8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 24, 2012

UNDER ARMOUR, INC.

(Exact name of registrant as specified in its charter)

Maryland	001-33202	52-1990078
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(I.R.S. Employer Identification No.)

1020 Hull Street, Baltimore, Maryland	21230
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (410) 454-6428

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On July 24, 2012, Under Armour, Inc. issued a press release announcing its financial results for the second quarter ended June 30, 2012. A copy of Under Armour’s press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. Under Armour has scheduled a conference call for 8:30 a.m. ET on July 24, 2012 to discuss its financial results, and a portion of the script for that call is attached hereto as Exhibit 99.2 and is incorporated herein by reference.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 99.1: Under Armour, Inc. press release announcing financial results for the second quarter ended June 30, 2012.

Exhibit 99.2: Portion of conference call script for July 24, 2012 conference call.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	UNDER ARMOUR, INC.
Date: July 24, 2012	By:	/s/ BRAD DICKERSON
		Brad Dickerson
		Chief Financial Officer

EX-99.1

Exhibit 99.1

Under Armour, Inc. 1020 Hull Street Baltimore, MD 21230   CONTACTS   Investors:   Tom Shaw, CFA Under Armour, Inc. Tel: 410.843.7676   Media:   Diane Pelkey Under Armour, Inc. Tel: 410.246.5927

FOR IMMEDIATE RELEASE

UNDER ARMOUR REPORTS SECOND QUARTER NET REVENUES GROWTH OF 27%;

RAISES FULL YEAR OUTLOOK

• Second Quarter Net Revenues Increased 27% to $369 Million

• Second Quarter Diluted EPS Increased 6% to $0.06, Adjusted for the Company’s Two-for-One Stock Split

• Company Raises 2012 Net Revenues Outlook to a Range of $1.80 Billion to $1.82 Billion (+22% to +24%)

• Company Raises 2012 Operating Income Outlook to a Range of $205 Million to $207 Million (+26% to +27%)

Baltimore, MD (July 24, 2012) – Under Armour, Inc. (NYSE: UA) today announced financial results for the second quarter ended June 30, 2012. Net revenues increased 27% in the second quarter of 2012 to $369 million compared with net revenues of $291 million in the prior year’s period. Net income increased 7% in the second quarter of 2012 to $7 million compared with $6 million in the prior year’s period. Net income growth trailed net revenues growth, primarily due to a planned shift of marketing expenses into the second quarter. Diluted earnings per share for the second quarter of 2012 were $0.06 on weighted average common shares outstanding of 106 million compared with $0.06 per share on weighted average common shares outstanding of 105 million in the prior year’s period. Diluted earnings per share calculations for both periods reflect the Company’s two-for-one stock split distributed on July 9, 2012.

Second quarter apparel net revenues increased 23% to $253 million compared with $205 million in the same period of the prior year, driven by strength across Men’s, Women’s, and Youth apparel businesses. Direct-to-Consumer net revenues, which represented 29% of total net revenues for the second quarter, grew 35% year-over-year. Second quarter Footwear net revenues increased 44% to $67 million from $47 million in the prior year’s period, primarily driven by new 2012 running styles, including the debut of UA Spine. Second quarter accessories net revenues increased 21% to $39 million from $32 million in the prior year’s period.

Kevin Plank, Chairman, CEO, and President of Under Armour, Inc., stated, “Our heightened attention to innovation across all of our product lines continues to resonate with consumers. Our broad-based success during the quarter reflects our ability to build upon platform technologies such as Charged Cotton, while introducing new ideas such as ColdBlack. In Women’s, we are redefining how the female athlete looks at our Brand with the strong introductions of our Studio line and Armour Bra. We are also excited about gaining momentum in the footwear space with game-changing products such as our $130 Highlight football cleat and the just-launched UA Spine running shoe.”

Gross margin for the second quarter of 2012 was 45.9% compared with 46.3% in the prior year’s quarter, primarily reflecting less favorable North American apparel and accessories product margins, partially offset by less sales discounts and allowances. Selling, general and administrative expenses as a percentage of net revenues were 42.7% in the second quarter of 2012 compared with 42.4% in the prior year’s period, reflecting the planned shift in marketing expenses. Marketing expenses for the second quarter of 2012 were 12.6% of net revenues compared with 11.7% in the prior year’s quarter. Second quarter operating income grew 3% to $12 million compared with $11 million in the prior year’s period.

