CURRENT REPORT |
Pursuant to Section 13 or 15(d) |
of the Securities Exchange Act of 1934 |
Date of Report (Date of earliest event reported): January 27, 2016 |
The Netherlands | 000-51539 | 98-0417483 | ||
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) |
Hudsonweg 8 | ||
Venlo | 5928 LW | |
The Netherlands | (Zip Code) | |
(Address of Principal Executive Offices) |
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below): | ||||
o | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||
o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||
o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||
o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Date: January 27, 2016 | CIMPRESS N.V. | |
By: | /s/Sean E. Quinn | |
Sean E. Quinn | ||
Senior Vice President and Chief Financial Officer |
Exhibit | ||
No. | Description | |
99.1 | Press release dated January 27, 2016 entitled “Cimpress Reports Second Quarter Fiscal Year 2016 Financial Results” | |
99.2 | Presentation dated January 27, 2016 entitled "Cimpress N.V. Q2 Fiscal Year 2016 Earnings presentation, commentary & financial results supplement" | |
99.3 | Cimpress Q2 Fiscal Year 2016 Earnings Presentation Script dated January 27, 2016 accompanying the presentation in Exhibit 99.2 |
• | Second quarter 2016 results: |
◦ | Revenue grew 13 percent year over year to $496.3 million |
◦ | Revenue grew 10 percent year over year excluding the impact of currency exchange rate fluctuations and revenue from businesses acquired during the past twelve months |
◦ | GAAP net income per diluted share was $1.80 in the second quarter of 2016 versus GAAP net income per diluted share of $1.89 in the year ago period |
◦ | Adjusted net operating profit after tax (adjusted NOPAT) was $82.5 million versus $67.1 million in the year ago period. |
• | Revenue for the second quarter of fiscal year 2016 was $496.3 million, a 13 percent increase compared to revenue of $439.9 million in the same quarter a year ago. The year-over-year strengthening of the U.S. dollar negatively impacted our revenue growth rate. Excluding the estimated impact from currency exchange rate fluctuations, revenue growth was 20 percent, and excluding both the currency impact and revenue from businesses acquired during the past twelve months, revenue grew 10 percent year over year in the second quarter. |
• | Gross margin (revenue minus the cost of revenue as a percent of total revenue) in the second quarter was 60.2 percent, down from 64.4 percent in the same quarter a year ago due primarily to the increased weighting of our Upload and Print businesses. |
• | Adjusted NOPAT for the second quarter, which is defined at the end of this press release, was $82.5 million, or 16.6 percent of revenue, up from $67.1 million, or 15.3 percent of revenue, in the same quarter a year ago. |
• | Operating income in the second quarter was $67.6 million, or 13.6 percent of revenue, an increase in absolute dollars, but flat as a percent of revenue compared to $59.9 million, or 13.6 percent of revenue, in the same quarter a year ago. |
• | GAAP net income for the second quarter was $58.4 million, or 11.8 percent of revenue, compared to GAAP net income of $63.6 million, or 14.5 percent of revenue in the same quarter a year ago. While operating income increased, net income was negatively influenced by increased interest expense related to the senior unsecured notes offering completed in the third quarter of last fiscal year, as well as year-over-year non-operational, non-cash currency impacts. |
• | GAAP net income per diluted share for the second quarter was $1.80, versus $1.89 in the same quarter a year ago. |
• | Capital expenditures in the second quarter were $19.2 million, or 3.9 percent of revenue. |
