mycc fy16 q4 earnings presentation

34
1 4Q & FISCAL YEAR 2016 PERFORMANCE February 22, 2017

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Page 1: Mycc fy16 q4 earnings presentation

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4Q & FISCAL YEAR 2016 PERFORMANCEFebruary 22, 2017

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CAUTIONARY STATEMENTS

Forward-Looking StatementsCertain statements in this presentation may be considered forward-looking statements. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements by terminology such as “may”, “should”, “expect”, “intend”, “will”, “estimate”, “anticipate”, “believe”, “predict”, “potential” or “continue”, or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements.

These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by the Company and its management, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations, include, but are not limited to, various factors beyond management's control adversely affecting discretionary spending, membership count and facility usage and other risks, uncertainties and factors set forth in the sections entitled “Risk Factors” and “Cautionary Statement Regarding Forward-Looking Statements” in the Company's Annual Report on Form 10-K for the fiscal year ended December 29, 2015 which is on file with the Securities Exchange Commission (“SEC”) and in the Company’s Annual Report on Form 10-K for the fiscal year ended December 27, 2016 expected to be filed with the SEC on February 27, 2017.

Nothing in this presentation should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. The Company undertakes no duty to update these forward-looking statements.

Non-GAAP Financial MeasuresIn our presentation, we may refer to certain non-GAAP financial measures. To the extent we disclose non-GAAP financial measures, please refer to footnotes where presented on each page of this presentation or to the appendix found at the end of this presentation for a reconciliation of these measures to what we believe are the most directly comparable measure evaluated in accordance with generally accepted accounting principles in the U.S. (“GAAP”). The Company has not reconciled Adjusted EBITDA guidance included in this presentation to the most directly comparable GAAP measure because this cannot be done without unreasonable effort due to the high variability, complexity and low visibility with respect to impairments and disposition of assets, income taxes and centralization and transformation costs which are excluded from Adjusted EBITDA. We expect the variability of these charges to have a potentially unpredictable, and potentially significant, impact on our future GAAP financial results.

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FISCAL YEAR 2016 PERFORMANCEContinued to execute our three-pronged growth strategy

• We delivered record fiscal year 2016 results:

» FY16 revenue up 3.4% year-over-year (y/y) to $1,088.5 million

» FY16 adjusted EBITDA(1) up 6.2% y/y to $247.7 million

» FY16 membership, excluding managed clubs, up 1.8% y/y to ~174k

• Same-store revenue grew 1.9% y/y, while adjusted EBITDA was up 4.5%. Same-store adjusted EBITDA margins improved 80 bps

• Approximately 54% of our members were enrolled in O.N.E. or similar upgrade offerings; O.N.E. is available at 153 clubs(2)

• In 2016, we closed three acquisitions and entered into one management agreement; We have acquired two more clubs thus far in 2017

• In 2016, we completed 16 reinvention projects

• On track to de-levering balance sheet below 4x over next 12 months based on continued adjusted EBITDA growth, reduced ROI capital spend, and continued strong free cash flow generation that will be used to pay down debt

• We own or operate(2) 159 golf & country clubs (GCC) and 47 business, sports & alumni clubs (BSA)

3(1) Adjusted EBITDA is a non-GAAP measure. See Appendix for reconciliation to the most comparable financial measure calculated in accordance with GAAP.

(2) As of December 27, 2016

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THE VALUE OF THE CLUBCORP NETWORKOur O.N.E. offering is unparalleled in the industry

Increased adoption of the O.N.E. offering … generates favorable economics

» Introduced O.N.E. in 2010 and rolling out at new and recently acquired clubs

» O.N.E. is offered at 153 clubs(1)

» O.N.E. contributed to increases in revenue and yields high margin flow through

» O.N.E. drives increased club utilization

» Food and beverage revenues increased 44% from 2010 to 2016(2)

4

35%

43%46%

39%

50%54%

2010 2013 2014pre-Sequoia

2014post-Sequoia

2015 2016

(1) As of December 27, 2016

(2) Excluding Sequoia clubs

Member Penetration of O.N.E. and Other Upgrade Products

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REINVENTION

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ACQUISITIONS

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ACQUISITIONS SINCE 2015 Fourteen new properties added since 2015