Balance Sheet Highlights

Cash and cash equivalents increased 19% to $143 million at June 30, 2012 compared with $120 million at June 30, 2011. The Company had no borrowings outstanding under its $300 million revolving credit facility at June 30, 2012. Inventory at June 30, 2012 increased 22% to $381 million compared with $311 million at June 30, 2011. Long-term debt increased to $74 million at June 30, 2012 from $37 million at June 30, 2011, primarily driven by the acquisition of the Company’s corporate headquarters in July 2011.

Updated 2012 Outlook

The Company had previously anticipated 2012 net revenues in the range of $1.78 billion to $1.80 billion, representing growth of 21% to 22% over 2011, and 2012 operating income in the range of $203 million to $205 million, representing growth of 25% to 26% over 2011. Based on current visibility, the Company now expects 2012 net revenues in the range of $1.80 billion to $1.82 billion, representing growth of 22% to 24% over 2011, and 2012 operating income in the range of $205 million to $207 million, representing growth of 26% to 27% over 2011. The Company now expects an effective tax rate at the lower end of previously provided full year guidance of 37.5% to 38.0%, compared to an effective tax rate of 38.2% for 2011. Adjusted for the two-for-one stock split, the Company anticipates fully diluted weighted average shares outstanding of approximately 106 million to 107 million for 2012.

Mr. Plank concluded, “As we head into the second half of the year, the opportunities for our Brand have never been greater. Sustaining our momentum in Footwear and Women’s will be a priority and we are elevating the messaging behind these opportunities to help drive further awareness with our consumers. This month, we took the next step to introduce the Brand to the global stage with our sponsorship of Tottenham Hotspur Football Club of the Barclays Premier League. Finally, as we announced last month, we are excited to welcome two new members to our Board, Brenda Piper and Admiral Eric Olson (Ret.), and look forward to their contributions.”

Conference Call and Webcast

The Company will provide additional commentary regarding its second quarter results as well as its updated 2012 outlook during its earnings conference call today, July 24^th, at 8:30 a.m. ET. The call will be webcast live at http://investor.underarmour.com/events.cfm and will be archived and available for replay approximately three hours after the live event. Additional supporting

materials related to the call will also be available at http://investor.underarmour.com. The Company’s financial results are also available online at http://investor.underarmour.com/results.cfm.

About Under Armour, Inc.

Under Armour^® (NYSE: UA) is a leading developer, marketer, and distributor of branded performance apparel, footwear, and accessories. The brand’s moisture-wicking fabrications are engineered in many different designs and styles for wear in nearly every climate to provide a performance alternative to traditional products. The Company’s products are sold worldwide and worn by athletes at all levels, from youth to professional, on playing fields around the globe. The Under Armour global headquarters is in Baltimore, Maryland, with European headquarters in Amsterdam’s Olympic Stadium, and additional offices in Denver, Hong Kong, Toronto, and Guangzhou, China. For further information, please visit the Company’s website at www.ua.com.

Forward Looking Statements

Some of the statements contained in this press release constitute forward-looking statements. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts, such as statements regarding our future financial condition or results of operations, our prospects and strategies for future growth, the development and introduction of new products, and the implementation of our marketing and branding strategies. In many cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “outlook,” “potential” or the negative of these terms or other comparable terminology. The forward-looking statements contained in this press release reflect our current views about future events and are subject to risks, uncertainties, assumptions and changes in circumstances that may cause events or our actual activities or results to differ significantly from those expressed in any forward-looking statement. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future events, results, actions, levels of activity, performance or achievements. Readers are cautioned not to place undue reliance on these forward-looking statements. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements, including, but not limited to: changes in general economic or market conditions that could affect consumer spending and the financial health of our retail customers; our ability to effectively manage our growth and a more complex, global business; our ability to effectively develop and launch new, innovative and updated products; our ability to accurately forecast consumer demand for our products and manage our inventory in response to changing demands; increased competition causing us to reduce the prices of our products or to increase significantly our marketing efforts in order to avoid losing market share; fluctuations in the costs of our products; loss of key suppliers or manufacturers or failure of our suppliers or manufacturers to produce or deliver our products in a timely or cost-effective manner; our ability to further expand our business globally and to drive brand awareness and consumer acceptance of our products in other countries; our ability to accurately anticipate and respond to seasonal or quarterly fluctuations in our operating results; our ability to effectively market and maintain a positive brand image; the availability, integration and effective operation of management information systems and other technology; and our ability to attract and retain the services of our senior management and key employees. The forward-looking statements contained in this press release reflect our views and assumptions only as of the date of this press release. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.

