![]() Q3 Fiscal Year 2014 Earnings Presentation, Commentary & Financial Results Supplement April 29, 2014 Exhibit 99.2 |
![]() Safe Harbor Statement 2 This presentation and the accompanying notes contain statements about our future expectations, plans and prospects of our business that constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995, including but not limited to our financial guidance, outlook, expectations, and investment areas for the fiscal year 2014; the anticipated effects on our business of our strategy, including our pricing strategy, and investments; and the anticipated development of our business, markets, and financial results in fiscal 2014 and beyond, including the performance of the businesses we acquire or invest in. Forward-looking projections and expectations are inherently uncertain, are based on assumptions and judgments by management, and may turn out to be wrong. Our actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including but not limited to flaws in the assumptions and judgments upon which our projections and guidance are based; our failure to execute our strategy; our failure to make the investments in our business that we plan to make or the failure of those investments to have the effects that we expect; our failure to identify and address the causes of our revenue weakness; our failure to acquire new customers and enter new markets, retain our current customers, and sell more products to current and new customers; our failure to manage the growth, changes, and complexity of our business and expand our operations; costs and disruptions caused by acquisitions and strategic investments; the failure of the businesses we acquire or invest in to perform as expected; the willingness of purchasers of marketing services and products to shop online; currency fluctuations that affect our revenues and costs, including the impact of our currency hedging strategies; unanticipated changes in our market, customers or business; our failure to promote and strengthen our brand; the failure of our current and new marketing channels to attract customers; competitive pressures; our failure to maintain compliance with the financial covenants in our revolving credit facility or to pay our debts when due; costs and judgments resulting from litigation; changes in the laws and regulations or in the interpretations of laws or regulations to which we are subject, including tax laws, or the institution of new laws or regulations that affect our business; and general economic conditions. You can also find other factors described in our Form 10-Q for the fiscal quarter ended December 31, 2013 and the other documents we periodically file with the U.S. Securities and Exchange Commission. |
![]() Presentation Organization & Call Details 3 Presentation Organization: • Q3 FY14 overview • Q3 FY14 operating and financial results • FY14 outlook • Supplementary information • Reconciliation of GAAP to Non-GAAP results Live Q&A Session: • 5:15 p.m. Eastern • Link from the IR section of www.vistaprint.com • Hosted by: Robert Keane President & CEO Ernst Teunissen EVP & CFO |
![]() Quarterly Financial Results $250 $251 $348 $288 $280 $275 $371 $286 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Consolidated Revenue $0.10 $(0.05) $0.66 $0.17 $0.07 $0.01 $1.18 $0.04 $0.40 $0.25 $1.02 $0.48 $0.41 $0.45 $1.50 $0.24 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 GAAP EPS* Consolidated 4 Non-GAAP EPS* |
![]() Performance Commentary 5 • Continue to roll out significant changes to offers and pricing: o US and Germany overhaul launched early in the quarter • Impact was deeper than expected, particularly in the US o Very weak first month, improved trends in subsequent months • Achieving strong NPS improvements o Believe this will support a stronger brand longer term 0% 10% 20% 30% 40% 50% 60% Canada USA Germany UK Q3 Net Promoter Score FY12 FY13 FY14 |
