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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
______________________________________
Form 10-Q
______________________________________
(Mark One)
þQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 2019 
or
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from              to             
Commission File No. 001-33202
______________________________________
ua-20190331_g1.jpg
UNDER ARMOUR, INC.
(Exact name of registrant as specified in its charter)
______________________________________
Maryland 52-1990078
(State or other jurisdiction of
incorporation or organization)
 (I.R.S. Employer
Identification No.)
1020 Hull Street
Baltimore, Maryland 21230
 (410) 454-6428
(Address of principal executive offices) (Zip Code) (Registrant’s telephone number, including area code)
 ______________________________________
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  þ    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  þ    No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerþAccelerated filer¨
Non-accelerated filer¨(Do not check if a smaller reporting company)Smaller reporting company¨
Emerging growth company¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  þ
Securities registered pursuant to Section 12(b) of the Act:
Class A Common StockUAANew York Stock Exchange
Class C Common StockUANew York Stock Exchange
(Title of each class)(Trading Symbols)(Name of each exchange on which registered)
As of April 30, 2019 there were 188,015,392 shares of Class A Common Stock, 34,450,000 shares of Class B Convertible Common Stock and 228,546,551 Class C Common Stock outstanding.


Table of Contents
UNDER ARMOUR, INC.
March 31, 2019 
INDEX TO FORM 10-Q
 
PART I.
Item 1.




Item 2.
Item 3.
Item 4.
PART II.
Item 1.
Item 1A.
Item 6.



Table of Contents
PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

Under Armour, Inc. and Subsidiaries
Unaudited Consolidated Balance Sheets
(In thousands, except share data)
March 31,
2019
December 31,
2018
March 31,
2018
Assets
Current assets
Cash and cash equivalents$288,726 $557,403 $283,644 
Accounts receivable, net743,677 652,546 805,413 
Inventories875,252 1,019,496 1,148,493 
Prepaid expenses and other current assets299,053 364,183 354,455 
Total current assets2,206,708 2,593,628 2,592,005 
Property and equipment, net810,470 826,868 870,120 
Operating lease right-of-use assets590,984 — — 
Goodwill548,735 546,494 565,201 
Intangible assets, net40,109 41,793 45,931 
Deferred income taxes114,705 112,420 92,607 
Other long term assets124,361 123,819 98,455 
Total assets$4,436,072 $4,245,022 $4,264,319 
Liabilities and Stockholders’ Equity
Current liabilities
Revolving credit facility, current$ $ $135,000 
Accounts payable377,401 560,884 470,378 
Accrued expenses268,187 340,415 276,888 
Customer refund liabilities270,612 301,421 353,020 
Operating lease liabilities107,250 — — 
Current maturities of long term debt 25,000 27,000 
Other current liabilities70,562 88,257 54,771 
Total current liabilities1,094,012 1,315,977 1,317,057 
Long term debt, net of current maturities590,431 703,834 758,705 
Operating lease liabilities, non-current594,613 — — 
Other long term liabilities107,209 208,340 170,825 
Total liabilities2,386,265 2,228,151 2,246,587 
Commitments and contingencies (See Note 6)
Stockholders’ equity
Class A Common Stock, $0.0003 1/3 par value; 400,000,000 shares authorized as of March 31, 2019, December 31, 2018 and March 31, 2018; 187,979,934 shares issued and outstanding as of March 31, 2019, 187,710,319 shares issued and outstanding as of December 31, 2018, and 185,685,853 shares issued and outstanding as of March 31, 2018.62 62 62 
Class B Convertible Common Stock, $0.0003 1/3 par value; 34,450,000 shares authorized, issued and outstanding as of March 31, 2019, December 31, 2018 and March 31, 2018.11 11 11 
Class C Common Stock, $0.0003 1/3 par value; 400,000,000 shares authorized as of March 31, 2019, December 31, 2018 and March 31, 2018; 228,488,635 shares issued and outstanding as of March 31, 2019, 226,421,963 shares issued and outstanding as of December 31, 2018, and 223,905,097 shares issued and outstanding as of March 31, 2018.76 75 75 
Additional paid-in capital931,352 916,628 882,721 
Retained earnings1,158,482 1,139,082 1,155,946 
Accumulated other comprehensive loss(40,176)(38,987)(21,083)
Total stockholders’ equity2,049,807 2,016,871 2,017,732 
Total liabilities and stockholders’ equity$4,436,072 $4,245,022 $4,264,319 
See accompanying notes.
1

Table of Contents
Under Armour, Inc. and Subsidiaries
Unaudited Consolidated Statements of Operations
(In thousands, except per share amounts)
 
 Three Months Ended March 31,
 20192018
Net revenues$1,204,722 $1,185,370 
Cost of goods sold659,935 661,917 
Gross profit544,787 523,453 
Selling, general and administrative expenses509,528 514,634 
Restructuring and impairment charges 37,480 
Income (loss) from operations35,259 (28,661)
Interest expense, net(4,238)(8,564)
Other income (expense), net(667)2,888 
Income (loss) before income taxes30,354 (34,337)
Income tax expense (benefit)8,131 (4,093)
Income from equity method investment254  
Net income (loss)$22,477 $(30,244)
Basic net income (loss) per share of Class A, B and C common stock$0.05 $(0.07)
Diluted net income (loss) per share of Class A, B and C common stock$0.05 $(0.07)
Weighted average common shares outstanding Class A, B and C common stock
Basic449,749 443,052 
Diluted453,230 443,052 
See accompanying notes.
2

Table of Contents
Under Armour, Inc. and Subsidiaries
Unaudited Consolidated Statements of Comprehensive Income (Loss)
(In thousands)
 
 Three Months Ended March 31,
 20192018 
Net income (loss)$22,477 $(30,244)
Other comprehensive income (loss):
Foreign currency translation adjustment5,990 12,847 
Unrealized gain (loss) on cash flow hedge, net of tax benefit (expense) of $2,600 and $(348) for the three months ended March 31, 2019 and 2018, respectively.(9,100)1,032 
Gain on intra-entity foreign currency transactions1,921 3,249 
Total other comprehensive income (loss)(1,189)17,128 
Comprehensive income (loss)$21,288 $(13,116)
See accompanying notes.