(Tables Follow)

Under Armour, Inc.

For the Quarter and Six Months Ended June 30, 2012 and 2011

(Unaudited; in thousands, except per share amounts)

CONSOLIDATED STATEMENTS OF INCOME

	Quarter Ended June 30,												Six Months Ended June 30,
	2012			% of Net Revenues			2011			% of Net Revenues			2012			% of Net Revenues			2011			% of Net Revenues
Net revenues	$	369,473			100.0	%	$	291,336			100.0	%	$	753,862			100.0	%	$	604,035			100.0	%
Cost of goods sold		200,006			54.1	%		156,557			53.7	%		409,191			54.3	%		324,205			53.7	%
Gross profit		169,467			45.9	%		134,779			46.3	%		344,671			45.7	%		279,830			46.3	%
Selling, general and administrative expenses		157,747			42.7	%		123,421			42.4	%		308,548			40.9	%		247,330			40.9	%
Income from operations		11,720			3.2	%		11,358			3.9	%		36,123			4.8	%		32,500			5.4	%
Interest expense, net		(1,320	)		(0.3	%)		(297	)		(0.1	%)		(2,675	)		(0.4	%)		(876	)		(0.2	%)
Other income (expense), net		510			0.1	%		(362	)		(0.1	%)		592			0.1	%		(872	)		(0.1	%)
Income before income taxes		10,910			3.0	%		10,699			3.7	%		34,040			4.5	%		30,752			5.1	%
Provision for income taxes		4,242			1.2	%		4,458			1.6	%		12,711			1.7	%		12,372			2.1	%
Net income	$	6,668			1.8	%	$	6,241			2.1	%	$	21,329			2.8	%	$	18,380			3.0	%
Net income available per common share
Basic	$	0.06					$	0.06					$	0.20					$	0.18
Diluted	$	0.06					$	0.06					$	0.20					$	0.18
Weighted average common shares outstanding
Basic		104,324						103,170						104,085						103,028
Diluted		105,972						105,034						105,838						104,904

NET REVENUES BY PRODUCT CATEGORY

	Quarter Ended June 30,							Six Months Ended June 30,
	2012		2011		% Change			2012		2011		% Change
Apparel	$	252,849	$	204,779		23.5	%	$	536,180	$	435,263		23.2	%
Footwear		67,425		46,885		43.8	%		131,088		98,321		33.3	%
Accessories		39,220		32,393		21.1	%		68,855		55,930		23.1	%
Total net sales		359,494		284,057		26.6	%		736,123		589,514		24.9	%
Licensing revenues		9,979		7,279		37.1	%		17,739		14,521		22.2	%
Total net revenues	$	369,473	$	291,336		26.8	%	$	753,862	$	604,035		24.8	%

NET REVENUES BY GEOGRAPHIC SEGMENT

	Quarter Ended June 30,							Six Months Ended June 30,
	2012		2011		% Change			2012		2011		% Change
North America	$	348,898	$	277,442		25.8	%	$	711,419	$	573,519		24.0	%
Other foreign countries		20,575		13,894		48.1	%		42,443		30,516		39.1	%
Total net revenues	$	369,473	$	291,336		26.8	%	$	753,862	$	604,035		24.8	%

Under Armour, Inc.

As of June 30, 2012, December 31, 2011 and June 30, 2011

(Unaudited; in thousands)

