Document and Entity Information
Document and Entity Information Document - shares | 6 Months Ended | |
Dec. 31, 2017 | Jan. 26, 2018 | |
Document and Entity Information [Abstract] | ||
Entity registrant name | CIMPRESS N.V. | |
Entity central index key | 1,262,976 | |
Document type | 10-Q | |
Document period end date | Dec. 31, 2017 | |
Amendment flag | false | |
Document fiscal year focus | 2,018 | |
Document fiscal period focus | Q2 | |
Current fiscal year end date | --06-30 | |
Entity Well-known Seasoned Issuer | Yes | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity filer category | Large Accelerated Filer | |
Entity common stock, shares outstanding | 30,665,446 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Jun. 30, 2017 | |
Current assets: | |||
Cash and cash equivalents | $ 40,064 | $ 25,697 | |
Accounts receivable, net of allowances of $7,426 and $3,590, respectively | 66,876 | 48,630 | |
Inventory | 55,263 | 46,563 | |
Prepaid expenses and other current assets | 73,282 | 78,835 | |
Assets held for sale | 0 | 46,276 | |
Total current assets | 235,485 | 246,001 | |
Property, plant and equipment, net | 507,299 | 511,947 | |
Software and website development costs, net | 52,040 | 48,470 | |
Deferred tax assets | 66,022 | 48,004 | |
Goodwill | 531,199 | 514,963 | |
Intangible assets, net | 258,657 | 275,924 | |
Other assets | 28,238 | 34,560 | |
Total assets | 1,678,940 | 1,679,869 | |
Current liabilities: | |||
Accounts payable | 165,798 | 127,386 | |
Accrued expenses | 219,707 | 175,567 | |
Deferred revenue | 28,824 | 30,372 | |
Short-term debt | [1] | 35,569 | 28,926 |
Other current liabilities | 89,269 | 78,435 | |
Liabilities held for sale | 0 | 8,797 | |
Total current liabilities | 539,167 | 449,483 | |
Deferred tax liabilities | 57,008 | 60,743 | |
Lease financing obligation | 104,737 | 106,606 | |
Long-term debt | 664,961 | 847,730 | |
Other liabilities | 107,884 | 94,683 | |
Total liabilities | 1,473,757 | 1,559,245 | |
Temporary equity | |||
Redeemable noncontrolling interests | 85,478 | 45,412 | |
Shareholders’ equity: | |||
Preferred shares, par value €0.01 per share, 100,000,000 shares authorized; none issued and outstanding | 0 | 0 | |
Ordinary shares, par value €0.01 per share, 100,000,000 shares authorized; 44,080,627 shares issued; and 30,973,620 and 31,415,503 shares outstanding, respectively | 615 | 615 | |
Treasury shares, at cost, 13,107,007 and 12,665,124 shares, respectively | (638,414) | (588,365) | |
Additional paid-in capital | 378,121 | 361,376 | |
Retained earnings | 462,205 | 414,771 | |
Accumulated other comprehensive loss | (83,093) | (113,398) | |
Total shareholders’ equity attributable to Cimpress N.V. | 119,434 | 74,999 | |
Noncontrolling Interest (Note 10) | 271 | 213 | |
Total shareholders' equity | 119,705 | 75,212 | |
Total liabilities, noncontrolling interests and shareholders’ equity | $ 1,678,940 | $ 1,679,869 | |
[1] | Balances as of December 31, 2017 and June 30, 2017 are inclusive of short-term debt issuance costs and debt discounts of $1,846 and$1,693, respectively |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) $ in Thousands | Dec. 31, 2017USD ($)shares | Dec. 31, 2017€ / shares | Jun. 30, 2017USD ($)shares | Jun. 30, 2017€ / shares |
Current Assets | ||||
Allowance for doubtful accounts receivable, current | $ | $ 7,426 | $ 3,590 | ||
Stockholders' Equity | ||||
Preferred shares, par value | € / shares | € 0.01 | € 0.01 | ||
Preferred shares, shares authorized | 100,000,000 | 100,000,000 | ||
Preferred shares, shares issued | 0 | 0 | ||
Preferred shares, shares outstanding | 0 | 0 | ||
Ordinary shares, par value | € / shares | € 0.01 | € 0.01 | ||
Ordinary shares, shares authorized | 100,000,000 | 100,000,000 | ||
Ordinary shares, shares issued | 44,080,627 | 44,080,627 | ||
Common Stock, Shares, outstanding | 30,973,620 | 31,415,503 | ||
Treasury shares, shares | 13,107,007 | 12,665,124 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Revenue | $ 762,054 | $ 576,851 | $ 1,325,338 | $ 1,020,564 | |
Cost of revenue (1) | [1] | 360,285 | 276,366 | 644,040 | 489,416 |
Technology and development expense (1) | [1] | 59,228 | 56,282 | 121,331 | 115,292 |
Marketing and selling expense (1) | [1] | 200,785 | 151,358 | 366,878 | 284,026 |
General and administrative expense (1) | [1] | 44,988 | 48,161 | 83,766 | 104,741 |
Amortization of acquired intangible assets | 12,558 | 9,879 | 25,191 | 20,092 | |
Restructuring expense (1) | [1] | 11,501 | 1,100 | 12,355 | 1,100 |
Gain (Loss) on sale of subsidiaries | 0 | 0 | (47,545) | 0 | |
Income from operations | 72,709 | 33,705 | 119,322 | 5,897 | |
Other (expense) income, net | (7,732) | 30,549 | (24,044) | 28,417 | |
Interest expense, net | (12,529) | (9,631) | (25,611) | (19,535) | |
Income before income taxes | 52,448 | 54,623 | 69,667 | 14,779 | |
Income tax expense | 21,825 | 19,601 | 15,638 | 9,787 | |
Net income | 30,623 | 35,022 | 54,029 | 4,992 | |
Add: Net (income) loss attributable to noncontrolling interest | (688) | 6 | (731) | 933 | |
Net income attributable to Cimpress N.V. | $ 29,935 | $ 35,028 | $ 53,298 | $ 5,925 | |
Basic net income per share attributable to Cimpress N.V. | $ 0.96 | $ 1.12 | $ 1.71 | $ 0.19 | |
Diluted net income per share attributable to Cimpress N.V. | $ 0.93 | $ 1.07 | $ 1.65 | $ 0.18 | |
Weighted average shares outstanding — basic | 31,026,043 | 31,291,356 | 31,123,177 | 31,431,090 | |
Weighted average shares outstanding — diluted | 32,319,022 | 32,614,013 | 32,325,592 | 32,846,275 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Share-based compensation expense | $ 13,314 | $ 11,277 | $ 20,226 | $ 22,848 | |
Cost of revenue | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Share-based compensation expense | 95 | 75 | 135 | 118 | |
Technology and development expense | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Share-based compensation expense | 2,818 | 3,118 | 4,674 | 5,443 | |
Marketing and selling expense | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Share-based compensation expense | 1,858 | 1,480 | 2,843 | 2,300 | |
General and administrative expense | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Share-based compensation expense | 8,037 | 6,604 | 11,965 | 14,987 | |
Restructuring Charges | |||||
Restructuring expense (1) | 11,501 | 1,100 | 12,355 | 1,100 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Share-based compensation expense | $ 506 | $ 0 | $ 609 | $ 0 | |
[1] | Share-based compensation is allocated as follows: |
Consolidated Statement of Compr
Consolidated Statement of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Other comprehensive income (loss), net of tax: | ||||
Net income | $ 30,623 | $ 35,022 | $ 54,029 | $ 4,992 |
Foreign currency translation gain (loss) | 11,827 | (47,148) | 39,134 | (37,970) |
Net unrealized gains on derivative instruments designated and qualifying as cash flow hedges | 3,159 | 9,244 | 6,730 | 7,475 |
Amounts reclassified from accumulated other comprehensive loss to net income on derivative instruments | (1,370) | (6,426) | (4,134) | (5,594) |
Unrealized loss on available-for-sale-securities | 0 | (4,832) | 0 | (5,756) |
Amounts reclassified from accumulated other comprehensive loss to net income for realized gains on available-for-sale securities | 0 | 2,268 | 0 | 2,268 |
Gain on pension benefit obligation, net | 0 | 0 | 0 | 36 |
Comprehensive income (loss) | 44,239 | (11,872) | 95,759 | (34,549) |
Add: Comprehensive (income) loss attributable to noncontrolling interests | (1,650) | 4,235 | (4,734) | 4,625 |
Total comprehensive income (loss) attributable to Cimpress N.V. | $ 42,589 | $ (7,637) | $ 91,025 | $ (29,924) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Operating activities | ||
Net income | $ 54,029 | $ 4,992 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 83,683 | 72,382 |
Share-based compensation expense | 20,226 | 22,848 |
Deferred taxes | (6,869) | (17,508) |
Gain (Loss) on sale of subsidiaries | 47,545 | 0 |
Change in contingent earn-out liability | 1,774 | 22,766 |
Marketable Securities, Realized Gain | 0 | (2,268) |
Unrealized loss (gain) on derivatives not designated as hedging instruments included in net income | 4,541 | (4,573) |
Effect of exchange rate changes on monetary assets and liabilities denominated in non-functional currency | 13,275 | (13,246) |
Other non-cash items | 817 | 1,719 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (16,456) | 822 |
Inventory | (7,357) | (4,187) |
Prepaid expenses and other assets | (4,174) | (14,290) |
Accounts payable | 43,604 | 21,808 |
Accrued expenses and other liabilities | 37,194 | 23,394 |
Net cash provided by operating activities | 176,742 | 114,659 |
Investing activities | ||
Purchases of property, plant and equipment | (38,674) | (36,260) |
Proceeds from Divestiture of Businesses, Net of Cash Divested | 93,779 | |
Business acquisitions, net of cash acquired | (110) | (206,816) |
Purchases of intangible assets | (278) | (88) |
Capitalization of software and website development costs | (18,114) | (19,110) |
Proceeds from sale of available-for-sale securities | 0 | 6,346 |
Other investing activities | (669) | 1,227 |
Net cash provided by (used in) investing activities | 35,934 | (254,701) |
Financing activities | ||
Proceeds from borrowings of debt | 311,349 | 447,000 |
Payments of debt and debt issuance costs | (490,717) | (247,771) |
Payments of withholding taxes in connection with equity awards | (2,098) | (8,864) |
Payments of capital lease obligations | (9,462) | (6,814) |
Payments for Repurchase of Common Stock | (55,139) | (50,008) |
Purchase of noncontrolling interests | 0 | (20,230) |
Proceeds from issuance of ordinary shares | 9,019 | 257 |
Issuance of loans | (12,000) | 0 |
Capital contribution from noncontrolling interest | 35,390 | 0 |
Proceeds from (Payments to) Noncontrolling Interests | 0 | 1,404 |
Other financing activities | (83) | 1,281 |
Net cash (used in) provided by financing activities | (213,741) | 116,255 |
Effect of exchange rate changes on cash | 3,390 | (4,051) |
Increase in cash held for sale | 12,042 | 0 |
Net decrease in cash and cash equivalents | 14,367 | (27,838) |
Cash and cash equivalents at beginning of period | 25,697 | 77,426 |
Cash and cash equivalents at end of period | 40,064 | 49,588 |
Supplemental disclosures of cash flow information: | ||
Interest | 25,863 | 20,155 |
Income taxes | 10,452 | 20,309 |
Property and equipment acquired under capital leases | 112 | 4,912 |
Amounts accrued related to business acquisitions | $ 52,472 | $ 27,155 |
Description of the Business
Description of the Business | 6 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of the Business | Description of the Business We are a technology driven company that aggregates, largely via the internet, large volumes of small, individually customized orders for a broad spectrum of print, signage, apparel and similar products. We operate in a largely decentralized manner. Our businesses, discussed in more detail below, fulfill orders with manufacturing capabilities that include Cimpress owned and operated manufacturing facilities and a network of third-party fulfillers to create customized products on demand. Those businesses bring their products to market through a portfolio of customer-focused brands serving the needs of micro, small and medium sized businesses, resellers and consumers. These brands include Vistaprint, our global brand for micro business marketing products and services, as well as brands that we have acquired that serve the needs of various market segments, including resellers, micro, small and medium sized businesses with differentiated service needs, and consumers purchasing products for themselves and their families. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and, accordingly, do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments, consisting primarily of normal recurring accruals, considered necessary for fair presentation of the results of operations for the interim periods reported and of our financial condition as of the date of the interim balance sheet have been included. The consolidated financial statements include the accounts of Cimpress N.V., its wholly owned subsidiaries, entities in which we maintain a controlling financial interest, and those entities in which we have a variable interest and are the primary beneficiary. Intercompany balances and transactions have been eliminated. Operating results for the three and six months ended December 31, 2017 are not necessarily indicative of the results that may be expected for the year ending June 30, 2018 or for any other period. The consolidated balance sheet at June 30, 2017 has been derived from our audited consolidated financial statements at that date but does not include all of the information and notes required by GAAP for complete financial statements. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2017 included in our Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (the “SEC”). Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We believe our most significant estimates are associated with the ongoing evaluation of the recoverability of our long-lived assets and goodwill, estimated useful lives of assets, share-based compensation, accounting for business combinations, and income taxes and related valuation allowances, among others. By their nature, estimates are subject to an inherent degree of uncertainty. Actual results could differ from those estimates. Share-based compensation Total share-based compensation costs were $13,314 and $20,226 for the three and six months ended December 31, 2017 , respectively, and $11,277 and $22,848 for the three and six months ended December 31, 2016 , respectively. During the first quarter of fiscal 2018, we issued supplemental performance share unit awards to certain members of management. In addition to a service vesting and market condition (based on the three year moving average of the Cimpress share price) contained in our standard performance share units, these supplemental awards also contain a multi-year financial performance condition. The evaluation of achievement of the performance condition is at the discretion of the Compensation Committee and, therefore, is subject to mark-to-market accounting throughout the three year performance vesting period. The compensation expense for these awards is estimated at fair value using a Monte Carlo simulation valuation model and compensation costs are recorded only if it is probable that the performance condition will be achieved. We have concluded that the performance condition is currently probable of achievement and for the three and six months ended December 31, 2017, we recognized $4,310 of share-based compensation expense. We will continue to reassess the probability each reporting period and if we determine the awards are not probable at some point during the performance vesting period we would reverse any expense recognized to date. Sale of Albumprinter On August 31, 2017 we sold our Albumprinter business, including FotoKnudsen AS, for a total of €78,382 ( $93,071 based on the exchange rate as of the date of sale) in cash, net of transaction costs and cash divested (after $11,874 in pre-closing dividends). As a result of the sale, we recognized a gain of $47,545 , net of transaction costs, within our consolidated statement of operations for the six months ended December 31, 2017 . The transaction did not qualify for discontinued operations presentation, and as of June 30, 2017, the Albumprinter business assets and liabilities were presented as held-for-sale in our consolidated balance sheet. In connection with the divestiture, we entered into an agreement with Albumprinter under which Albumprinter will continue to fulfill photo book orders for our Vistaprint business. Additionally, we agreed to provide Albumprinter with certain transitional support services for a period of up to one year from the date of the sale. Foreign Currency Translation Our non-U.S. dollar functional currency subsidiaries translate their assets and liabilities denominated in their functional currency to U.S. dollars at current rates of exchange in effect at the balance sheet date, and revenues and expenses are translated at average rates prevailing throughout the period. The resulting gains and losses from translation are included as a component of accumulated other comprehensive loss. Transaction gains and losses and remeasurement of assets and liabilities denominated in currencies other than an entity’s functional currency are included in other (expense) income, net in our consolidated statements of operations. Other (expense) income, net The following table summarizes the components of other (expense) income, net: Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 (Losses) gains on derivatives not designated as hedging instruments (1) $ (1,752 ) $ 13,477 $ (10,001 ) $ 13,554 Currency-related (losses) gains, net (2) (6,449 ) 14,988 (14,652 ) 12,022 Other gains (3) 469 2,084 609 2,841 Total other (expense) income, net $ (7,732 ) $ 30,549 $ (24,044 ) $ 28,417 _____________________ (1) Primarily relates to both realized and unrealized (losses) gains on derivative currency forward and option contracts not designated as hedging instruments. (2) We have significant non-functional currency intercompany financing relationships, which we may alter at times, and are subject to currency exchange rate volatility. The currency-related (losses) gains, net for the three and six months ended December 31, 2017 and 2016 are primarily driven by this intercompany activity. In addition, we have certain cross-currency swaps designated as cash flow hedges, which hedge the remeasurement of certain intercompany loans, both presented in the same component above. Unrealized losses related to cross-currency swaps were $2,016 and $6,126 for the three and six months ended December 31, 2017 , respectively, and unrealized gains of $7,827 and $6,393 for the three and six months ended December 31, 2016 , respectively. (3) We recognized a gain of $377 related to insurance recoveries during the three and six months ended December 31, 2017. During the prior comparative periods we recognized a gain of $2,268 related to the sale of Plaza Create Co. Ltd. available for sale securities. Net Income Per Share Attributable to Cimpress N.V. Basic net income per share attributable to Cimpress N.V. is computed by dividing net income attributable to Cimpress N.V. by the weighted-average number of ordinary shares outstanding for the respective period. Diluted net income per share attributable to Cimpress N.V. gives effect to all potentially dilutive securities, including share options, restricted share units (“RSUs”), restricted share awards ("RSAs") and performance share units ("PSUs"), if the effect of the securities is dilutive using the treasury stock method. Awards with performance or market conditions are included using the treasury stock method only if the conditions would have been met as of the end of the reporting period and their effect is dilutive. The following table sets forth the reconciliation of the weighted-average number of ordinary shares: Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Weighted average shares outstanding, basic 31,026,043 31,291,356 31,123,177 31,431,090 Weighted average shares issuable upon exercise/vesting of outstanding share options/RSUs/RSAs 1,292,979 1,322,657 1,202,415 1,415,185 Shares used in computing diluted net income per share attributable to Cimpress N.V. 32,319,022 32,614,013 32,325,592 32,846,275 Weighted average anti-dilutive shares excluded from diluted net income per share attributable to Cimpress N.V. — 28,031 4,582 22,586 Waltham Lease Arrangement In July 2013, we executed a lease agreement to move our Lexington, Massachusetts, USA operations to a then yet to be constructed facility in Waltham, Massachusetts, USA. During the first quarter of fiscal 2016, the building was completed and we commenced lease payments in September 2015 and will make lease payments through September 2026. For accounting purposes, we were deemed to be the owner of the Waltham building during the construction period, and accordingly we recorded the construction project costs incurred by the landlord as an asset with a corresponding financing obligation on our balance sheet. We evaluated the Waltham lease in the first quarter of fiscal 2016 and determined that the transaction did not meet the criteria for "sale-leaseback" treatment due to our planned subleasing activity over the term of the lease. Accordingly, we began depreciating the asset and incurring interest expense related to the financing obligation recorded on our consolidated balance sheet. We bifurcate the lease payments pursuant to the Waltham lease into (i) a portion that is allocated to the building and (ii) a portion that is allocated to the land on which the building was constructed. The portion of the lease obligations allocated to the land is treated as an operating lease that commenced in fiscal 2014. Property, plant and equipment, net, included $113,985 and $116,045 as of December 31, 2017 and June 30, 2017 , respectively, related to the building. The financing lease obligation and deferred rent credit related to the building on our consolidated balance sheets was $117,307 and $119,176 as of December 31, 2017 and June 30, 2017 , respectively. Treasury Shares Treasury shares are accounted for using the cost method and are included as a component of shareholders' equity. During the six months ended December 31, 2017 and 2016 , we repurchased 574,264 and 593,763 , respectively, of our ordinary shares for a total cost of $55,139 and $50,008 , respectively, inclusive of transaction costs, in connection with our publicly announced share repurchase programs. Recently Issued or Adopted Accounting Pronouncements New Accounting Standards Adopted In October 2016, the FASB issued Accounting Standards Update No. 