• | During the second quarter, the company generated $134.0 million of cash from operations and $109.1 million in free cash flow, which is defined at the end of this press release. These numbers were negatively impacted by a year-over-year increase in cash interest expense of $10.4 million. |
• | As of December 31, 2015, the company had $73.2 million in cash and cash equivalents and $547.7 million of debt net of issuance costs. After considering debt covenant limitations, as of December 31, 2015 the company had $564.7 million available for borrowing under its committed credit facility. |
• | During the quarter, the company purchased 26,585 of its ordinary shares for $2.0 million, inclusive of transaction costs, at an average per-share cost of $74.97, as part of the share repurchase program authorized by the Supervisory Board in December 2014. |
• | Strategic Objective: To be the world leader in mass customization. By mass customization, we mean producing, with the reliability, quality and affordability of mass production, small individual orders where each and every one embodies the personal relevance inherent to customized physical products. |
• | Financial Objective: To maximize intrinsic value per share, defined as (a) the unlevered free cash flow per share that, in our best judgment, will occur between now and the long-term future, appropriately discounted to reflect our cost of capital, minus (b) net debt per share. |
December 31, 2015 | June 30, 2015 | ||||||
Assets | |||||||
Current assets: | |||||||
Cash and cash equivalents | $ | 73,201 | $ | 103,584 | |||
Marketable securities | 5,883 | 6,910 | |||||
Accounts receivable, net of allowances of $333 and $372, respectively | 36,100 | 32,145 | |||||
Inventory | 20,890 | 18,356 | |||||
Prepaid expenses and other current assets | 61,320 | 55,103 | |||||
Total current assets | 197,394 | 216,098 | |||||
Property, plant and equipment, net | 490,605 | 467,511 | |||||
Software and web site development costs, net | 27,148 | 22,109 | |||||
Deferred tax assets | 20,772 | 17,172 | |||||
Goodwill | 399,102 | 400,629 | |||||
Intangible Assets, net | 141,589 | 151,063 | |||||
Other assets | 25,921 | 25,213 | |||||
Total assets | $ | 1,302,531 | $ | 1,299,795 | |||
Liabilities and shareholders’ equity | |||||||
Current liabilities: | |||||||
Accounts payable | $ | 73,748 | $ | 65,875 | |||
Accrued expenses | 200,661 | 172,826 | |||||
Deferred revenue | 23,593 | 23,407 | |||||
Deferred tax liabilities | — | 1,043 | |||||
Short-term debt | 19,331 | 21,057 | |||||
Other current liabilities | 22,701 | 21,470 | |||||
Total current liabilities | 340,034 | 305,678 | |||||
Deferred tax liabilities | 44,819 | 48,007 | |||||
Lease financing obligation | 111,972 | 93,841 | |||||
Long-term debt | 528,395 | 493,039 | |||||
Other liabilities | 54,424 | 52,073 | |||||
Total liabilities | 1,079,644 | 992,638 | |||||
Commitments and contingencies | |||||||
Reedemable noncontrolling interests | 64,833 | 57,738 | |||||
Shareholders’ equity: | |||||||
Preferred shares, par value €0.01 per share, 100,000,000 shares authorized; none issued and outstanding | — | — | |||||
Ordinary shares, par value €0.01 per share, 100,000,000 shares authorized; 44,080,627 shares issued; and 31,437,158 and 33,203,065 shares outstanding, respectively | 615 | 615 | |||||
Treasury shares, at cost, 12,643,469 and 10,877,562 shares, respectively | (546,879 | ) | (412,132 | ) | |||
Additional paid-in capital | 327,968 | 324,281 | |||||
Retained earnings | 499,121 | 435,052 | |||||
Accumulated other comprehensive loss | (123,158 | ) | (98,909 | ) | |||
Total shareholders’ equity attributable to Cimpress N.V. | 157,667 | 248,907 | |||||