CONDENSED CONSOLIDATED BALANCE SHEETS

	As of 6/30/12		As of 12/31/11		As of 6/30/11
Assets
Cash and cash equivalents	$	142,928	$	175,384	$	119,684
Accounts receivable, net		175,249		134,043		139,590
Inventories		380,895		324,409		311,066
Prepaid expenses and other current assets		56,145		39,643		33,983
Deferred income taxes		22,078		16,184		17,004
Total current assets		777,295		689,663		621,327
Property and equipment, net		163,829		159,135		90,719
Intangible assets, net		5,222		5,535		3,449
Deferred income taxes		17,128		15,885		20,225
Other long term assets		41,215		48,992		30,469
Total assets	$	1,004,689	$	919,210	$	766,189
Liabilities and Stockholders’ Equity
Accounts payable	$	145,649	$	100,527	$	118,237
Accrued expenses		59,626		69,285		44,654
Current maturities of long term debt		42,387		6,882		5,567
Other current liabilities		3,876		6,913		4,095
Total current liabilities		251,538		183,607		172,553
Long term debt, net of current maturities		31,499		70,842		31,290
Other long term liabilities		32,519		28,329		23,880
Total liabilities		315,556		282,778		227,723
Total stockholders’ equity		689,133		636,432		538,466
Total liabilities and stockholders’ equity	$	1,004,689	$	919,210	$	766,189

Under Armour, Inc.

For the Six Months Ended June 30, 2012 and 2011

(Unaudited; in thousands)

	Six Months Ended 6/30/12			Six Months Ended 6/30/11
Cash flows from operating activities
Net income	$	21,329		$	18,380
Adjustments to reconcile net income to net cash used in operating activities
Depreciation and amortization		20,714			16,730
Unrealized foreign currency exchange rate (gains) losses		908			(2,984	)
Stock-based compensation		10,350			7,134
Loss on disposal of property and equipment		400			19
Deferred income taxes		(6,980	)		79
Changes in reserves and allowances		1,358			(3,700	)
Changes in operating assets and liabilities:
Accounts receivable		(42,639	)		(30,938	)
Inventories		(57,572	)		(95,802	)
Prepaid expenses and other assets		(1,541	)		(7,698	)
Accounts payable		44,543			32,788
Accrued expenses and other liabilities		(5,658	)		(9,385	)
Income taxes payable and receivable		(12,047	)		(8,296	)
Net cash used in operating activities		(26,835	)		(83,673	)
Cash flows from investing activities
Purchase of property and equipment		(23,560	)		(30,183	)
Purchase of other long term assets		—			(1,153	)
Purchase of long term investment		—			(3,940	)
Change in restricted cash		(396	)		—
Net cash used in investing activities		(23,956	)		(35,276	)
Cash flows from financing activities
Proceeds from term loan		—			25,000
Payments on long term debt		(3,838	)		(4,086	)
Excess tax benefits from stock-based compensation arrangements		12,693			6,260
Payments of deferred financing costs		—			(1,562	)
Proceeds from exercise of stock options and other stock issuances		9,852			9,056
Net cash provided by financing activities		18,707			34,668
Effect of exchange rate changes on cash and cash equivalents		(372	)		95
Net decrease in cash and cash equivalents		(32,456	)		(84,186	)
Cash and cash equivalents
Beginning of period		175,384			203,870
End of period	$	142,928		$	119,684

EX-99.2

Exhibit 99.2

Under Armour: Second Quarter 2012 Earnings Call, July 24, 2012 (Brad Dickerson)

Thanks, Kevin. I would now like to spend some time discussing our second quarter financial results followed by our updated 2012 outlook.

Our net revenues for the second quarter of 2012 increased 27% to $369 million. Apparel grew 23% to $253 million during the quarter and we experienced relatively balanced growth across our Men’s, Women’s, and Youth categories. Training and Baselayer continue to drive our Men’s business, though we also saw strength in Golf and Underwear, with Underwear introduced to 250 Macy’s doors earlier this spring. In Women’s, we are seeing strong traction in our Studio line, and the successful Armour Bra launch is helping drive our overall Sports Bras category.

Our Direct-to-Consumer net revenues increased 35% for the quarter, representing approximately 29% of net revenues compared to 27% in the prior year period. In our Retail business, we opened eight new Factory House stores during the second quarter, increasing our Factory House store base to 92, up 28% from 72 locations at the end of the second quarter in 2011. While we are still experiencing solid growth on the Ecommerce side, we are working through some conversion challenges to our new platform that we launched last November. I’ll provide additional color in our guidance.

Second quarter Footwear net revenues increased 44% to $67 million from $47 million in the prior year, representing nearly 18% of net revenues. Growth during the period was driven by new introductions in performance running footwear, including the initial sell-in of our new UA Spine platform, as well as strong performance with our football cleats, led by the $130 Highlight cleat.

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Our Accessories net revenues during the second quarter increased 21% to $39 million from $32 million in the prior year period, led by strong performance across our bags business.