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory" (ASU 2016-16), which requires the recognition for income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. We elected to early adopt the new standard during the first quarter of fiscal 2018, and recognized a reduction to prepaid and other current assets of $24,573 , an increase in deferred tax assets of $18,710 and a cumulative-effect adjustment to retained earnings of $5,863 . If we had not early adopted, the forecasted fiscal 2018 tax expense would be lower by $9,787 . Issued Accounting Standards to be Adopted In August 2017, the FASB issued Accounting Standards Update No. 2017-12, "Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities (Topic 815)," (ASU 2017-12), which better aligns a company’s financial reporting for hedging activities with the economic objectives of those activities. The amendment is effective for us on July 1, 2019 and permits early adoption, including adoption in an interim period. The standard requires a modified retrospective transition approach, in which the Company will recognize the cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of the date of adoption. We do not expect this standard to have material impact on our consolidated financial statements. In May 2017, the FASB issued Accounting Standards Update No. 2017-09, "Compensation - Stock Compensation (Topic 718)," (ASU 2017-09), which clarifies the application of Topic 718 when accounting for changes in the terms and conditions of a share-based payment award. The new standard requires changes to the terms or conditions of a share-based payment award to be accounted for under modification accounting unless there is no change to the fair value, vesting conditions and classification of the award after modification. The amendment is effective for us on July 1, 2018 and permits early adoption. The amendment is to be applied prospectively, and we are currently evaluating the impact on our financial statements. In November 2016, the FASB issued Accounting Standards Update No. 2016-18, "Statement of Cash Flows (Topic 230) Restricted Cash" (ASU 2016-18), which requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendment is effective for us on July 1, 2018 and permits early adoption. This amendment will affect the presentation of our statement of cash flows once adopted, and we do not expect it to have material impact on our consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-04,"Liabilities - Extinguishment of Liabilities (Subtopic 405-20): Recognition of Breakage for Certain Prepaid Stored-Value Products" (ASU 2016-04), which requires an entity to recognize breakage for a liability resulting from the sale of a prepaid stored-value product in proportion to the pattern of rights expected to be exercised by the product holder only to the extent that it is probable that a significant reversal of the recognized breakage amount will not subsequently occur. The new standard is effective for us on July 1, 2018. The standard permits early adoption and should be applied either retrospectively to each period presented or by means of a cumulative adjustment to retained earnings as of the beginning of the fiscal year adopted. We do not expect the effect of ASU 2016-04 to have a material impact on our consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-02,"Leases (Topic 842)" (ASU 2016-02), which requires the recognition of lease assets and lease liabilities by lessees for those leases currently classified as operating leases. The standard also retains a distinction between finance leases and operating leases. The new standard is effective for us on July 1, 2019. The standard permits early adoption. We are currently evaluating our adoption timing and the effect that ASU 2016-02 will have on our consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09,"Revenue from Contracts with Customers" (ASU 2014-09), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This guidance will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for fiscal years beginning after December 15, 2017, which would result in an effective date for us of July 1, 2018. The standard permits the use of either the retrospective or modified retrospective method. We will adopt the new standard in the first quarter of fiscal 2019, and we will apply the modified retrospective approach. We are actively evaluating the impact of the new standard on a business unit by business unit basis through a review of contract terms and material revenue streams. Our ongoing assessment includes both the quantification of any material impacts, as well as the related disclosures. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements We use a three-level valuation hierarchy for measuring fair value and include detailed financial statement disclosures about fair value measurements. The valuation hierarchy is based upon the transparency of inputs to the valuation of an asset or liability as of the measurement date. The three levels are defined as follows: • Level 1: Inputs to the valuation methodology are quoted prices (unadjusted) for identical assets or liabilities in active markets. • Level 2: Inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets in markets that are not active and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the financial instrument. • Level 3: Inputs to the valuation methodology are unobservable and significant to the fair value measurement. A financial instrument’s categorization within the valuation hierarchy is based upon the lowest level of input that is significant to the fair value measurement. The following tables summarize our assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy: December 31, 2017 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Interest rate swap contracts $ 3,159 $ — $ 3,159 $ — Currency forward contracts 529 — 529 — Total assets recorded at fair value $ 3,688 $ — $ 3,688 $ — Liabilities Interest rate swap contracts $ (146 ) $ — $ (146 ) $ — Cross-currency swap contracts (33,872 ) — (33,872 ) — Currency forward contracts (28,223 ) — (28,223 ) — Currency option contracts (557 ) — (557 ) — Contingent consideration (5,942 ) — — (5,942 ) Total liabilities recorded at fair value $ (68,740 ) $ — $ (62,798 ) $ (5,942 ) June 30, 2017 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Interest rate swap contracts $ 1,717 $ — $ 1,717 $ — Total assets recorded at fair value $ 1,717 $ — $ 1,717 $ — Liabilities Interest rate swap contracts $ (483 ) $ — $ (483 ) $ — Cross-currency swap contracts (19,760 ) — (19,760 ) — Currency forward contracts (14,700 ) — (14,700 ) — Currency option contracts (651 ) — (651 ) — Contingent consideration (5,453 ) — — (5,453 ) Total liabilities recorded at fair value $ (41,047 ) $ — $ (35,594 ) $ (5,453 ) During the quarter ended December 31, 2017 and year ended June 30, 2017 , there were no significant transfers in or out of Level 1, Level 2 and Level 3 classifications. The valuations of the derivatives intended to mitigate our interest rate and currency risk are determined using widely accepted valuation techniques, including discounted cash flow analysis on the expected cash flows of each instrument. This analysis utilizes observable market-based inputs, including interest rate curves, interest rate volatility, or spot and forward exchange rates, and reflects the contractual terms of these instruments, including the period to maturity. We incorporate credit valuation adjustments to appropriately reflect both our own nonperformance risk and the respective counterparties' nonperformance risk in the fair value measurements. In adjusting the fair value of our derivative contracts for the effect of nonperformance risk, we have considered the impact of netting and any applicable credit enhancements. Although we have determined that the majority of the inputs used to value our derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with our derivatives utilize Level 3 inputs, such as estimates of current credit spreads, to appropriately reflect both our own nonperformance risk and the respective counterparties' nonperformance risk in the fair value measurement. However, as of December 31, 2017 , we have assessed the significance of the impact of the credit valuation adjustments on the overall valuation of our derivative positions and have determined that the credit valuation adjustments are not significant to the overall valuation of our derivatives. As a result, we have determined that our derivative valuations in their entirety are classified in Level 2 in the fair value hierarchy. Contingent consideration obligations are measured at fair value and are based on significant inputs not observable in the market, which represents a Level 3 measurement within the fair value hierarchy. The valuation of contingent consideration uses assumptions and estimates to forecast a range of outcomes and probabilities for the contingent consideration. Certain contingent consideration obligations are valued using a Monte Carlo simulation model. We assess these assumptions and estimates on a quarterly basis as additional data impacting the assumptions is obtained. Any changes in the fair value of contingent consideration related to updated assumptions and estimates will be recognized within general and administrative expenses in the consolidated statements of operations during the period in which the change occurs. As part of the acquisition of WIRmachenDRUCK on February 1, 2016, we agreed to a variable contingent payment up to €40,000 , previously based on the achievement of a cumulative gross profit target for calendar years 2016 and 2017. During the fourth quarter of fiscal 2017, we determined it was reasonably certain, based on recent performance, that the maximum earn-out would be achieved. Subsequently, during the first quarter of fiscal 2018, we amended the terms of this arrangement to remove the performance target and agreed to pay the maximum amount in January 2018. As of December 31, 2017, the fair value of the liability is $47,994 and on January 2, 2018 we paid the maximum amount. Of the total liability, $5,942 is considered contingent consideration and included in the table below and the remaining portion of the liability is classified as a compensation arrangement as discussed in Note 7. The following table represents the changes in fair value of Level 3 contingent consideration : Six Months Ended December 31, 2017 (1) 2016 (2) Balance at June 30 $ 5,453 $ 1,212 Fair value adjustment 220 1,946 Foreign currency impact 269 (134 ) Balance at December 31 $ 5,942 $ 3,024 _____________________ (1) Classified as a current liability on the consolidated balance sheet. (2) Classified as a long-term liability on the consolidated balance sheet. As of December 31, 2017 and June 30, 2017, the carrying amounts of our cash and cash equivalents, accounts receivable, accounts payable, and other current liabilities approximated their estimated fair values. As of December 31, 2017 and June 30, 2017 the carrying value of our debt, excluding debt issuance costs and debt discounts, was $708,560 and $882,578 , respectively, and the fair value was $716,837 and $906,744 , respectively. Our debt at December 31, 2017 includes variable rate debt instruments indexed to LIBOR that resets periodically and fixed rate debt instruments. The estimated fair value of our debt was determined using available market information based on recent trades or activity of debt instruments with substantially similar risks, terms and maturities, which fall within Level 2 under the fair value hierarchy. The estimated fair value of assets and liabilities disclosed above may not be representative of actual values that could have been or will be realized in the future. |
Derivative Financial Instrument
Derivative Financial Instruments | 6 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities Disclosure [Text Block] | Derivative Financial Instruments We use derivative financial instruments, such as interest rate swap contracts, cross-currency swap contracts, and currency forward and option contracts, to manage interest rate and foreign currency exposures. Derivatives are recorded in the consolidated balance sheets at fair value. If the derivative is designated as a cash flow hedge or net investment hedge, then the effective portion of changes in the fair value of the derivative is recorded in accumulated other comprehensive loss and is subsequently reclassified into earnings in the period the hedged forecasted transaction affects earnings. If a derivative is deemed to be ineffective, then the ineffective portion of the change in fair value of the derivative is recognized directly in earnings. The change in the fair value of derivatives not designated as hedges is recognized directly in earnings, as a component of other (expense) income, net. Hedges of Interest Rate Risk We enter into interest rate swap contracts to manage variability in the amount of our known or expected cash payments related to a portion of our debt. Our objective in using interest rate swaps is to add stability to interest expense and to manage our exposure to interest rate movements. We designate our interest rate swaps as cash flow hedges. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for us making fixed-rate payments over the life of the contract agreements without exchange of the underlying notional amount. Realized gains or losses from interest rate swaps are recorded in earnings, as a component of interest expense, net. A portion of seven of our interest rate swap contracts were deemed to be ineffective during the three and six months ended December 31, 2017 and during the three and six months ended December 31, 2016 a portion of one of our interest rate swap contracts was deemed to be ineffective. Amounts reported in accumulated other comprehensive loss related to interest rate swap contracts will be reclassified to interest expense as interest payments are accrued or made on our variable-rate debt. As of December 31, 2017 , we estimate that $385 will be reclassified from accumulated other comprehensive loss to interest expense during the twelve months ending December 31, 2018 . As of December 31, 2017 , we had nine outstanding interest rate swap contracts indexed to one-month LIBOR . These instruments were designated as cash flow hedges of interest rate risk and have varying start dates and maturity dates through December 2025. Interest rate swap contracts outstanding: Notional Amounts Contracts accruing interest as of December 31, 2017 $ 65,000 Contracts with a future start date 350,000 Total $ 415,000 Hedges of Currency Risk Cross-Currency Swap Contracts From time to time, we execute cross-currency swap contracts designated as cash flow hedges or net investment hedges. Cross-currency swaps involve an initial receipt of the notional amount in the hedge currency in exchange for our reporting currency based on a contracted exchange rate. Subsequently, we receive fixed rate payments in our reporting currency in exchange for fixed rate payments in the hedged currency over the life of the contract. At maturity, the final exchange involves the receipt of our reporting currency in exchange for the notional amount in the hedged currency. Cross-currency swap contracts designated as cash flow hedges are executed to mitigate our currency exposure to the interest receipts as well as the principal remeasurement and repayment associated with certain intercompany loans denominated in a currency other than our reporting currency, the U.S. Dollar. As of December 31, 2017 , we had two outstanding cross-currency swap contracts designated as cash flow hedges with a total notional amount of $120,011 , both maturing during June 2019. We entered into the two cross-currency swap contracts to hedge the risk of changes in one Euro denominated intercompany loan entered into with one of our consolidated subsidiaries that has the Euro as its functional currency. Amounts reported in accumulated other comprehensive loss will be reclassified to other (expense) income, net as interest payments are accrued or paid and upon remeasuring the intercompany loan. As of December 31, 2017 , we estimate that $1,154 of income will be reclassified from accumulated other comprehensive loss to interest expense, net during the twelve months ending December 31, 2018 . Cross-currency swap contracts designated as net investment hedges are executed to mitigate our currency exposure of net investments in subsidiaries that have reporting currencies other than the U.S. Dollar. As of December 31, 2017 , we had two outstanding cross-currency swap contracts designated as net investment hedges with a total notional amount of $122,969 , both maturing during April 2019. We entered into the two cross-currency swap contracts to hedge the risk of changes in the U.S. Dollar equivalent value of a portion of our net investment in a consolidated subsidiary that has the Euro as its functional currency. Amounts reported in accumulated other comprehensive loss are recognized as a component of our cumulative translation adjustment. We did not hold any ineffective cross-currency swaps during the three and six months ended December 31, 2017 and 2016 . Other Currency Contracts We execute currency forward and option contracts in order to mitigate our exposure to fluctuations in various currencies against our reporting currency, the U.S. Dollar. As of December 31, 2017 , we had six currency forward contracts designated as net investment hedges with a total notional amount of $175,262 , maturing during various dates through October 2022. We entered into these contracts to hedge the risk of changes in the U.S. Dollar equivalent value of a portion of our net investment in a consolidated subsidiary that has the Euro as its functional currency. Amounts reported in accumulated other comprehensive loss are recognized as a component of our cumulative translation adjustment. We have elected not to apply hedge accounting for all other currency forward and option contracts. During the three and six months ended December 31, 2017 and 2016 , we have experienced volatility within other (expense) income, net in our consolidated statements of operations from unrealized gains and losses on the mark-to-market of outstanding currency forward and option contracts. We expect this volatility to continue in future periods for contracts for which we do not apply hedge accounting. Additionally, since our hedging objectives may be targeted at non-GAAP financial metrics that exclude non-cash items such as depreciation and amortization, we may experience increased, not decreased, volatility in our GAAP results as a result of our currency hedging program. As of December 31, 2017 , we had the following outstanding currency derivative contracts that were not designated for hedge accounting and were used to hedge fluctuations in the U.S. Dollar value of forecasted transactions denominated in Australian Dollar, British Pound, Canadian Dollar, Danish Krone, Euro, Indian Rupee, Mexican Peso, New Zealand Dollar, Norwegian Krone, and Swedish Krona: Notional Amount Effective Date Maturity Date Number of Instruments Index $529,938 June 2016 through December 2017 Various dates through December 2019 489 Various Financial Instrument Presentation The table below presents the fair value of our derivative financial instruments as well as their classification on the balance sheet as of December 31, 2017 and June 30, 2017 : December 31, 2017 Asset Derivatives Liability Derivatives Derivatives designated as hedging instruments Balance Sheet line item Gross amounts of recognized assets Gross amount offset in consolidated balance sheet Net amount Balance Sheet line item Gross amounts of recognized liabilities Gross amount offset in consolidated balance sheet Net amount Derivatives in Cash Flow Hedging Relationships Interest rate swaps Other non-current assets $ 3,518 $ (359 ) $ 3,159 Other current liabilities / other liabilities $ (146 ) $ — $ (146 ) Cross-currency swaps Other non-current assets — — — Other liabilities (14,757 ) — (14,757 ) Derivatives in Net Investment Hedging Relationships Cross-currency swaps Other non-current assets — — — Other liabilities (19,115 ) — (19,115 ) Currency forward contracts Other non-current assets — — — Other liabilities (18,255 ) — (18,255 ) Total derivatives designated as hedging instruments $ 3,518 $ (359 ) $ 3,159 $ (52,273 ) $ — $ (52,273 ) Derivatives not designated as hedging instruments Currency forward contracts Other current assets / other assets $ 734 $ (205 ) $ 529 Other current liabilities / other liabilities $ (11,043 ) $ 1,075 $ (9,968 ) Currency option contracts Other current assets / other assets — — — Other current liabilities / other liabilities (557 ) — (557 ) Total derivatives not designated as hedging instruments $ 734 $ (205 ) $ 529 $ (11,600 ) $ 1,075 $ (10,525 ) June 30, 2017 Asset Derivatives Liability Derivatives Derivatives designated as hedging instruments Balance Sheet line item Gross amounts of recognized assets Gross amount offset in consolidated balance sheet Net amount Balance Sheet line item Gross amounts of recognized liabilities Gross amount offset in consolidated balance sheet Net amount Derivatives in Cash Flow Hedging Relationships Interest rate swaps Other non-current assets $ 2,072 $ (355 ) $ 1,717 Other current liabilities / other liabilities $ (483 ) $ — $ (483 ) Cross-currency swaps Other non-current assets — — — Other liabilities (7,640 ) — (7,640 ) Derivatives in Net Investment Hedging Relationships Cross-currency swaps Other non-current assets — — — Other liabilities (12,120 ) — (12,120 ) Currency forward contracts Other non-current assets — — — Other liabilities (9,896 ) — (9,896 ) Total derivatives designated as hedging instruments $ 2,072 $ (355 ) $ 1,717 $ (30,139 ) $ — $ (30,139 ) Derivatives not designated as hedging instruments Currency forward contracts Other current assets / other assets $ — $ — $ — Other current liabilities / other liabilities $ (8,033 ) $ 3,229 $ (4,804 ) Currency Option Contracts Other current assets / other assets — — — Other current liabilities / other liabilities (651 ) — (651 ) Total derivatives not designated as hedging instruments $ — $ — $ — $ (8,684 ) $ 3,229 $ (5,455 ) The following table presents the effect of the effective portion of our derivative financial instruments designated as hedging instruments and their classification within comprehensive income (loss) for the three and six months ended December 31, 2017 and 2016 : Derivatives in Hedging Relationships Amount of Gain (Loss) Recognized in Comprehensive Income (Loss) on Derivatives Three Months Ended December 31, Six Months Ended December 31, In thousands 2017 2016 2017 2016 Derivatives in Cash Flow Hedging Relationships Interest rate swaps $ 1,593 $ 2,513 $ 1,656 $ 2,764 Cross-currency swaps 1,566 6,731 5,074 4,711 Derivatives in Net Investment Hedging Relationships Cross-currency swaps (2,222 ) 6,883 (7,345 ) 4,824 Currency forward contracts (3,148 ) 1,395 (9,542 ) 939 $ (2,211 ) $ 17,522 $ (10,157 ) $ 13,238 The following table presents reclassifications out of accumulated other comprehensive loss for the three and six months ended December 31, 2017 and 2016 : Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) to Net Income Affected line item in the Statement of Operations Three Months Ended December 31, Six Months Ended December 31, In thousands 2017 2016 2017 2016 Derivatives in Cash Flow Hedging Relationships Interest rate swaps $ (164 ) $ 117 $ (106 ) $ (38 ) Interest expense, net Cross-currency swaps (1,688 ) 8,450 (5,435 ) 7,497 Other (expense) income, net Total before income tax (1,852 ) 8,567 (5,541 ) 7,459 Income before income taxes Income tax 482 (2,141 ) 1,407 (1,865 ) Income tax expense Total $ (1,370 ) $ 6,426 $ (4,134 ) $ 5,594 The following table presents the adjustment to fair value recorded within the consolidated statements of operations for derivative instruments for which we did not elect hedge accounting, as well as the effect of the ineffective portion and de-designated derivative financial instruments that no longer qualify as hedging instruments in the period: Amount of Gain (Loss) Recognized in Net Income Location of Gain (Loss) Recognized in Income (Ineffective Portion) Three Months Ended December 31, Six Months Ended December 31, In thousands 2017 2016 2017 2016 Derivatives not designated as hedging instruments Currency contracts $ (1,999 ) $ 13,224 $ (10,279 ) $ 13,301 Other (expense) income, net Interest rate swaps 247 253 278 253 Other (expense) income, net $ (1,752 ) $ 13,477 $ (10,001 ) $ 13,554 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 6 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income | Accumulated Other Comprehensive Loss The following table presents a roll forward of amounts recognized in accumulated other comprehensive loss by component, net of tax of $(1,482) for the six months ended December 31, 2017 : Gains (losses) on cash flow hedges (1) Gains (losses) on pension benefit obligation Translation adjustments, net of hedges (2) Total Balance as of June 30, 2017 $ (2,250 ) $ (357 ) $ (110,791 ) $ (113,398 ) Other comprehensive income (loss) before reclassifications 6,730 — 27,709 34,439 Amounts reclassified from accumulated other comprehensive loss to net income (4,134 ) — — (4,134 ) Net current period other comprehensive income (loss) 2,596 — 27,709 30,305 Balance as of December 31, 2017 $ 346 $ (357 ) $ (83,082 ) $ (83,093 ) ________________________ (1) Gains (losses) on cash flow hedges include our interest rates swap and cross-currency swap contracts designated in cash flow hedging relationships. (2) As of December 31, 2017 and June 30, 2017, the translation adjustment is inclusive of the effects of our net investment hedges, of which, unrealized losses of $33,935 and $17,048 , respectively, net of tax, have been included in accumulated other comprehensive loss. |
Goodwill and Acquired Intangibl
Goodwill and Acquired Intangible Assets | 6 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Acquired Intangible Assets | Goodwill and Acquired Intangible Assets Goodwill The carrying amount of goodwill by reportable segment as of December 31, 2017 and June 30, 2017 is as follows: Vistaprint Upload and Print National Pen All Other Businesses Total Balance as of June 30, 2017 $ 147,207 $ 321,805 $ 34,520 $ 11,431 $ 514,963 Adjustments (58 ) — (86 ) — (144 ) Effect of currency translation adjustments (1) 703 15,677 — — 16,380 Balance as of December 31, 2017 $ 147,852 $ 337,482 $ 34,434 $ 11,431 $ 531,199 _________________ (1) Relates to goodwill held by subsidiaries whose functional currency is not the U.S. Dollar. Acquired Intangible Assets Acquired intangible assets amortization expense for the three and six months ended December 31, 2017 was $12,558 and $25,191 , respectively, compared to $9,879 and $20,092 for the prior comparative periods, respectively. The increase in acquired intangible asset amortization is primarily related to our December 30, 2016 acquisition of National Pen. |
Other Balance Sheet Components
Other Balance Sheet Components | 6 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses | Other Balance Sheet Components Accrued expenses included the following: December 31, 2017 June 30, 2017 Income and indirect taxes (1) $ 56,255 $ 34,469 Compensation costs 51,272 54,487 Advertising costs 35,774 26,641 Shipping costs (1) 12,416 6,651 Production costs (1) 11,335 7,472 Sales returns 6,085 4,474 Interest payable 5,546 5,263 Professional costs 3,120 3,021 Purchases of property, plant and equipment 1,724 3,786 Other 36,180 29,303 Total accrued expenses $ 219,707 $ 175,567 _______________________ (1) The increase in income and indirect taxes, as well as production and shipping costs, is due to increased sales volumes during our peak holiday season in the second quarter of our fiscal year. Other current liabilities included the following: December 31, 2017 June 30, 2017 Contingent earn-out liability $ 47,994 $ 44,049 Current portion of lease financing obligation 12,569 12,569 Short-term derivative liabilities 13,786 7,243 Current portion of capital lease obligations 10,998 11,573 Mandatorily redeemable noncontrolling interest (1) 1,010 901 Other 2,912 2,100 Total other current liabilities $ 89,269 $ 78,435 Other liabilities included the following: December 31, 2017 June 30, 2017 Long-term derivative liabilities $ 50,651 $ 31,936 Long-term capital lease obligations 23,004 28,306 Mandatorily redeemable noncontrolling interest (1) 2,757 2,456 Other (2) 31,472 31,985 Total other liabilities $ 107,884 $ 94,683 _______________________ (1) Relates to the mandatorily redeemable noncontrolling interest of Printi LLC. Refer to Note 11 for additional details. (2) As of December 31, 2017 and June 30, 2017, other liabilities includes $9,773 and $8,173 , respectively, related to share-based compensation awards associated with our investment in Printi LLC. Refer to Note 11 for additional details. Contingent earn-out liability Under the original terms of the WIRmachenDRUCK earn-out arrangement, a portion of the earn-out attributed to the minority selling shareholders was included as a component of purchase consideration as of the acquisition date, with any subsequent changes to fair value recognized within general and administrative expense. This earn-out was previously calculated on a sliding scale, based on the achievement of cumulative gross profit against a predetermined target. During the fourth quarter of fiscal 2017, we determined it was reasonably certain, based on recent performance, that the maximum earn-out would be achieved. During the first quarter of fiscal 2018, we amended the terms of this arrangement, to remove the performance condition and we paid the maximum amount of €40,000 on January 2, 2018. The liability represents the present value of the agreed payment amount. We recognized $947 and $1,774 of expense during the three and six months ended December 31, 2017 , respectively, and $6,746 and $22,766 of expense during the prior comparative periods, respectively, as part of general and administrative expense. As of December 31, 2017 , the total liability is $47,994 , of which $42,052 relates to the majority shareholders and $5,942 relates to the minority shareholders. |
Debt
Debt | 6 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Debt December 31, 2017 June 30, 2017 Senior secured credit facility $ 425,507 $ 600,037 7.0% Senior unsecured notes due 2022 275,000 275,000 Other 8,053 7,541 Debt issuance costs and debt discounts (1) (8,030 ) (5,922 ) Total debt outstanding, net 700,530 876,656 Less short-term debt (2) 35,569 28,926 Long-term debt $ 664,961 $ 847,730 _____________________ (1) During the six months ended December 31, 2017 , we capitalized $3,251 in debt issuance costs, which related to the amendment and restatement to our senior secured credit facility. Refer below for additional details relating to the amendment. (2) Balances as of December 31, 2017 and June 30, 2017 are inclusive of short-term debt issuance costs and debt discounts of $1,846 and $1,693 , respectively. Our Debt Our various debt arrangements described below contain customary representations, warranties and events of default. As of December 31, 2017 , we were in compliance with all financial and other covenants related to our debt. Senior Secured Credit Facility On July 13, 2017, we entered into an amendment and restatement agreement for our senior secured credit facility resulting in an increase of loan commitments under the credit agreement to $1,045,000 in the aggregate. The amendment also extended the tenor of our borrowings to a maturity date of July 13, 2022. As of December 31, 2017 , we have a committed credit facility of $1,037,500 as follows: • Revolving loans of $745,000 with a maturity date of July 13, 2022 • Term loan of $292,500 amortizing over the loan period, with a final maturity date of July 13, 2022. Under the terms of our credit agreement, borrowings bear interest at a variable rate of interest based on LIBOR plus 1.50% to 2.25% depending on our leverage ratio, which is the ratio of our consolidated total indebtedness to our consolidated EBITDA, as defined by the credit agreement. As of December 31, 2017 , the weighted-average interest rate on outstanding borrowings was 3.77% , inclusive of interest rate swap rates. We are also required to pay a commitment fee on unused balances of 0.225% to 0.400% depending on our leverage ratio. We have pledged the assets and/or share capital of several of our subsidiaries as collateral for our outstanding debt as of December 31, 2017 . Indenture and Senior Unsecured Notes due 2022 On March 24, 2015, we completed a private placement of $275,000 in aggregate principal amount of 7.0% senior unsecured notes due 2022 (the “Notes”). We issued the Notes pursuant to a senior notes indenture dated as of March 24, 2015 among Cimpress N.V., our subsidiary guarantors, and MUFG Union Bank, N.A., as trustee (the "Indenture"). We used the proceeds from the Notes to pay outstanding indebtedness under our unsecured line of credit and our senior secured credit facility and for general corporate purposes. The Notes bear interest at a rate of 7.0% per annum and mature on April 1, 2022. Interest on the Notes is payable semi-annually on April 1 and October 1 of each year, commencing on October 1, 2015, to the holders of record of the Notes at the close of business on March 15 and September 15, respectively, preceding such interest payment date. The Notes are senior unsecured obligations and rank equally in right of payment to all our existing and future senior unsecured debt and senior in right of payment to all of our existing and future subordinated debt. The Notes are effectively subordinated to any of our existing and future secured debt to the extent of the value of the assets securing such debt. Subject to certain exceptions, each of our existing and future subsidiaries that is a borrower under or guarantees our senior secured credit facilities will guarantee the Notes. The Indenture contains various covenants, including covenants that, subject to certain exceptions, limit our and our restricted subsidiaries’ ability to incur and/or guarantee additional debt; pay dividends, repurchase shares or make certain other restricted payments; enter into agreements limiting dividends and certain other restricted payments; prepay, redeem or repurchase subordinated debt; grant liens on assets; enter into sale and leaseback transactions; merge, consolidate or transfer or dispose of substantially all of our consolidated assets; sell, transfer or otherwise dispose of property and assets; and engage in transactions with affiliates. At any time prior to April 1, 2018, we may redeem some or all of the Notes at a redemption price equal to 100% of the principal amount redeemed, plus a make-whole amount as set forth in the Indenture, plus, in each case, accrued and unpaid interest to, but not including, the redemption date. In addition, at any time prior to April 1, 2018, we may redeem up to 35% of the aggregate outstanding principal amount of the Notes at a redemption price equal to 107% of the principal amount thereof, plus accrued and unpaid interest to, but not including, the redemption date, with the net proceeds of certain equity offerings by Cimpress. At any time on or after April 1, 2018, we may redeem some or all of the Notes at the redemption prices specified in the Indenture, plus accrued and unpaid interest to, but not including, the redemption date. Other debt Other debt consists primarily of term loans acquired through our various acquisitions. As of December 31, 2017 and June 30, 2017 we had $8,053 and $7,541 , respectively, outstanding for those obligations that are payable through September 2024. |
Income Taxes
Income Taxes | 6 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Our income tax expense was $21,825 and $15,638 for the three and six months ended December 31, 2017 , respectively, as compared to $19,601 and $9,787 for the prior comparative periods. Income tax expense for the three and six months ended December 31, 2017 was higher than the same prior year periods primarily due to an increase in tax expense of $4,701 related to the impacts of U.S. tax reform recognized in the three months ended December 31, 2017. Additionally, during the three and six months ended December 31, 2017, we recognized tax benefits of $1,025 and $1,473 , respectively, from share based compensation as compared to $425 and $4,614 for the comparable prior periods. Excluding the effect of these discrete tax items, we are forecasting a more favorable consolidated annual effective tax rate for fiscal 2018 as compared to fiscal 2017 primarily due to higher forecasted full year pre-tax income as well as a more favorable geographical mix of consolidated earnings. In addition, our effective tax rate is negatively impacted by losses in certain jurisdictions where we are unable to recognize a full tax benefit in the current period. On December 22, 2017, the Tax Cuts and Jobs Act ("The Act") was signed into law, resulting in significant changes to U.S. tax law for corporations. One of the most significant changes is a reduction in the U.S. federal corporate tax rate from 35% to 21%, effective January 1, 2018. Since the effective date of the tax rate change is in the middle of our fiscal year, we are required to use a blended U.S. federal tax rate of 28% for fiscal 2018. As a result of The Act, we recognized an increase to our GAAP tax expense of $4,701 related to the re-measurement of deferred tax assets and liabilities during the three months ended December 31, 2017. However, based upon our current interpretations of The Act, we expect the tax reform changes to be net favorable to our fiscal 2018 cash taxes. Our tax balances have been adjusted based upon our interpretation of The Act, although the final impact on our tax balances may change due to the issuance of additional guidance, changes in our interpretation of The Act, changes in assumptions made by Cimpress, and actions Cimpress may take as a result of The Act. We will continue to review and assess the potential impact of any new information on our financial statement positions. On October 1, 2013, we made changes to our corporate entity operating structure, including transferring our intellectual property among certain of our subsidiaries, primarily to align our corporate entities with our evolving operations and business model. Our subsidiary based in Switzerland was the recipient of the intellectual property. In accordance with Swiss tax law, we are entitled to amortize the fair market value of the intellectual property received at the date of transfer over five years for tax purposes. As a result of this amortization, we are expecting a loss for Swiss tax purposes during fiscal 2018. As of December 31, 2017 , we had a liability for unrecognized tax benefits included in the balance sheet of $5,317 , including accrued interest and penalties of $391 . We recognize interest and, if applicable, penalties related to unrecognized tax benefits in the provision for income taxes. If recognized, the entire liability for unrecognized tax benefits would reduce our income tax expense. It is reasonably possible that a reduction in unrecognized tax benefits may occur within the next twelve months in the range of $500 to $600 related to the lapse of applicable statutes of limitations. We believe we have appropriately provided for all tax uncertainties. We conduct business in a number of tax jurisdictions and, as such, are required to file income tax returns in multiple jurisdictions globally. The years 2014 through 2017 remain open for examination by the United States Internal Revenue Service (“IRS”) and the years 2011 through 2017 remain open for examination in the various states and non-US tax jurisdictions in which we file tax returns. We believe that our income tax reserves are adequately maintained taking into consideration both the technical merits of our tax return positions and ongoing developments in our income tax audits. However, the final determination of our tax return positions, if audited, is uncertain, and there is a possibility that final resolution of these matters could have a material impact on our results of operations or cash flows. |
Noncontrolling interest
Noncontrolling interest | 6 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Abstract] | |
Noncontrolling Interest Disclosure [Text Block] | Noncontrolling Interests In certain of our strategic investments we own a controlling equity stake, but a third party owns a minority portion of the equity. The balance sheet and operating activity of these entities are included in our consolidated financial statements and we adjust the net income in our consolidated statement of operations to exclude the noncontrolling interests' proportionate share of results. We present the proportionate share of equity attributable to the redeemable noncontrolling interests as temporary equity within our consolidated balance sheet and the proportionate share of noncontrolling interests not subject to a redemption provision that is outside of our control as equity. Redeemable noncontrolling interests On April 15, 2015, we acquired 70% of the outstanding shares of Exagroup SAS. The remaining 30% is considered a redeemable noncontrolling equity interest, as it is redeemable in the future and not solely within our control. The Exagroup noncontrolling interest, redeemable at a fixed amount of €39,000 , was recorded at its fair value as of the acquisition date and will be adjusted to its redemption value on a periodic basis, if that amount exceeds its carrying value. As of December 31, 2017 , the redemption value was less than the carrying value, and therefore no adjustment was required. On August 23, 2017, we sold approximately 12% of the outstanding shares of our WIRmachenDRUCK subsidiary for a total of €30,000 ( $35,390 based on the exchange rate on the date we received the proceeds). The minority equity interest is considered a redeemable noncontrolling interest, as it is redeemable for cash based on future financial results through put and call rights and not solely within our control. The noncontrolling interest was recorded at its fair value as of the sale date and will be adjusted to its redemption value on a periodic basis, with an offset to retained earnings, if that amount exceeds its carrying value. If the formulaic redemption value exceeds the fair value of the noncontrolling interest, then the accretion to redemption value will be offset to the net (income) loss attributable to noncontrolling interest in our consolidated statement of operations. As of December 31, 2017 , the redemption value was less than the carrying value, and therefore no adjustment was required. The following table presents the reconciliation of changes in our noncontrolling interests: Redeemable noncontrolling interests Noncontrolling interest Balance as of June 30, 2017 $ 45,412 $ 213 Net income attributable to noncontrolling interest 673 58 Proceeds from sale of noncontrolling interest 35,390 — Foreign currency translation 4,003 — Balance as of December 31, 2017 $ 85,478 $ 271 |