3

Table of Contents
Under Armour, Inc. and Subsidiaries`
Unaudited Consolidated Statements of Stockholders' Equity 
(In thousands)
 Class A
Common Stock
Class B
Convertible
Common Stock
Class C
Common Stock
Additional Paid-in-CapitalRetained
Earnings
Accumulated Other Comprehensive Income (Loss)Total
Equity
 SharesAmountSharesAmountSharesAmount
Balance as of December 31, 2017185,257 $61 34,450 $11 222,375 $74 $872,266 $1,184,441 $(38,211)$2,018,642 
Exercise of stock options91 1 — — 106 — 1,066 — — 1,067 
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements(23)— — — (84)— — (1,758)— (1,758)
Issuance of Class A Common Stock, net of forfeitures360 — — — — — — — — — 
Issuance of Class C Common Stock, net of forfeitures— — — — 1,508 1 1,440 — — 1,441 
Impact of adoption of accounting standard updates— — — — — — — 3,507 — 3,507 
Stock-based compensation expense— — — — — — 7,949 — — 7,949 
Comprehensive income (loss)— — — — — — — (30,244)17,128 (13,116)
Balance as of March 31, 2018185,685 $62 34,450 $11 223,905 $75 $882,721 $1,155,946 $(21,083)$2,017,732 
Balance as of December 31, 2018187,710 $62 34,450 $11 226,422 $75 $916,628 $1,139,082 $(38,987)$2,016,871 
Exercise of stock options154 — — — 178 — 846 — — 846 
Shares withheld in consideration of employee tax obligations relative to stock-based compensation arrangements(10)— — — (152)— — (3,077)— (3,077)
Issuance of Class A Common Stock, net of forfeitures126 — — — — — — — — 
Issuance of Class C Common Stock, net of forfeitures— — — — 2,041 1 1,387 — — 1,388 
Stock-based compensation expense— — — — — — 12,491 — — 12,491 
Comprehensive income (loss)— — — — — — — 22,477 (1,189)21,288 
Balance as of March 31, 2019187,980 $62 34,450 $11 228,489 $76 $931,352 $1,158,482 $(40,176)$2,049,807 
See accompanying notes.
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Under Armour, Inc. and Subsidiaries`
Unaudited Consolidated Statements of Cash Flows
(In thousands)
 Three Months Ended March 31,
 20192018
Cash flows from operating activities
Net income (loss)$22,477 $(30,244)
Adjustments to reconcile net income (loss) to net cash provided by operating activities
Depreciation and amortization46,464 46,098 
Unrealized foreign currency exchange rate gains(1,725)(5,030)
Loss on disposal of property and equipment1,008 159 
Impairment charges 2,248 
Amortization of bond premium63 63 
Stock-based compensation12,493 8,137 
Deferred income taxes(1,514)(10,645)
Changes in reserves and allowances(9,655)(251,194)
Changes in operating assets and liabilities:
Accounts receivable(87,042)53,703 
Inventories156,880 16,697 
Prepaid expenses and other assets54,198 (83,917)
Other non-current assets21,594 (731)
Accounts payable(178,428)(66,894)
Accrued expenses and other liabilities(99,505)(3,933)
Customer refund liability(32,168)350,312 
Income taxes payable and receivable5,071 (2,805)
Net cash provided by (used in) operating activities(89,789)22,024 
Cash flows from investing activities
Purchases of property and equipment(35,911)(55,930)
Net cash used in investing activities(35,911)(55,930)
Cash flows from financing activities
Proceeds from long term debt and revolving credit facility25,000 165,000 
Payments on long term debt and revolving credit facility(161,250)(161,750)
Cash paid for hedge settlement(1,566) 
Employee taxes paid for shares withheld for income taxes(3,077)(1,758)
Proceeds from exercise of stock options and other stock issuances2,232 2,318 
Payments of debt financing costs(3,024)(11)
Other financing fees50  
Net cash provided by (used in) financing activities(141,635)3,799 
Effect of exchange rate changes on cash, cash equivalents and restricted cash(569)2,157 
Net decrease in cash, cash equivalents and restricted cash(267,904)(27,950)
Cash, cash equivalents and restricted cash
Beginning of period566,060 318,135 
End of period$298,156 $290,185 
Non-cash investing and financing activities
Change in accrual for property and equipment(8,979)(27,641)
See accompanying notes.
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Under Armour, Inc. and Subsidiaries
Notes to the Unaudited Consolidated Financial Statements

