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Under Armour, Inc. Getting Close to Stock Split

By Motley Fool Staff – Mar 28, 2016 at 10:20AM

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The change will impact how voting rights are doled out based on which class of share you own and shareholders may not be happy.

After months of delays spent clearing up legal issues, the hour of Under Armour's (UAA -0.15%) stock split is fast approaching.

In this segment from the Industry Focus podcast, Sean O'Reilly and Vincent Shen go over what the split will mean for shareholders in the short and long term, and answer when the split is set to (finally) go through. The two also cover the important ways the split will effect the shares owned by CEO Kevin Plank.

A full transcript follows the video.

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This podcast was recorded on March 22, 2016. 

Sean O'Reilly: What do you think he's thinking? Because a lot of other big business minds that owned large percentages of the corporations they founded, cough cough, Bill Gates... they, he only owned, I think at its peak, he owned 28% -- don't quote me folks -- of Microsoft.

Vincent Shen: In terms of Plank's actual ownership, it's around 15-16%, but it's the voting rights. He has very concentrated.

O'Reilly: Inordinately large control. It's just, Bill Gates has been selling his stake in Microsoft. He stepped down from a full-time role, in I think 2008 or something, but he'd been selling millions of shares every quarter for ten years before that. He didn't seem to worry about this stuff.

Shen: There's even stipulations here, in terms of Plank's selling of his holdings. There's basically amounts, he set thresholds, where, for example, if he were to sell about 2.5 million Class A or C shares in a single year, then all his Class B shares convert automatically.

O'Reilly: Oh, wow. He's trapped.

Shen: It kind of controls how much he can sell per year, and that keeps him tied, you know?

O'Reilly: Do you think, to the heart of my question, do you think he's being OCD about having voting control? Does he not trust... you know what I mean?

Shen: I think on the one hand, a lot of the controversy came about from the fact that the company announced it and basically characterized it as a straight two for one stock split, like it's done previously, but that's obviously not the case.

These Class C shares have less value without those voting rights. That led to the lawsuit, and the settlement they've come to, or this agreement that they've come to, but I can understand... I haven't started a company like this, and on the one hand, if you're a shareholder and you're looking at the situation, the split ultimately doesn't really change your thesis on the stock.

O'Reilly: Yeah, so moving on, what does this mean if I'm a shareholder right now?

Shen: Eventually, the Class C shareholders, they should be cognizant of the fact that the company has made its intentions clear, that with stock-based compensation, equity issues, and M&A transactions or in partnership deals, that's going to come from the Class C.

O'Reilly: OK.

Shen: That potential for dilution is going to be there. Otherwise, if you're a long-term Under Armour investor, you already generally agree with how Plank's been running the business. Keep in mind, this is a company where its revenue, its top-line growth has been unbelievable. It quadrupled from about one billion dollars to four billion dollars over the past five years. Unbelievable growth.

The management, the brain power, overall, if you're buying into a company that's trading at 64 times its expected 2016 earnings, and that's after the stock has fallen 20% from its highs of last year, you basically buy into the vision that Plank's had. This steady expansion, he's guided the company with a pretty steady hand.

The split does little to change that story, whether or not you agree with the way that he's going about the stock split in order to maintain his control over the voting rights, and wanting that ability to sell some of his shares without eroding those rights, that is on you, but in terms of the actual investing thesis, I don't think it changes the story at all. Otherwise, it just kind of closes out the chapter.

For the details here, the Class C stock, I think started trading this week, and the official shares will be issued on April 7, to shareholders on record as of March 28, and, like I mentioned, they'll trade under UA.C.

Sean O'Reilly has no position in any stocks mentioned. Vincent Shen has no position in any stocks mentioned. The Motley Fool owns shares of and recommends Under Armour. The Motley Fool owns shares of Microsoft. We Fools may not all hold the same opinions, but we all believe that considering a diverse range of insights makes us better investors. The Motley Fool has a disclosure policy.

Stocks Mentioned

Under Armour (A Shares) Stock Quote
Under Armour (A Shares)
UAA
$9.96 (-0.15%) $0.01

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