Variable Interest Entities
Variable Interest Entities | 6 Months Ended |
Dec. 31, 2017 | |
Variable Interest Entity [Line Items] | |
Variable Interest Entity Disclosure [Text Block] | Variable Interest Entity ("VIE") On August 7, 2014, we made a capital investment in Printi LLC, which operates in Brazil. This investment provided us access to a new market and the opportunity to drive longer-term growth in Brazil and other geographies as Printi expands internationally in the future. As of December 31, 2017 , we have a 49.99% equity interest in Printi. Based upon the level of equity investment at risk, Printi is considered a variable interest entity. The shareholders of Printi share profits and voting control on a pro-rata basis. While we do not manage the day to day operations of Printi, we do have the unilateral ability to exercise participating voting rights for specific transactions, and as such no one shareholder is considered to be the primary beneficiary. However, certain significant shareholders cannot transfer their equity interests without our approval and as a result are considered de facto agents on our behalf in accordance with ASC 810-10-25-43. In aggregating our rights, as well as those of our de facto agents, the group as a whole has the power to direct the activities that most significantly impact the entity's economic performance, the obligation to absorb losses and the right to receive benefits from the entity. In situations where a de facto agency relationship is present, one party is required to be identified as the primary beneficiary, and the evaluation requires significant judgment. The factors considered include the presence of a principal/agent relationship, the relationship and significance of activities to the reporting entity, the variability associated with the VIE's anticipated economics and the design of the VIE. The analysis is qualitative in nature and is based on weighting the relative importance of each of the factors in relation to the specifics of the VIE arrangement. Upon our investment we performed an analysis and concluded that we are the party that is most closely associated with Printi, as we are most exposed to the variability of the economics and therefore considered the primary beneficiary. We will purchase an additional 3.7% non-voting economic interest during the fourth quarter of fiscal 2018. In addition, we will acquire the remaining equity interest in Printi through a reciprocal put and call structure, exercisable from March 31, 2021 through a mandatory redemption date of July 31, 2023. As the remaining equity interests are mandatorily redeemable by all parties no later than a specified future date, the noncontrolling interest is within the scope of ASC 480 and is required to be presented as a liability on our consolidated balance sheet. We adjust the liability to its estimated redemption value each reporting period and recognize any changes within interest expense, net in our consolidated statement of operations. We also have liability-based awards for Printi restricted stock held by Printi employees that are fully vested and marked to fair value each reporting period until cash settlement. As of December 31, 2017 , through the use of an option pricing model we estimate the current fair value of the restricted stock to be $9,773 and we have recognized $1,007 and $1,047 in general and administrative expense for the three and six months ended December 31, 2017 , respectively, compared to $398 and $784 in the prior comparative periods. We also have an arrangement to lend two Printi equity holders up to $24,000 that is payable on the date the put or call option is exercised, which will occur no later than July 31, 2023. As of December 31, 2017, the long-term loan receivable, including accrued interest, is $12,493 and classified within other assets in our consolidated balance sheets. We did not have a long-term loan receivable as of June 30, 2017. The loans carry 8.5% annual interest, and are not contingent upon continued employment. We expect that the loan proceeds will be used to offset our purchase of the remaining noncontrolling interest in the future. |
Segment Information
Segment Information | 6 Months Ended |
Dec. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information Our operating segments are based upon the manner in which our operations are managed and the availability of separate financial information reported internally to the Chief Executive Officer, who is our Chief Operating Decision Maker (“CODM”) for purposes of making decisions about how to allocate resources and assess performance. As of December 31, 2017 we have numerous operating segments under our management reporting structure which are reported in the following four reportable segments: • Vistaprint - Includes the operations of our Vistaprint websites focused on the North America, Europe, Australia and New Zealand markets, and our Webs-branded business, which is managed with the Vistaprint-branded digital business in the previously listed geographies. • Upload and Print - Includes the results of our druck.at, Easyflyer, Exagroup, Pixartprinting, Printdeal, Tradeprint, and WIRmachenDRUCK businesses. • National Pen - Includes the global operations of our National Pen businesses, which manufacture and market custom writing instruments and promotional products, apparel and gifts. • All Other Businesses - Includes the operations of our Most of World and Corporate Solutions businesses. Most of World consists of our businesses in Brazil, China, India and Japan. In Japan and India, we primarily operate under close derivatives of the Vistaprint business model and technology, albeit with decentralized, locally-managed cross-functional operations in each country, and with product, content and service offerings which we tailor to the Japanese and Indian markets. Our Corporate Solutions business serves medium-sized businesses and larger corporations, as well as our legacy business with retail partners and franchise businesses, primarily through the "Vistaprint Corporate" brand. Our All Other Businesses segment also includes Albumprinter results through the divestiture date of August 31, 2017. Central and corporate costs consists primarily of the team of software engineers that is building our mass customization platform, shared service organizations such as global procurement, technology services such as hosting and security, and administrative costs of our Cimpress India offices where numerous Cimpress businesses have dedicated business-specific team members, and corporate functions including our Supervisory Board, CEO, and the team members necessary for managing corporate activities, such as treasury, tax, capital allocation, financial consolidation, and legal. These costs also include certain unallocated share-based compensation costs. During the first quarter of fiscal 2018, we began presenting inter-segment fulfillment activity as revenue for the fulfilling business unit for purposes of measuring and reporting our segment financial performance. Any historical inter-segment fulfillment transactions were previously recognized as cost relief for the fulfilling business unit in our presentation to the CODM. We now recognize these transactions as inter-segment revenue for presentation to the CODM; for example, a third-party customer order received by our Corporate Solutions business that is fulfilled at one of our Vistaprint production facilities is recognized as inter-segment revenue for our Vistaprint business based on pricing and terms agreed upon between segment management. Inter-segment revenues are recognized only for transactions between our reportable segments and do not include any transactions between businesses within a reportable segment, which are eliminated within each reportable segment. Intercompany revenues are eliminated in our consolidated results. As part of these changes, we also recast historical segment results to ensure the consistent application of our current inter-segment revenue presentation. For the three and six months ended December 31, 2016 , we increased revenue for our Vistaprint business by $1,407 and $2,520 , with a corresponding increase to inter-segment eliminations. We also recast historical segment profitability for the allocation of certain IT costs, which previously burdened our Vistaprint business, but have now been allocated to each of our businesses in fiscal 2018. For the three and six months ended December 31, 2016 , the cost allocation change resulted in an increase to Vistaprint segment profit by $624 and $1,247 , respectively, with a corresponding decrease to segment profit for Upload and Print of $161 and $322 , respectively, and All Other Businesses of $140 and $280 , respectively, and an increase to our Central and corporate cost center of $323 and $646 , respectively. For awards granted under our 2016 Performance Equity Plan, the PSU expense value is based on a Monte Carlo fair value analysis and is required to be expensed on an accelerated basis. In order to ensure comparability in measuring our businesses results, we allocate the straight-line portion of the fixed grant value to our businesses. Any expense in excess of the amount as a result of the fair value measurement of the PSUs and the accelerated expense profile of the awards is recognized within Central and corporate costs. Segment profit (loss) is the primary profitability metric by which our CODM measures segment financial performance and allocates resources. Certain items are excluded from segment profit (loss), such as acquisition-related amortization and depreciation, expense recognized for contingent earn-out related charges, including the changes in fair value of contingent consideration and compensation expense related to cash-based earn-out mechanisms dependent upon continued employment, share-based compensation related to investment consideration, certain impairment expense, and restructuring charges. A portion of the interest expense associated with our Waltham lease is included as expense in segment profit (loss) and allocated based on headcount to the appropriate business or corporate and global function. The interest expense represents a portion of the cash rent payment and is considered an operating expense for purposes of measuring our segment performance. We do not allocate non-operating income to our segment results. Our All Other Businesses reportable segment includes our Most of World and Corporate Solutions businesses that have operating losses as they are in the early stage of investment relative to the scale of the underlying businesses, which may limit its comparability to other segments regarding profit (loss). Our balance sheet information is not presented to the CODM on an allocated basis, and therefore we do not present asset information by segment. We do present other segment information to the CODM, which includes purchases of property, plant and equipment and capitalization of software and website development costs, and therefore include that information in the tables below. Revenue by segment is based on the business-specific websites or sales channel through which the customer’s order was transacted. The following tables set forth revenue, segment profit (loss), total income from operations and total income before income taxes. Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Revenue: Vistaprint (1) $ 428,908 $ 380,821 $ 747,951 $ 667,356 Upload and Print (2) 192,527 152,388 352,917 284,345 National Pen (3) 126,098 — 185,815 — All Other Businesses (4) 20,994 45,049 49,048 71,383 Total segment revenue 768,527 578,258 1,335,731 1,023,084 Inter-segment eliminations (6,473 ) (1,407 ) (10,393 ) (2,520 ) Total consolidated revenue $ 762,054 $ 576,851 $ 1,325,338 $ 1,020,564 _____________________ (1) Vistaprint segment revenues include inter-segment revenue of $2,803 and $5,006 for the three and six months ended December 31, 2017 , respectively, and $1,407 and $2,520 for the prior comparative periods, respectively. (2) Upload and Print segment revenues include inter-segment revenue of $480 and $808 for the three and six months ended December 31, 2017 , respectively. No inter-segment revenue was recognized in the prior comparable periods. (3) National Pen segment revenues include inter-segment revenue of $1,024 and $1,470 for the three and six months ended December 31, 2017 , respectively. No inter-segment revenue was recognized in the prior comparable periods. (4) All Other Businesses segment revenues include inter-segment revenue of $2,166 and $3,109 for the three and six months ended December 31, 2017 , respectively. No inter-segment revenue was recognized in the prior comparable periods. Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Segment profit (loss): Vistaprint $ 99,049 $ 67,016 $ 129,944 $ 92,288 Upload and Print 22,470 16,798 37,238 30,249 National Pen 17,645 — 18,830 — All Other Businesses (8,566 ) (2,107 ) (16,117 ) (11,859 ) Total segment profit 130,598 81,707 169,895 110,678 Central and corporate costs (33,410 ) (31,228 ) (61,667 ) (59,414 ) Acquisition-related amortization and depreciation (12,613 ) (10,019 ) (25,300 ) (20,232 ) Earn-out related charges (1) (1,254 ) (7,010 ) (2,391 ) (23,257 ) Share-based compensation related to investment consideration (1,007 ) (601 ) (1,047 ) (4,704 ) Restructuring-related charges (11,501 ) (1,100 ) (12,355 ) (1,100 ) Interest expense for Waltham, MA lease 1,896 1,956 3,807 3,926 Gain on the purchase or sale of subsidiaries (2) — — 48,380 — Total income from operations 72,709 33,705 119,322 5,897 Other (expense) income, net (7,732 ) 30,549 (24,044 ) 28,417 Interest expense, net (12,529 ) (9,631 ) (25,611 ) (19,535 ) Income before income taxes $ 52,448 $ 54,623 $ 69,667 $ 14,779 ___________________ (1) Includes expense recognized for the change in fair value of contingent consideration and compensation expense related to cash-based earn-out mechanisms dependent upon continued employment. (2) Includes the impact of the gain on the sale of Albumprinter, as well as a bargain purchase gain as defined by ASC 805-30 for an acquisition in which the identifiable assets acquired and liabilities assumed are greater than the consideration transferred, that was recognized in general and administrative expense in our consolidated statement of operations during the six months ended December 31, 2017. Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Depreciation and amortization: Vistaprint $ 15,709 $ 16,128 $ 32,483 $ 30,899 Upload and Print 15,005 13,567 29,725 28,032 National Pen 5,275 — 10,370 — All Other Businesses 2,156 3,730 4,443 7,334 Central and corporate costs 3,154 3,552 6,662 6,117 Total depreciation and amortization $ 41,299 $ 36,977 $ 83,683 $ 72,382 Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Purchases of property, plant and equipment: Vistaprint $ 10,835 $ 8,335 $ 24,499 $ 19,544 Upload and Print 5,733 3,184 8,991 7,984 National Pen 1,219 — 3,708 — All Other Businesses 308 3,874 979 6,513 Central and corporate costs 122 1,548 497 2,219 Total purchases of property, plant and equipment $ 18,217 $ 16,941 $ 38,674 $ 36,260 Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Capitalization of software and website development costs: Vistaprint $ 5,507 $ 5,528 $ 11,080 $ 8,662 Upload and Print 1,016 669 1,790 1,113 National Pen 367 — 367 — All Other Businesses 400 637 1,368 1,905 Central and corporate costs 1,890 3,964 3,509 7,430 Total capitalization of software and website development costs $ 9,180 $ 10,798 $ 18,114 $ 19,110 The following tables set forth long-lived assets by geographic area: December 31, 2017 June 30, 2017 Long-lived assets (1): Netherlands $ 96,648 $ 83,223 Canada 86,096 85,926 Switzerland 49,852 49,017 Italy 44,328 44,423 United States 37,046 64,034 Australia 23,610 22,961 France 22,200 22,794 Jamaica 21,503 21,492 Japan 20,302 20,686 Other 72,007 64,377 Total $ 473,592 $ 478,933 ___________________ (1) Excludes goodwill of $531,199 and $514,963 , intangible assets, net of $258,657 and $275,924 , the Waltham lease asset of $113,985 and $116,045 , and deferred tax assets of $66,022 and $48,004 as of December 31, 2017 and June 30, 2017 , respectively. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Lease Commitments We have commitments under operating leases for our facilities that expire on various dates through 2026, including the Waltham lease arrangement discussed in Note 2. Total lease expense, net of sublease income, for the three and six months ended December 31, 2017 was $1,943 and $6,187 , respectively and $4,021 and $6,292 for the three and six months ended December 31, 2016 , respectively. We lease certain machinery and plant equipment under both capital and operating lease agreements that expire at various dates through 2027. The aggregate carrying value of the leased buildings and equipment under capital leases included in property, plant and equipment, net in our consolidated balance sheet at December 31, 2017 , is $36,611 , net of accumulated depreciation of $32,783 ; the present value of lease installments not yet due included in other current liabilities and other liabilities in our consolidated balance sheet at December 31, 2017 amounts to $34,002 . Purchase Obligations At December 31, 2017 , we had unrecorded commitments under contract of $63,952 including commitments for third-party web services of $25,161 . In addition, we had purchase commitments for production and computer equipment purchases of approximately $5,451 , inventory purchase commitments of $5,026 , commitments for advertising campaigns of $3,717 , professional and consulting fees of $1,735 , and other unrecorded purchase commitments of $22,862 . Other Obligations We have an outstanding installment obligation of $3,470 related to the fiscal 2012 intra-entity transfer of the intellectual property of our subsidiary Webs, Inc., which results in tax being paid over a 7.5 year term and has been classified as a deferred tax liability in our consolidated balance sheet as of December 31, 2017 . Other obligations also include a liability related to our fiscal 2016 WIRmachenDRUCK acquisition of $47,994 , which we paid on January 2, 2018. Refer to Note 7 for additional details. In addition, we have deferred payments related to our other acquisitions of $4,478 in aggregate. Legal Proceedings We are not currently party to any material legal proceedings. Although we cannot predict with certainty the results of litigation and claims to which we may be subject from time to time, we do not expect the resolution of any of our current matters to have a material adverse impact on our consolidated results of operations, cash flows or financial position. In all cases, at each reporting period, we evaluate whether or not a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. We expense the costs relating to our legal proceedings as those costs are incurred. |
Restructuring Charges
Restructuring Charges | 6 Months Ended |