1. Description of the Business
Under Armour, Inc. is a developer, marketer and distributor of branded performance apparel, footwear, and accessories. The Company creates products engineered to solve problems and make athletes better, as well as digital health and fitness apps built to connect people and drive performance. The Company's products are made, sold and worn worldwide.
 2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited consolidated financial statements include the accounts of Under Armour, Inc. and its wholly owned subsidiaries (the “Company”). Certain information in footnote disclosures normally included in annual financial statements was condensed or omitted for the interim periods presented in accordance with the rules and regulations of the Securities and Exchange Commission (the “SEC”) and accounting principles generally accepted in the United States of America for interim consolidated financial statements. In the opinion of management, all adjustments consisting of normal, recurring adjustments considered necessary for a fair statement of the financial position and results of operations were included. Intercompany balances and transactions were eliminated. The consolidated balance sheet as of December 31, 2018 is derived from the audited financial statements included in the Company’s Annual Report on Form 10-K filed with the SEC for the year ended December 31, 2018 (the “2018 Form 10-K”), which should be read in conjunction with these consolidated financial statements. The results for the three months ended March 31, 2019, are not necessarily indicative of the results to be expected for the year ending December 31, 2019 or any other portions thereof.
Cash, Cash Equivalents and Restricted Cash
The Company considers all highly liquid investments with an original maturity of three months or less at the date of purchase to be cash and cash equivalents. The Company's restricted cash is reserved for payments related to claims for its captive insurance program, which is included in prepaid expenses and other current assets on the Company's unaudited consolidated balance sheets. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the unaudited consolidated balance sheets to the unaudited consolidated statements of cash flows.
(In thousands)March 31, 2019December 31, 2018March 31, 2018
Cash and cash equivalents$288,726 $557,403 $283,644 
Restricted cash9,430 8,657 6,541 
Total Cash, cash equivalents and restricted cash$298,156 $566,060 $290,185 
Concentration of Credit Risk
Financial instruments that subject the Company to significant concentration of credit risk consist primarily of accounts receivable. The majority of the Company’s accounts receivable is due from large retailers. Credit is extended based on an evaluation of each customer’s financial condition. None of the Company's customers accounted for more than 10% of accounts receivable as of March 31, 2019 and December 31, 2018. One of the Company's customers accounted for 11% of accounts receivable as of March 31, 2018. For the three months ended March 31, 2019 and March 31, 2018, no customer accounted for more than 10% of the Company's net revenues.
Sale of Accounts Receivable
In 2018, the Company entered into agreements with two financial institutions to sell selected accounts receivable on a recurring, non-recourse basis. Under each agreement, the Company may sell up to $150.0 million and $140.0 million, respectively, provided the accounts receivable of certain customers cannot be outstanding simultaneously with both institutions. Balances may remain outstanding at any point in time. The Company removes the sold accounts receivable from the unaudited consolidated balance sheets at the time of sale. The Company does not retain any interests in the sold accounts receivable. The Company acts as the collection agent for the outstanding accounts receivable on behalf of the financial institutions.
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As of March 31, 2019 and December 31, 2018, there were no amounts outstanding. As of March 31, 2018, there was $55.6 million outstanding. The funding fee charged by the financial institutions is included in the other income (expense), net line item in the consolidated statement of operations.
Allowance for Doubtful Accounts
As of March 31, 2019, December 31, 2018, and March 31, 2018, the allowance for doubtful accounts was $21.0 million, $22.2 million and $19.8 million, respectively.
Revenue Recognition
The Company recognizes revenue pursuant to Accounting Standards Codification 606 ("ASC 606"). Net revenues consist of net sales and license and Connected Fitness revenue. Net sales are recognized upon transfer of control, including passage of title to the customer and transfer of risk of loss related to those goods. Payment is due in full when title is transferred. Transfer of title and risk of loss is based upon shipment under free on board shipping point for most goods or upon receipt by the customer depending on the country of the sale and the agreement with the customer. In some instances, transfer of title and risk of loss takes place at the point of sale, for example, at the Company’s brand and factory house stores. The Company may also ship product directly from its supplier to the customer and recognize revenue when the product is delivered to and accepted by the customer. License revenue is primarily recognized based upon shipment of licensed products sold by the Company's licensees. Sales taxes imposed on the Company’s revenues from product sales are presented on a net basis on the consolidated statements of income, and therefore do not impact net revenues or costs of goods sold.
The Company records reductions to revenue for estimated customer returns, allowances, markdowns and discounts. The Company bases its estimates on historical rates of customer returns and allowances, as well as the specific identification of outstanding returns, markdowns and allowances that have not yet been received by the Company. The actual amount of customer returns and allowances, which is inherently uncertain, may differ from the Company’s estimates. If the Company determines that actual or expected returns or allowances are significantly higher or lower than the reserves it established, it would record a reduction or increase, as appropriate, to net sales in the period in which it makes such a determination. Provisions for customer specific discounts are based on contractual obligations with certain major customers. Reserves for returns, allowances, markdowns and discounts are included within customer refund liability and the value of inventory associated with reserves for sales returns are included within prepaid expenses and other current assets on the consolidated balance sheet.
Contract Liabilities
Contract liabilities are recorded when a customer pays consideration, or the Company has a right to an amount of consideration that is unconditional, before the transfer of a good or service to the customer, and thus represent the Company's obligation to transfer the good or service to the customer at a future date. The Company's contract liabilities consist of payments received in advance of revenue recognition for subscriptions for the Company's Connected Fitness applications and royalty arrangements, included in other current liabilities, and gift cards, included in accrued expenses on the Company's unaudited consolidated balance sheets. As of March 31, 2019, December 31, 2018, and March 31, 2018, contract liabilities was $55.6 million, $55.0 million and $25.7 million, respectively.
For the three months ended March 31, 2019, the Company recognized $19.2 million of revenue that was previously included in contract liabilities as of December 31, 2018For the three months ended March 31, 2018, the Company recognized $9.6 million of revenue that was previously included in contract liabilities as of December 31, 2017. The change in the contract liabilities balance primarily results from the timing differences between the Company's satisfaction of performance obligations and the customer's payment. Commissions related to subscription revenue are capitalized and recognized over the subscription period.
Practical Expedients and Policy Elections
The Company has made a policy election to account for shipping and handling activities that occur after the customer has obtained control of a good as a fulfillment cost rather than an additional promised service. Additionally, the Company has elected not to disclose certain information related to unsatisfied performance obligations for subscriptions for its Connected Fitness applications as they have an original expected length of one year or less.
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Shipping and Handling Costs
The Company charges certain customers shipping and handling fees. These fees are recorded in net revenues. The Company incurs freight costs associated with shipping goods to customers. These costs are recorded as a component of cost of goods sold.
The Company also incurs outbound handling costs associated with preparing goods to ship to customers and certain costs to operate the Company’s distribution facilities. These costs are recorded as a component of selling, general and administrative expenses and were $21.7 million and $23.6 million for the three months ended March 31, 2019 and 2018, respectively. 
Equity Method Investment
On April 23, 2018, the Company invested ¥4.2 billion or $39.2 million in exchange for an additional 10% common stock ownership in Dome Corporation ("Dome"), the Company's Japanese licensee. This additional investment brings the Company's total investment in Dome's common stock to 29.5%, from 19.5%. The Company accounts for its investment in Dome under the equity method, given it has the ability to exercise significant influence, but not control, over Dome.
As of March 31, 2019, the carrying value of the Company’s total investment in Dome was $53.1 million. The Company's proportionate share of Dome's net assets exceeded its total investment by $63.8 million and is not amortized. For the three months ended March 31, 2019, the Company recorded the allocable share of Dome’s net income in its consolidated statements of operations and as an adjustment to the invested balance.
In addition to the investment in Dome, the Company has a license agreement with Dome. The Company recorded license revenues from Dome of $6.5 million for the three months ended March 31, 2019. As of March 31, 2019, the Company has $6.5 million in licensing receivables outstanding, recorded in the prepaid expenses and other current assets line item within the Company's unaudited consolidated balance sheets.