![]() Pricing & Channel Coordination Actions 6 Action Why do it? Short-Term Impact Lower list prices while lowering discounting • Meet higher expectations desire for consistent pricing • Makes sales and promotions more authentic when they do happen • Drives lower engagement in long-standing discount channels: users are no longer enticed by slashed prices or constant flash sales • Attracts fewer new customers albeit with higher potential LTV • Higher percentage of revenue attributable to base product Lower and more transparent shipping prices • Clarity for customers • Brings practices inline with e-commerce norms • Lower percentage of revenue attributable to shipping Elimination of many fees and upsells (e.g. uploads, proofs) • Reduces customer frustration • Lower revenue of high margin items More consistent promotions • More consistent experience across channels and customer touch points • Lower revenues from those channels where deep discounts drove volume |
![]() Recent Acquisitions People & Print Group, Pixartprinting 7 Attractive standalone cash flow return projections Distinct front end brands Target: graphic professionals and local printers who in turn serve small businesses via high touch, locally focused service offering Will keep customer value proposition differentiated vs. the Vistaprint brand Shared back-end advantages Large scale in small quantities Anticipate long-term cash flow improvements due to integration into a common, software-driven, high- efficiency manufacturing & supply chain system |
![]() Geographic Expansion: Asia 8 India • Strong development and growth Japan • Finalized joint venture • Own 51% of venture o Plus approximately 17% of the equity of our partner Plaza Create • China • Remain committed to the market • o Q4 charge of up to $14M write down of equity investment Next 18 months will be focused on building local manufacturing, service and value proposition However, decided to dispose of our minority investment |
![]() Q3 FY 2014 Financial and Operating Metrics 9 |
![]() Q3 FY 2014: Key Financial Metrics 10 * ** Quarter Ended 03/31/2014 Nine Months Ended 03/31/2014 Revenue • $286.2 million -1% y/y growth -1% y/y constant currency growth • $932.1 million 5% y/y growth 5% y/y constant currency growth GAAP Net Income* • $1.4 million • $0.04 Diluted EPS decrease of 77% y/y • $42.6 million 4.6% net margin vs. 3.1% last year increase of 57% y/y • $1.24 Diluted EPS increase of 59% y/y Non-GAAP Adjusted Net Income** • $8.3 million • $0.24 Non-GAAP Diluted EPS decrease of 50% y/y • $77.0 million 8.3% net margin vs. 7.0% last year increase of 25% y/y • $2.20 Non-GAAP Diluted EPS increase of 26% y/y Consolidated 0.5% net margin vs. 2.0% last year decrease of 77% y/y 2.9% net margin vs. 5.9% last year decrease of 51% y/y GAAP net income attributable to Vistaprint N.V. Non-GAAP adjusted net income and non-GAAP adjusted EPS exclude share-based compensation expense and its related tax effect, amortization of acquired intangible assets, charges related to the alignment of Webs IP with our global operations, changes in unrealized gains and losses on currency forward contracts, and unrealized currency transaction gains and losses on intercompany financing arrangements and the related tax effect. Please see reconciliation to GAAP net income (loss) and EPS at the end of this presentation. |