Noncontrolling interest | 387 | 512 | |||||
Total shareholders equity | 158,054 | 249,419 | |||||
Total liabilities, noncontrolling interests and shareholders’ equity | $ | 1,302,531 | $ | 1,299,795 |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Revenue | $ | 496,274 | $ | 439,905 | $ | 872,022 | $ | 773,837 | |||||||
Cost of revenue (1) | 197,571 | 156,620 | 354,854 | 286,840 | |||||||||||
Technology and development expense (1) | 51,880 | 46,625 | 102,966 | 90,530 | |||||||||||
Marketing and selling expense (1) | 142,671 | 139,058 | 264,806 | 250,885 | |||||||||||
General and administrative expense (1) | 36,543 | 37,714 | 69,702 | 68,835 | |||||||||||
Income from operations | 67,609 | 59,888 | 79,694 | 76,747 | |||||||||||
Other income, net | 7,690 | 9,855 | 16,932 | 21,991 | |||||||||||
Interest expense, net | (10,160 | ) | (3,031 | ) | (18,286 | ) | (6,377 | ) | |||||||
Income before income taxes | 65,139 | 66,712 | 78,340 | 92,361 | |||||||||||
Income tax provision | 7,079 | 3,850 | 11,019 | 6,082 | |||||||||||
Net income | 58,060 | 62,862 | 67,321 | 86,279 | |||||||||||
Add: Net loss attributable to noncontrolling interest | 328 | 747 | 1,077 | 1,024 | |||||||||||
Net income attributable to Cimpress N.V. | $ | 58,388 | $ | 63,609 | $ | 68,398 | $ | 87,303 | |||||||
Basic net income per share attributable to Cimpress N.V. | $ | 1.86 | $ | 1.96 | $ | 2.14 | $ | 2.69 | |||||||
Diluted net income per share attributable to Cimpress N.V. | $ | 1.80 | $ | 1.89 | $ | 2.07 | $ | 2.62 | |||||||
Weighted average shares outstanding — basic | 31,326,141 | 32,536,046 | 31,927,362 | 32,461,432 | |||||||||||
Weighted average shares outstanding — diluted | 32,423,313 | 33,581,100 | 32,979,060 | 33,367,767 |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Cost of revenue | $ | 28 | $ | 14 | $ | 54 | $ | 45 | |||||||
Technology and development expense | 1,422 | 1,002 | 2,752 | 1,929 | |||||||||||
Marketing and selling expense | 425 | 58 | 836 | 972 | |||||||||||
General and administrative expense | 4,191 | 5,310 | 8,614 | 9,180 |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Operating activities | |||||||||||||||
Net income | $ | 58,060 | $ | 62,862 | $ | 67,321 | $ | 86,279 | |||||||
Adjustments to reconcile net income to net cash provided by operating activities: | |||||||||||||||
Depreciation and amortization | 31,805 | 22,895 | 62,063 | 47,354 | |||||||||||
Share-based compensation expense | 6,066 | 6,384 | 12,256 | 12,126 | |||||||||||
Excess tax benefits derived from share-based compensation awards | (930 | ) | (1,023 | ) | (2,639 | ) | (1,342 | ) | |||||||
Deferred taxes | (5,690 | ) | (4,085 | ) | (9,334 | ) | (8,242 | ) | |||||||
Unrealized (gain) loss on derivative instruments included in net income | 134 | (14 | ) | (1,918 | ) | (3,482 | ) | ||||||||
Change in fair value of contingent consideration | — | 3,701 | — | 7,378 | |||||||||||
Effect of exchange rate changes on monetary assets and liabilities denominated in non-functional currency | (3,036 | ) | (8,485 | ) | (10,829 | ) | (18,597 | ) | |||||||
Abandonment of long-lived assets | 3,022 | — | 3,022 | — | |||||||||||
Other non-cash items | 643 | 1,231 | 1,530 | 1,772 | |||||||||||
Gain on proceeds from insurance | (1,549 | ) | — | (3,136 | ) | — | |||||||||
Changes in operating assets and liabilities: | |||||||||||||||
Accounts receivable | 4,314 | (4,375 | ) | (1,629 | ) | (6,941 | ) | ||||||||
Inventory | (1,377 | ) | (2,759 | ) | (3,087 | ) | (3,256 | ) | |||||||
Prepaid expenses and other assets | (5,551 | ) | (2,049 | ) | (2,394 | ) | 14,738 | ||||||||
Accounts payable | 10,259 | 15,159 | 20,779 | 21,611 | |||||||||||
Accrued expenses and other liabilities | 37,789 | 48,782 | 27,671 | 41,446 | |||||||||||