Management Estimates
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates. 
Recently Issued Accounting Standards
In June 2016, the FASB issued ASU 2016-13 - Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments. This ASU amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in more timely recognition of losses. The new standard applies to financial assets measured at amortized cost basis, including receivables that result from revenue transactions. The ASU is effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2019, and early adoption is permitted for fiscal years beginning after December 15, 2018. The Company is currently evaluating this guidance to determine the impact it may have on its consolidated financial statements.
Recently Adopted Accounting Standards
In August 2017, the FASB issued ASU 2017-12, Derivatives and Hedging (Topic 815): Targeted Improvements to Accounting for Hedging Activities, an update that amends and simplifies certain aspects of hedge accounting rules to increase transparency of the impact of risk management activities in the financial statements. The Company adopted this ASU on January 1, 2019. There was no material impact to the Company's consolidated financial statements.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which amends the existing guidance for leases and will require recognition of operating leases with lease terms of more than twelve months and all financing leases on the balance sheet. For these leases, companies will record assets for the rights and liabilities for the obligations that are created by the leases. This ASU will require disclosures that provide qualitative and quantitative information for the lease assets and liabilities recorded in the financial statements. The Company adopted this ASU and related amendments on January 1, 2019, and has elected certain practical expedients permitted under the transition guidance. The Company elected the optional transition method that allows for a
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cumulative-effect adjustment in the period of adoption and did not restate prior periods. As permitted, the Company did not reassess whether existing contracts are or contain leases, the lease classification for any existing leases, initial direct costs for any existing leases and whether existing land easements and rights of way, which were not previously accounted for as leases, are leases. The Company implemented a new lease systems in connection with the adoption of this ASU. The Company recognized operating lease right-of-use assets of $591 million and operating lease liabilities of $702 million on the Company's unaudited consolidated balance sheets as of March 31, 2019. The difference between the operating lease right-of-use assets and operating lease liabilities primarily represents the existing deferred rent and tenant improvement allowance liabilities balance, resulting from historical straight-lining of operating leases, which were effectively reclassified upon adoption to reduce the measurement of the leased assets. There was no material impact to the consolidated statements of operations and no cumulative earnings effect adjustment upon adoption.

3. Restructuring and Impairment
As previously announced, in both 2017 and 2018, the Company's Board of Directors approved restructuring plans (the "2017 restructuring plan" and the "2018 restructuring plan") designed to more closely align its financial resources with the critical priorities of the business and optimize operations. All restructuring charges under the plans were incurred by December 31, 2018.
The summary of the costs incurred during the three months ended March 31, 2018 in connection with the 2018 restructuring plan is as follows:
(In thousands)Three Months Ended
March 31, 2018
Costs recorded in cost of goods sold:
Inventory write-offs$7,474 
Total costs recorded in cost of goods sold7,474 
Costs recorded in restructuring and impairment charges:
Property and equipment impairment2,248 
Other restructuring costs9,882 
Contract exit costs25,350 
Total costs recorded in restructuring and impairment charges37,480 
Total restructuring, impairment and restructuring related costs$44,954 

A summary of the activity in the restructuring reserve related to the Company's 2017 and 2018 restructuring plans is as follows:
(In thousands)Employee Related CostsContract Exit CostsOther Restructuring Related Costs
Balance at January 1, 2019$8,532 $71,356 $4,876 
Additions charged to expense   
Cash payments charged against reserve(2,641)(12,030)(4,794)
Reclassification to operating lease liabilities (1) (30,572) 
Changes in reserve estimate   
Balance at March 31, 2019$5,891 $28,754 $82 
(1) Certain restructuring reserves have been reclassified to operating lease liabilities on the unaudited consolidated balance sheets in connection with the adoption of ASU 2016-02.

4. Leases
The Company leases warehouse space, office facilities, space for its brand and factory house stores and certain equipment under non-cancelable operating leases. The leases expire at various dates through 2035, excluding extensions at the Company's option, and include provisions for rental adjustments.
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Right-of-use assets and lease liabilities are established on the unaudited consolidated balance sheets for leases with an expected term greater than one year. As the rate implicit in the lease is not readily determinable, the Company uses its secured incremental borrowing rate to determine the present value of the lease payments. Leases with an initial term of 12 months or less are not recorded on the unaudited consolidated balance sheets.
The Company recognizes lease expense on a straight-line basis over the lease term. Included in selling, general and administrative was operating lease costs of $37.1 million for the three months ended March 31, 2019, under non-cancelable operating lease agreements.
Variable lease payments primarily consist of payments dependent on sales in brand and factory house stores. Short-term and variable lease payments are recorded in selling, general, and administrative expenses and are not material. There are no residual value guarantees that exist and there are no restrictions or covenants imposed by leases. The Company rents or subleases excess office facilities and warehouse space to third parties. Sublease income is not material.   
Supplemental balance sheet information related to leases was as follows:
Three Months Ended March 31, 2019
Weighted average remaining lease term (in years)7.35
Weighted average discount rate4.30  

Supplemental cash flow and other information related to leases was as follows:
(In thousands)Three Months Ended March 31, 2019
Cash paid for amounts included in the measurement of lease liabilities
Operating cash outflows from operating leases$17,563 
Leased assets obtained in exchange for new operating lease liabilities$3,344 
Maturities of lease liabilities are as follows:
(In thousands)
2019$102,405 
2020127,794 
2021116,823 
2022105,106 
202391,717 
2024 and thereafter280,700 
Total lease payments$824,545 
Less: Interest122,709 
Total lease obligations$701,836 
As of March 31, 2019, the Company has additional operating lease obligations that have not yet commenced of approximately $341.6 million for brand and factory house stores to be delivered in 2020 with lease terms up to 15 years.
The following is a schedule of future minimum lease payments for non-cancelable real property and equipment operating leases as of December 31, 2018, as well as significant operating lease agreements entered into during the period after December 31, 2018 through the date of the 2018 Form 10-K:
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(In thousands)
2019$142,648 
2020148,171 
2021154,440 
2022141,276 
2023128,027 
2024 and thereafter699,262 
Total future minimum lease payments$1,413,824 