Dec. 31, 2017 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | Restructuring Charges Restructuring costs include one-time employee termination benefits, acceleration of share-based compensation, and other related costs including third-party professional and outplacement services. In total, we recognized restructuring charges of $11,501 and $12,355 during the three and six months ended December 31, 2017 , respectively. For the three and six months ended December 31, 2016, we recognized $1,100 of restructuring charges related to our January 2017 restructuring initiative which we completed during the prior year. In November 2017, our Vistaprint business executed its previously announced plan to reorganize its business, resulting in reductions to headcount and other operating costs. These changes are intended to simplify operations and more closely align functions to increase the speed of execution. We recognized $11,455 in restructuring charges during the three and six months ended December 31, 2017 for this action, which relates primarily to employee termination benefits. We do not expect any additional material charges to be incurred in future periods related to this initiative. During the first quarter of fiscal 2018, we also underwent a restructuring initiative within our All Other Businesses reportable segment, in order to more effectively allocate capital within the segment. The initiative resulted in restructuring charges of $92 and $819 during the three and six months ended December 31, 2017 , respectively. We do not expect any material charges to be incurred in future periods related to this initiative. The following table summarizes the restructuring activity during the six months ended December 31, 2017 : Severance and Related Benefits Other Restructuring Costs Total Accrued restructuring liability as of June 30, 2017 (1) $ 4,602 $ 208 $ 4,810 Restructuring Charges (2) 12,396 (41 ) 12,355 Cash payments (10,841 ) (85 ) (10,926 ) Non-cash charges (3) (609 ) — (609 ) Accrued restructuring liability as of December 31, 2017 $ 5,548 $ 82 $ 5,630 _____________________ (1) Accrued restructuring liability as of June 30, 2017 relates to our restructuring initiative announced in January 2017 and all remaining obligations have been paid as of December 31, 2017. (2) For the three and six months ended December 31, 2017, we recorded changes in estimates within restructuring expense from our January 2017 restructuring initiative of $(46) and $81 , respectively. (3) Non-cash charges include acceleration of share-based compensation expenses. |
Summary of Significant Accoun21
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) for interim financial information and, accordingly, do not include all of the information and footnotes required by GAAP for complete financial statements. In the opinion of management, all adjustments, consisting primarily of normal recurring accruals, considered necessary for fair presentation of the results of operations for the interim periods reported and of our financial condition as of the date of the interim balance sheet have been included. The consolidated financial statements include the accounts of Cimpress N.V., its wholly owned subsidiaries, entities in which we maintain a controlling financial interest, and those entities in which we have a variable interest and are the primary beneficiary. Intercompany balances and transactions have been eliminated. Operating results for the three and six months ended December 31, 2017 are not necessarily indicative of the results that may be expected for the year ending June 30, 2018 or for any other period. The consolidated balance sheet at June 30, 2017 has been derived from our audited consolidated financial statements at that date but does not include all of the information and notes required by GAAP for complete financial statements. These unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements for the year ended June 30, 2017 included in our Annual Report on Form 10-K filed with the United States Securities and Exchange Commission (the “SEC”). |
Use of Estimates, Policy [Policy Text Block] | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying notes. We believe our most significant estimates are associated with the ongoing evaluation of the recoverability of our long-lived assets and goodwill, estimated useful lives of assets, share-based compensation, accounting for business combinations, and income taxes and related valuation allowances, among others. By their nature, estimates are subject to an inherent degree of uncertainty. Actual results could differ from those estimates. |
Share-Based Compensation | Share-based compensation Total share-based compensation costs were $13,314 and $20,226 for the three and six months ended December 31, 2017 , respectively, and $11,277 and $22,848 for the three and six months ended December 31, 2016 , respectively. During the first quarter of fiscal 2018, we issued supplemental performance share unit awards to certain members of management. In addition to a service vesting and market condition (based on the three year moving average of the Cimpress share price) contained in our standard performance share units, these supplemental awards also contain a multi-year financial performance condition. The evaluation of achievement of the performance condition is at the discretion of the Compensation Committee and, therefore, is subject to mark-to-market accounting throughout the three year performance vesting period. The compensation expense for these awards is estimated at fair value using a Monte Carlo simulation valuation model and compensation costs are recorded only if it is probable that the performance condition will be achieved. We have concluded that the performance condition is currently probable of achievement and for the three and six months ended December 31, 2017, we recognized $4,310 of share-based compensation expense. We will continue to reassess the probability each reporting period and if we determine the awards are not probable at some point during the performance vesting period we would reverse any expense recognized to date. |
Gain on sale of subsidiary [Policy Text Block] | Sale of Albumprinter On August 31, 2017 we sold our Albumprinter business, including FotoKnudsen AS, for a total of €78,382 ( $93,071 based on the exchange rate as of the date of sale) in cash, net of transaction costs and cash divested (after $11,874 in pre-closing dividends). As a result of the sale, we recognized a gain of $47,545 , net of transaction costs, within our consolidated statement of operations for the six months ended December 31, 2017 . The transaction did not qualify for discontinued operations presentation, and as of June 30, 2017, the Albumprinter business assets and liabilities were presented as held-for-sale in our consolidated balance sheet. In connection with the divestiture, we entered into an agreement with Albumprinter under which Albumprinter will continue to fulfill photo book orders for our Vistaprint business. Additionally, we agreed to provide Albumprinter with certain transitional support services for a period of up to one year from the date of the sale. |
Foreign Currency Transactions and Translations Policy [Policy Text Block] | Foreign Currency Translation Our non-U.S. dollar functional currency subsidiaries translate their assets and liabilities denominated in their functional currency to U.S. dollars at current rates of exchange in effect at the balance sheet date, and revenues and expenses are translated at average rates prevailing throughout the period. The resulting gains and losses from translation are included as a component of accumulated other comprehensive loss. Transaction gains and losses and remeasurement of assets and liabilities denominated in currencies other than an entity’s functional currency are included in other (expense) income, net in our consolidated statements of operations. |
Other Income (expense), net [Policy Text Block] | Other (expense) income, net The following table summarizes the components of other (expense) income, net: Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 (Losses) gains on derivatives not designated as hedging instruments (1) $ (1,752 ) $ 13,477 $ (10,001 ) $ 13,554 Currency-related (losses) gains, net (2) (6,449 ) 14,988 (14,652 ) 12,022 Other gains (3) 469 2,084 609 2,841 Total other (expense) income, net $ (7,732 ) $ 30,549 $ (24,044 ) $ 28,417 _____________________ (1) Primarily relates to both realized and unrealized (losses) gains on derivative currency forward and option contracts not designated as hedging instruments. (2) We have significant non-functional currency intercompany financing relationships, which we may alter at times, and are subject to currency exchange rate volatility. The currency-related (losses) gains, net for the three and six months ended December 31, 2017 and 2016 are primarily driven by this intercompany activity. In addition, we have certain cross-currency swaps designated as cash flow hedges, which hedge the remeasurement of certain intercompany loans, both presented in the same component above. Unrealized losses related to cross-currency swaps were $2,016 and $6,126 for the three and six months ended December 31, 2017 , respectively, and unrealized gains of $7,827 and $6,393 for the three and six months ended December 31, 2016 , respectively. (3) We recognized a gain of $377 related to insurance recoveries during the three and six months ended December 31, 2017. During the prior comparative periods we recognized a gain of $2,268 related to the sale of Plaza Create Co. Ltd. available for sale securities. |
Net Income Per Share | Net Income Per Share Attributable to Cimpress N.V. Basic net income per share attributable to Cimpress N.V. is computed by dividing net income attributable to Cimpress N.V. by the weighted-average number of ordinary shares outstanding for the respective period. Diluted net income per share attributable to Cimpress N.V. gives effect to all potentially dilutive securities, including share options, restricted share units (“RSUs”), restricted share awards ("RSAs") and performance share units ("PSUs"), if the effect of the securities is dilutive using the treasury stock method. Awards with performance or market conditions are included using the treasury stock method only if the conditions would have been met as of the end of the reporting period and their effect is dilutive. The following table sets forth the reconciliation of the weighted-average number of ordinary shares: Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Weighted average shares outstanding, basic 31,026,043 31,291,356 31,123,177 31,431,090 Weighted average shares issuable upon exercise/vesting of outstanding share options/RSUs/RSAs 1,292,979 1,322,657 1,202,415 1,415,185 Shares used in computing diluted net income per share attributable to Cimpress N.V. 32,319,022 32,614,013 32,325,592 32,846,275 Weighted average anti-dilutive shares excluded from diluted net income per share attributable to Cimpress N.V. — 28,031 4,582 22,586 |
Waltham and Lexington Lease Arrangements Disclosure [Text Block] | Waltham Lease Arrangement In July 2013, we executed a lease agreement to move our Lexington, Massachusetts, USA operations to a then yet to be constructed facility in Waltham, Massachusetts, USA. During the first quarter of fiscal 2016, the building was completed and we commenced lease payments in September 2015 and will make lease payments through September 2026. For accounting purposes, we were deemed to be the owner of the Waltham building during the construction period, and accordingly we recorded the construction project costs incurred by the landlord as an asset with a corresponding financing obligation on our balance sheet. We evaluated the Waltham lease in the first quarter of fiscal 2016 and determined that the transaction did not meet the criteria for "sale-leaseback" treatment due to our planned subleasing activity over the term of the lease. Accordingly, we began depreciating the asset and incurring interest expense related to the financing obligation recorded on our consolidated balance sheet. We bifurcate the lease payments pursuant to the Waltham lease into (i) a portion that is allocated to the building and (ii) a portion that is allocated to the land on which the building was constructed. The portion of the lease obligations allocated to the land is treated as an operating lease that commenced in fiscal 2014. Property, plant and equipment, net, included $113,985 and $116,045 as of December 31, 2017 and June 30, 2017 , respectively, related to the building. The financing lease obligation and deferred rent credit related to the building on our consolidated balance sheets was $117,307 and $119,176 as of December 31, 2017 and June 30, 2017 , respectively. |
Treasury Shares Accounting Method [Policy Text Block] | Treasury Shares Treasury shares are accounted for using the cost method and are included as a component of shareholders' equity. During the six months ended December 31, 2017 and 2016 , we repurchased 574,264 and 593,763 , respectively, of our ordinary shares for a total cost of $55,139 and $50,008 , respectively, inclusive of transaction costs, in connection with our publicly announced share repurchase programs. |
Recently Issued or Adopted Accounting Pronouncements | Recently Issued or Adopted Accounting Pronouncements New Accounting Standards Adopted In October 2016, the FASB issued Accounting Standards Update No. 2016-16, "Income Taxes (Topic 740): Intra-Entity Transfers of Assets Other Than Inventory" (ASU 2016-16), which requires the recognition for income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs. We elected to early adopt the new standard during the first quarter of fiscal 2018, and recognized a reduction to prepaid and other current assets of $24,573 , an increase in deferred tax assets of $18,710 and a cumulative-effect adjustment to retained earnings of $5,863 . If we had not early adopted, the forecasted fiscal 2018 tax expense would be lower by $9,787 . Issued Accounting Standards to be Adopted In August 2017, the FASB issued Accounting Standards Update No. 2017-12, "Derivatives and Hedging: Targeted Improvements to Accounting for Hedging Activities (Topic 815)," (ASU 2017-12), which better aligns a company’s financial reporting for hedging activities with the economic objectives of those activities. The amendment is effective for us on July 1, 2019 and permits early adoption, including adoption in an interim period. The standard requires a modified retrospective transition approach, in which the Company will recognize the cumulative effect of the change on the opening balance of each affected component of equity in the statement of financial position as of the date of adoption. We do not expect this standard to have material impact on our consolidated financial statements. In May 2017, the FASB issued Accounting Standards Update No. 2017-09, "Compensation - Stock Compensation (Topic 718)," (ASU 2017-09), which clarifies the application of Topic 718 when accounting for changes in the terms and conditions of a share-based payment award. The new standard requires changes to the terms or conditions of a share-based payment award to be accounted for under modification accounting unless there is no change to the fair value, vesting conditions and classification of the award after modification. The amendment is effective for us on July 1, 2018 and permits early adoption. The amendment is to be applied prospectively, and we are currently evaluating the impact on our financial statements. In November 2016, the FASB issued Accounting Standards Update No. 2016-18, "Statement of Cash Flows (Topic 230) Restricted Cash" (ASU 2016-18), which requires that a statement of cash flows explain the change during the period in the total of cash, cash equivalents, and amounts generally described as restricted cash or restricted cash equivalents. Therefore, amounts generally described as restricted cash and restricted cash equivalents should be included with cash and cash equivalents when reconciling the beginning-of-period and end-of-period total amounts shown on the statement of cash flows. The amendment is effective for us on July 1, 2018 and permits early adoption. This amendment will affect the presentation of our statement of cash flows once adopted, and we do not expect it to have material impact on our consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-04,"Liabilities - Extinguishment of Liabilities (Subtopic 405-20): Recognition of Breakage for Certain Prepaid Stored-Value Products" (ASU 2016-04), which requires an entity to recognize breakage for a liability resulting from the sale of a prepaid stored-value product in proportion to the pattern of rights expected to be exercised by the product holder only to the extent that it is probable that a significant reversal of the recognized breakage amount will not subsequently occur. The new standard is effective for us on July 1, 2018. The standard permits early adoption and should be applied either retrospectively to each period presented or by means of a cumulative adjustment to retained earnings as of the beginning of the fiscal year adopted. We do not expect the effect of ASU 2016-04 to have a material impact on our consolidated financial statements. In March 2016, the FASB issued Accounting Standards Update No. 2016-02,"Leases (Topic 842)" (ASU 2016-02), which requires the recognition of lease assets and lease liabilities by lessees for those leases currently classified as operating leases. The standard also retains a distinction between finance leases and operating leases. The new standard is effective for us on July 1, 2019. The standard permits early adoption. We are currently evaluating our adoption timing and the effect that ASU 2016-02 will have on our consolidated financial statements. In May 2014, the FASB issued Accounting Standards Update No. 2014-09,"Revenue from Contracts with Customers" (ASU 2014-09), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. This guidance will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for fiscal years beginning after December 15, 2017, which would result in an effective date for us of July 1, 2018. The standard permits the use of either the retrospective or modified retrospective method. We will adopt the new standard in the first quarter of fiscal 2019, and we will apply the modified retrospective approach. We are actively evaluating the impact of the new standard on a business unit by business unit basis through a review of contract terms and material revenue streams. Our ongoing assessment includes both the quantification of any material impacts, as well as the related disclosures. |
Summary of Significant Accoun22
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Other Income [Table Text Block] | The following table summarizes the components of other (expense) income, net: Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 (Losses) gains on derivatives not designated as hedging instruments (1) $ (1,752 ) $ 13,477 $ (10,001 ) $ 13,554 Currency-related (losses) gains, net (2) (6,449 ) 14,988 (14,652 ) 12,022 Other gains (3) 469 2,084 609 2,841 Total other (expense) income, net $ (7,732 ) $ 30,549 $ (24,044 ) $ 28,417 _____________________ (1) Primarily relates to both realized and unrealized (losses) gains on derivative currency forward and option contracts not designated as hedging instruments. (2) We have significant non-functional currency intercompany financing relationships, which we may alter at times, and are subject to currency exchange rate volatility. The currency-related (losses) gains, net for the three and six months ended December 31, 2017 and 2016 are primarily driven by this intercompany activity. In addition, we have certain cross-currency swaps designated as cash flow hedges, which hedge the remeasurement of certain intercompany loans, both presented in the same component above. Unrealized losses related to cross-currency swaps were $2,016 and $6,126 for the three and six months ended December 31, 2017 , respectively, and unrealized gains of $7,827 and $6,393 for the three and six months ended December 31, 2016 , respectively. (3) We recognized a gain of $377 related to insurance recoveries during the three and six months ended December 31, 2017. During the prior comparative periods we recognized a gain of $2,268 related to the sale of Plaza Create Co. Ltd. available for sale securities. |
Schedule of Weighted Average Number of Shares [Table Text Block] | The following table sets forth the reconciliation of the weighted-average number of ordinary shares: Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Weighted average shares outstanding, basic 31,026,043 31,291,356 31,123,177 31,431,090 Weighted average shares issuable upon exercise/vesting of outstanding share options/RSUs/RSAs 1,292,979 1,322,657 1,202,415 1,415,185 Shares used in computing diluted net income per share attributable to Cimpress N.V. 32,319,022 32,614,013 32,325,592 32,846,275 Weighted average anti-dilutive shares excluded from diluted net income per share attributable to Cimpress N.V. — 28,031 4,582 22,586 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair value of financial assets | The following tables summarize our assets and liabilities that are measured at fair value on a recurring basis and are categorized using the fair value hierarchy: December 31, 2017 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Interest rate swap contracts $ 3,159 $ — $ 3,159 $ — Currency forward contracts 529 — 529 — Total assets recorded at fair value $ 3,688 $ — $ 3,688 $ — Liabilities Interest rate swap contracts $ (146 ) $ — $ (146 ) $ — Cross-currency swap contracts (33,872 ) — (33,872 ) — Currency forward contracts (28,223 ) — (28,223 ) — Currency option contracts (557 ) — (557 ) — Contingent consideration (5,942 ) — — (5,942 ) Total liabilities recorded at fair value $ (68,740 ) $ — $ (62,798 ) $ (5,942 ) June 30, 2017 Total Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets Interest rate swap contracts $ 1,717 $ — $ 1,717 $ — Total assets recorded at fair value $ 1,717 $ — $ 1,717 $ — Liabilities Interest rate swap contracts $ (483 ) $ — $ (483 ) $ — Cross-currency swap contracts (19,760 ) — (19,760 ) — Currency forward contracts (14,700 ) — (14,700 ) — Currency option contracts (651 ) — (651 ) — Contingent consideration (5,453 ) — — (5,453 ) Total liabilities recorded at fair value $ (41,047 ) $ — $ (35,594 ) $ (5,453 ) |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | The following table represents the changes in fair value of Level 3 contingent consideration : Six Months Ended December 31, 2017 (1) 2016 (2) Balance at June 30 $ 5,453 $ 1,212 Fair value adjustment 220 1,946 Foreign currency impact 269 (134 ) Balance at December 31 $ 5,942 $ 3,024 _____________________ (1) Classified as a current liability on the consolidated balance sheet. (2) Classified as a long-term liability on the consolidated balance sheet. |