Bernardo Heights Country Club, San Diego, CA

Marsh Creek Country Club, St. Augustine, FL

2017 Acquisitions (YTD)

» Eagle’s Nest Country Club, Phoenix, MD (Baltimore MSA) – 18-hole, private

» North Hills Country Club, Glenside, PA (Philadelphia MSA) – 18-hole, private

2016 Acquisitions

» Heritage Golf Club, Hilliard, Ohio (Columbus MSA) – 18-hole, private

» Santa Rosa Country Club, Santa Rosa, California – 18-hole, private

» Marsh Creek Country Club, St. Augustine, Florida – 18-hole, private

2015 Acquisitions

» Bernardo Heights Country Club, San Diego, California – 18-hole, private

» Bermuda Run Country Club, Bermuda Run, North Carolina – 36-holes, private

» Brookfield Country Club, Roswell, Georgia – 18-hole, private

» Firethorne Country Club, Marvin, North Carolina – 18-hole, private

» Ford's Colony Country Club, Williamsburg, Virginia – 54-holes, semi-private

» Legacy Golf Club at Lakewood Ranch, Bradenton, Florida – 18-hole, public (subsequently

divested)

» Temple Hills Country Club, Franklin, Tennessee – 27-holes, private

» Rolling Green Country Club, Arlington Heights, Illinois – 18-hole, private

» Ravinia Green Country Club, Riverwoods, Illinois – 18-hole, private

Eagle’s Nest Country Club, Phoenix, MD

Santa Rosa Country Club, Santa Rosa, CA

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ACQUISITION PERFORMANCEAcquisitions three years or older are delivering ~18% cash-on-cash returns

(1) Adjusted EBITDA is a non-GAAP measure. See Appendix for a reconciliation to the most comparable financial measure calculated in accordance with GAAP.

(2) Total Investment equals purchase price plus one-time reinvention capital committed to acquired properties

(3) 34 owned or leased, 3 managed as of December 27, 2016

• 2010:

» Country Club of the South

• 2011:

» Hamlet

» Willow Creek

» Wind Watch

» Canterwood

• 2012:

» Hartefeld National

• 2013:

» Oak Tree

» Cherry Valley

» Chantilly National

• 2014:

» Prestonwood (2 clubs)

» TPC Piper Glen

» TPC Michigan

» Oro Valley

» Sequoia Golf (37 clubs)(3)

• 2015:

» Ravinia Green

» Rolling Green

» Southeast Portfolio less Legacy (5 clubs)

» Bernardo Heights

• 2016:

» Marsh Creek

» Santa Rosa

» Heritage Golf Club

Year 0

Stub Period or

Partial Year

Acquisitions from:

• 2010

• 2011

• 2012

• 2013

• 2014

• 2015

• 2016

Year 1

1st Full Fiscal Year

of Operation

Acquisitions from:

• 2010

• 2011

• 2012

• 2013

• 2014

• 2015

Year 2

2nd Full Fiscal Year

of Operation

Acquisitions from:

• 2010

• 2011

• 2012

• 2013

• 2014

Year 3

3rd Full Fiscal Year

of Operation

Acquisitions from:

• 2010

• 2011

• 2012

• 2013

Year 4

4th Full Fiscal Year

of Operation

Acquisitions from:

• 2010

• 2011

• 2012

Year 5

5th Full Fiscal Year

of Operation

Acquisitions from:

• 2010

• 2011

• We underwrite acquisitions targeting 17-20% cash-on-cash returns by year 3

• Continue to build operational track record on acquisitions

• Portfolio acquisitions (e.g. Sequoia) yield lower % returns, but bring larger adj. EBITDA contribution

4%

12%

15%18% 19%

22%

Acquisition PerformanceCash-on-Cash Yield (%) = Adj. EBITDA / Total Investment

62 clubs 59 clubs 51 clubs 9 clubs 6 clubs 5 clubs

Acquisitions

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FINANCIAL OVERVIEW

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CLUBCORP CONSOLIDATED RESULTSDelivering results consistent with our key growth objectives

$688 $720 $755 $815$884

$1,053 $1,088

2010 2011 2012 2013 2014 2015 2016

(53 weeks)

$149 $156 $165 $176$196

$233 $24821.6% 21.6%

21.8%21.5%

22.1% 22.2%

22.8%

2010 2011 2012 2013 2014 2015 2016

(53 weeks)

16

Adj. EBITDA(1) $247.7M+6.2% y/y

Major Projects(2) 16 Projects

Revenue $1,088.5M +3.4% y/y

ObjectiveFY16

Results

Acquisitions(3) 3 Single Clubs

(1) Adjusted EBITDA is a non-GAAP measure. See Appendix for reconciliation to the most comparable financial measure calculated in accordance with GAAP.