5. Long Term Debt
Credit Facility
On March 8, 2019, the Company entered into an amended and restated credit agreement by and among the Company, as borrower, JPMorgan Chase Bank, N.A., as administrative agent, PNC Bank, National Association, as syndication agent and the other lenders and arrangers party thereto (the "credit agreement"), amending and restating the Company's prior credit agreement. The credit agreement has a term of five years, maturing in March 2024, with permitted extensions under certain circumstances, and provides revolving credit commitments of up to $1.25 billion of borrowings, but no term loan borrowings, which were provided for under the prior credit agreement. As of March 31, 2019, there were no amounts outstanding under the revolving credit facility. As of December 31, 2018, there were no amounts outstanding under the revolving credit facility and $136.3 million of term loan borrowings outstanding. In January 2019, the Company prepaid the outstanding balance of $136.3 million on its term loans, without penalty.  
Borrowings under the revolving credit facility have maturities of less than one year. Up to $50.0 million of the facility may be used for the issuance of letters of credit. There were $4.6 million of letters of credit outstanding as of March 31, 2019.
The credit agreement contains negative covenants that limit the Company's ability to engage in certain transactions, as well as financial covenants that require the Company to comply with specific consolidated leverage and interest coverage ratios. As of March 31, 2019, the Company was in compliance with these ratios. In addition, the credit agreement contains events of default that are customary for a facility of this nature, and includes a cross default provision whereby an event of default under other material indebtedness, as defined in the credit agreement, will be considered an event of default under the credit agreement.
Borrowings under the credit agreement bear interest at a rate per annum equal to, at the Company’s option, either (a) an alternate base rate, or (b) a rate based on the rates applicable for deposits in the interbank market for U.S. Dollars or the applicable currency in which the loans are made (“adjusted LIBOR”), plus in each case an applicable margin. The applicable margin for loans will be adjusted by reference to a grid (the “Pricing Grid”) based on the consolidated leverage ratio and ranges between 1.00% to 1.25% for adjusted LIBOR loans and 0.00% to 0.25% for alternate base rate loans. The weighted average interest rate under the revolving credit facility borrowings were 3.6% and 2.8% during the three months ended March 31, 2019 and 2018, respectively. The weighted average interest rate under the outstanding term loan was 2.8% during the three months ended March 31, 2018. The Company pays a commitment fee on the average daily unused amount of the revolving credit facility and certain fees with respect to letters of credit. As of March 31, 2019, the commitment fee was 15.0 basis points. The Company incurred and deferred $3.5 million in financing costs in connection with the credit agreement.
3.250% Senior Notes
In June 2016, the Company issued $600.0 million aggregate principal amount of 3.250% senior unsecured notes due June 15, 2026 (the “Notes”). Interest is payable semi-annually on June 15 and December 15 beginning December 15, 2016. The Company may redeem some or all of the Notes at any time, or from time to time, at redemption prices described in the indenture governing the Notes. The indenture governing the Notes contains negative covenants that limit the Company’s ability to engage in certain transactions and are subject to material exceptions described in the indenture. The Company incurred and deferred $5.3 million in financing costs in connection with the Notes.
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Other Long Term Debt
In December 2012, the Company entered into a $50.0 million recourse loan collateralized by the land, buildings and tenant improvements comprising the Company's corporate headquarters. In July 2018, this loan was paid in full, without penalties, using borrowings under the Company's revolving credit facility. As of March 31, 2018, the outstanding balance on the loan was $39.5 million.
Interest expense, net, was $4.2 million and $8.6 million for the three months ended March 31, 2019 and 2018, respectively. Interest expense includes the amortization of deferred financing costs, bank fees, capital and built-to-suit lease interest and interest expense under the credit and other long term debt facilities.
The Company monitors the financial health and stability of its lenders under the credit and other long term debt facilities, however during any period of significant instability in the credit markets, lenders could be negatively impacted in their ability to perform under these facilities. 
6. Commitments and Contingencies
There were no significant changes to the contractual obligations reported in the 2018 Form 10-K other than those which occur in the normal course of business.
In connection with various contracts and agreements, the Company has agreed to indemnify counterparties against certain third party claims relating to the infringement of intellectual property rights and other items. Generally, such indemnification obligations do not apply in situations in which the counterparties are grossly negligent, engage in willful misconduct, or act in bad faith. Based on the Company’s historical experience and the estimated probability of future loss, the Company has determined that the fair value of such indemnifications is not material to its consolidated financial position or results of operations.
From time to time, the Company is involved in litigation and other proceedings, including matters related to commercial and intellectual property disputes, as well as trade, regulatory and other claims related to its business. Other than as described below, the Company believes that all current proceedings are routine in nature and incidental to the conduct of its business, and that the ultimate resolution of any such proceedings will not have a material adverse effect on its consolidated financial position, results of operations or cash flows.
Securities Class Action
On March 23, 2017, three separate securities cases previously filed against the Company in the United States District Court for the District of Maryland (the “Court”) were consolidated under the caption In re Under Armour Securities Litigation, Case No. 17-cv-00388-RDB (the “Consolidated Action”). On August 4, 2017, the lead plaintiff in the Consolidated Action, North East Scotland Pension Fund, joined by named plaintiff Bucks County Employees Retirement Fund, filed a consolidated amended complaint (the “Amended Complaint”) against the Company, the Company’s Chief Executive Officer and former Chief Financial Officers, Lawrence Molloy and Brad Dickerson.  The Amended Complaint alleges violations of Section 10(b) (and Rule 10b-5) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) and Section 20(a) control person liability under the Exchange Act against the officers named in the Amended Complaint, claiming that the defendants made material misstatements and omissions regarding, among other things, the Company's growth and consumer demand for certain of the Company's products.  The class period identified in the Amended Complaint is September 16, 2015 through January 30, 2017.  The Amended Complaint also asserts claims under Sections 11 and 15 of the Securities Act of 1933, as amended (the “Securities Act”), in connection with the Company’s public offering of senior unsecured notes in June 2016.  The Securities Act claims are asserted against the Company, the Company’s Chief Executive Officer, Mr. Molloy, the Company’s directors who signed the registration statement pursuant to which the offering was made and the underwriters that participated in the offering.  The Amended Complaint alleges that the offering materials utilized in connection with the offering contained false and/or misleading statements and omissions regarding, among other things, the Company’s growth and consumer demand for certain of the Company’s products. 
On November 9, 2017, the Company and the other defendants filed motions to dismiss the Amended Complaint.  On September 19, 2018, the Court dismissed the Securities Act claims with prejudice and the Exchange Act claims without prejudice. The lead plaintiff filed a Second Amended Complaint on November 16, 2018, naming the Company and Mr. Plank as the remaining defendants. The Company and the defendants filed a motion to dismiss on January 17, 2019, which is still pending with the Court. The Company continues to believe that the claims previously asserted in the Consolidated Action are without merit and intends to defend the lawsuit vigorously. However, because of the inherent uncertainty as to the outcome of this proceeding, the Company is unable at this time to estimate the possible impact of the outcome of this matter.
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Derivative Complaints
In April 2018, two purported stockholders filed separate stockholder derivative complaints in the United States District Court for the District of Maryland.  These were brought against Kevin Plank (the Company’s Chairman and Chief Executive Officer) and certain other members of the Company’s Board of Directors and name the Company as a nominal defendant.  The complaints make allegations related to the Company’s purchase of certain parcels of land from entities controlled by Mr. Plank (through Sagamore Development Company, LLC ("Sagamore")), as well as other related party transactions. 
Sagamore purchased these parcels in 2014.  Its total investment in the parcels was approximately $72.0 million, which included the initial $35.0 million purchase price for the property, an additional $30.6 million to terminate a lease encumbering the property and approximately $6.4 million of development costs.  As previously disclosed, in June 2016, the Company purchased the unencumbered parcels for $70.3 million in order to further expand the Company’s corporate headquarters to accommodate its growth needs.  The Company negotiated a purchase price for the parcels that it determined represented the fair market value of the parcels and approximated the cost to the seller to purchase and develop the parcels.  In connection with its evaluation of the potential purchase, the Company engaged an independent third-party to appraise the fair market value of the parcels, and the Audit Committee of the Company’s Board of Directors engaged its own independent appraisal firm to assess the parcels.  The Audit Committee determined that the terms of the purchase were reasonable and fair, and the transaction was approved by the Audit Committee in accordance with the Company’s policy on transactions with related persons. 
On March 20, 2019, these cases were consolidated under the caption In re Under Armour, Inc. Shareholder Derivative Litigation and a lead plaintiff in the consolidated action was appointed by the court. On May 1, 2019, the lead plaintiff filed a consolidated derivative complaint asserting that Mr. Plank and the director defendants breached their fiduciary duties in connection with the purchase of the parcels and other related party transactions and that Sagamore aided and abetted the alleged breaches of fiduciary duty by the other defendants in connection with Sagamore’s alleged role in the sale of the parcels to the Company.  The consolidated complaint also asserts an unjust enrichment claim against Mr. Plank and Sagamore.  It seeks damages on behalf of the Company and certain corporate governance related actions
In June and July 2018, three additional purported stockholder derivative complaints were filed. Two of the complaints were filed in Maryland state court (in cases captioned Kenney v. Plank, et al. (filed June 29, 2018) and Luger v. Plank, et al. (filed July 26, 2018), respectively). The other complaint was filed in the United States District Court for the District of Maryland (in a case captioned Andersen v. Plank et al. (filed July 23, 2018)). These complaints name Mr. Plank, certain other members of the Company's Board of Directors and former executives as defendants and name the Company as a nominal defendant. The complaints include allegations similar to those in the In re Under Armour Securities Litigation matter discussed above that challenges, among other things, the Company’s disclosures related to growth and consumer demand for certain of the Company's products and stock sales by certain individual defendants. All three complaints assert breach of fiduciary duty and unjust enrichment claims against the individual defendants. The Kenney complaint also makes allegations similar to those in the King and Mioduszewski complaints discussed above regarding the Company’s purchase of parcels from entities controlled by Mr. Plank through Sagamore and asserts a claim of corporate waste against the individual defendants. These complaints assert similar damages to the damages sought in the Mioduszewski complaint. In each of the Kenney, Luger and Andersen matters, the parties have filed joint motions to stay the litigation pending resolution of the motion to dismiss the Second Amended Complaint in the In re Under Armour Securities Litigation matter.
Prior to the filing of the derivative complaints discussed above, each of the purported stockholders had sent the Company a letter demanding that the Company pursue claims similar to the claims asserted in the derivative complaints.  Following an investigation, a majority of disinterested and independent directors of the Company determined that the claims should not be pursued by the Company and informed each of these purported stockholders of that determination.  The Company believes that the claims asserted in the derivative complaints are without merit and intends to defend these matters vigorously.  However, because of the inherent uncertainty as to the outcome of these proceedings, the Company is unable at this time to estimate the possible impact of the outcome of these matters.
Data Incident
In 2018, an unauthorized third party acquired data associated with the Company’s Connected Fitness users’ accounts for the Company’s MyFitnessPal application and website. A consumer class action lawsuit has been filed against the Company in connection with this incident, and the Company has received inquiries regarding the incident from certain government regulators and agencies.  The Company does not currently consider these matters to be material and believes its insurance coverage will provide coverage should any significant expense arise. 
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7. Fair Value Measurements
Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date (an exit price). The fair value accounting guidance outlines a valuation framework, creates a fair value hierarchy in order to increase the consistency and comparability of fair value measurements and the related disclosures, and prioritizes the inputs used in measuring fair value as follows:
Level 1:Observable inputs such as quoted prices in active markets;
Level 2:Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and
Level 3:Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

