://streetfightmag.com/2018/06/20/topgolf-inks-deal-
with-vistar-to-bring-programmatic-to-in-house-screens
(69) https://swingsuite.topgolf.com/
(70) https://topgolf.com/uk/company/press-room/press-
releases/2016/topgolf-expands-global-community-with-deal-for-
australian-venues/
(71) https://streetfightmag.com/2018/06/20/topgolf-inks-deal-
with-vistar-to-bring-programmatic-to-in-house-screens
(72) https://www.golf.com/tour-news/2018/02/15/topgolf-may-
soon-be-coming-driving-range-near-you
(73) https://www.entrepreneur.com/article/319674
(74) https://www.golf.com/news/2019/01/22/toptracer-every-
shot-nbc-broadcasts/
(75) https://www.geekwire.com/2020/topgolf-arrives-seattle-
area-high-tech-indoor-topgolf-lounge-concept-new-google-
building/
(76) https://www.kiro7.com/news/local/first-ever-topgolf-
lounge-coming-to-kirkland/938456580/

(77) http://press.topgolf.com/2019-03-12-Topgolf-to-Enter-
Small-and-Mid-Sized-Cities-Across-the-U-S
(78) http://press.topgolf.com/2019-08-29-Topgolf-
Entertainment-Group-Announces-New-Franchise-Partnership-
With-Plans-to-
Expand-into-Central-Europe ; https://www.greenreb.com/
(79) https://variety.com/2019/digital/news/will-smith-jada-
pinkett-smith-westbrook-media-topgolf-studios-1203355192/
(80) https://www.driveshack.com/locations/
(81) https://www.bigshotsgolf.com/locations/
(82)
https://thefly.com/landingPageNews.php?id=2992527&headline
=DS-Drive-Shack-says-Hana-Khouri-to-succeed-Ken-May-
as-CEO
(83) https://www.bloomberg.com/news/articles/2020-01-
06/topgolf-is-said-to-work-with-morgan-stanley-on-u-s-ipo
https://www.bloomberg.com/news/articles/2020-01-06/topgolf-
is-said-to-work-with-morgan-stanley-on-u-s-ipo
https://thefly.com/landingPageNews.php?id=2992527&headline
=DS-Drive-Shack-says-Hana-Khouri-to-succeed-Ken-May
https://www.bigshotsgolf.com/locations
https://www.driveshack.com/locations
https://variety.com/2019/digital/news/will-smith-jada-pinkett-
smith-westbrook-media-topgolf-studios-1203355192
https://www.greenreb.com
http://press.topgolf.com/2019-08-29-Topgolf-Entertainment-
Group-Announces-New-Franchise-Partnership-With-Plans-to

http://press.topgolf.com/2019-03-12-Topgolf-to-Enter-Small-
and-Mid-Sized-Cities-Across-the-U-S
https://www.kiro7.com/news/local/first-ever-topgolf-lounge-
coming-to-kirkland/938456580
https://www.geekwire.com/2020/topgolf-arrives-seattle-area-
high-tech-indoor-topgolf-lounge-concept-new-google-building
https://www.golf.com/news/2019/01/22/toptracer-every-shot-
nbc-broadcasts
https://www.entrepreneur.com/article/319674
https://www.golf.com/tour-news/2018/02/15/topgolf-may-soon-
be-coming-driving-range-near-you
https://streetfightmag.com/2018/06/20/topgolf-inks-deal-with-
vistar-to-bring-programmatic-to-in-house-screens
releases/2016/topgolf-expands-global-community-with-deal-for
https://swingsuite.topgolf.com
https://streetfightmag.com/2018/06/20/topgolf-inks-deal-with-
vistar-to-bring-programmatic-to-in-house-screens
http://press.topgolf.com/2018-01-18-Topgolf-Positively-
Impacting-Traditional-Golf-According-to-National-Golf
http://press.topgolf.com/2017-12-22-Topgolf-Expands-
Executive-Team-to-Further-Drive-Innovation-and-Growth
https://thegolfnewsnet.com/golfnewsnetteam/2018/01/01/callaw
ay-golf-increases-topgolf-investment-values-company-2-1
https://topgolf.com/us/nashville/upcoming-events
http://press.topgolf.com/2017-07-26-Topgolf-and-Cineplex-
Announce-Partnership-to-Bring-Sports-Entertainment-Venues
http://press.topgolf.com/2017-06-20-Topgolf-and-ClubCorp-
Team-up-to-Accelerate-Innovation-for-Golf-Industry
http://press.topgolf.com/2017-04-24-Topgolf-Inks-Deal-for-10-
Venues-Across-Mexico
http://press.topgolf.com/2018-03-07-Topgolfs-Hit-Original-
Series-The-Hook-Featuring-Lady-Antebellums-Charles-Kelley
https://www.geekwire.com/2017/topgolf-comes-seattle-testing-
driving-range-meets-bowling-alley-concept-safeco-field
https://www.toptracer.com/range