(2) Reinvention projects completed in 2016.

(3) Acquisitions closed in 2016.

Revenue$ millions

CAGR +8.0%

Adj. EBITDA(1)

$ millions

CAGR +8.9%

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GOLF & COUNTRY CLUBS (GCC)Continued revenue and adjusted EBITDA growth with increasing operating leverage

80,035 80,916 83,528

111,458116,303120,804

2011Total

2012Total

2013Total

2014Total

2015Total

2016Total

49% Dues

23% F&B

21% Golf Ops

7% Other

FY16

$879.1M

Revenue Mix

Memberships(2)

3.9%

(1) Adjusted EBITDA is a non-GAAP measure. See Appendix for a reconciliation to the most comparable financial measure calculated in accordance with GAAP.

(2) Total memberships includes same-store, and new and acquired clubs, but excludes managed clubs.

$531 $554 $585 $627$693

$841 $879

2010 2011 2012 2013 2014 2015 2016

GCC Revenue$ millions

$151 $156 $168 $180$203

$246 $26128.4%

28.1%

28.7% 28.7%

29.3% 29.2%29.6%

2010 2011 2012 2013 2014 2015 2016

GCC Adj. EBITDA(1)

$ millions

(53 weeks)

CAGR +9.6%

CAGR +8.8% Key operating metrics (y/y %)

• Total GCC Results:

» Revenue $879.1M, 4.5%

» Adj. EBITDA $260.6M, 6.1%

» Adj. EBITDA 29.6%, 40 bps

• Same-store GCC Results:

» Revenue $827.9M, 2.0%

» Adj. EBITDA $253.1M, 4.5%

» Adj. EBITDA 30.6%, 70 bps

• Same-store Revenue Growth by Revenue Type:

» Dues 3.4%

» Food & Beverage 3.1%

» Golf Ops -0.7%

• New or Acquired GCC Results:

» Revenue $51.2M

» Adj. EBITDA $7.5M

(53 weeks)

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4Q & FY16 GCC RESULTSPositive 4Q growth in all major dues streams

2.5% 2.9%2.0%

4.5%

4Q Same-StoreRevenue

4Q Same-storeAdj. EBITDA (2)

FY16 Same-StoreRevenue

FY16 Same-storeAdj. EBITDA (2)

Same-store GCC Growth(1)

Year-over-year %

(1) See our quarterly report on Form 10-K for the period ended December 27, 2016 at “Basis of Presentation – Same Store Analysis” for more information on how we measure same store results.

(2) Adjusted EBITDA is a non-GAAP measure. See Appendix for reconciliation to the most comparable financial measure calculated in accordance with GAAP.

2.8%

5.1%

0.3%

3.4% 3.1%

(0.7%)

4Q Same-Store Dues

4Q Same-Store F&B

4Q Same-Store Golf

Ops

FY16 Same-Store Dues

FY16 Same-Store F&B

FY16 Same-Store Golf

Ops

Same-store GCC Revenue Growth

by Revenue Type(1)

Year-over-year %

18

4.7%4.0%

4.5%

6.1%

4Q TotalRevenue

4Q TotalAdj. EBITDA (2)

FY16 TotalRevenue

FY16 TotalAdj. EBITDA (2)

Total GCC GrowthYear-over-year %

5.0%

7.6%

2.3%

6.2%5.5%

1.3%

Q4 TotalDues

Q4 TotalF&B

Q4 TotalGolf Ops

FY16 TotalDues

FY16 TotalF&B

FY16 TotalGolf Ops

Total GCC Revenue Growth

by Revenue TypeYear-over-year %

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BUSINESS, SPORTS & ALUMNI CLUBS (BSA)Continued revenue and adjusted EBITDA growth with increasing operating leverage

53,832

52,98752,702

54,847 54,980

53,544

2011Total

2012Total

2013Total

2014Total

2015Total

2016Total

42% Dues

52% F&B

6% Other

FY16

$193.4M

Revenue Mix

Memberships(2)

(2.6%)

(1) Adjusted EBITDA is a non-GAAP measure. See Appendix for a reconciliation to the most comparable financial measure calculated in accordance with GAAP.