International net revenues increased 48% to $21 million in the second quarter and represented approximately 6% of total net revenues. International growth includes a strong rebound with our licensing partner in Japan, following the impact of last year’s tsunami.

Now looking at margins. Second quarter gross margins contracted 40 basis points to 45.9% compared with 46.3% in the prior year’s quarter. Three factors primarily drove this performance during the quarter.

• As expected, higher input costs for North American apparel and accessories products negatively impacted gross margins by approximately 70 basis points.

• Our sales mix negatively impacted gross margins by approximately 50 basis points, primarily driven by growth in Footwear.

• Partially offsetting these factors, lower year-over-year apparel sales discounts and sales allowances positively impacted gross margins by approximately 50 basis points, as we continued to improve our processes around planning and supply chain.

Selling, general and administrative expenses as a percentage of net revenues deleveraged 30 basis points to 42.7% in the second quarter of 2012 from 42.4% in the prior year’s period. Details around our four SG&A buckets are as follows:

• First, Marketing costs increased to 12.6% of net revenues for the quarter from 11.7% in the prior year period. Expense deleverage during the period was a function of our previously announced strategic decisions to move certain media costs into the second and third quarters.

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• Second, Selling costs held steady at 10.5% of net revenues.

• Third, Product Innovation and Supply Chain costs also held steady at 10.7% of net revenues, as increased investments in our distribution facilities were offset by overall expense leverage in other areas given our top line growth.

• Finally, Corporate Services decreased to 8.9% of net revenues for the quarter from 9.5% in the prior year period, driven by decreased corporate facility costs.

Notably, the three non-marketing SG&A buckets each showed a sequential deceleration in growth rates, which is in line with our prior guidance.

Operating income during the second quarter grew 3% to $12 million compared with $11 million in the prior year period. Operating margin contracted 70 basis points during the quarter to 3.2%.

Our second quarter tax rate of 38.9% was favorable to the 41.7% rate in last year’s period, primarily due to a state tax credit received in the first quarter which benefits the full year effective tax rate.

Our resulting net income in the second quarter increased 7% to $7 million compared with $6 million in the prior year period. Second quarter diluted earnings per share held steady with the prior year at $0.06. The EPS calculations for both periods reflect the two-for-one stock split which was effective on July 10^th.

Now switching over to the balance sheet. Total cash and cash equivalents at quarter-end increased 19% to $143 million compared with $120 million at June 30, 2011. We had no borrowings outstanding on our $300 million revolving credit facility at quarter-end. Long-term debt increased to $74 million at quarter-end from $37 million at June 30, 2011, reflecting the acquisition of our corporate headquarters.

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Inventory at quarter-end increased 22% year-over-year to $381 million compared to $311 million at June 30, 2011. Inventory growth came in below our net revenues growth of 27% due to less creation of excess inventory and successful liquidations primarily through our Factory House channel.

Our investment in operating capital expenditures was approximately $15 million for the second quarter. We continue to plan for 2012 operating capital expenditures in the range of $60 to $65 million.

Now moving onto our updated outlook for 2012. Our prior outlook called for 2012 net revenues of $1.78 to $1.80 billion, representing growth of 21% to 22%, and operating income of $203 to $205 million, representing growth of 25% to 26%.

Based on our current visibility, we are raising our net revenues outlook to a range of $1.80 to $1.82 billion, representing growth of 22% to 24%. Elements of our increased net revenues guidance include:

• continued strength in our North American wholesale apparel and Factory House businesses,

• higher growth expectations in Footwear given additional orders in Running and Training, and

• partially offset by lower growth expectations in Ecommerce given challenges with conversion

In addition to net revenues, we are raising our operating income outlook to a range of $205 to $207 million, representing growth of 26% to 27%.

With this updated outlook, I would like to provide additional color on several items for the year.

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First on gross margins. We now expect full year gross margins flat-to-down slightly from last year’s 48.4% level. This compares to our prior full year outlook of relatively flat year-over-year levels.

Relative to the back half of the year, here’s what has not changed from our prior guidance:

• We see improvements to gross margin through easing product costs and early-stage supply chain efficiencies.

• These benefits are being somewhat offset by our strategy to more aggressively utilize our outlet channel to work through excess inventory, resulting in lower gross margins within this channel. We see more of this impact in the fourth quarter when our Factory House business typically represents a significant percentage of our total net revenues.