Net cash provided by operating activities | 133,959 | 138,224 | 159,676 | 190,844 | |||||||||||
Investing activities | |||||||||||||||
Purchases of property, plant and equipment | (19,156 | ) | (18,268 | ) | (43,549 | ) | (34,952 | ) | |||||||
Business acquisitions, net of cash acquired | (4,717 | ) | 2,910 | (27,532 | ) | (22,997 | ) | ||||||||
Purchases of intangible assets, net | (45 | ) | (60 | ) | (402 | ) | (145 | ) | |||||||
Capitalization of software and website development costs | (7,217 | ) | (3,910 | ) | (12,127 | ) | (7,449 | ) | |||||||
Proceeds from insurance related to investing activities | 1,549 | — | 3,624 | — | |||||||||||
Other investing | 775 | — | 775 | — | |||||||||||
Net cash used in investing activities | (28,811 | ) | (19,328 | ) | (79,211 | ) | (65,543 | ) | |||||||
Financing activities | |||||||||||||||
Proceeds from borrowings of debt | 55,000 | 39,500 | 269,999 | 139,500 | |||||||||||
Payments of debt and debt issuance costs | (162,014 | ) | (140,254 | ) | (235,332 | ) | (243,266 | ) | |||||||
Payments of withholding taxes in connection with equity awards | (1,505 | ) | (1,253 | ) | (4,246 | ) | (2,764 | ) | |||||||
Payments of capital lease obligations | (4,194 | ) | (1,581 | ) | (6,377 | ) | (2,842 | ) | |||||||
Excess tax benefits derived from share-based compensation awards | 930 | 1,023 | 2,639 | 1,342 | |||||||||||
Purchase of ordinary shares | (14,411 | ) | — | (142,204 | ) | — | |||||||||
Proceeds from issuance of ordinary shares | 1,770 | 3,937 | 2,052 | 4,782 | |||||||||||
Capital contribution from noncontrolling interest | — | — | 5,141 | — | |||||||||||
Other financing activities | (218 | ) | (92 | ) | (303 | ) | (92 | ) | |||||||
Net cash used in financing activities | (124,642 | ) | (98,720 | ) | (108,631 | ) | (103,340 | ) | |||||||
Effect of exchange rate changes on cash and cash equivalents | (1,121 | ) | (3,372 | ) | (2,217 | ) | (6,588 | ) | |||||||
Net (decrease) increase in cash and cash equivalents | (20,615 | ) | 16,804 | (30,383 | ) | 15,373 | |||||||||
Cash and cash equivalents at beginning of period | 93,816 | 62,508 | 103,584 | 62,508 | |||||||||||
Cash and cash equivalents at end of period | $ | 73,201 | $ | 79,312 | $ | 73,201 | $ | 77,881 |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Adjusted net operating profit after tax reconciliation: | |||||||||||||||
GAAP Operating income | $ | 67,609 | $ | 59,888 | $ | 79,694 | $ | 76,747 | |||||||
Less: Cash taxes attributable to current period (see below) | (4,362 | ) | (7,353 | ) | (11,195 | ) | (12,666 | ) | |||||||
Exclude expense (benefit) impact of: | |||||||||||||||
Acquisition-related amortization and depreciation | 9,655 | 5,468 | 19,437 | 12,376 | |||||||||||
Earn-out related charges¹ | 3,413 | 3,701 | 3,702 | 7,378 | |||||||||||
Share-based compensation related to investment consideration | 1,735 | 1,100 | 2,537 | 1,597 | |||||||||||
Certain impairments² | 3,022 | — | 3,022 | — | |||||||||||
Restructuring costs | 110 | 154 | 381 | 154 | |||||||||||
Less: Interest expense associated with Waltham lease | (2,001 | ) | — | (2,351 | ) | — | |||||||||
Include: Realized gains on currency forward contracts not included in operating income | 3,319 | 4,178 | 3,635 | 4,161 | |||||||||||
Adjusted NOPAT | $ | 82,500 | $ | 67,136 | $ | 98,862 | $ | 89,747 | |||||||
Cash taxes paid in the current period | $ | 6,036 | $ | 2,261 | $ | 10,745 | $ | 7,557 | |||||||
Less: cash taxes related to prior periods | (2,463 | ) | (588 | ) | (2,104 | ) | (3,448 | ) | |||||||
Plus: cash taxes attributable to the current period but not yet paid | 718 | 608 | 1,639 | 1,544 | |||||||||||
Plus: cash impact of excess tax benefit on equity awards attributable to current period | 936 | 5,927 | 2,645 | 8,723 | |||||||||||