Financial assets (liabilities) measured at fair value on a recurring basis are set forth in the table below:
March 31, 2019December 31, 2018March 31, 2018
(In thousands)Level 1Level 2Level 3Level 1Level 2Level 3Level 1Level 2Level 3
Derivative foreign currency contracts (see Note 9)$ $9,385 $ $ $19,531 $ $ $(7,293)$ 
Interest rate swap contracts (see Note 9)    1,567   2,103  
TOLI policies held by the Rabbi Trust 5,877   5,328   5,692  
Deferred Compensation Plan obligations (9,598)  (6,958)  (8,123) 
Fair values of the financial assets and liabilities listed above are determined using inputs that use as their basis readily observable market data that are actively quoted and are validated through external sources, including third-party pricing services and brokers. The foreign currency contracts represent gains and losses on derivative contracts, which is the net difference between the U.S. dollar value to be received or paid at the contracts’ settlement date and the U.S. dollar value of the foreign currency to be sold or purchased at the current market exchange rate. The interest rate swap contracts represent gains and losses on the derivative contracts, which is the net difference between the fixed interest to be paid and variable interest to be received over the term of the contract based on current market rates. The fair value of the trust owned life insurance (“TOLI”) policies held by the Rabbi Trust is based on the cash-surrender value of the life insurance policies, which are invested primarily in mutual funds and a separately managed fixed income fund. These investments are initially made in the same funds and purchased in substantially the same amounts as the selected investments of participants in the Under Armour, Inc. Deferred Compensation Plan (the “Deferred Compensation Plan”), which represent the underlying liabilities to participants in the Deferred Compensation Plan. Liabilities under the Deferred Compensation Plan are recorded at amounts due to participants, based on the fair value of participants’ selected investments.
As of March 31, 2019, December 31, 2018, and March 31, 2018, the fair value of the Company's Senior Notes was $548.2 million, $500.1 million and $532.2 million, respectively. The carrying value of the Company's other long term debt approximated its fair value as of March 31, 2019, December 31, 2018 and March 31, 2018. The fair value of long-term debt is estimated based upon quoted prices for similar instruments or quoted prices for identical instruments in inactive markets (Level 2).
Some assets are not measured at fair value on an ongoing basis but are subject to fair value adjustments only in certain circumstances. These assets can include long-lived assets and goodwill that have been reduced to fair value when impaired. Assets that are written down to fair value when impaired are not subsequently adjusted to fair value unless further impairment occurs.
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8. Stock Based Compensation
Performance Based Equity Compensation
The Company grants a combination of time-based and performance-based restricted stock units and stock options as part of its incentive compensation. Certain senior executives are eligible to receive performance-based awards. During the three months ended March 31, 2019, 0.6 million performance-based restricted stock units and 0.2 million performance-based stock options for shares of the Company's Class C common stock were awarded under the Company's Second Amended and Restated 2005 Omnibus Long-Term Incentive Plan, as amended. The performance-based restricted stock units and stock options have weighted average grant date fair values of $19.39 and $8.70, respectively, and have vesting conditions tied to the achievement of revenue and operating income targets for 2019 and 2020. Upon the achievement of the targets, one third of the restricted stock units and stock options will vest each in February 2021, 2022 and 2023. If certain lower levels of combined annual revenue and operating income for 2019 and 2020 are achieved, fewer or no restricted stock units or stock options will vest and the remaining restricted stock units and stock options will be forfeited. The Company deemed the achievement of certain revenue and operating income targets for 2019 and 2020 probable during the three months ended March 31, 2019. The Company assesses the probability of the achievement of the remaining revenue and operating income targets at the end of each reporting period. If it becomes probable that any remaining performance targets related to these performance-based restricted stock units and options will be achieved, a cumulative adjustment will be recorded as if ratable stock-based compensation expense had been recorded since the grant date. Additional stock based compensation of up to $0.6 million would have been recorded during the three months ended March 31, 2019, for these performance-based restricted stock units and stock options had the achievement of the remaining revenue and operating income targets been deemed probable.
9. Risk Management and Derivatives
The Company is exposed to global market risks, including the effects of changes in foreign currency and interest rates. The Company uses derivative instruments to manage financial exposures that occur in the normal course of business and does not hold or issue derivatives for trading or speculative purposes.
The Company may elect to designate certain derivatives as hedging instruments under U.S. GAAP. The Company formally documents all relationships between designated hedging instruments and hedged items, as well as its risk management objectives and strategies for undertaking hedge transactions. This process includes linking all derivatives designated as hedges to either recognized assets, liabilities, or forecasted transactions and assessing, both at inception and on an ongoing basis, the effectiveness of the hedging relationships.
The Company's foreign exchange risk management program consists of cash flow hedges and undesignated hedge instruments. As of March 31, 2019, the Company has hedge instruments, primarily for U.S. Dollar/Chinese Renminbi, U.S. Dollar/Canadian Dollar, British Pound/U.S. Dollar, U.S. Dollar/Mexican Peso, Euro/U.S. Dollar, and U.S. Dollar/Hong Kong Dollar currency pairs. All derivatives are recognized on the unaudited consolidated balance sheets at fair value and classified based on the instrument’s maturity date.
The following table presents the fair values of derivative instruments designated as hedges within the unaudited consolidated balance sheets. Refer to Note 7 for a discussion of the fair value measurements.
(In thousands)Balance Sheet ClassificationMarch 31, 2019December 31, 2018March 31, 2018
Foreign currency contractsOther current assets $15,792 $20,828 $4,585 
Foreign currency contractsOther long term assets 305   
Interest rate swap contractsOther long term assets  1,567 2,103 
Total derivative assets$16,097 $22,395 $6,688 
Foreign currency contractsOther current liabilities $(2,813)$(2,535)$(14,626)
Foreign currency contractsOther long term liabilities (307)  
Interest rate swap contractsOther long term liabilities    
Total derivative liabilities$(3,120)$(2,535)$(14,626)