![]() Cash Flow & ROIC Highlights Quarterly cash flows and investments (in millions) Q3FY14 Q3FY13 YTD FY14 YTD FY13 Cash flow from operations $3.1 $8.1 $98.0 $103.3 Free cash flow* $(11.7) $(5.5) $36.5 $30.8 Capital expenditures $11.8 $11.2 $54.0M $66.5 as % of revenue 4.1% 3.9% 5.8% 7.5% Trailing Twelve Month Return on Invested Capital** (GAAP) 14% 8% NA NA Trailing Twelve Month Return on Invested Capital** (Non-GAAP) 23% 18% NA NA * ** ROIC = NOPAT / (Debt + Equity – Excess Cash) Net operating profit after taxes (NOPAT) Excess cash is cash and investments of 5% of last twelve month revenues Operating leases have not been converted to debt Non-GAAP TTM ROIC excludes share-based compensation expense and its related tax effect, amortization of acquired intangibles, charges related to the alignment of Webs IP with our global operations, changes in unrealized gains and losses on currency forward contracts, and unrealized currency transaction gains and losses on intercompany financing arrangements and the related tax effect Excess cash definition updated in period ending 03/31/2013 and for prior periods. 11 Consolidated Balance sheet (in millions, as of March 31, 2014) Cash and cash equivalents $46.5 FCF = Cash Flow from Operations – Capital Expenditures – Purchases of Intangible assets not related to acquisitions – Capitalized Software Expenses |
![]() Geographic Segment Revenue - Quarterly (millions) North America: 58% of total revenue 2% y/y growth 3% y/y constant currency growth Europe: 36% of total revenue -4% y/y growth -7% y/y constant currency growth Asia Pacific: 6% of total revenue -3% y/y growth 10% y/y constant currency growth Q3 FY2014 12 Consolidated $143.4 $144.2 $167.5 $163.0 $169.6 $164.8 $189.4 $166.1 $92.0 $89.7 $159.3 $108.3 $94.9 $94.7 $161.0 $104.2 $15.1 $17.5 $21.5 $16.4 $15.6 $15.6 $20.3 $15.9 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Asia -Pacific Europe North America Revenue results for the consolidated business, including Albumprinter and Webs results since respective acquisition dates. All Albumprinter revenue included in European segment. All Webs revenue included in North American segment. All Japan JV revenue included in Asia-Pacific. Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar and excludes the impact of gains and losses on effective currency hedges recognized in revenue for applicable periods. Please see reconciliation to reported revenue growth rates at the end of this presentation. |
![]() Operational Metrics (Includes Albumprinter and Webs) 13 Consolidated *Albumprinter and Webs included starting Q3FY12 Also starting in the same period, a minor calculation methodology change was made in order to accommodate the consolidation of metrics. 5.6 5.9 8.3 7.6 7.0 7.1 9.8 7.8 7.1 7.1 9.1 7.3 Orders (M) Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12* Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 $37.75 $36.38 $34.61 $34.43 $35.69 $35.79 $35.72 $37.56 $39.08 $39.40 $40.92 $40.14 Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12* Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Average Order Value |
![]() Operational Metrics (Includes Albumprinter and Webs) 14 *Albumprinter and Webs included starting Q3FY12 Also starting in the same period, a minor calculation methodology change was made in order to accommodate the consolidation of metrics. New Customers (million) Implied COCA Advertising as % of Revenue 1.8 1.9 2.9 2.6 2.3 2.3 3.3 2.6 2.3 2.2 2.9 2.4 0.0 0.5 1.0 1.5 2.0 2.5 3.0 3.5 $26 $27 $26 $25 $25 $28 $28 $27 $26 $29 $28 $27 0 $ 5 $ 10 $ 15 $ 20 $ 25 $ 30 $ 35 $ 23% 24% 26% 25% 23% 26% 27% 24% 21% 23% 22% 23% 0% 5% 10% 15% 20% 25% 30% 35% Consolidated |
![]() Historical Revenue Driver Metrics (Includes Albumprinter and Webs) 15 16.9 *trailing twelve month at period end 16.8 15.0 15.8 16.6 17.0 17.1 16.9 5.4 5.7 6.1 6.4 6.5 6.7 6.9 7.0 9.6 10.1 10.5 10.5 10.5 10.4 10.0 9.8 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 TTM* Unique Customers (M) New Customers Aquired in Period Customers Repeating from Prior Periods Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 TTM Unique Customers (M) 15.0 15.8 16.6 16.9 17.0 17.1 16.9 16.8 TTM New Customers (M) 9.6 10.1 10.5 10.5 10.5 10.4 10.0 9.8 TTM Repeating Customers (M) 5.4 5.7 6.1 6.4 6.5 6.7 6.9 7.0 As % of Unique Customers TTM New Customers 64% 64% 63% 62% 62% 61% 59% 58% TTM Repeating Customers 36% 36% 37% 38% 38% 39% 41% 42% Y/Y Growth TTM Unique Customers 32% 33% 29% 19% 13% 8% 2% -1% TTM New Customers 30% 31% 25% 15% 9% 3% -5% -7% TTM Repeating Customers 34% 35% 37% 25% 20% 18% 13% 9% Implied Retention** 47% 48% 48% 45% 43% 42% 42% 41% **TTM repeating customers as % of year-ago unique customers Starting in Q3 FY12, impact of Albumprinter and Webs has been included. Consolidated |
