(In millions, except per share data and financial ratios), Weighted average common shares outstanding, Diluted weighted average common shares outstanding. We require the contractors that directly manufacture our products and our licensees that make products using our intellectual property (including, indirectly, their contract manufacturers) to comply with a code of conduct and other environmental, health and safety standards for the benefit of workers. NIKE, INC. Operating results of the Converse brand are reported on a stand-alone basis. Notwithstanding their contractual obligations, from time to time contractors may not comply with such standards or applicable local law or our licensees may fail to enforce such standards or applicable local law on their contractors. On a currency-neutral basis, NIKE Direct revenues increased 12% for fiscal 2018, driven by strong digital commerce sales growth of 25%, the addition of new stores and 4% comparable store sales growth. Unit sales of apparel grew 2% and higher ASP per unit contributed approximately 1 percentage point of apparel revenue growth, primarily due to higher full-price ASP. We achieved record revenues for fiscal 2018, growing 6% to $36.4 billion. The following tables present information about the Company's derivative assets and liabilities measured at fair value on a recurring basis as of  May 31, 2018  and  2017 , and indicate the level in the fair value hierarchy in which the Company classifies the fair value measurement. The primary financial measure used by the Company to evaluate performance of individual operating segments is earnings before interest and taxes (commonly referred to as "EBIT"), which represents Net income before Interest expense (income), net and Income tax expense in the Consolidated Statements of Income. EBIT grew 3% for fiscal 2017 as revenue growth and gross margin expansion were partially offset by higher selling and administrative expense as a percent of revenues. Monique S. Matheson, Executive Vice President, Global Human Resources - Ms. Matheson, 51, joined NIKE in 1998, with primary responsibilities in the human resources function. Mr. Hill was appointed President, Consumer and Marketplace in March 2018. Our brand value also depends on our ability to maintain a positive consumer perception of our corporate integrity and brand culture. Our accounting systems include controls designed to reasonably assure assets are safeguarded from unauthorized use or disposition and provide for the preparation of financial statements in conformity with U.S. GAAP. Foreign currency exposures the Company may elect to hedge in this manner include product cost exposures, non-functional currency denominated external and intercompany revenues, selling and administrative expenses, investments in U.S. Historically, revenues in the first and fourth fiscal quarters have slightly exceeded those in the second and third quarters. View Privacy & Cookie Policy for full details. While "reasonable assurance" is a high level of assurance, it does not mean absolute assurance. We are supplied by 328 apparel factories located in 37 countries. That means you'll get to run Long Runs that challenge you. *, NIKE, Inc. Accelerated stock option expense was. There has been no change of accountants nor any disagreements with accountants on any matter of accounting principles or practices or financial statement disclosure required to be reported under this Item. The amounts represent the minimum payments required by legally binding contracts and agreements that specify all significant terms, including open purchase orders for non-product purchases. De-selecting these cookies may result in poorly-tailored recommendations and slow site performance. Download the plan to see what's in store for the remaining 6 weeks. Employees purchased 3.1 million , 3.1 million and 2.5 million shares during each of the three years ended May 31, 2018 , 2017 and 2016 , respectively. Update your location? These are long-term initiatives, which we believe will enhance our internal control over financial reporting due to increased automation and further integration of related processes. However, the mix of product sales may vary considerably as a result of changes in seasonal and geographic demand for particular types of footwear, apparel and equipment, as well as other macroeconomic, operating and logistics-related factors. Resource. Expected volatility is estimated based on implied volatility in market traded options on our common stock with a term greater than one year, along with other factors. For fiscal 2018, the change in the corporate tax rate, effective January 1, 2018, results in a blended U.S. federal statutory rate for the Company of approximately 29% . Basic earnings per common share is calculated by dividing Net income by the weighted average number of common shares outstanding during the year. In addition, disease outbreaks, terrorist acts and military conflict have increased the risks of doing business abroad. Advertising production costs are expensed the first time an advertisement is run. The Company leases retail store space, certain distribution and warehouse facilities, office space, equipment and other non-real estate assets under operating leases expiring from 1 to 17 years after May 31, 2018 . NIKE Logistics YK assumed a total of Â¥13.0 billion in loans as part of its agreement to purchase a distribution