(2) Total memberships includes same-store, and new and acquired clubs, but excludes managed clubs.

$162 $166 $169 $175 $179 $191 $193

2010 2011 2012 2013 2014 2015 2016

BSA Revenue$ millions

(53 weeks)

$29 $32 $33 $33 $35$40 $4218.1%

19.0%19.6% 19.1% 19.4%

20.8%21.5%

2010 2011 2012 2013 2014 2015 2016

BSA Adj. EBITDA(1)

$ millions

(53 weeks)

CAGR +3.0%

CAGR +6.0%

Key operating metrics (y/y

%)

• Total BSA Results:

» Revenue $193.4M, 1.3%

» Adj. EBITDA $41.6M, 4.7%

» Adj. EBITDA 21.5%, 70 bps

• Same-store Revenue Growth by

Revenue Type:

» Dues 1.6%

» Food & Beverage 1.0%

» Other 0.5%

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4Q & FY16 BSA RESULTSContinued strong Adj. EBITDA growth driven by well controlled operating expenses

(1) See our quarterly report on Form 10-K for the period ended December 27, 2016 at “Basis of Presentation – Same Store Analysis” for more information on how we measure same store results.

(2) Adjusted EBITDA is a non-GAAP measure. See Appendix for reconciliation to the most comparable financial measure calculated in accordance with GAAP.

0.7%

(0.9%)

1.2%

4.4%

4Q Same-StoreRevenue

4Q Same-StoreAdj. EBITDA (2)

FY16 Same-StoreRevenue

FY16 Same-StoreAdj. EBITDA (2)

Same-store BSA Growth(1)

Year-over-year %

20

0.2% 0.5%

1.6%1.0%

Q4 Same-StoreDues

Q4 Same-StoreF&B

FY16 Same-StoreDues

FY16 Same-StoreF&B

Same-store BSA Revenue Growth

by Revenue Type(1)

Year-over-year %

0.8%

(0.7%)

1.3%

4.7%

4Q TotalRevenue

4Q TotalAdj. EBITDA (2)

FY16 TotalRevenue

FY16 TotalAdj. EBITDA (2)

Total BSA GrowthYear-over-year %

0.2% 0.5%

1.6%1.0%

Q4 Total Dues Q4 Total F&B FY16 Total Dues FY16 Total F&B

Total BSA Revenue Growth

by Revenue TypeYear-over-year %

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MAINTENANCE CAPEXMaintenance Capex

24.9 25.116.7

23.829.1

53.155.5(1)

2010 2011 2012 2013 2014 2015 2016

Maintenance Capex (2010 – 2016)in $ millions

FY16 Maintenance Capex

• FY16 maintenance capex was $55.5 million, net of insurance proceeds

» In 2016, we invested $18.6 million on IT projects related to the centralization of administrative processes

FY17 Maintenance Capex

• FY17 maintenance capex expected to be $59.9 million

» In 2017, we expect to invest $11.1 million on IT projects related to the centralization of administrative processes

in $ millions

2017 2016 2017

Projected Total Y-O-Y

Maintenance Capex 59.9 55.5 8%

Clubs 44.8 34.3 31%

Clubs % Revenue 4.0% 3.1%

IT 4.0 2.6 53%

IT % Revenue 0.4% 0.2%

IT Projects 11.1 18.6 -40%

IT Projects % Revenue 1.0% 1.7%

(1) Net of insurance proceeds of $12.2 million.

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ROI EXPANSION CAPEXReinvention of clubs acquired from Sequoia golf portfolio and clubs acquired in 2015

substantially complete

FY16 ROI Expansion Capital

• FY16 ROI expansion capital was $41.1 million

FY16 Acquisition Capital

• FY16 acquisition capital was $9.8 million

FY17 ROI Expansion Capital

• FY17 ROI expansion capital expected to be $40.2 million

FY17 Acquisition Capital

• FY17 acquisition capital is $2.1 million as of February 21, 2017

8.1 10.918.0

27.222.6

13.820.9

9.8 11.919.5

8.5

21.0

38.4

20.2

2010 2011 2012 2013 2014 2015 2016

ROI Expansion Capital (2010 – 2016)in $ millions

ROI - Same-store Clubs ROI - Recent Acquisitions

in $ millions

2017 2016 2017

Projected Total Y-O-Y

ROI Capital 40.2 41.1 -2%

Same-store Clubs 25.8 20.9 23%

Recent Acquisitions 14.4 20.2 -29%

Acquisition 2.1 9.8 -79%

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4Q16 LEVERED FREE CASH FLOWAttractive FCF generation