![]() Historical Revenue Driver Metrics (Includes Albumprinter and Webs) 16 Average Customer Bookings: *trailing twelve month at period end $51 $50 $50 $50 $51 $52 $53 $53 $98 $97 $96 $96 $97 $98 $100 $101 $68 $67 $67 $68 $69 $70 $72 $73 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Average TTM* Bookings Per Unique Customer (USD) New Repeat Total Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Average TTM Bookings per Unique Customer $68 $67 $67 $68 $69 $70 $72 $73 Average TTM Bookings per New Customer $51 $50 $50 $50 $51 $52 $53 $53 Average TTM Bookings per Repeat Customer $98 $97 $96 $96 $97 $98 $100 $101 Y/Y Growth Average TTM Bookings per Unique Customer -6% -8% -6% -1% 1% 4% 7% 7% Average TTM Bookings per New Customer -7% -9% -6% -2% 0% 4% 6% 6% Average TTM Bookings per Repeat Customer -2% -5% -4% -3% -1% 1% 4% 5% Starting in Q3 FY12, impact of Albumprinter and Webs has been included. Consolidated |
![]() Looking Ahead 17 |
![]() FY 2014 Outlook Commentary (Revenue) 18 Revenue Reason for Change Amount Prior Guidance Midpoint - $1250M Operational outlook lowered ~($27)M +/- Currency impact negligible Revenue from acquisitions ~$37M +/- New Guidance Midpoint $1260M |
![]() FY 2014 Outlook Commentary (EPS) 19 GAAP EPS Reason for Change Amount Prior Guidance Midpoint - $1.68 Operational outlook change ~($0.03) +/- Dilution from acquisitions ~($0.16) +/- Write-off of minority investment ~($0.41) +/- New Guidance Midpoint $1.08 Non-GAAP EPS Reason for Change Amount Prior Guidance Midpoint - $2.81 Operational outlook change ~($0.03) +/- Dilution from acquisitions negligible Write-off of minority investment excluded New Guidance Midpoint $2.78 |
![]() Revenue and EPS Guidance* (as of January 29, 2014) FY14 ending 06/30/2014 Revenue $1,250 - $1,270 Revenue growth from FY 2013 period 7% - 9% Constant currency revenue growth estimate 7% - 9% Constant currency revenue growth estimate excluding acquisitions 4% - 6% GAAP EPS $1.00 - $1.15 EPS growth from FY 2013 period 18% - 35% GAAP share count 34.5 million FY14 ending 06/30/2014 Non-GAAP adjusted EPS $2.70 - $2.85 EPS growth from FY 2013 period 26% – 33% Non-GAAP share count 35.0 million Non-GAAP exclusions $59.4 * Millions, except share and per share amounts and as noted 20 Consolidated The Company is providing the following assumptions to facilitate non-GAAP adjusted net income per diluted share comparisons that exclude share-based compensation related expenses, amortization of acquired intangible assets, tax charges related to the alignment of IP with our global operations, changes in unrealized gains and losses on currency forward contracts, unrealized currency transaction gains and losses on intercompany financing arrangements, and the expected charge for the disposal of our minority investment in China: |
![]() Capital Expenditures Guidance (as of April 29, 2014) Expressed as percent of revenue FY 2014 Guidance: • $70M - $80M • Actuals Guidance 21 Consolidated $63M $63M $76M $80M $70M $101M $37M $46M $79M 14% 6% 6% 3% 2% 2% 2% 3% 3% 8% 7% 7% 9% 2% 2% 3% 1% 1% 3% 3% 2% 3% 1% 1% 2% 2% 2% FY 07 FY 08 FY 09 FY 10 FY 11 FY 12 FY 13 FY 14-High FY 14-Low 25% 16% 15% 5% 6% 15% 5% 6% 7% Other Land and Facilities Manufacturing & Automation Equipment ~6% of revenue guidance midpoint |
![]() Summary • Focus: strategic initiatives and operational implementation • Patient with our slower revenue growth • Commitment to: o Cash flow return-based investment decisions o Investing for long term competitive advantage o Belief in the opportunity for • Organic growth of revenue • Cash flow per share 22 |