Derivative Financial Instrume24
Derivative Financial Instruments (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Instruments [Table Text Block] | As of December 31, 2017 , we had the following outstanding currency derivative contracts that were not designated for hedge accounting and were used to hedge fluctuations in the U.S. Dollar value of forecasted transactions denominated in Australian Dollar, British Pound, Canadian Dollar, Danish Krone, Euro, Indian Rupee, Mexican Peso, New Zealand Dollar, Norwegian Krone, and Swedish Krona: Notional Amount Effective Date Maturity Date Number of Instruments Index $529,938 June 2016 through December 2017 Various dates through December 2019 489 Various As of December 31, 2017 , we had nine outstanding interest rate swap contracts indexed to one-month LIBOR . These instruments were designated as cash flow hedges of interest rate risk and have varying start dates and maturity dates through December 2025. Interest rate swap contracts outstanding: Notional Amounts Contracts accruing interest as of December 31, 2017 $ 65,000 Contracts with a future start date 350,000 Total $ 415,000 |
Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The table below presents the fair value of our derivative financial instruments as well as their classification on the balance sheet as of December 31, 2017 and June 30, 2017 : December 31, 2017 Asset Derivatives Liability Derivatives Derivatives designated as hedging instruments Balance Sheet line item Gross amounts of recognized assets Gross amount offset in consolidated balance sheet Net amount Balance Sheet line item Gross amounts of recognized liabilities Gross amount offset in consolidated balance sheet Net amount Derivatives in Cash Flow Hedging Relationships Interest rate swaps Other non-current assets $ 3,518 $ (359 ) $ 3,159 Other current liabilities / other liabilities $ (146 ) $ — $ (146 ) Cross-currency swaps Other non-current assets — — — Other liabilities (14,757 ) — (14,757 ) Derivatives in Net Investment Hedging Relationships Cross-currency swaps Other non-current assets — — — Other liabilities (19,115 ) — (19,115 ) Currency forward contracts Other non-current assets — — — Other liabilities (18,255 ) — (18,255 ) Total derivatives designated as hedging instruments $ 3,518 $ (359 ) $ 3,159 $ (52,273 ) $ — $ (52,273 ) Derivatives not designated as hedging instruments Currency forward contracts Other current assets / other assets $ 734 $ (205 ) $ 529 Other current liabilities / other liabilities $ (11,043 ) $ 1,075 $ (9,968 ) Currency option contracts Other current assets / other assets — — — Other current liabilities / other liabilities (557 ) — (557 ) Total derivatives not designated as hedging instruments $ 734 $ (205 ) $ 529 $ (11,600 ) $ 1,075 $ (10,525 ) June 30, 2017 Asset Derivatives Liability Derivatives Derivatives designated as hedging instruments Balance Sheet line item Gross amounts of recognized assets Gross amount offset in consolidated balance sheet Net amount Balance Sheet line item Gross amounts of recognized liabilities Gross amount offset in consolidated balance sheet Net amount Derivatives in Cash Flow Hedging Relationships Interest rate swaps Other non-current assets $ 2,072 $ (355 ) $ 1,717 Other current liabilities / other liabilities $ (483 ) $ — $ (483 ) Cross-currency swaps Other non-current assets — — — Other liabilities (7,640 ) — (7,640 ) Derivatives in Net Investment Hedging Relationships Cross-currency swaps Other non-current assets — — — Other liabilities (12,120 ) — (12,120 ) Currency forward contracts Other non-current assets — — — Other liabilities (9,896 ) — (9,896 ) Total derivatives designated as hedging instruments $ 2,072 $ (355 ) $ 1,717 $ (30,139 ) $ — $ (30,139 ) Derivatives not designated as hedging instruments Currency forward contracts Other current assets / other assets $ — $ — $ — Other current liabilities / other liabilities $ (8,033 ) $ 3,229 $ (4,804 ) Currency Option Contracts Other current assets / other assets — — — Other current liabilities / other liabilities (651 ) — (651 ) Total derivatives not designated as hedging instruments $ — $ — $ — $ (8,684 ) $ 3,229 $ (5,455 ) |
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | The following table presents the effect of the effective portion of our derivative financial instruments designated as hedging instruments and their classification within comprehensive income (loss) for the three and six months ended December 31, 2017 and 2016 : Derivatives in Hedging Relationships Amount of Gain (Loss) Recognized in Comprehensive Income (Loss) on Derivatives Three Months Ended December 31, Six Months Ended December 31, In thousands 2017 2016 2017 2016 Derivatives in Cash Flow Hedging Relationships Interest rate swaps $ 1,593 $ 2,513 $ 1,656 $ 2,764 Cross-currency swaps 1,566 6,731 5,074 4,711 Derivatives in Net Investment Hedging Relationships Cross-currency swaps (2,222 ) 6,883 (7,345 ) 4,824 Currency forward contracts (3,148 ) 1,395 (9,542 ) 939 $ (2,211 ) $ 17,522 $ (10,157 ) $ 13,238 |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | The following table presents reclassifications out of accumulated other comprehensive loss for the three and six months ended December 31, 2017 and 2016 : Details about Accumulated Other Comprehensive Loss Components Amount Reclassified from Accumulated Other Comprehensive Income (Loss) to Net Income Affected line item in the Statement of Operations Three Months Ended December 31, Six Months Ended December 31, In thousands 2017 2016 2017 2016 Derivatives in Cash Flow Hedging Relationships Interest rate swaps $ (164 ) $ 117 $ (106 ) $ (38 ) Interest expense, net Cross-currency swaps (1,688 ) 8,450 (5,435 ) 7,497 Other (expense) income, net Total before income tax (1,852 ) 8,567 (5,541 ) 7,459 Income before income taxes Income tax 482 (2,141 ) 1,407 (1,865 ) Income tax expense Total $ (1,370 ) $ 6,426 $ (4,134 ) $ 5,594 |
Schedule of Other Derivatives Not Designated as Hedging Instruments, Statements of Financial Performance and Financial Position, Location [Table Text Block] | The following table presents the adjustment to fair value recorded within the consolidated statements of operations for derivative instruments for which we did not elect hedge accounting, as well as the effect of the ineffective portion and de-designated derivative financial instruments that no longer qualify as hedging instruments in the period: Amount of Gain (Loss) Recognized in Net Income Location of Gain (Loss) Recognized in Income (Ineffective Portion) Three Months Ended December 31, Six Months Ended December 31, In thousands 2017 2016 2017 2016 Derivatives not designated as hedging instruments Currency contracts $ (1,999 ) $ 13,224 $ (10,279 ) $ 13,301 Other (expense) income, net Interest rate swaps 247 253 278 253 Other (expense) income, net $ (1,752 ) $ 13,477 $ (10,001 ) $ 13,554 |
Accumulated Other Comprehensi25
Accumulated Other Comprehensive Income (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | The following table presents a roll forward of amounts recognized in accumulated other comprehensive loss by component, net of tax of $(1,482) for the six months ended December 31, 2017 : Gains (losses) on cash flow hedges (1) Gains (losses) on pension benefit obligation Translation adjustments, net of hedges (2) Total Balance as of June 30, 2017 $ (2,250 ) $ (357 ) $ (110,791 ) $ (113,398 ) Other comprehensive income (loss) before reclassifications 6,730 — 27,709 34,439 Amounts reclassified from accumulated other comprehensive loss to net income (4,134 ) — — (4,134 ) Net current period other comprehensive income (loss) 2,596 — 27,709 30,305 Balance as of December 31, 2017 $ 346 $ (357 ) $ (83,082 ) $ (83,093 ) ________________________ (1) Gains (losses) on cash flow hedges include our interest rates swap and cross-currency swap contracts designated in cash flow hedging relationships. (2) As of December 31, 2017 and June 30, 2017, the translation adjustment is inclusive of the effects of our net investment hedges, of which, unrealized losses of $33,935 and $17,048 , respectively, net of tax, have been included in accumulated other comprehensive loss. |
Goodwill and Acquired Intangi26
Goodwill and Acquired Intangible Assets (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | The carrying amount of goodwill by reportable segment as of December 31, 2017 and June 30, 2017 is as follows: Vistaprint Upload and Print National Pen All Other Businesses Total Balance as of June 30, 2017 $ 147,207 $ 321,805 $ 34,520 $ 11,431 $ 514,963 Adjustments (58 ) — (86 ) — (144 ) Effect of currency translation adjustments (1) 703 15,677 — — 16,380 Balance as of December 31, 2017 $ 147,852 $ 337,482 $ 34,434 $ 11,431 $ 531,199 _________________ (1) Relates to goodwill held by subsidiaries whose functional currency is not the U.S. Dollar. |
Other Balance Sheet Components
Other Balance Sheet Components (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued expenses | Accrued expenses included the following: December 31, 2017 June 30, 2017 Income and indirect taxes (1) $ 56,255 $ 34,469 Compensation costs 51,272 54,487 Advertising costs 35,774 26,641 Shipping costs (1) 12,416 6,651 Production costs (1) 11,335 7,472 Sales returns 6,085 4,474 Interest payable 5,546 5,263 Professional costs 3,120 3,021 Purchases of property, plant and equipment 1,724 3,786 Other 36,180 29,303 Total accrued expenses $ 219,707 $ 175,567 _______________________ (1) The increase in income and indirect taxes, as well as production and shipping costs, is due to increased sales volumes during our peak holiday season in the second quarter of our fiscal year. |
Other Current Liabilities [Table Text Block] | Other current liabilities included the following: December 31, 2017 June 30, 2017 Contingent earn-out liability $ 47,994 $ 44,049 Current portion of lease financing obligation 12,569 12,569 Short-term derivative liabilities 13,786 7,243 Current portion of capital lease obligations 10,998 11,573 Mandatorily redeemable noncontrolling interest (1) 1,010 901 Other 2,912 2,100 Total other current liabilities $ 89,269 $ 78,435 |
Schedule of Other Assets and Other Liabilities [Table Text Block] | Other liabilities included the following: December 31, 2017 June 30, 2017 Long-term derivative liabilities $ 50,651 $ 31,936 Long-term capital lease obligations 23,004 28,306 Mandatorily redeemable noncontrolling interest (1) 2,757 2,456 Other (2) 31,472 31,985 Total other liabilities $ 107,884 $ 94,683 _______________________ (1) Relates to the mandatorily redeemable noncontrolling interest of Printi LLC. Refer to Note 11 for additional details. (2) As of December 31, 2017 and June 30, 2017, other liabilities includes $9,773 and $8,173 , respectively, related to share-based compensation awards associated with our investment in Printi LLC. Refer to Note 11 for additional details. |
Total Debt (Tables)
Total Debt (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Debt [Table Text Block] | Debt December 31, 2017 June 30, 2017 Senior secured credit facility $ 425,507 $ 600,037 7.0% Senior unsecured notes due 2022 275,000 275,000 Other 8,053 7,541 Debt issuance costs and debt discounts (1) (8,030 ) (5,922 ) Total debt outstanding, net 700,530 876,656 Less short-term debt (2) 35,569 28,926 Long-term debt $ 664,961 $ 847,730 _____________________ (1) During the six months ended December 31, 2017 , we capitalized $3,251 in debt issuance costs, which related to the amendment and restatement to our senior secured credit facility. Refer below for additional details relating to the amendment. (2) Balances as of December 31, 2017 and June 30, 2017 are inclusive of short-term debt issuance costs and debt discounts of $1,846 and $1,693 , respectively |
Noncontrolling interest (Tables
Noncontrolling interest (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Noncontrolling Interest [Line Items] | |
Consolidation, Less than Wholly Owned Subsidiary, Parent Ownership Interest, Effects of Changes, Net [Table Text Block] | The following table presents the reconciliation of changes in our noncontrolling interests: Redeemable noncontrolling interests Noncontrolling interest Balance as of June 30, 2017 $ 45,412 $ 213 Net income attributable to noncontrolling interest 673 58 Proceeds from sale of noncontrolling interest 35,390 — Foreign currency translation 4,003 — Balance as of December 31, 2017 $ 85,478 $ 271 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Segment Reporting, Revenue Reconciling Item [Line Items] | |
Reconciliation of Revenue from Segments to Consolidated [Table Text Block] | The following tables set forth revenue, segment profit (loss), total income from operations and total income before income taxes. Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Revenue: Vistaprint (1) $ 428,908 $ 380,821 $ 747,951 $ 667,356 Upload and Print (2) 192,527 152,388 352,917 284,345 National Pen (3) 126,098 — 185,815 — All Other Businesses (4) 20,994 45,049 49,048 71,383 Total segment revenue 768,527 578,258 1,335,731 1,023,084 Inter-segment eliminations (6,473 ) (1,407 ) (10,393 ) (2,520 ) Total consolidated revenue $ 762,054 $ 576,851 $ 1,325,338 $ 1,020,564 _____________________ (1) Vistaprint segment revenues include inter-segment revenue of $2,803 and $5,006 for the three and six months ended December 31, 2017 , respectively, and $1,407 and $2,520 for the prior comparative periods, respectively. (2) Upload and Print segment revenues include inter-segment revenue of $480 and $808 for the three and six months ended December 31, 2017 , respectively. No inter-segment revenue was recognized in the prior comparable periods. (3) National Pen segment revenues include inter-segment revenue of $1,024 and $1,470 for the three and six months ended December 31, 2017 , respectively. No inter-segment revenue was recognized in the prior comparable periods. (4) All Other Businesses segment revenues include inter-segment revenue of $2,166 and $3,109 for the three and six months ended December 31, 2017 , respectively. No inter-segment revenue was recognized in the prior comparable periods. |
Reconciliation of Operating Profit (Loss) from Segments to Consolidated [Table Text Block] | Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Segment profit (loss): Vistaprint $ 99,049 $ 67,016 $ 129,944 $ 92,288 Upload and Print 22,470 16,798 37,238 30,249 National Pen 17,645 — 18,830 — All Other Businesses (8,566 ) (2,107 ) (16,117 ) (11,859 ) Total segment profit 130,598 81,707 169,895 110,678 Central and corporate costs (33,410 ) (31,228 ) (61,667 ) (59,414 ) Acquisition-related amortization and depreciation (12,613 ) (10,019 ) (25,300 ) (20,232 ) Earn-out related charges (1) (1,254 ) (7,010 ) (2,391 ) (23,257 ) Share-based compensation related to investment consideration (1,007 ) (601 ) (1,047 ) (4,704 ) Restructuring-related charges (11,501 ) (1,100 ) (12,355 ) (1,100 ) Interest expense for Waltham, MA lease 1,896 1,956 3,807 3,926 Gain on the purchase or sale of subsidiaries (2) — — 48,380 — Total income from operations 72,709 33,705 119,322 5,897 Other (expense) income, net (7,732 ) 30,549 (24,044 ) 28,417 Interest expense, net (12,529 ) (9,631 ) (25,611 ) (19,535 ) Income before income taxes $ 52,448 $ 54,623 $ 69,667 $ 14,779 ___________________ (1) Includes expense recognized for the change in fair value of contingent consideration and compensation expense related to cash-based earn-out mechanisms dependent upon continued employment. (2) Includes the impact of the gain on the sale of Albumprinter, as well as a bargain purchase gain as defined by ASC 805-30 for an acquisition in which the identifiable assets acquired and liabilities assumed are greater than the consideration transferred, that was recognized in general and administrative expense in our consolidated statement of operations during the six months ended December 31, 2017. |
Reconciliation of Other Significant Reconciling Items from Segments to Consolidated [Table Text Block] | Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Purchases of property, plant and equipment: Vistaprint $ 10,835 $ 8,335 $ 24,499 $ 19,544 Upload and Print 5,733 3,184 8,991 7,984 National Pen 1,219 — 3,708 — All Other Businesses 308 3,874 979 6,513 Central and corporate costs 122 1,548 497 2,219 Total purchases of property, plant and equipment $ 18,217 $ 16,941 $ 38,674 $ 36,260 Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Capitalization of software and website development costs: Vistaprint $ 5,507 $ 5,528 $ 11,080 $ 8,662 Upload and Print 1,016 669 1,790 1,113 National Pen 367 — 367 — All Other Businesses 400 637 1,368 1,905 Central and corporate costs 1,890 3,964 3,509 7,430 Total capitalization of software and website development costs $ 9,180 $ 10,798 $ 18,114 $ 19,110 Three Months Ended December 31, Six Months Ended December 31, 2017 2016 2017 2016 Depreciation and amortization: Vistaprint $ 15,709 $ 16,128 $ 32,483 $ 30,899 Upload and Print 15,005 13,567 29,725 28,032 National Pen 5,275 — 10,370 — All Other Businesses 2,156 3,730 4,443 7,334 Central and corporate costs 3,154 3,552 6,662 6,117 Total depreciation and amortization $ 41,299 $ 36,977 $ 83,683 $ 72,382 |
Revenues and long-lived assets by geographic area | The following tables set forth long-lived assets by geographic area: December 31, 2017 June 30, 2017 Long-lived assets (1): Netherlands $ 96,648 $ 83,223 Canada 86,096 85,926 Switzerland 49,852 49,017 Italy 44,328 44,423 United States 37,046 64,034 Australia 23,610 22,961 France 22,200 22,794 Jamaica 21,503 21,492 Japan 20,302 20,686 Other 72,007 64,377 Total $ 473,592 $ 478,933 ___________________ (1) Excludes goodwill of $531,199 and $514,963 , intangible assets, net of $258,657 and $275,924 , the Waltham lease asset of $113,985 and $116,045 , and deferred tax assets of $66,022 and $48,004 as of December 31, 2017 and June 30, 2017 , respectively. |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 6 Months Ended |
Dec. 31, 2017 | |
Restructuring Cost and Reserve [Line Items] | |
Restructuring and Related Costs [Table Text Block] | The following table summarizes the restructuring activity during the six months ended December 31, 2017 : Severance and Related Benefits Other Restructuring Costs Total Accrued restructuring liability as of June 30, 2017 (1) $ 4,602 $ 208 $ 4,810 Restructuring Charges (2) 12,396 (41 ) 12,355 Cash payments (10,841 ) (85 ) (10,926 ) Non-cash charges (3) (609 ) — (609 ) Accrued restructuring liability as of December 31, 2017 $ 5,548 $ 82 $ 5,630 _____________________ (1) Accrued restructuring liability as of June 30, 2017 relates to our restructuring initiative announced in January 2017 and all remaining obligations have been paid as of December 31, 2017. (2) For the three and six months ended December 31, 2017, we recorded changes in estimates within restructuring expense from our January 2017 restructuring initiative of $(46) and $81 , respectively. (3) Non-cash charges include acceleration of share-based compensation expenses. |
Summary of Significant Accoun32
Summary of Significant Accounting Policies (Details Textuals) € in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2017EUR (€)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | ||
Accounting Policies [Line Items] | ||||||||
Share-based Compensation | $ 13,314 | $ 11,277 | $ 20,226 | $ 22,848 | ||||
Proceeds from Divestiture of Interest in Consolidated Subsidiaries | € 78,382 | 93,071 | 0 | |||||
Cash Dividends Paid to Parent Company by Consolidated Subsidiaries | 11,874 | |||||||
Gain (Loss) on sale of subsidiaries | 0 | 0 | 47,545 | 0 | ||||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | [1] | (1,752) | 13,477 | (10,001) | 13,554 | |||
Foreign Currency Transaction Gain (Loss), Realized | [2] | (6,449) | 14,988 | (14,652) | 12,022 | |||
Other Nonoperating Gains (Losses) | [3] | 469 | 2,084 | 609 | 2,841 | |||
Other (expense) income, net | (7,732) | 30,549 | (24,044) | 28,417 | ||||
Marketable Securities, Realized Gain | 0 | $ (2,268) | $ 0 | $ (2,268) | ||||
Insured Event, Gain (Loss) | $ 377 | |||||||
Weighted average shares outstanding — basic | shares | 31,026,043 | 31,291,356 | 31,123,177 | 31,123,177 | 31,431,090 | |||
Incremental Common Shares Attributable to Dilutive Effect of Share-based Payment Arrangements | shares | 1,292,979 | 1,322,657 | 1,202,415 | 1,202,415 | 1,415,185 | |||
Weighted average shares outstanding — diluted | shares | 32,319,022 | 32,614,013 | 32,325,592 | 32,325,592 | 32,846,275 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | shares | 0 | 28,031 | 4,582 | 4,582 | 22,586 | |||