Less: installment payment related to the transfer of IP in a prior year | (865 | ) | (855 | ) | (1,730 | ) | (1,710 | ) | |||||||
Cash taxes attributable to current period | $ | 4,362 | $ | 7,353 | $ | 11,195 | $ | 12,666 |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||
2015 | 2014 | 2015 | 2014 | ||||||||||||
Free cash flow reconciliation: | |||||||||||||||
Net cash provided by operating activities | $ | 133,959 | $ | 138,224 | $ | 159,676 | $ | 190,844 | |||||||
Purchases of property, plant and equipment | (19,156 | ) | (18,268 | ) | (43,549 | ) | (34,952 | ) | |||||||
Purchases of intangible assets not related to acquisitions | (45 | ) | (60 | ) | (402 | ) | (145 | ) | |||||||
Capitalization of software and website development costs | (7,217 | ) | (3,910 | ) | (12,127 | ) | (7,449 | ) | |||||||
Proceeds from insurance related to investing activities | 1,549 | — | 3,624 | — | |||||||||||
Free cash flow | $ | 109,090 | $ | 115,986 | $ | 107,222 | $ | 148,298 |
GAAP Revenue | |||||||||||||||||
Three Months Ended December 31, | Currency Impact: | Constant- Currency | Impact of Acquisitions: | Constant- Currency revenue growth | |||||||||||||
2015 | 2014 | % Change | (Favorable)/Unfavorable | Revenue Growth | (Favorable)/Unfavorable | Excluding acquisitions | |||||||||||
Revenue growth reconciliation by reportable segment: | |||||||||||||||||
Vistaprint Business Unit | $ | 354,783 | $ | 345,451 | 3% | 5% | 8% | —% | 8% | ||||||||
Upload and Print Business Units | 93,277 | 43,979 | 112% | 16% | 128% | (97)% | 31% | ||||||||||
All Other Business Units | 48,214 | 50,475 | (4)% | 12% | 8% | —% | 8% | ||||||||||
Total revenue | $ | 496,274 | $ | 439,905 | 13% | 7% | 20% | (10)% | 10% |
GAAP Revenue | |||||||||||||||||
Six Months Ended December 31, | Currency Impact: | Constant- Currency | Impact of Acquisitions: | Constant- Currency revenue growth | |||||||||||||
2015 | 2014 | % Change | (Favorable)/Unfavorable | Revenue Growth | (Favorable)/Unfavorable | Excluding acquisitions | |||||||||||
Revenue growth reconciliation by reportable segment: | |||||||||||||||||
Vistaprint Business Unit | $ | 622,252 | $ | 606,694 | 3% | 5% | 8% | —% | 8% | ||||||||
Upload and Print Business Units | 169,815 | 82,708 | 105% | 18% | 123% | (92)% | 31% | ||||||||||
All Other Business Units | 79,955 | 84,435 | (5)% | 12% | 7% | (2)% | 5% | ||||||||||
Total revenue | $ | 872,022 | $ | 773,837 | 13% | 8% | 21% | (11)% | 10% |
Three Months Ended December 31, | Six Months Ended December 31, | ||||||||||||||
Adjusted net operating profit by reportable segment: | 2015 | 2014 | 2015 | 2014 | |||||||||||
Vistaprint Business Unit | $ | 117,825 | $ | 108,958 | $ | 184,183 | $ | 179,794 | |||||||
Upload and Print Business Units | 15,237 | 5,617 | 26,124 | 10,137 | |||||||||||
All Other | 6,881 | 8,435 | 5,796 | 9,868 | |||||||||||
Total | 139,943 | 123,010 | 216,103 | 199,799 | |||||||||||
Corporate and global functions | (56,400 | ) | (52,699 | ) | (109,681 | ) | (101,547 | ) | |||||||
Acquisition-related amortization and depreciation | (9,655 | ) | (5,468 | ) | (19,437 | ) | (12,376 | ) | |||||||
Earn-out related charges¹ | (3,413 | ) | (3,701 | ) | (3,702 | ) | (7,378 | ) | |||||||
Share-based compensation related to investment consideration | (1,735 | ) | (1,100 | ) | (2,537 | ) | (1,597 | ) | |||||||
Certain impairments² | (3,022 | ) | (3,022 | ) | — | ||||||||||
Restructuring charges | (110 | ) | (154 | ) | (381 | ) | (154 | ) | |||||||
Interest expense for Waltham lease | 2,001 | — | 2,351 | — | |||||||||||
Total income from operations | $ | 67,609 | $ | 59,888 | $ | 79,694 | $ | 76,747 |
• | We do not allocate support costs across operating segments or corporate and global functions. |