![]() Q&A Session Please go to the Investor Relations section of www.vistaprint.com for the live Q&A call at 5:15 pm EDT on April 29, 2014 |
![]() Q3 Fiscal Year 2014 Financial and Operating Results Supplement |
![]() Total Company Growth Rates* *Starting in Q2FY2012, revenue from acquired companies included. Please see reconciliation to reported revenue growth rates at the end of this presentation. -1% reported -1% constant- currency 25 22% constant- currency growth FY11 FY12 25% constant-currency growth FY13 16% constant-currency growth Consolidated YTD FY14 5% constant-currency growth -5% 0% 5% 10% 15% 20% 25% 30% Q4 FY11 Q1 FY12 Q2 FY12* Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Constant-Currency Reported Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar and excludes the impact of gains and losses on effective currency hedges recognized in revenue for applicable periods. |
![]() Segment Revenue Growth Rates* Constant Currency 26 *Starting in Q2FY2012, revenue from acquired companies included. Please see reconciliation to reported revenue growth rates at the end of this presentation. Consolidated Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar and excludes the impact of gains and losses on effective currency hedges recognized in revenue for applicable periods. 39% 45% 37% 40% 33% 29% 24% 10% 8% 2% 6% 10% -10% 0% 10% 20% 30% 40% 50% APAC 22% 21% 37% 34% 30% 23% 14% 8% 2% 2% -2% -7% -10% 0% 10% 20% 30% 40% 50% Europe 18% 17% 20% 23% 21% 22% 20% 15% 18% 15% 14% 3% -10% 0% 10% 20% 30% 40% 50% North America |
![]() Gross Margin and Gross Profit 27 FY11 64.8% FY12 65.2% Consolidated FY13 65.7% YTD FY14 65.9% $133 $134 $200 $169 $162 $163 $234 $189 $181 $179 $250 $185 63.9% 63.2% 66.8% 65.5% 64.6% 65.0% 67.2% 65.5% 64.6% 65.2% 67.4% 64.7% Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Gross Profit (millions) GM % |
![]() GAAP Net Income (Loss) and Net Margin 28 FY12 $44 Consolidated FY13 $29 YTD FY14 $43 FY11 $82 $14 $8 $32 $(2) $23 $6 3.8% 10.6% 0.1% 1.5% -0.7% 6.6% 2.0% 0.8% 0.1% 11.0% 0.5% - Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q1 FY14 Q2 FY14 GAAP Net Income (loss), in millions GAAP Net Margin 6.9% $41 $4 $1 $0 $2 $0 Q4 FY12 Q4 FY13 Q3 FY14 |
![]() Non-GAAP Adjusted Net Income* and Non-GAAP Adjusted Net Margin *Non-GAAP adjusted net income for all periods presented excludes the impact of share-based compensation expense and its related tax effect, amortization of acquired intangibles, charges related to the alignment of Webs IP with our global structure, changes in unrealized gains and losses on currency forward contracts, and unrealized currency transaction gains and losses on intercompany financing arrangements and the related tax effect. Please see reconciliation to GAAP net income at the end of this presentation. 29 FY11 $105 FY12 $77 FY13 $76 YTD FY14 $77 $20 $13 $38 $11 $15 $9 $36 $17 $14 $16 $53 $8 9.4% 6.1% 12.6% 4.4% 5.9% 3.5% 10.3% 5.9% 5.9% 14.2% 2.9% Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Non-GAAP Adjusted Net Income (millions) Non-GAAP Adjusted Net Margin 5.0% Consolidated |
![]() Q3 Income Statement Comparison to Prior Year (as a percentage of revenue) 30 Consolidated 1.8% 3.4% 10.0% 9.0% 14.8% 14.9% 38.1% 38.2% 35.3% 34.5% Q3 FY2014 Q3 FY2013 Cost of revenue Marketing and selling Technology and development General and administrative Income from operations |
![]() Q3 Income Statement Comparison to Prior Quarter (as a percentage of revenue) 31 Consolidated 1.8% 14.2% 10.0% 8.2% 14.8% 11.5% 38.1% 33.5% 35.3% 32.6% Q3 FY2014 Q2 FY2014 Cost of revenue Marketing and selling Technology and development General and administrative Income from operations |