center in Japan, which serves as collateral for the loans. The Company's NIKE Direct operations are managed within each geographic operating segment. NIKE is the largest seller of athletic footwear and apparel in the world. To the Board of Directors and Shareholders of NIKE, Inc. Prepaid advertising and promotion expenses totaled $730 million and $558 million at May 31, 2018 and 2017 , respectively, of which $359 million and $311 million , respectively, was recorded in Prepaid expenses and other current assets , and $371 million and $247 million , respectively, was recorded in Deferred income taxes and other assets, depending on the period to which the prepayment applies. *, NIKE, Inc. Foreign Subsidiary Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the fiscal quarter ended November 30, 2008). ANNUAL REPORT ON FORM 10-K TABLE OF CONTE NTS PAGE PART I 1 ITEM 1. Business 1 General 1 Products 1 Sales and Marketing 2 United States Market 2 International Markets 2 Significant Customer 3 Product Research, Design and Development 3 Manufacturing 3 International Operations and Trade 5 Competition 5 Trademarks and Patents 6 Employees 6 Information about our Executive … The transition tax is based on the Company's estimated total post-1986 undistributed foreign earnings at a tax rate of 15.5% for foreign cash and certain other specified assets, and 8% on the remaining earnings. Annual Report Scroll. The Company may first perform a qualitative assessment to determine whether it is more likely than not an indefinite-lived intangible asset is impaired. Actual amounts could vary as we complete our analysis of the Tax Act. This occurs upon shipment or upon receipt by the customer depending on the country of the sale and the agreement with the customer. The Company adopted the ASU in the first quarter of fiscal 2018. The information required by Item 9(e) of Schedule 14A is included under "Ratification of Independent Registered Public Accounting Firm" in the definitive Proxy Statement for our 2018 Annual Meeting of Shareholders and is incorporated herein by reference. Inventories are stated at lower of cost and net realizable value, and valued on either an average or a specific identification cost basis. The currency-neutral apparel revenue growth of 23% for fiscal 2018 was fueled by higher revenues in all key categories, most notably Sportswear and, to a lesser extent, NIKE Basketball, the Jordan Brand and Running. Converse is also a reportable segment and operates in one industry: the design, marketing, licensing and selling of casual sneakers, apparel and accessories. Tax effects unrelated to the Tax Act are released from  Accumulated other comprehensive income  using either the specific identification approach or the portfolio approach based on the nature of the underlying item. The Company's fair value measurement process includes comparing fair values to another independent pricing vendor to ensure appropriate fair values are recorded. Use these days to do easy running, based on how you feel, to help you recover after intense training. In certain cases, the Company has entered into contractual agreements which have payments indexed to foreign currencies that create embedded derivative contracts recorded at fair value through Other expense (income), net . Comparable direct distribution market unit sales decreased 14%, while higher ASP per unit contributed approximately 2 percentage points of direct distribution markets revenue growth. The information required by Items 407(d)(4) and (d)(5) of Regulation S-K regarding the Audit & Finance Committee of the Board of Directors is included under "Corporate Governance - Board Committees" in the definitive Proxy Statement for our 2018 Annual Meeting of Shareholders and is incorporated herein by reference. The benefit of the tax holiday on diluted earnings per common share was $0.08 , $0.11 and $0.10 for the fiscal years ended May 31, 2018 , 2017 and 2016 , respectively. We rely on a concentrated source base of contract manufacturers to supply a significant portion of our footwear products. The net change in working capital and other assets and liabilities resulted in an increase of $1,482 million for fiscal 2018, compared to a decrease of $935 million for fiscal 2017. NIKE Brand apparel and equipment are also shipped from our Foothill Ranch, California distribution center, which we lease. There is a risk we may be unable to sell excess products ordered from manufacturers. The Company is subject to taxation in the United States, as well as various state and foreign jurisdictions. The standard allows for reclassification of stranded tax effects on items resulting from the Tax Cuts and Jobs Act (the "Tax Act") from  Accumulated other comprehensive income  to  Retained earnings . On a reported basis, digital commerce sales, which are not included in comparable store sales, were $2.2 billion for fiscal 2017 compared to $1.7 billion for fiscal 2016 and represented approximately 24% of our total NIKE Direct revenues for fiscal 2017 compared to 22% for fiscal 2016. Net income, adjusted for non-cash items, generated $3,473 million of operating cash flow for fiscal 2018 compared to $4,781 million for fiscal 2017 . Shop specialist running clothes and shoes online from Nike Running at Zalando.co.uk | Free UK Delivery & Returns | Browse Nike running gear online The Company has reevaluated its historic indefinite