$110.2 $112.1 $108.0 $104.5 $101.0 $102.9 $105.7 $103.9

1Q15LTM

2Q15LTM

3Q15LTM

4Q15LTM

1Q16LTM

2Q16LTM

3Q16LTM

4Q16LTM

Levered Free Cash Flow

• (0.7%) y/y decrease in FY16 levered FCF

• FY16 cash interest expense(2) was $61.8 million

• FY16 cash tax was $5.7 million

• FY16 paid $34.0 million in dividends; the Company currently pays annual dividends of $0.52/share

Liquidity & Capital Structure

• As of December 27, 2016, cash and cash equivalents of $84.6 million and total liquidity of $229.6 million

• In fiscal year 2016, voluntary prepayment of Term Loan B of $24 million

• ClubCorp Term B loans of $651 million were repriced in September 2016 at L+300 basis points with a 1% LIBOR floor

• ClubCorp Unsecured Senior Notes of $350 million have a 8.25% coupon

• As of December 27, 2016, Sr. Secured Leverage Ratio was 2.79x and Total Leverage Ratio was 4.20x

• No material near term maturities (Term B loans mature 2022, Senior Notes mature 2023)

Levered FCF(1)

$ millions

(1) Levered Free Cash Flow is not calculated in accordance with GAAP. A reconciliation of Levered Free Cash Flow to Adjusted EBITDA can be found in the appendix of this presentation.

(2) Interest on long-term debt excludes accretion of discount on member initiation deposits, amortization of debt issuance costs, amortization of term loan discount and interest on notes

payable related to certain realty interests which we define as “Non-Core Development Entities”.

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CAPITAL STRUCTUREStrong balance sheet

35

651

350

2016 2017 2018 2019 2020 2021 2022 2023

Debt Maturities(4)

$ millions

Senior

Notes

Mortgage

Loan

Term

Loan

766 767 764 604

939 1,058 1,043

5.03 4.854.59

3.41

4.28 4.504.20

2010 2011 2012 2013 2014 2015 2016

Historical Debt & Liquidity Profile$ millions

Adjusted Net Debt Total Leverage Ratio

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2017 OUTLOOKBased on current management expectations and maybe subject to change

25

Keys to achieving 2017 outlook …

» Solid Same-store growth and operational execution

» Strong revenue growth across all three primary revenue streams: dues, F&B and golf

operations

» Economy continues to grow, with no significant macroeconomic event

» Acceptance of our O.N.E. offering continues to climb

» Reinvention continues to drive dues revenue, member usage and ancillary spend

» Continued execution of our cost and revenue synergies at newly acquired clubs

$1,095M -

$1,135M

Revenue

$255M -

$265M

Adj. EBITDA

~$40M

ROI Capital

Annualized

$0.52 / share(~3.0% yield)

Dividend

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APPENDIX

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4Q & FY 2016 CONSOLIDATED RESULTSCombined Same-store clubs and combined new or acquired clubs performance

27

(1) Change compares fourth quarter ended December 27, 2016 (16 weeks) to fourth quarter ended December 29, 2015 (16 weeks)

(2) Change compares fiscal year ended December 27, 2016 (52 weeks) to fiscal year ended December 29, 2015 (52 weeks)

(3) When clubs are divested, the associated revenues are excluded from segment results for all periods presented

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4Q & FY 2016 GOLF & COUNTRY CLUBS (GCC)GCC Same-store clubs and GCC new or acquired clubs performance

28

(1) Change compares fourth quarter ended December 27, 2016 (16 weeks) to fourth quarter ended December 29, 2015 (16 weeks)

(2) Change compares fiscal year ended December 27, 2016 (52 weeks) to fiscal year ended December 29, 2015 (52 weeks)

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4Q & FY 2016 BUSINESS, SPORTS & ALUMNI CLUBS (BSA)BSA Same-store clubs and BSA new or acquired clubs performance

29

(1) Change compares fourth quarter ended December 27, 2016 (16 weeks) to fourth quarter ended December 29, 2015 (16 weeks)