![]() Share-Based Compensation* (millions) * Share-based compensation (SBC) expense includes SBC-related tax adjustment. 32 FY11 $22.4 FY12 $26.1 Consolidated FY13 $33.7 YTD FY14 $22.5 $5.1 $4.9 $5.0 $7.6 $8.6 $8.4 $8.5 $8.4 $8.3 $8.6 $8.1 $5.8 Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 |
![]() Revenue Seasonality (Includes Albumprinter and Webs as of the dates of acquisition) * Home and family revenue is calculated using a product format-based approach; all Albumprinter revenue is included in home and family and all Webs revenue is included in Small business marketing 33 Consolidated $209 $212 $300 $258 $250 $251 $348 $288 $280 $275 $371 $286 Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Small Business Marketing* Home and Family* |
![]() Balance Sheet Highlights Balance Sheet highlights, in millions, at period end 03/31/2014 12/31/13 09/30/2013 06/30/13 03/31/13 Total assets $672.0 $674.6 $638.7 $601.6 $616.4 Cash and cash equivalents $46.5 $62.3 $64.7 $50.1 $51.3 Total current assets $126.0 $135.5 $121.8 $100.2 $104.4 Goodwill and intangible assets $169.2 $171.6 $171.5 $171.2 $174.3 Total liabilities $393.9 $414.4 $432.0 $412.0 $414.7 Current liabilities $177.4 $197.9 $144.3 $155.0 $154.0 Long-term debt $185.6 $189.3 $262.5 $230.0 $229.0 Shareholders’ Equity $272.4 $260.3 $206.7 $189.6 $201.7 Treasury shares (in millions) 10.8 10.9 11.0 11.3 10.9 34 Consolidated |
![]() Total Debt as of March 31, 2014 Availability under our credit facility ($ millions)* 03/31/14 Pro Forma for Acquisitions (approximate) Aggregate loan commitments 798.0 798.0 Outstanding borrowings (202.0) (434.8) Remaining amount 596.0 363.2 Limitations to borrowing due to debt covenants and other obligations* (294.6) (213.2) Amount available for borrowing as of March 31, 2014 301.4 150.0 35 * Our borrowing ability can be limited by our debt covenants each quarter. These covenants may limit our borrowing capacity depending on our leverage, other indebtedness, such as installment obligations and letters of credit, and other factors that are outlined in our credit agreement filed as an exhibit in our Form 8-Ks filed on February 13, 2013 and January 22, 2014. Consolidated • Aggregate loan commitments of $798.0M • Interest rate of LIBOR plus 1.50% - 2.0%, depending on leverage • Currently in compliance with all covenants. Key financial covenants are: o Total leverage ratio not to exceed 3.25x TTM EBITDA (reducing to 3.0x on 3/31/15). o Interest coverage ratio of at least 3.0x TTM EBITDA. • Purchases of our ordinary shares, payments of dividends, and mergers and acquisitions are subject to more restrictive consolidated leverage ratio thresholds than those listed above when calculated on a proforma basis in certain scenarios. Also our credit agreement limits the amount of purchases of our ordinary shares, payments of dividends, mergers and acquisitions, investments in joint ventures or minority interests, and consolidated capital expenditures that we may make. These limitations can include annual limits that vary from year-to-year and aggregate limits over the term of the credit facility. Therefore, our ability to make desired investments may be limited during the term of our revolving credit facility. |
![]() Q3 FY14 Capital Expenditure Breakdown 36 Q3 FY14 CapEx: $11.8M 16% 52% 32% Land/Facilities Mfg & Automation Equipment Other 1 2 3 Consolidated 1 2 3 Land, building and construction, leasehold improvements, and furniture and fixtures All manufacturing and automation equipment, including offset and digital print lines, other printing equipment, pre-press and post-press equipment such as cutters, and automation equipment IT infrastructure, software and office equipment |
![]() Appendix Including a Reconciliation of GAAP to Non-GAAP Financial Measures |