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The following table presents the amounts in the unaudited consolidated statements of operations in which the effects of cash flow hedges are recorded and the effects of cash flow hedge activity on these line items.
Three months ended March 31,
20192018
(In thousands)TotalAmount of Gain (Loss) on Cash Flow Hedge ActivityTotalAmount of Gain (Loss) on Cash Flow Hedge Activity
Net revenues$1,204,722 $3,792 $1,185,370$(2,656)
Cost of goods sold659,935 740 661,917 (1,983)
Interest expense, net(4,238)1,625 (8,564)(23)
Other income (expense), net(667)640 2,888 (199)

The following tables present the amounts affecting the unaudited statements of comprehensive income (loss). 
(In thousands)Balance as of December 31, 2018Amount of gain (loss) recognized in other comprehensive income (loss) on derivativesAmount of gain (loss) reclassified from other comprehensive income (loss) into incomeBalance as of
March 31, 2019
Derivatives designated as cash flow hedges
Foreign currency contracts21,908 (4,971)5,172 11,766 
Interest rate swaps954 68 1,625 (604)
Total designated as cash flow hedges$22,862 $(4,903)$6,797 $11,162 

(In thousands)Balance as of December 31, 2017Amount of gain (loss) recognized in other comprehensive income (loss) on derivativesAmount of gain (loss) reclassified from other comprehensive income (loss) into incomeBalance as of
March 31, 2018
Derivatives designated as cash flow hedges
Foreign currency contracts(8,312)(4,483)(4,838)(7,957)
Interest rate swaps438 1,002 (23)1,463 
Total designated as cash flow hedges$(7,874)$(3,481)$(4,861)$(6,494)

The following table presents the amounts in the unaudited consolidated statements of operations in which the effects of undesignated derivative instruments are recorded and the effects of fair value hedge activity on these line items.
Three months ended March 31,
20192018
(In thousands)TotalAmount of Gain (Loss) on Fair Value Hedge ActivityTotalAmount of Gain (Loss) on Fair Value Hedge Activity
Other income (expense), net$(667)$(449)$2,888 $3,240 