reinvestment assertion as a result of the enactment of the Tax Act and determined that any historical or future undistributed earnings of foreign subsidiaries are no longer considered to be indefinitely reinvested . The increase in ASP per unit was primarily driven by higher full-price ASP and, to a lesser extent, favorable off-price mix and higher off-price ASP. The variable future cash flows associated with the purchase and subsequent sale of these U.S. Dollar denominated securities at non-U.S. Dollar functional currency subsidiaries creates a foreign currency exposure that qualifies for hedge accounting under the accounting standards for derivatives and hedging. Additionally, ASU 2016-09 modified the classification of certain share-based payment activities within the statement of cash flows, which the Company applied retrospectively. The Company makes ongoing estimates relating to the collectability of its accounts receivable and maintains an allowance for estimated losses resulting from the inability of its customers to make required payments. The 9% increase in currency-neutral footwear revenues for fiscal 2018 was attributable to growth in every key category, led by Sportswear and Running. Included in Interest expense (income), net was interest income related to the Company's available-for-sale securities of $70 million , $27 million and $12 million for the years ended May 31, 2018 , 2017 and 2016 , respectively. Our Guided Runs give you the guidance you need to listen to your body, adapt to your training plan and become your own best coach. Report. We work with hundreds of contractors outside of the United States to manufacture our products, and we also have license agreements that permit unaffiliated parties to manufacture or contract for the manufacture of products using our intellectual property. Currency exchange rate fluctuations could also disrupt the business of the independent manufacturers that produce our products by making their purchases of raw materials more expensive and more difficult to finance. Visit website. These purchases generate a foreign currency exposure for those NIKE entities with a functional currency other than the U.S. Dollar. The evolution of the North America marketplace has resulted in third-party retail store closures; however, we are currently seeing stabilization and momentum building in our business, fueled by innovative product and NIKE Brand consumer experiences, leveraging digital. Ms. Krane was appointed Executive Vice President, Chief Administrative Officer and General Counsel in 2013. (2) Other NIKE entities purchase product directly from third party factories in U.S. Although we believe we have clearly reflected the economics of these transactions and the proper local transfer pricing documentation is in place, tax authorities may propose and sustain adjustments that could result in changes that may impact our mix of earnings in countries with differing statutory tax rates. As of May 31, 2018 , the Company held $960 million of available-for-sale securities with maturity dates within one year and $36 million with maturity dates over one year and less than five years within Short-term investments on the Consolidated Balance Sheets. Accounts payable to Sojitz America are generally due up to 60 days after shipment of goods from the foreign port. This continual estimation process periodically results in a change to our expected effective tax rate for the fiscal year. Refer to Note 9 - Income Taxes for further discussion. The sale or prospect of a sale of a substantial number of these shares could have an adverse effect on the market price of our common stock. Refer to Note 6 - Fair Value Measurements and Note 16 - Risk Management and Derivatives in the accompanying Notes to the Consolidated Financial Statements for additional description of how the above financial instruments are valued and recorded, as well as the fair value of outstanding derivatives at each reported period end. In fiscal 2018 , we purchased 69.7 million shares of NIKE's Class B Common Stock for $4,267 million (an average price of $ 61.25 per share) under the four-year, $12 billion program approved by the Board of Directors in November 2015. Furthermore, we depend on Information Technology Systems and personal data collection for digital marketing, digital commerce, consumer engagement and the marketing and use of our digital products and services. When the retail economy weakens or as consumer behavior shifts, retailers may be more cautious with orders. Accordingly, we are subject to the risks generally associated with global trade and doing business abroad, which include foreign laws and regulations, varying consumer preferences across geographic regions, political unrest, disruptions or delays in cross-border shipments and changes in economic conditions in countries in which our products are manufactured or where we sell products. We base our estimates on (1) historical rates of product returns, discounts and claims, (2) specific identification of outstanding claims and outstanding returns not yet received from customers and (3) estimated returns, discounts and claims expected but not yet finalized with our customers. The loss of the services of key individuals, or any negative perception with respect to these individuals, could harm our business. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. These advance orders may be canceled under certain conditions, and the risk of cancellation may increase when dealing with financially unstable retailers or retailers struggling with economic uncertainty. Revenues for our Young Athletes ' business increased 8%, with growth across multiple categories, most notably the Jordan Brand. Investors should also be aware that while NIKE does, from time to time, communicate with securities analysts, it is against NIKE's policy to disclose to them any material non-public information or other confidential commercial information. We may also be subject to restrictive covenants that would reduce our flexibility to, among other things, incur additional indebtedness, make restricted payments, pledge assets as security, make investments, loans, advances, guarantees and acquisitions, undergo fundamental changes and enter into transactions with affiliates. In addition, the costs to design, develop, source and purchase the products furnished to the endorsers are incurred over a period of time and are not necessarily tracked separately from similar costs incurred for products sold to customers. If our stock price is volatile for any reason, we may become involved in this type of litigation in the future. … If contract manufacturers of our products or other participants in our supply chain experience difficulty obtaining financing in the capital and credit markets to purchase raw materials or to finance capital equipment and other general working capital needs, it may result in delays or non-delivery of shipments of our products. Long-lived assets attributable to operations in Belgium were $534 million and $390 million at May 31, 2018 and 2017 , respectively. However, as competition in our industry has increased, the costs associated with establishing and retaining such sponsorships and other relationships have increased. As a result of the adoption, during fiscal 2018, the Company recognized  $230 million of excess tax benefits related to share-based payment awards in  Income tax expense  in the Consolidated Statements of Income. Actual amounts ultimately reclassified to Net income are dependent on the exchange rates in effect when derivative contracts currently outstanding mature. Increasingly, customers are using mobile-based devices and applications to shop online with us and with our competitors, and to do comparison shopping. A significant amount of the Company's promotional expenses result from payments under endorsement contracts. As a result, its non-U.S. Dollar denominated monetary assets and liabilities will now be subject to re-measurement and recorded in Other expense (income), net , within the Consolidated Statements of Income beginning in fiscal 2019. We also have the following outstanding short-term debt obligations as of May 31, 2018 . The Company leases retail store space, certain distribution and warehouse facilities, office space, equipment and other non-real estate assets under operating leases. Mr. Sprunk was appointed Vice President of Global Footwear in 2001, Vice President of Merchandising and Product in 2009 and Chief Operating Officer in 2013. On a currency-neutral basis, NIKE, Inc. Demand creation expense also grew, primarily driven by higher retail brand presentation costs. In addition, we own many other trademarks that we utilize in marketing our products. However, such provisions could discourage, delay or prevent an unsolicited merger, acquisition or other change in control of our company that some shareholders might believe to be in their best interests or in which shareholders might receive a premium for their common stock over the prevailing market price. Revenue growth was broad-based, as EMEA, Greater China, APLA and North America each contributed approximately 2 percentage points of the increase in NIKE, Inc. Advertising media costs are expensed when the advertisement appears. Our operating margins are also sensitive to a number of additional factors that are beyond our control, including manufacturing and transportation costs, shifts in product sales mix and geographic sales trends, all of which we expect to continue. At May 31, 2018, there were no provisions for which the Company was unable to record a reasonable estimate of the impact. We estimate the combination of the translation of foreign currency-denominated profits from our international businesses and the year-over-year change in foreign currency-related gains and losses included in Other expense (income), net had an unfavorable impact on our Income before income taxes of $110 million for fiscal 2018. We believe cost-effective investments are essential to business growth and profitability; however, significant investments are subject to typical risks and uncertainties inherent in developing a new business or expanding an existing business. Our operating segments are evidence of the structure of the Company's internal organization. Excited to train for a 10K? While we cannot predict the outcome of pending legal matters with certainty, we do not believe any currently identified claim, proceeding or litigation, either individually or in aggregate, will have a material impact on our results of operations, financial position or cash flows. Chris Bennett