![]() About non-GAAP financial measures To supplement Vistaprint’s consolidated financial statements presented in accordance with U.S. generally accepted accounting principles, or GAAP, Vistaprint has used the following measures defined as non-GAAP financial measures by Securities and Exchange Commission, or SEC, rules: non-GAAP adjusted net income, non-GAAP adjusted net income per diluted share, free cash flow and constant-currency revenue growth. The items excluded from the non-GAAP adjusted net income measurements are share-based compensation expense and its related tax effect, amortization of acquisition-related intangibles, tax charges related to the alignment of acquisition-related intellectual property with global operations, changes in unrealized gains and losses on currency forward contracts, unrealized currency transaction gains and losses on intercompany financing arrangements and the related tax effect, and the expected charge for the disposal of our minority investment in China. Free cash flow is defined as net cash provided by operating activities less purchases of property, plant and equipment, purchases of intangible assets not related to acquisitions, and capitalization of software and website development costs. Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar and excludes the impact of gains and losses on effective currency hedges recognized in revenue in the prior year periods. The presentation of non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the tables captioned “Reconciliations of Non-GAAP Financial Measures” included at the end of this release. The tables have more details on the GAAP financial measures that are most directly comparable to non-GAAP financial measures and the related reconciliation between these financial measures. Vistaprint’s management believes that these non-GAAP financial measures provide meaningful supplemental information in assessing our performance and liquidity by excluding certain items that may not be indicative of our recurring core business operating results, which could be non-cash charges or discrete cash charges that are infrequent in nature. These non-GAAP financial measures also have facilitated management’s internal comparisons to Vistaprint’s historical performance and our competitors’ operating results. 38 |
![]() Reconciliation: GAAP to Non-GAAP Results FY 2003 FY 2004 FY 2005* FY 2006 FY 2007 FY 2008 FY 2009 FY2010 FY2011 FY2012 FY2013 GAAP Net Income $473 $3,440 ($16,218) $19,234 $27,143 $39,831 $55,686 $67,741 $82,109 $43,994 $29,435 Share-based compensation and related tax effect $0 $0 $0 $4,850 $8,765 $15,275 $20,177 $23,156 $22,400 $26,060 $33,662 Amortization of acquired intangible assets - - - - - - - - - $5,754 $10,361 Tax Impact of Webs IP transfer - - - - - - - - - $1,235 $2,387 Non-GAAP Adjusted Net Income $473 $3,440 $4,782 $23,146 $35,908 $55,106 $75,863 $90,897 $104,509 $77,043 $75,845 Net Income (Loss) – Annual ($ in thousands) *Fiscal 2005 non-GAAP results exclude a contract termination payment of $21mm 39 |
![]() Reconciliation: GAAP to Non-GAAP Results ($ in thousands) . Fiscal Year 2011 Fiscal Year 2012 Fiscal Year 2013 FY2014 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 GAAP Net Income* $14,397 $8,172 $31,697 $274 $3,851 $(1,696) $22,960 $5,866 $2,305 $412 $40,875 $1,376 Share-based compensation and related tax effect $5,129 $4,876 $5,021 $7,566 $8,596 $8,445 $8,540 $8,353 $8,324 $8,576 $8,062 $5,773 Amortization of acquired intangible assets - - $1,148 $2,381 $2,225 $2,178 $2,243 $2,275 $3,665 $2,200 $2,249 $2,228 Tax Impact of Webs IP Transfer - - - $1,017 $218 - $2,164 $431 ($208) $63 $1,468 $312 Changes in unrealized (gain) loss on currency forward contracts included in net income $4,856 $(1,155) $(1,131) Unrealized currency transaction loss (gain) on intercompany loan and the related tax effect - $1,163 $(283) Non-GAAP Adjusted Net Income $19,526 $13,048 $37,866 $11,238 $14,890 $8,927 $35,907 $16,925 $14,086 $16,107 $52,662 $8,274 40 * GAAP net income attributable to Vistaprint N.V. Net Income (Loss) – Quarterly |