What has changed in the back half of the year from our prior guidance is the incremental near-term pressure from our expected sales mix, which includes higher Footwear and lower Ecommerce net revenues expectations. We anticipate the impact of this sales mix change to be magnified in the fourth quarter.

I would like to add a little more color on Ecommerce. We continue to grow the business at a healthy pace, but we have had some challenges converting traffic to sales since our new site launched last November. Our team continues to work through some of the technical issues with the site including speed and ease of shopping experience. As we work through these issues, we believe it is prudent to take a more conservative view of Ecommerce’s contribution to our business for the duration of the year.

Shifting to SG&A, our story remains relatively consistent, as we see the opportunity for moderate full year leverage balanced by sustained investments to support our future growth.

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In Marketing, we continue to expect a full year spending rate of approximately 11.4% of net revenues, similar to the spending rate last year. From a timing perspective, we now see approximately 150 basis points of deleverage during the third quarter compared to our prior guidance of approximately 200 basis points of deleverage. While we will continue to focus on telling our big brand stories like UA Spine and Women’s during the third quarter, we are re-allocating some dollars to the fourth quarter to better support our holiday efforts.

Looking at our other SG&A buckets in aggregate, which combines Selling, Product Innovation and Supply Chain, and Corporate Services, we expect the second half of the year will show considerably more leverage than the first half of the year, though the vast majority of this improvement will be experienced in the fourth quarter. This late year leverage largely reflects the lapping of incremental investments incurred during 2011 in areas such as Ecommerce, sourcing, and planning.

Shifting to components below our operating results, our current outlook includes:

• higher year-over-year interest expense given a full year of the additional long-term debt for our headquarters acquisition;

• a full year effective tax rate at the lower end of our previous guidance range of 37.5% to 38.0%; and

• fully diluted weighted average shares outstanding in the range of 106 to 107 million.

Finally, on the balance sheet, we are proud to reach our target of inventory growth below sales growth one quarter earlier than planned and see no change to our previous guidance of the inventory growth rate coming in below the net revenues growth rate in the back half of the year. We will continue to balance these inventory management efforts with our ability to service our customers and drive improved fill rates.

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Forward Looking Statements

Some of the statements contained in this script constitute forward-looking statements. Forward-looking statements relate to expectations, beliefs, projections, future plans and strategies, anticipated events or trends and similar expressions concerning matters that are not historical facts, such as statements regarding our future financial condition or results of operations, our prospects and strategies for future growth, the development and introduction of new products, and the implementation of our marketing and branding strategies. In many cases, you can identify forward-looking statements by terms such as “may,” “will,” “should,” “expects,” “plans,” “anticipates,” “believes,” “estimates,” “predicts,” “outlook,” “potential” or the negative of these terms or other comparable terminology. The forward-looking statements contained in this script reflect our current views about future events and are subject to risks, uncertainties, assumptions and changes in circumstances that may cause events or our actual activities or results to differ significantly from those expressed in any forward-looking statement. Although we believe that the expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future events, results, actions, levels of activity, performance or achievements. Readers are cautioned not to place undue reliance on these forward-looking statements. A number of important factors could cause actual results to differ materially from those indicated by the forward-looking statements, including, but not limited to: changes in general economic or market conditions that could affect consumer spending and the financial health of our retail customers; our ability to effectively manage our growth and a more complex, global business; our ability to effectively develop and launch new, innovative and updated products; our ability to accurately forecast consumer demand for our products and manage our inventory in response to changing demands; increased competition causing us to reduce the prices of our products or to increase significantly our marketing efforts in order to avoid losing market share; fluctuations in the costs of our products; loss of key suppliers or manufacturers or failure of our suppliers or manufacturers to produce or deliver our products in a timely or cost-effective manner; our ability to further expand our business globally and to drive brand awareness and consumer acceptance of our products in other countries; our ability to accurately anticipate and respond to seasonal or quarterly fluctuations in our operating results; our ability to effectively market and maintain a positive brand image; the availability, integration and effective operation of management information systems and other technology; and our ability to attract and retain the services of our senior management and key employees. The forward-looking statements contained in this script reflect our views and assumptions only as of the date of this script. We undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which the statement is made or to reflect the occurrence of unanticipated events.

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