Nike Running Global Head Coach. NIKE Direct revenues increased 5% for fiscal 2018 due to digital commerce sales growth and the addition of new stores. Additionally, there has been, and may continue to be, volatility in currency exchange rates as a result of the United Kingdom's impending exit from the European Union, commonly referred to as "Brexit" and new or proposed U.S. policy changes. We also must be able to effectively renew our existing real estate leases. Listen to webcast. … We experience moderate fluctuations in aggregate sales volume during the year. Deferred Compensation Plan (Amended and Restated effective April 1, 2013) (incorporated by reference to Exhibit 10.9 to the Company's Annual Report on Form 10-K for the fiscal year ended May 31, 2013). Our foreign exchange risk management program is intended to lessen both the positive and negative effects of currency fluctuations on our consolidated results of operations, financial position and cash flows. In the United States, we utilize NIKE sales offices to solicit such sales. Other expense (income), net comprises foreign currency conversion gains and losses from the re-measurement of monetary assets and liabilities denominated in non-functional currencies, and the impact of certain foreign currency derivative instruments, as well as unusual or non-operating transactions outside the normal course of business. Costs related to brand events are expensed when the event occurs. Continued volatility in the markets and exchange rates for foreign currencies and contracts in foreign currencies, including in response to certain policies advocated or implemented by the U.S. presidential administration, could have a significant impact on our reported operating results and financial condition. The allowance for uncollectible accounts receivable was $30 million and $19 million at May 31, 2018 and 2017 , respectively. The Company elects to record the gross assets and liabilities of its derivative financial instruments on the Consolidated Balance Sheets. Anti-takeover provisions may impair an acquisition of the Company or reduce the price of our common stock. Operating overhead expense decreased as higher wage-related expenses were more than offset by administrative cost efficiencies and lower variable compensation. 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting. Women's revenues increased 2%, led by growth in Sportswear, partially offset by a decline in Training. Other revenues from external customers consist primarily of sales by Converse. Territory revenue growth was broad-based, led by SOCO (which comprises Argentina, Uruguay and Chile), which grew 19%. We account for stock-based compensation by estimating the fair value of stock-based compensation on the date of grant using the Black-Scholes option pricing model. Fair value is the price the Company would receive to sell an asset or pay to transfer a liability in an orderly transaction with a market participant at the measurement date. Unit sales of apparel decreased 4%, while higher ASP per unit contributed approximately 5 percentage points of apparel revenue growth, primarily due to the favorable impact of growth in our NIKE Direct business and, to a lesser extent, higher full-price ASP and favorable changes in off-price sales. Footwear unit sales for fiscal 2018 increased 2% and higher average selling price (ASP) per pair contributed approximately 2 percentage points of footwear revenue growth, primarily due to the favorable impact of growth in our NIKE Direct business. We do not own the Converse trademarks in Japan and accordingly do not earn revenues in Japan. Available-for-sale securities are recorded at fair value with unrealized gains and losses reported, net of tax, in Accumulated other comprehensive income , unless unrealized losses are determined to be other than temporary. Internal Use Software : Expenditures for major software purchases and software developed for internal use are capitalized and amortized over a 2 to 12 -year period on a straight-line basis. Others include all unisex products, equipment and other products not allocated to Men's, Women's and Young Athletes', as well as certain adjustments that are not allocated to products designated by gender or age. Within three and six months to scheduled maturity, respectively, the bonds also feature a par call provision, which allows for the bonds to be redeemed at a price equal to. Realized gains and losses on the sale of securities are determined by specific identification. The update to the standard is effective for the Company beginning June 1, 2018. Our financial results may be adversely affected if substantial investments in businesses and operations fail to produce expected returns. On a currency-neutral basis, NIKE Brand footwear and apparel revenues increased 8% and 9%, respectively, for fiscal 2017, while NIKE Brand equipment revenues decreased 3%. Revenues for Global Brand Divisions are primarily attributable to NIKE Brand licensing businesses that are not part of a geographic operating segment. We also use Information Technology Systems to process financial information and results of operations for internal reporting purposes and to comply with regulatory financial reporting, legal and tax requirements. We make ongoing estimates relating to the ability to collect our accounts receivable and maintain an allowance for estimated losses resulting from the inability of our customers to make required payments. For Euro/U.S depend in part, on a worldwide basis who design, graphics and financing. 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