![]() Reconciliation: GAAP to Non-GAAP Results Diluted Earnings Per Share - Annual 41 FY 2006 FY 2007 FY 2008 FY 2009 FY2010 FY2011 FY2012 FY2013 GAAP Net Income per share $0.45 $0.60 $0.87 $1.25 $1.49 $1.83 $1.13 $0.85 Share-based Compensation and related tax effect per share $0.09 $0.18 $0.31 $0.43 $0.49 $0.47 $0.65 $0.95 Amortization of acquired intangible assets per share - - - - - - $0.14 $0.29 Tax Impact of Webs IP Transfer per share - - - - - - $0.03 $0.06 Non-GAAP Adjusted Net Income per share $0.54 $0.78 $1.18 $1.68 $1.98 $2.30 $1.95 $2.15 Weighted average shares used in computing Non- GAAP EPS 42.651 45.825 46.780 45.099 45.989 45.448 39.426 35.201 (millions) |
![]() Reconciliation: GAAP to Non-GAAP Results Earnings Per Diluted Share - Quarterly . Fiscal Year 2011 Fiscal Year 2012 Fiscal Year 2013 FY2014 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 GAAP Net Income per share $0.32 $0.19 $0.82 $0.01 $0.10 $(0.05) $0.66 $0.17 $0.07 $0.01 $1.18 $0.04 Share-based Compensation and related tax effect per share $0.11 $0.12 $0.12 $0.20 $0.23 $0.24 $0.24 $0.24 $0.24 $0.25 $0.22 $0.17 Amortization of acquired intangible assets per share - - $0.03 $0.06 $0.06 $0.06 $0.06 $0.06 $0.11 $0.06 $0.06 $0.06 Tax impact of Webs IP Transfer per share - - - $0.02 $0.01 - $0.06 $0.01 $(0.01) $0.00 $0.04 $0.01 Changes in unrealized (gain) loss on currency forward contracts included in net income per share $0.13 $(0.03) $(0.03) Unrealized currency transaction loss (gain) on intercompany loan and the related tax effect per share $0.00 $0.03 $(0.01) Non-GAAP Adjusted Net Income per share $0.43 $0.31 $0.97 $0.29 $0.40 $0.25 $1.02 $0.48 $0.41 $0.45 $1.50 $0.24 Weighted average shares used in computing Non- GAAP EPS (millions) 45.156 42.569 39.041 38.346 37.620 35.793 35.156 35.217 34.633 35.005 35.118 34.857 42 |
![]() Reconciliation: Free Cash Flow (in thousands) 43 Three Months Ended Nine Months Ended March 31, March 31, 2014 2013 2014 2013 Net cash provided by operating activities $ 3,142 $ 8,135 $ 98,046 $ 103,318 Purchases of property, plant and equipment (11,830) (11,155) (53,999) (66,523) Purchases of intangibles assets (83) (82) (202) (452) Capitalization of software and website development costs (2,920) (2,439) (7,339) (5,579) Free cash flow $ (11,691) $ (5,541) $ 36,506 $ 30,764 |
![]() Reconciliation: Constant-Currency Revenue Growth Rates Quarterly 44 ASIA-PACIFIC Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Reported revenue growth 65% 67% 41% 47% 28% 28% 26% 6% 4% (11%) (5%) (3%) Currency impact (26%) (22%) (4%) (7%) 5% 2% (3%) 4% 4% 13% 11% 13% Revenue growth in constant currency 39% 45% 37% 40% 33% 29% 24% 10% 8% 2% 6% 10% Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar and excludes the impact of gains and losses on effective currency hedges recognized in revenue for applicable periods. EUROPE Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Reported revenue growth 38% 31% 36% 29% 18% 12% 11% 8% 3% 6% 1% (4%) Currency impact (15%) (10%) 1% 5% 12% 11% 2% 0% (1%) (4%) (3%) (3%) Revenue growth in constant currency 22% 21% 37% 34% 30% 23% 14% 8% 2% 2% (2%) (7%) |
![]() Reconciliation: Constant-Currency Revenue Growth Rates Quarterly 45 NORTH AMERICA Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Reported revenue growth 18% 17% 20% 23% 20% 22% 20% 15% 18% 14% 13% 2% Currency impact 0% 0% 0% 0% 0% 0% 0% 0% 0% 1% 1% 1% Revenue growth in constant currency 18% 17% 20% 23% 21% 22% 20% 15% 18% 15% 14% 3% Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar and excludes the impact of gains and losses on effective currency hedges recognized in revenue for applicable periods. TOTAL COMPANY Q4 FY11 Q1 FY12 Q2 FY12 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Reported revenue growth 27% 25% 28% 26% 20% 18% 16% 12% 12% 9% 6% (1%) Currency impact (7%) (5%) 0% 2% 5% 5% 1% 0% 0% 0% 0% 0% Revenue growth in constant currency 20% 20% 28% 28% 25% 23% 17% 12% 12% 9% 6% (1%) |