http://press.topgolf.com/2017-04-04-Topgolf-Innovating-Golf-
for-Players-and-Spectators-with-Toptracer-Technology
http://press.topgolf.com/2016-09-13-Topgolf-Completes-New-
275-Million-Credit-Facility
http://press.topgolf.com/2016-07-12-Topgolf-Can-Now-Be-
Played-24-7-on-the-WGT-Golf-App
https://mgmgrand.mgmresorts.com/en/amenities/topgolf.html
https://www.golfdigest.com/story/topgolf-las-vegas-is-the-
worlds-most-insane-driving-range
http://www.ft.com/content/a3573b9e=dca8-11e5-8541-
oofb33bdf038
https://www.casinojournal.com/articles/90892-form-supports-
function-at-topgolf-las-vegas?v=preview
https://topgolf.com/us/las-vegas
http://press.topgolf.com/2016-05-10-PGA-TOUR-LPGA-and-
Topgolf-Announce-Strategic-Alliance-Focused-on-Growing
https://www.toptracer.com/about
http://press.topgolf.com/2017-04-04-Topgolf-Innovating-Golf-
for-Players-and-Spectators-with-Toptracer-Technology
http://press.topgolf.com/2016-05-24-Topgolf-Adding-
Broadcast-Media-Technology-with-Protracer-Acquisition
http://press.topgolf.com/2016-03-16-Topgolf-Targeting-More-
Markets-for-Expansion
releases/2016/topgolf-announces-major-investment-from-
providence
Golf-Tour-Launches-New-Media-and-International
Golf-Tour-Launches-New-Media-and-InternationalStructure
BookmarksTOPGOLF: BUILDING A GLOBAL SPORTS
ENTERTAINMENT COMMUNITY INTRODUCTION ERA 1 –
IDEATION, TECHNICAL DEVELOPMENT AND PROTOTYPE
(1996 – OCTOBER 2000) ERA 2 – ROLLOUTS IN U.K.
(NOVEMBER 2000 – JULY 2005) ERA 3 – 1ST ROLLOUTS
IN US AND 1ST REORGANIZATION (AUGUST 2005 –

APRIL 2011) ERA 4 – 2ND SET OF ROLLOUTS IN U.S.
AND MAJOR STRATEGIC INSIGHTS (MAY 2011 –
DECEMBER 2015) ERA 5 – CONTINUATION OF
ROLLOUTS IN U.S., MAJOR REORGANIZATION,
PARTNERSHIPS,MEDIA, LIFESTYLE BRAND, AND
POSSIBILITY OF AN IPO Exhibit 1 Topgolf Entertainment
Group Leadership Exhibit 1 (continued) Topgolf Entertainment
Group Leadership Exhibit 2 Golf Inc. Most Powerful People in
Golf (2014-2019) Exhibit 3 US Golf Industry Data: Players,
Participation Rate and Courses Exhibit 4 Optimizing Enhanced
Driving Range Operations Exhibit 5 Dallas Site: Hank Haney
Golf Range vs. TopGolf Dallas Exhibit 6 Topgolf Building,
Equipment and Improvements Costs Exhibit 7 Mobile Phone
Market 1980-2019 Exhibit 8 TopGolf Operations in 2013
Exhibit 9 Logos Exhibit 10 Topgolf Cumulative Number of
Enhanced Driving Range/Entertainment Facilities by Year
Exhibit 11 2016 Exhibit 12 2017 Exhibit 13 2018 Exhibit 14
2019 Exhibit 15 Topgolf Entertainment Lines of Business and
Brand Expression Logos VENUES MEDIA ACTIVATIONS
DIGITAL & TECH ERA 1 – PROTOTYPE (1996-OCTOBER
2000) ERA 3 – 1ST ROLLOUTS IN US AND 1ST
REORGANIZATION (AUGUST 2005-APRIL 2011) ERA 4 –
2ND SET OF ROLLOUTS IN THE U.S. AND MAJOR
STRATEGIC INSIGHTS (MAY 2011 – DECEMBER 2015)
REORGANIZATION, PARTNERSHIPS,MEDIA, LIFESTYLE
BRAND, AND POSSIBILITY OF AN IPO (JANUARY 2016 –
FEBRUARY 2020) ENDNOTES

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