Property, plant and equipment, net | $ 507,299 | $ 507,299 | $ 511,947 | |||||
Treasury Stock, Shares, Acquired | shares | 574,264 | 574,264 | 593,763 | |||||
Payments for Repurchase of Common Stock | $ 55,139 | $ 50,008 | ||||||
Waltham Lease [Member] | ||||||||
Accounting Policies [Line Items] | ||||||||
Property, plant and equipment, net | 113,985 | 113,985 | 116,045 | |||||
Other Liabilities | 117,307 | 117,307 | $ 119,176 | |||||
Other Current Assets [Member] | ||||||||
Accounting Policies [Line Items] | ||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | 24,573 | 24,573 | ||||||
Deferred Tax Asset [Domain] | ||||||||
Accounting Policies [Line Items] | ||||||||
Cumulative Effect of New Accounting Principle in Period of Adoption | 18,710 | 18,710 | ||||||
Retained Earnings [Member] | ||||||||
Accounting Policies [Line Items] | ||||||||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | 5,863 | 5,863 | ||||||
Cross Currency Interest Rate Contract [Member] | ||||||||
Accounting Policies [Line Items] | ||||||||
Unrealized Gain (Loss) on Cash Flow Hedging Instruments | $ 2,016 | $ 7,827 | $ 6,126 | $ 6,393 | ||||
Income Taxes [Member] | Scenario, Forecast [Member] | ||||||||
Accounting Policies [Line Items] | ||||||||
New Accounting Pronouncement or Change in Accounting Principle, Effect of Adoption, Quantification | $ 9,787 | |||||||
[1] | Primarily relates to both realized and unrealized (losses) gains on derivative currency forward and option contracts not designated as hedging instruments. | |||||||
[2] | We have significant non-functional currency intercompany financing relationships, which we may alter at times, and are subject to currency exchange rate volatility. The currency-related (losses) gains, net for the three and six months ended December 31, 2017 and 2016 are primarily driven by this intercompany activity. In addition, we have certain cross-currency swaps designated as cash flow hedges, which hedge the remeasurement of certain intercompany loans, both presented in the same component above. Unrealized losses related to cross-currency swaps were $2,016 and $6,126 for the three and six months ended December 31, 2017, respectively, and unrealized gains of $7,827 and $6,393 for the three and six months ended December 31, 2016, respectively. | |||||||
[3] | We recognized a gain of $377 related to insurance recoveries during the three and six months ended December 31, 2017. During the prior comparative periods we recognized a gain of $2,268 related to the sale of Plaza Create Co. Ltd. available for sale securities. |
Fair Value Measurements (Detail
Fair Value Measurements (Details) € in Thousands, $ in Thousands | 6 Months Ended | ||||||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017EUR (€) | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Business Combination, Contingent Consideration, Liability, Current | $ 47,994 | $ 44,049 | |||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Earnings | $ 220 | $ 1,946 | |||||
Fair Value, Measurement with Unobservable Inputs Reconciliation, Recurring Basis, Liability, Gain (Loss) Included in Other Comprehensive Income (Loss) | $ 269 | (134) | |||||
Debt, Long-term and Short-term, Combined Amount | 700,530 | 876,656 | |||||
Debt Instrument, Fair Value Disclosure | 716,837 | 906,744 | |||||
Total debt, Gross [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Debt, Long-term and Short-term, Combined Amount | 708,560 | 882,578 | |||||
WIRmachenDRUCK GmbH [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Contingent Consideration | (5,942) | (5,453) | |||||
Fair value, recurring measurements [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Assets, Fair Value Disclosure, Recurring | 3,688 | 1,717 | |||||
Liabilities, Fair Value Disclosure, Recurring | 68,740 | 41,047 | |||||
Interest Rate Swap [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Assets (Liabilities), at Fair Value, Net | 3,159 | ||||||
Derivative Liability | (146) | (483) | |||||
Cross Currency Interest Rate Contract [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Liability | (33,872) | (19,760) | |||||
Currency Swap [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Assets (Liabilities), at Fair Value, Net | 1,717 | ||||||
Derivative Asset, Fair Value, Gross Asset | 529 | ||||||
Derivative Liability | (28,223) | (14,700) | |||||
Foreign Exchange Option [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Liability | (557) | (651) | |||||
Maximum [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Business Combination, Contingent Consideration, Liability, Current | € | € 40,000 | ||||||
Not Designated as Hedging Instrument [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Asset, Fair Value, Gross Asset | 734 | ||||||
Derivative Liability | (5,455) | ||||||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Forward [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Asset, Fair Value, Gross Asset | 734 | ||||||
Foreign Currency Contract, Asset, Fair Value Disclosure | 529 | ||||||
Not Designated as Hedging Instrument [Member] | Foreign Exchange Option [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Liability | (557) | (651) | |||||
Fair Value, Inputs, Level 2 [Member] | Fair value, recurring measurements [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Assets, Fair Value Disclosure, Recurring | 3,688 | 1,717 | |||||
Liabilities, Fair Value Disclosure, Recurring | 62,798 | 35,594 | |||||
Fair Value, Inputs, Level 2 [Member] | Interest Rate Swap [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Assets (Liabilities), at Fair Value, Net | 3,159 | ||||||
Derivative Liability | (146) | (483) | |||||
Fair Value, Inputs, Level 2 [Member] | Cross Currency Interest Rate Contract [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Liability | (33,872) | (19,760) | |||||
Fair Value, Inputs, Level 2 [Member] | Currency Swap [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Assets (Liabilities), at Fair Value, Net | 1,717 | ||||||
Derivative Asset, Fair Value, Gross Asset | 529 | ||||||
Derivative Liability | (28,223) | (14,700) | |||||
Fair Value, Inputs, Level 2 [Member] | Foreign Exchange Option [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Derivative Liability | (557) | ||||||
Fair Value, Inputs, Level 3 [Member] | Fair value, recurring measurements [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Liabilities, Fair Value Disclosure, Recurring | 5,942 | 5,453 | |||||
Other Noncurrent Liabilities [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | [1] | $ 1,212 | |||||
Contingent Consideration | [1] | $ (3,024) | |||||
Other Noncurrent Liabilities [Member] | Fair Value, Inputs, Level 3 [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Contingent Consideration | (5,453) | ||||||
Other Current Liabilities [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | [2] | 5,942 | $ 5,453 | ||||
Other Current Liabilities [Member] | Fair Value, Inputs, Level 3 [Member] | WIRmachenDRUCK GmbH [Member] | |||||||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||||||
Contingent Consideration | $ (5,942) | ||||||
[1] | Classified as a long-term liability on the consolidated balance sheet. | ||||||
[2] | Classified as a current liability on the consolidated balance sheet. |
Derivative Financial Instrume34
Derivative Financial Instruments (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($)instrument | Dec. 31, 2016USD ($)instrument | Jun. 30, 2017USD ($) | ||
Derivative [Line Items] | ||||||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | [1] | $ (1,752) | $ 13,477 | $ (10,001) | $ 13,554 | |
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | (2,211) | 17,522 | (10,157) | $ 13,238 | ||
Designated as Hedging Instrument [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Fair Value, Gross Asset | 3,518 | 3,518 | $ 2,072 | |||
Derivative Asset, Fair Value, Gross Liability | (359) | (359) | (355) | |||
Derivative Liability, Fair Value, Gross Liability | (52,273) | (52,273) | (30,139) | |||
Derivative Liability, Fair Value, Gross Asset | 0 | 0 | 0 | |||
Derivative Liability | (52,273) | (52,273) | (30,139) | |||
Interest Rate Cash Flow Hedge Asset at Fair Value | 3,159 | 3,159 | 1,717 | |||
Not Designated as Hedging Instrument [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Fair Value, Gross Asset | 734 | 734 | ||||
Derivative Asset, Fair Value, Gross Liability | (205) | (205) | ||||
Derivative Liability, Fair Value, Gross Liability | (11,600) | (11,600) | (8,684) | |||
Derivative Liability, Fair Value, Gross Asset | 1,075 | 1,075 | 3,229 | |||
Derivative Liability | (5,455) | |||||
Interest Rate Swap Contracts, Assets, Fair Value Disclosure | 529 | 529 | ||||
Foreign Exchange Option [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Liability | (557) | (557) | (651) | |||
Foreign Exchange Option [Member] | Not Designated as Hedging Instrument [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Liability, Fair Value, Gross Liability | (557) | (557) | (651) | |||
Derivative Liability, Fair Value, Gross Asset | 0 | 0 | 0 | |||
Derivative Liability | (557) | (557) | (651) | |||
Interest Rate Swap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Liability | (146) | $ (146) | (483) | |||
Derivative, Number of Ineffective Instruments Held | instrument | 7 | 1 | ||||
Notional Amount of Interest Rate Derivatives | 65,000 | $ 65,000 | ||||
Notional value of contracts with future start date | 350,000 | 350,000 | ||||
Total current and future notional amount | $ 415,000 | $ 415,000 | ||||
Derivative, Number of Instruments Held | 9 | 9 | ||||
Derivative, Underlying Basis | one-month LIBOR | |||||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | $ 247 | 253 | $ 278 | $ 253 | ||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | $ 385 | |||||
Interest Rate Swap [Member] | Minimum [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Maturity Date | Dec. 31, 2018 | |||||
Interest Rate Swap [Member] | Maximum [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Maturity Date | Dec. 31, 2025 | |||||
Interest Rate Swap [Member] | Designated as Hedging Instrument [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Fair Value, Gross Asset | 3,518 | $ 3,518 | 2,072 | |||
Derivative Asset, Fair Value, Gross Liability | (359) | (359) | (355) | |||
Derivative Liability, Fair Value, Gross Liability | (146) | (146) | (483) | |||
Derivative Liability, Fair Value, Gross Asset | 0 | 0 | 0 | |||
Interest Rate Cash Flow Hedge Liability at Fair Value | (146) | (146) | (483) | |||
Interest Rate Cash Flow Hedge Asset at Fair Value | 3,159 | 3,159 | 1,717 | |||
Foreign Exchange Forward [Member] | ||||||
Derivative [Line Items] | ||||||
Notional Amount of Foreign Currency Derivatives | $ 529,938 | $ 529,938 | ||||
Derivative, Number of Instruments Held | 489 | 489 | ||||
Derivative, Underlying Basis | Various | |||||
Derivative Instruments Not Designated as Hedging Instruments, Gain (Loss), Net | $ (1,999) | 13,224 | $ (10,279) | 13,301 | ||
Foreign Exchange Forward [Member] | Minimum [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Maturity Date | Oct. 15, 2018 | |||||
Foreign Exchange Forward [Member] | Maximum [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Maturity Date | Oct. 17, 2022 | |||||
Foreign Exchange Forward [Member] | Not Designated as Hedging Instrument [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Fair Value, Gross Asset | 734 | $ 734 | ||||
Derivative Asset, Fair Value, Gross Liability | (205) | (205) | ||||
Derivative Liability, Fair Value, Gross Liability | (11,043) | (11,043) | (8,033) | |||
Derivative Liability, Fair Value, Gross Asset | 1,075 | 1,075 | 3,229 | |||
Derivative, Net Liability Position, Aggregate Fair Value | (4,804) | |||||
Foreign Currency Contract, Asset, Fair Value Disclosure | 529 | 529 | ||||
Foreign Currency Contracts, Liability, Fair Value Disclosure | (9,968) | (9,968) | ||||
Currency Swap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Asset, Fair Value, Gross Asset | 529 | 529 | ||||
Derivative Liability | (28,223) | (28,223) | (14,700) | |||
Derivative Instruments in Hedges, Net Investment in Foreign Operations, Liabilities, Fair Value | (14,757) | (14,757) | ||||
Notional Amount of Foreign Currency Derivatives | $ 120,011 | $ 120,011 | ||||
Derivative, Number of Instruments Held | 2 | 2 | ||||
Cash Flow Hedge Gain (Loss) to be Reclassified within Twelve Months | $ 1,154 | |||||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | $ 1,566 | 6,731 | $ 5,074 | 4,711 | ||
Currency Swap [Member] | Minimum [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Maturity Date | Apr. 1, 2019 | |||||
Currency Swap [Member] | Maximum [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative, Maturity Date | Jun. 30, 2019 | |||||
Currency Swap [Member] | Designated as Hedging Instrument [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Liability, Fair Value, Gross Liability | (14,757) | $ (14,757) | (7,640) | |||
Derivative Liability, Fair Value, Gross Asset | 0 | 0 | 0 | |||
Derivative Instruments in Hedges, Net Investment in Foreign Operations, Liabilities, Fair Value | (7,640) | |||||
Interest Expense [Member] | Interest Rate Swap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | 1,593 | 2,513 | 1,656 | 2,764 | ||
Fair value, recurring measurements [Member] | Foreign Exchange Forward [Member] | ||||||
Derivative [Line Items] | ||||||
Foreign Currency Contracts, Liability, Fair Value Disclosure | (10,525) | (10,525) | ||||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | Interest Expense [Member] | Interest Rate Swap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | (164) | 117 | (106) | (38) | ||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | Other Income [Member] | Currency Swap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | (1,688) | (8,450) | (5,435) | 7,497 | ||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | 1,370 | (6,426) | 4,134 | (5,594) | ||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | Income (loss) before taxes [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | (1,852) | 8,567 | (5,541) | 7,459 | ||
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | Income Taxes [Member] | Interest Rate Swap [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | (482) | 2,141 | 1,407 | (1,865) | ||
Net Investment Hedging [Member] | Currency Swap [Member] | ||||||
Derivative [Line Items] | ||||||
Notional Amount of Foreign Currency Derivatives | $ 122,969 | $ 122,969 | ||||
Derivative, Number of Instruments Held | 2 | 2 | ||||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | $ (2,222) | 6,883 | $ (7,345) | 4,824 | ||
Net Investment Hedging [Member] | Currency Swap [Member] | Designated as Hedging Instrument [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Liability, Fair Value, Gross Liability | (19,115) | (19,115) | (12,120) | |||
Derivative Liability, Fair Value, Gross Asset | 0 | 0 | 0 | |||
Derivative Instruments in Hedges, Net Investment in Foreign Operations, Liabilities, Fair Value | (19,115) | (19,115) | (12,120) | |||
Net Investment Hedging [Member] | Forward Contracts [Member] | ||||||
Derivative [Line Items] | ||||||
Notional Amount of Foreign Currency Derivatives | $ 175,262 | $ 175,262 | ||||
Derivative, Number of Instruments Held | 6 | 6 | ||||
Derivative Instruments, Gain (Loss) Recognized in Other Comprehensive Income (Loss), Effective Portion, Net | $ (3,148) | $ 1,395 | $ (9,542) | $ 939 | ||
Net Investment Hedging [Member] | Forward Contracts [Member] | Designated as Hedging Instrument [Member] | ||||||
Derivative [Line Items] | ||||||
Derivative Liability, Fair Value, Gross Liability | (18,255) | (18,255) | (9,896) | |||
Derivative Liability, Fair Value, Gross Asset | 0 | 0 | 0 | |||
Derivative Instruments in Hedges, Net Investment in Foreign Operations, Liabilities, Fair Value | $ (18,255) | $ (18,255) | $ (9,896) | |||
[1] | Primarily relates to both realized and unrealized (losses) gains on derivative currency forward and option contracts not designated as hedging instruments. |
Accumulated Other Comprehensi35
Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2017 | Jun. 30, 2017 | ||
Accumulated Other Comprehensive Income (Loss) [Line Items] | |||
Accumulated other comprehensive income (loss), tax | $ (1,482) | ||
Derivatives used in Net Investment Hedge, Net of Tax, Period Increase (Decrease) | (33,935) | $ (17,048) | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Accumulated other comprehensive loss | (113,398) | ||
Other comprehensive income (loss) before reclassifications | 34,439 | ||
Amounts reclassified from accumulated other comprehensive loss to net (loss) income | (4,134) | ||
Net current period other comprehensive income (loss) | 30,305 | ||
Accumulated other comprehensive loss | (83,093) | (113,398) | |
Pension Plan [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Accumulated other comprehensive loss | (357) | ||
Amounts reclassified from accumulated other comprehensive loss to net (loss) income | 0 | ||
Net current period other comprehensive income (loss) | 0 | ||
Accumulated other comprehensive loss | (357) | (357) | |
Accumulated Net Gain (Loss) from Designated or Qualifying Cash Flow Hedges [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Accumulated other comprehensive loss | [1] | (2,250) | |
Other comprehensive income (loss) before reclassifications | [1] | 6,730 | |
Amounts reclassified from accumulated other comprehensive loss to net (loss) income | [1] | (4,134) | |
Net current period other comprehensive income (loss) | [1] | 2,596 | |
Accumulated other comprehensive loss | [1] | 346 | (2,250) |
Accumulated Translation Adjustment [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Accumulated other comprehensive loss | [2] | (110,791) | |
Other comprehensive income (loss) before reclassifications | [2] | 27,709 | |
Amounts reclassified from accumulated other comprehensive loss to net (loss) income | [2] | 0 | |
Net current period other comprehensive income (loss) | [2] | 27,709 | |
Accumulated other comprehensive loss | [2] | (83,082) | $ (110,791) |
AOCI Attributable to Parent [Member] | |||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | |||
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Cost (Credit), before Tax | $ 0 | ||
[1] | Gains (losses) on cash flow hedges include our interest rates swap and cross-currency swap contracts designated in cash flow hedging relationships. | ||
[2] | As of December 31, 2017 and June 30, 2017, the translation adjustment is inclusive of the effects of our net investment hedges, of which, unrealized losses of $33,935 and $17,048, respectively, net of tax, have been included in accumulated other comprehensive loss. |
Goodwill and Acquired Intangi36
Goodwill and Acquired Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | ||
Goodwill [Roll Forward] | |||||
Goodwill, Beginning Balance | $ 514,963 | ||||
Goodwill, Purchase Accounting Adjustments | [1] | (144) | |||
Effect of Currency Translation Adjustments | 16,380 | ||||
Ending Balance | $ 531,199 | 531,199 | |||
Amortization of acquired intangible assets | 12,558 | $ 9,879 | 25,191 | $ 20,092 | |
Vistaprint Business Unit [Member] | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Beginning Balance | 147,207 | ||||
Goodwill, Purchase Accounting Adjustments | [1] | (58) | |||
Effect of Currency Translation Adjustments | 703 | ||||
Ending Balance | 147,852 | 147,852 | |||
Upload and Print Business Units [Member] | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Beginning Balance | 321,805 | ||||
Effect of Currency Translation Adjustments | 15,677 | ||||
Ending Balance | 337,482 | 337,482 | |||
National Pen CO. LLC [Member] | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Beginning Balance | 34,520 | ||||
Goodwill, Purchase Accounting Adjustments | [1] | (86) | |||
Ending Balance | 34,434 | 34,434 | |||
All Other Business Units [Member] | |||||
Goodwill [Roll Forward] | |||||
Goodwill, Beginning Balance | 11,431 | ||||
Effect of Currency Translation Adjustments | 0 | ||||
Ending Balance | $ 11,431 | $ 11,431 | |||
[1] | Relates to goodwill held by subsidiaries whose functional currency is not the U.S. Dollar. |
Accrued Expenses (Details)
Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Jun. 30, 2017 | |
Schedule of other current liabilities [Line Items] | |||
Compensation costs | $ 51,272 | $ 54,487 | |
Income and indirect taxes | [1] | 56,255 | 34,469 |
Accrued Advertising | 35,774 | 26,641 | |
Shipping costs | [1] | 12,416 | 6,651 |
Sales returns | 6,085 | 4,474 | |
Production costs | [1] | 11,335 | 7,472 |
Interest Payable | 5,546 | 5,263 | |
Purchases of property, plant and equipment | 1,724 | 3,786 | |
Professional costs | 3,120 | 3,021 | |
Other | 36,180 | 29,303 | |
Accrued Liabilities | $ 219,707 | $ 175,567 | |
[1] | The increase in income and indirect taxes, as well as production and shipping costs, is due to increased sales volumes during our peak holiday season in the second quarter of our fiscal year. |
Other Current Liabilities (Deta
Other Current Liabilities (Details) € in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017EUR (€) | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | ||
Schedule of other current liabilities [Line Items] | ||||||||