Cash Flow Hedges
The Company is exposed to gains and losses resulting from fluctuations in foreign currency exchange rates relating to transactions generated by its international subsidiaries in currencies other than their local currencies. These gains and losses are driven by non-functional currency generated revenue, non-functional currency inventory purchases, investments in U.S. Dollar denominated available-for-sale debt securities, and certain other intercompany transactions. The Company enters into foreign currency contracts to reduce the risk associated with the foreign currency exchange rate fluctuations on these transactions. Certain contracts are designated as cash flow hedges.  As of March 31, 2019, the aggregate notional value of the Company's outstanding cash flow hedges was $507.6 million, with contract maturities ranging from one to eighteen months.
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The Company may enter into long term debt arrangements with various lenders which bear a range of fixed and variable rates of interest. The nature and amount of the Company's long term debt can be expected to vary as a result of future business requirements, market conditions and other factors. The Company may elect to enter into interest rate swap contracts to reduce the impact associated with interest rate fluctuations. The interest rate swap contracts are accounted for as cash flow hedges. Refer to Note 5 for a discussion of long term debt. As of March 31, 2019, the Company had no outstanding interest rate swap contracts. 
For foreign currency contracts designated as cash flow hedges, changes in fair value, excluding any ineffective portion, are recorded in other comprehensive income until net income is affected by the variability in cash flows of the hedged transaction. The effective portion is generally released to net income after the maturity of the related derivative and is classified in the same manner as the underlying exposure.
Undesignated Derivative Instruments
The Company may elect to enter into foreign exchange forward contracts to mitigate the change in fair value of specific assets and liabilities on the unaudited consolidated balance sheets. These undesignated instruments are recorded at fair value as a derivative asset or liability on the unaudited consolidated balance sheets with their corresponding change in fair value recognized in other expense, net, together with the re-measurement gain or loss from the hedged balance sheet position. As of March 31, 2019, the total notional value of the Company's outstanding undesignated derivative instruments was $497.4 million.
Credit Risk
The Company enters into derivative contracts with major financial institutions with investment grade credit ratings and is exposed to credit losses in the event of non-performance by these financial institutions. This credit risk is generally limited to the unrealized gains in the derivative contracts. However, the Company monitors the credit quality of these financial institutions and considers the risk of counterparty default to be minimal.
10. Provision for Income Taxes
Provision for Income Taxes
The effective rates for income taxes were 26.8% and 11.9% for the three months ended March 31, 2019 and 2018, respectively. The effective tax rate for the three months ended March 31, 2019 was higher than the effective tax rate for the three months ended March 31, 2018 primarily due to pre-tax income for the three months ended March 31, 2019 compared to pre-tax losses for the three months ended March 31, 2018 and the impact of discrete items as a percentage of the pre-tax results in each period.
Valuation Allowance
The Company evaluates on a quarterly basis whether the deferred tax assets are realizable which requires significant judgment. The Company considers all available positive and negative evidence, including historical operating performance and expectations of future operating performance. To the extent the Company believes it is more likely than not that all or some portion of the asset will not be realized, valuation allowances are established against the Company's deferred tax assets, which increase income tax expense in the period when such a determination is made.
As noted in the Company's Annual Report on Form 10-K, a significant portion of the Company's deferred tax assets relate to U.S. federal and state taxing jurisdictions. Realization of these deferred tax assets is dependent on future U.S. pre-tax earnings. Due to the Company's challenged U.S. results in 2017 and 2018, the Company incurred significant pre-tax losses in these jurisdictions. As of March 31, 2019, the Company continues to believe that the weight of the positive evidence outweighs the negative evidence, regarding the realization of the majority of the net deferred tax assets related to U.S. federal and state taxing jurisdictions. However, as of March 31, 2019 and consistent with prior periods, valuation allowances have been recorded against select U.S. State and foreign net operating losses.

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11. Earnings per Share
The following represents a reconciliation from basic income (loss) per share to diluted income (loss) per share:
 Three Months Ended March 31,
(In thousands, except per share amounts)2019 2018 
Numerator
Net income (loss)$22,477 $(30,244)
Denominator
Weighted average common shares outstanding Class A, B and C449,749 443,052 
Effect of dilutive securities Class A, B, and C3,481  
Weighted average common shares and dilutive securities outstanding Class A, B, and C453,230 443,052 
Basic net income (loss) per share of Class A, B and C common stock$0.05 $(0.07)
Diluted net income (loss) per share of Class A, B and C common stock$0.05 $(0.07)

Effects of potentially dilutive securities are presented only in periods in which they are dilutive. Stock options and restricted stock units representing 4.1 million shares of Class A and C common stock outstanding for the three months ended March 31, 2019 were excluded from the computation of diluted earnings per share because their effect would have been anti-dilutive. Due to the Company being in a net loss position for the three months ended March 31, 2018, there were no warrants, stock options, or restricted stock units included in the computation of diluted earnings per share, as their effect would have been anti-dilutive. 
12. Segment Data and Related Information
The Company’s operating segments are based on how the Chief Operating Decision Maker (“CODM”) makes decisions about allocating resources and assessing performance. As such, the CODM receives discrete financial information for the Company's principal business by geographic region based on the Company’s strategy to become a global brand. These geographic regions include North America, Europe, the Middle East and Africa (“EMEA”), Asia-Pacific, and Latin America. Each geographic segment operates exclusively in one industry: the development, marketing and distribution of branded performance apparel, footwear and accessories. The CODM also receives discrete financial information for the Company's Connected Fitness segment. Total expenditures for additions to long-lived assets are not disclosed as this information is not regularly provided to the CODM.
Effective January 1, 2019, the Company changed the way management internally analyzes the business and will exclude certain corporate costs from its segment profitability measures. The Company will report these costs within Corporate Other, which is designed to provide increased transparency and comparability of the Company's operating segments. Certain prior year amounts have been recast to conform to the 2019 presentation. These changes have no impact on previously reported consolidated balance sheets, statements of operations, comprehensive income (loss), stockholders equity, or cash flows.
Corporate Other consists largely of general and administrative expenses not allocated to an operating segment, including expenses associated with centrally managed departments such as global marketing, global IT, global supply chain, innovation and other corporate support functions; costs related to the Company's global assets and global marketing, costs related to the Company’s headquarters; restructuring and restructuring related charges; and certain foreign currency hedge gains and losses.
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The net revenues and operating income (loss) associated with the Company's segments are summarized in the following tables. Net revenues represent sales to external customers for each segment. Intercompany balances were eliminated for separate disclosure.
 Three Months Ended March 31,
(In thousands)20192018
Net revenues
North America$