(2) Change compares fiscal year ended December 27, 2016 (52 weeks) to fiscal year ended December 29, 2015 (52 weeks)

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RECONCILIATION OF NON-GAAP MEASURES TO CLOSEST GAAP MEASURESNET INCOME TO ADJUSTED EBITDA

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RECONCILIATION OF NON-GAAP MEASURES TO CLOSEST GAAP MEASURESNET CASH PROVIDED BY OPERATING ACTIVITIES TO ADJUSTED EBITDA

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The following footnotes relate to the three proceeding tables:(1) Includes non-cash impairment charges related to property and equipment and intangible assets and loss on disposals of assets

(including property and equipment disposed of in connection with renovations).

(2) Net income or loss from discontinued operations and divested clubs that do not qualify as discontinued operations in accordance with

GAAP.

(3) Net income or loss from divested clubs that do not qualify as discontinued operations in accordance with GAAP.

(4) Includes loss on extinguishment of debt calculated in accordance with GAAP.

(5) Includes non-cash items related to purchase accounting associated with the acquisition of ClubCorp, Inc. ("CCI") in 2006 by affiliates

of KSL Capital Partners, LLC ("KSL") and expense recognized for our long-term incentive plan related to fiscal years 2011 through

2013.

(6) Represents legal and professional fees related to the acquisition of clubs, including the acquisition of Sequoia Golf on September 30,

2014.

(7) Represents legal and professional fees related to our capital structure, including debt issuance and amendment costs, equity offering

costs and other charges incurred in connection with the reorganization of CCI, which was effective as of November 30, 2010

("ClubCorp Formation.")

(8) Includes fees and expenses associated with initial compliance with Section 404(b) of the Sarbanes-Oxley Act, which were primarily

incurred in fiscal year 2015 and the twelve weeks ended March 22, 2016, and related centralization and transformation of

administrative processes, finance processes and related IT systems.

(9) Represents adjustments permitted by the credit agreement governing the Secured Credit Facilities including cash distributions from

equity method investments less equity in earnings recognized for said investments, income or loss attributable to non-controlling equity

interests and management fees, termination fee and expenses paid to an affiliate of KSL.

(10) Includes equity-based compensation expense, calculated in accordance with GAAP, related to awards held by certain employees,

executives and directors.

(11) Represents estimated deferred revenue, calculated using current membership life estimates, related to initiation payments that would

have been recognized in the applicable period but for the application of purchase accounting in connection with the acquisition of CCI

in 2006 and the acquisition of Sequoia Golf on September 30, 2014.

(12) Includes the following adjustments to reconcile net income (loss) to net cash provided by operating activities from our Consolidated

Statements of Cash Flows: Net change in prepaid expenses and other assets, net change in receivables and membership notes, net

change in accounts payable and accrued liabilities, net change in other current liabilities, bad debt expense, equity in loss (earnings)

from unconsolidated ventures, gain on investment in unconsolidated ventures, distribution from investment in unconsolidated ventures,

debt issuance costs and term loan discount, accretion of discount on member deposits, net change in deferred tax assets and

liabilities and net change in other long-term liabilities. Certain other adjustments to reconcile net income (loss) to net cash provided by

operating activities are not included as they are excluded from both net cash provided by operating activities and Adjusted EBITDA.

(13) Includes other business activities including ancillary revenues related to alliance arrangements, a portion of the revenue associated

with upgrade offerings, costs of operations at managed clubs, corporate overhead expenses and shared services expenses.

RECONCILIATION OF NON-GAAP MEASURES TO CLOSEST GAAP MEASURESSEGMENT ADJUSTED EBITDA TO INCOME (LOSS) FROM CONTINUING OPERATIONS

BEFORE INCOME TAX

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CALCULATION OF LEVERED FREE CASH FLOWRECONCILIATION OF LEVERED FREE CASH FLOW TO ADJUSTED EBITDA

(1) See the Adjusted EBITDA reconciliation in the preceding "Reconciliation of Non-GAAP Measures to Closest GAAP Measures" tables.

(2) Interest on long-term debt excludes accretion of discount on member deposits, amortization of debt issuance costs, amortization of term loan discount and

interest on notes payable related to certain realty interests which we define as “Non-Core Development Entities”.

(3) Maintenance capital expenditures are net of insurance proceeds and include investments to upgrade information technology systems.

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