Business Combination, Contingent Consideration, Liability, Current | $ 47,994 | $ 44,049 | ||||||
Lease financing obligation, short-term portion | 12,569 | 12,569 | ||||||
Derivative Liability, Current | 13,786 | 7,243 | ||||||
Capital Lease Obligations, Current | 10,998 | 11,573 | ||||||
Financial Instruments Subject to Mandatory Redemption, Settlement Terms, Share Value, Amount, Current | [1] | 1,010 | 901 | |||||
Other Liabilities, Current | 89,269 | 78,435 | ||||||
Asset at Fair Value, Changes in Fair Value Resulting from Changes in Assumptions | $ 947 | $ 6,746 | $ 1,774 | $ 22,766 | ||||
Other Current Liabilities [Member] | ||||||||
Schedule of other current liabilities [Line Items] | ||||||||
Fair Value, Measurement with Unobservable Inputs Reconciliations, Recurring Basis, Liability Value | [2] | 5,942 | 5,453 | |||||
Other Liabilities, Current | 2,912 | 2,100 | ||||||
Maximum [Member] | ||||||||
Schedule of other current liabilities [Line Items] | ||||||||
Business Combination, Contingent Consideration, Liability, Current | € | € 40,000 | |||||||
WIRmachenDRUCK GmbH [Member] | ||||||||
Schedule of other current liabilities [Line Items] | ||||||||
Business Combination, Contingent Consideration, Liability | 5,942 | $ 5,453 | ||||||
WIRmachenDRUCK GmbH [Member] | Other Current Liabilities [Member] | ||||||||
Schedule of other current liabilities [Line Items] | ||||||||
Contingent compensation liability | $ 42,052 | |||||||
[1] | Relates to the mandatorily redeemable noncontrolling interest of Printi LLC. Refer to Note 11 for additional details. | |||||||
[2] | Classified as a current liability on the consolidated balance sheet. |
Other Balance Sheet Component39
Other Balance Sheet Components Other liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Jun. 30, 2017 | |
Schedule of other liabilities [Line Items] | |||
Derivative Liability, Noncurrent | $ 50,651 | $ 31,936 | |
Capital Lease Obligations, Noncurrent | 23,004 | 28,306 | |
Financial Instruments Subject to Mandatory Redemption, Settlement Terms, Share Value, Amount, Noncurrent | [1] | 2,757 | 2,456 |
Other Liabilities, Noncurrent | 107,884 | 94,683 | |
Deferred Compensation Share-based Arrangements, Liability, Classified, Noncurrent | 9,773 | 8,173 | |
Other Noncurrent Liabilities [Member] | |||
Schedule of other liabilities [Line Items] | |||
Other Liabilities, Noncurrent | [2] | $ 31,472 | $ 31,985 |
[1] | Relates to the mandatorily redeemable noncontrolling interest of Printi LLC. Refer to Note 11 for additional details. | ||
[2] | As of December 31, 2017 and June 30, 2017, other liabilities includes $9,773 and $8,173, respectively, related to share-based compensation awards associated with our investment in Printi LLC. Refer to Note 11 for additional details. |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Dec. 31, 2017 | Jun. 30, 2017 | ||
Line of Credit Facility [Line Items] | |||
Debt, Long-term and Short-term, Combined Amount | $ 700,530 | $ 876,656 | |
Senior Notes | 275,000 | ||
Other Long-term Debt | 8,053 | 7,541 | |
Debt Issuance Cost, Gross, Noncurrent | 3,251 | ||
Short-term debt | [1] | 35,569 | 28,926 |
Long-term debt | 664,961 | 847,730 | |
Line of Credit Facility, Maximum Borrowing Capacity | $ 1,045,000 | ||
Description of variable rate basis | LIBOR | ||
Debt Instrument, Unamortized Discount | [2] | $ (8,030) | (5,922) |
Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Unamortized Discount | (1,846) | (1,693) | |
Revolving Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt, Long-term and Short-term, Combined Amount | 425,507 | 600,037 | |
Senior Notes [Member] | |||
Line of Credit Facility [Line Items] | |||
Senior Notes | $ 275,000 | $ 275,000 | |
Debt Instrument, Interest Rate, Stated Percentage | 7.00% | ||
Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Current Borrowing Capacity | $ 1,037,500 | ||
Line of Credit [Member] | Minimum [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on LIBOR | 1.50% | ||
Commitment fee (percentage) | 0.225% | ||
Line of Credit [Member] | Maximum [Member] | |||
Line of Credit Facility [Line Items] | |||
Basis spread on LIBOR | 2.25% | ||
Commitment fee (percentage) | 0.40% | ||
Revolving Loan, Maturity July 13, 2022 [Member] | |||
Line of Credit Facility [Line Items] | |||
Weighted average interest rate | 3.77% | ||
Term Loan [Domain] | Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Current Borrowing Capacity | $ 292,500 | ||
Revolving Loan, Maturity July 13, 2022 [Member] | Line of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Current Borrowing Capacity | $ 745,000 | ||
Redemption Any Time Prior to April 1, 2018 | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Redemption Price, Percentage | 107.00% | ||
Debt Instrument, Redemption Price, Percentage of Principal Amount Redeemed | 35.00% | ||
Redemption Any Time Prior to April 1, 2018 - Percentage of Aggregate Outstanding Principal | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Redemption Price, Percentage | 100.00% | ||
[1] | Balances as of December 31, 2017 and June 30, 2017 are inclusive of short-term debt issuance costs and debt discounts of $1,846 and$1,693, respectively | ||
[2] | During the six months ended December 31, 2017, we capitalized $3,251 in debt issuance costs, which related to the amendment and restatement to our senior secured credit facility. Refer below for additional details relating to the amendment. |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Operating Loss Carryforwards [Line Items] | ||||
Income tax expense | $ 21,825 | $ 19,601 | $ 15,638 | $ 9,787 |
Unrecognized Tax Benefits | 5,317 | $ 5,317 | ||
Tax payment term | 7 years 6 months | |||
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Share-based Compensation Cost, Amount | (1,025) | $ (425) | $ (1,473) | $ (4,614) |
Unrecognized Tax Benefits, Income Tax Penalties and Interest Expense | 391 | |||
Minimum [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Unrecognized Tax Benefits | 500 | 500 | ||
Maximum [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Unrecognized Tax Benefits | 600 | $ 600 | ||
Tax Cuts and Jobs Act of 2017 [Member] | ||||
Operating Loss Carryforwards [Line Items] | ||||
Income tax expense | $ 4,701 |
Noncontrolling interest (Detail
Noncontrolling interest (Details) € in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017EUR (€) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Jun. 30, 2017USD ($) | |
Noncontrolling Interest [Line Items] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 271 | $ 213 | |||||
Net Income (Loss) Attributable to Noncontrolling Interest | $ 688 | $ (6) | $ 731 | $ (933) | |||
Proceeds from Noncontrolling Interests | 35,390 | $ 0 | |||||
WIRmachenDRUCK GmbH [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 12.00% | 12.00% | |||||
Proceeds from Noncontrolling Interests | € 30,000 | 35,390 | |||||
Exagroup SAS [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Business Acquisition, Percentage of Voting Interests Acquired | 70.00% | 70.00% | |||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 30.00% | 30.00% | |||||
Redeemable Noncontrolling Interest, Equity, Other, Redemption Value | € | € 39,000 | ||||||
Noncontrolling Interest [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 271 | 213 | |||||
Net Income (Loss) Attributable to Noncontrolling Interest | 58 | ||||||
Redeemable noncontrolling interest [Member] | |||||||
Noncontrolling Interest [Line Items] | |||||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 85,478 | $ 45,412 | |||||
Net Income (Loss) Attributable to Noncontrolling Interest | 673 | ||||||
Proceeds from Noncontrolling Interests | 35,390 | ||||||
Other Comprehensive (Income) Loss, Foreign Currency Translation Adjustment, Tax, Portion Attributable to Noncontrolling Interest | $ 4,003 |
Variable Interest Entities (Det
Variable Interest Entities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Variable Interest Entity [Line Items] | |||||
Liability equity award, fair value | $ 9,773 | $ 9,773 | |||
Liability equity award, expense recognized during period | 1,007 | $ 398 | $ 1,047 | $ 784 | |
Variable Interest Entity, Ownership Percentage | 49.99% | ||||
Loans to employee | 24,000 | $ 24,000 | |||
Due from Employees, Noncurrent | $ 12,493 | $ 12,493 | |||
Interest rate on loan receivable | 8.50% | 8.50% | |||
Subsequent Event [Member] | |||||
Variable Interest Entity [Line Items] | |||||
Additional ownership percentage purchase, Variable interest entity | 3.70% |
Segment Information (Details)
Segment Information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Jun. 30, 2017USD ($) | |||
Segment Reporting Information [Line Items] | |||||||
Payments to Develop Software | $ 9,180 | $ 10,798 | $ 18,114 | $ 19,110 | |||
Number of Reportable Segments | 4 | ||||||
Revenues, Including Intersegment | 768,527 | 578,258 | $ 1,335,731 | 1,023,084 | |||
Revenue | 762,054 | 576,851 | 1,325,338 | 1,020,564 | |||
Other Operating Income | (169,895) | (110,678) | |||||
Depreciation, Depletion and Amortization | 41,299 | 36,977 | 83,683 | 72,382 | |||
Change in contingent earn-out liability | 1,774 | 22,766 | |||||
Share-based compensation expense | (13,314) | (11,277) | (20,226) | (22,848) | |||
Restructuring Charges | [1] | (11,501) | (1,100) | (12,355) | (1,100) | ||
Equity Method Investment, Realized Gain (Loss) on Disposal | 0 | 48,380 | [2] | ||||
(Loss) income from operations | 72,709 | 33,705 | 119,322 | 5,897 | |||
Other (expense) income, net | (7,732) | 30,549 | (24,044) | 28,417 | |||
Interest expense, net | (12,529) | (9,631) | (25,611) | (19,535) | |||
Income before income taxes | 52,448 | 54,623 | 69,667 | 14,779 | |||
Property, Plant and Equipment, Additions | 18,217 | 16,941 | 38,674 | 36,260 | |||
Long-lived assets | [3] | 473,592 | 473,592 | $ 478,933 | |||
Deferred tax assets | 66,022 | 66,022 | 48,004 | ||||
Goodwill | 531,199 | 531,199 | 514,963 | ||||
Intangible assets, net | 258,657 | 258,657 | 275,924 | ||||
Property, plant and equipment, net | 507,299 | 507,299 | 511,947 | ||||
Canada [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 86,096 | 86,096 | 85,926 | ||||
Netherlands [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 96,648 | 96,648 | 83,223 | ||||
Switzerland [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 49,852 | 49,852 | 49,017 | ||||
Australia [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 23,610 | 23,610 | 22,961 | ||||
Jamaica [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 21,503 | 21,503 | 21,492 | ||||
FRANCE | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 22,200 | 22,200 | 22,794 | ||||
ITALY | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 44,328 | 44,328 | 44,423 | ||||
JAPAN | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 20,302 | 20,302 | 20,686 | ||||
Other [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 72,007 | 72,007 | 64,377 | ||||
UNITED STATES | |||||||
Segment Reporting Information [Line Items] | |||||||
Long-lived assets | 37,046 | 37,046 | 64,034 | ||||
Waltham Lease [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Interest Expense | 3,807 | 3,926 | |||||
Property, plant and equipment, net | 113,985 | 113,985 | 116,045 | ||||
Central and corporate costs [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Payments to Develop Software | 1,890 | 3,964 | 3,509 | 7,430 | |||
(Increase) decrease in segment profit | 323 | 646 | |||||
Other Operating Income | 61,667 | 59,414 | |||||
Depreciation, Depletion and Amortization | (3,154) | (3,552) | (6,662) | (6,117) | |||
(Loss) income from operations | (33,410) | 31,228 | |||||
Property, Plant and Equipment, Additions | 122 | 1,548 | 497 | 2,219 | |||
All Other Business Units [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Payments to Develop Software | 400 | 637 | 1,368 | 1,905 | |||
Revenues, Including Intersegment | [4] | 20,994 | 45,049 | 49,048 | 71,383 | ||
(Increase) decrease in segment profit | 140 | 280 | |||||
Other Operating Income | 16,117 | 11,859 | |||||
Depreciation, Depletion and Amortization | (2,156) | (3,730) | (4,443) | (7,334) | |||
Restructuring Charges | (92) | (819) | |||||
Property, Plant and Equipment, Additions | 308 | 3,874 | 979 | 6,513 | |||
Goodwill | 11,431 | 11,431 | 11,431 | ||||
Vistaprint Business Unit [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Payments to Develop Software | 5,507 | 5,528 | 11,080 | 8,662 | |||
Revenues, Including Intersegment | [5] | 428,908 | 380,821 | 747,951 | 667,356 | ||
(Increase) decrease in segment profit | (624) | (1,247) | |||||
Other Operating Income | (129,944) | (92,288) | |||||
Depreciation, Depletion and Amortization | (15,709) | (16,128) | (32,483) | (30,899) | |||
Restructuring Charges | (11,455) | ||||||
Property, Plant and Equipment, Additions | 10,835 | 8,335 | 24,499 | 19,544 | |||
Goodwill | 147,852 | 147,852 | 147,207 | ||||
Upload and Print Business Units [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Payments to Develop Software | 1,016 | 669 | 1,790 | 1,113 | |||
Revenues, Including Intersegment | [6] | 192,527 | 152,388 | 352,917 | 284,345 | ||
(Increase) decrease in segment profit | 161 | 322 | |||||
Other Operating Income | (37,238) | (30,249) | |||||
Depreciation, Depletion and Amortization | (15,005) | (13,567) | (29,725) | (28,032) | |||
Property, Plant and Equipment, Additions | 5,733 | 3,184 | 8,991 | 7,984 | |||
Goodwill | 337,482 | 337,482 | 321,805 | ||||
National Pen CO. LLC [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Payments to Develop Software | 367 | 0 | 367 | 0 | |||
Revenues, Including Intersegment | [7] | 126,098 | 0 | 185,815 | 0 | ||
Other Operating Income | (18,830) | 0 | |||||
Depreciation, Depletion and Amortization | (5,275) | 0 | (10,370) | 0 | |||
Property, Plant and Equipment, Additions | 1,219 | 0 | 3,708 | 0 | |||
Goodwill | 34,434 | 34,434 | $ 34,520 | ||||
Acquisition-related amortization and depreciation [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Depreciation, Depletion and Amortization | 12,613 | 10,019 | 25,300 | 20,232 | |||
Share-based compensation related to investment consideration [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Share-based compensation expense | (1,007) | (601) | (1,047) | (4,704) | |||
Restructuring Charges | |||||||
Segment Reporting Information [Line Items] | |||||||
Share-based compensation expense | (506) | 0 | (609) | 0 | |||
Restructuring Charges | (11,501) | (1,100) | (12,355) | (1,100) | |||
Change in fair value of contingent consideration [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Change in contingent earn-out liability | [8] | 1,254 | (7,010) | (2,391) | (23,257) | ||
Waltham Lease [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Interest Expense | 1,896 | 1,956 | |||||
Operating Segments [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
(Loss) income from operations | 130,598 | 81,707 | |||||
Operating Segments [Member] | All Other Business Units [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
(Loss) income from operations | (8,566) | (2,107) | |||||
Operating Segments [Member] | Vistaprint Business Unit [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
(Loss) income from operations | 99,049 | 67,016 | |||||
Operating Segments [Member] | Upload and Print Business Units [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
(Loss) income from operations | 22,470 | 16,798 | |||||
Operating Segments [Member] | National Pen CO. LLC [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
(Loss) income from operations | 17,645 | 0 | |||||
Intersegment Eliminations [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues, Including Intersegment | (6,473) | (1,407) | (10,393) | (2,520) | |||
Intersegment Eliminations [Member] | All Other Business Units [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues, Including Intersegment | 2,166 | 3,109 | |||||
Intersegment Eliminations [Member] | Vistaprint Business Unit [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues, Including Intersegment | 2,803 | $ 1,407 | 5,006 | $ 2,520 | |||
Intersegment Eliminations [Member] | Upload and Print Business Units [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues, Including Intersegment | 480 | 808 | |||||
Intersegment Eliminations [Member] | National Pen CO. LLC [Member] | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues, Including Intersegment | $ 1,024 | $ 1,470 | |||||
[1] | Share-based compensation is allocated as follows: | ||||||
[2] | Includes the impact of the gain on the sale of Albumprinter, as well as a bargain purchase gain as defined by ASC 805-30 for an acquisition in which the identifiable assets acquired and liabilities assumed are greater than the consideration transferred, that was recognized in general and administrative expense in our consolidated statement of operations during the six months ended December 31, 2017. | ||||||
[3] | Excludes goodwill of $531,199 and $514,963, intangible assets, net of $258,657 and $275,924, the Waltham lease asset of $113,985 and $116,045, and deferred tax assets of $66,022 and $48,004 as of December 31, 2017 and June 30, 2017, respectively. | ||||||
[4] | All Other Businesses segment revenues include inter-segment revenue of $2,166 and $3,109 for the three and six months ended December 31, 2017, respectively. No inter-segment revenue was recognized in the prior comparable periods. | ||||||
[5] | Vistaprint segment revenues include inter-segment revenue of $2,803 and $5,006 for the three and six months ended December 31, 2017, respectively, and $1,407 and $2,520 for the prior comparative periods, respectively. | ||||||
[6] | Upload and Print segment revenues include inter-segment revenue of $480 and $808 for the three and six months ended December 31, 2017, respectively. No inter-segment revenue was recognized in the prior comparable periods. | ||||||
[7] | National Pen segment revenues include inter-segment revenue of $1,024 and $1,470 for the three and six months ended December 31, 2017, respectively. No inter-segment revenue was recognized in the prior comparable periods. | ||||||
[8] | Includes expense recognized for the change in fair value of contingent consideration and compensation expense related to cash-based earn-out mechanisms dependent upon continued employment. |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | |
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Total lease expense | $ 1,943 | $ 4,021 | $ 6,187 | $ 6,292 |
Capital Leased Assets | 36,611 | 36,611 | ||
Capital lease asset, accumulated depreciation | 32,783 | 32,783 | ||
Capital Lease Obligations | 34,002 | 34,002 | ||
Unrecorded unconditional purchase obligation | 63,952 | 63,952 | ||
Installment obligation | $ 3,470 | |||
Tax payment term | 7 years 6 months | |||
WIRmachenDRUCK GmbH [Member] | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Contingent Consideration | 47,994 | $ 47,994 | ||
Upload and Print Business Units [Member] | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Contingent Consideration | 4,478 | 4,478 | ||
Third-party web services [Domain] | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Unrecorded unconditional purchase obligation | 25,161 | 25,161 | ||
Production and Computer Equipment [Domain] | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Unrecorded unconditional purchase obligation | 5,451 | 5,451 | ||
Professional Fees [Domain] | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Unrecorded unconditional purchase obligation | 1,735 | 1,735 | ||
Inventories [Member] | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Unrecorded unconditional purchase obligation | 5,026 | 5,026 | ||
Advertising Purchase Commitment [Member] | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Unrecorded unconditional purchase obligation | 3,717 | 3,717 | ||
Other purchase commitments [Member] | ||||
Unrecorded Unconditional Purchase Obligation [Line Items] | ||||
Unrecorded unconditional purchase obligation | $ 22,862 | $ 22,862 |
Restructuring Charges (Details)
Restructuring Charges (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2017 | ||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Reserve | $ 5,630 | $ 5,630 | $ 4,810 | |||
Restructuring Charges | [1] | 11,501 | $ 1,100 | 12,355 | $ 1,100 | |
Payments for Restructuring | (10,926) | |||||
Restructuring Reserve, Settled without Cash | [2] | (609) | ||||
Employee Severance [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Reserve | 5,548 | 5,548 | 4,602 | |||
Restructuring Charges | 12,396 | |||||
Payments for Restructuring | (10,841) | |||||
Restructuring Reserve, Settled without Cash | [2] | (609) | ||||
Other Restructuring [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Reserve | 82 | 82 | $ 208 | |||
Restructuring Charges | (41) | |||||
Payments for Restructuring | (85) | |||||
Vistaprint Business Unit [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 11,455 | |||||
All Other Business Units [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | 92 | 819 | ||||
Change in Accrual Estimate [Member] | Other Restructuring [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring Charges | $ (46) | $ 81 | ||||
[1] | Share-based compensation is allocated as follows: | |||||
[2] | Non-cash charges include acceleration of share-based compensation expenses. |