• | Some of our acquired business units in our Upload and Print Business Units and All Other Business Units segments are burdened by the costs of their local finance, HR, and other administrative support functions, whereas other business units leverage our global functions and do not receive an allocation for these services. |
• | Our All Other Business Units reporting segment includes our Most of World business unit, which has Adjusted NOP losses as it is in its early stage of investment relative to the scale of the underlying business. |
Supplemental Financial and Operating Information | |||||||||||||||||||
In $ millions, except where noted | FY2014 | Q1 FY2015 | Q2 FY2015 | Q3 FY2015 | Q4 FY2015 | FY2015 | Q1 FY2016 | Q2 FY2016 | |||||||||||
Revenue - Consolidated as Reported | $1,270.2 | $333.9 | $439.9 | $339.9 | $380.5 | $1,494.2 | $375.7 | $496.3 | |||||||||||
y/y growth | 9 | % | 21 | % | 19 | % | 19 | % | 13 | % | 18 | % | 13 | % | 13 | % | |||
y/y growth in constant currency | 8 | % | 21 | % | 23 | % | 26 | % | 22 | % | 23 | % | 21 | % | 20 | % | |||
Vistaprint ² | $1,103.2 | $261.2 | $345.5 | $268.5 | $274.5 | $1,149.7 | $267.5 | $354.8 | |||||||||||
y/y growth | n/a | 6 | % | 3 | % | 4 | % | 5 | % | 4 | % | 2 | % | 3 | % | ||||
y/y growth in constant currency | n/a | 5 | % | 7 | % | 11 | % | 11 | % | 9 | % | 8 | % | 8 | % | ||||
as % of revenue | 86 | % | 78 | % | 78 | % | 79 | % | 72 | % | 77 | % | 71 | % | 71 | % | |||
Upload and Print | $43.6 | $38.7 | $44.0 | $38.7 | $75.7 | $197.1 | $76.5 | $93.3 | |||||||||||
y/y growth | n/a | n/a | n/a | n/a | 74 | % | 352 | % | 98 | % | 112 | % | |||||||
y/y growth in constant currency | n/a | n/a | n/a | n/a | 100 | % | 352 | % | 118 | % | 128 | % | |||||||
as % of revenue | 4 | % | 12 | % | 10 | % | 11 | % | 20 | % | 13 | % | 20 | % | 19 | % | |||
All Other ² | $123.4 | $34.0 | $50.5 | $32.7 | $30.3 | $147.4 | $31.7 | $48.2 | |||||||||||
y/y growth | n/a | 24 | % | 44 | % | 13 | % | (5 | )% | 18 | % | (6 | )% | (4 | )% | ||||
y/y growth in constant currency | n/a | 24 | % | 48 | % | 26 | % | 7 | % | 19 | % | 7 | % | 8 | % | ||||
as % of revenue | 10 | % | 10 | % | 12 | % | 10 | % | 8 | % | 10 | % | 9 | % | 10 | % | |||
Physical printed products and other | $1,189.9 | $315.1 | $422.1 | $322.6 | $363.3 | $1,423.1 | $359.0 | $480.2 | |||||||||||
Digital products/services | $80.3 | $18.8 | $17.8 | $17.3 | $17.2 | $71.1 | $16.7 | $16.1 | |||||||||||
Advertising & Commissions Expense - Consolidated | $267.7 | $63.9 | $85.6 | $72.1 | $64.8 | $286.4 | $70.2 | $85.0 | |||||||||||
as % of revenue | 21 | % | 19 | % | 19 | % | 21 | % | 17 | % | 19 | % | 19 | % | 17 | % | |||
TTM Bookings - Vistaprint | |||||||||||||||||||
% TTM Bookings from repeat orders ² | 72 | % | 73 | % | 73 | % | 73 | % | 73 | % | 74 | % | |||||||
% TTM Bookings from first-time orders ² | 28 | % | 27 | % | 27 | % | 27 | % | 27 | % | 26 | % | |||||||
Advertising & Commissions Expense- Vistaprint | $256.5 | $56.4 | $75.7 | $64.8 | $59.1 | $256.0 | $62.4 | $73.3 | |||||||||||
as % of revenue | 23 | % | 22 | % | 22 | % | 24 | % | 22 | % | 22 | % | 23 | % | 21 | % | |||
Headcount at end of period | 5,127 | 5,336 | 5,859 | 5,839 | 6,552 | 6,836 | 7,463 | ||||||||||||
Full-time employees | 4,901 | 5,040 | 5,203 | 5,534 | 6,168 | 6,447 | 6,845 | ||||||||||||
Temporary employees | 226 | 296 | 656 | 305 | 384 | 389 | 618 | ||||||||||||
Some numbers may not add due to rounding. Metrics are unaudited. | |||||||||||||||||||
¹For the three months ended December 31, 2015, constant-currency revenue growth excluding acquisitions excludes the impact of currency and revenue from druck.at, Easyflyer, Exagroup, Alcione and Tradeprint. | |||||||||||||||||||
²In Q2 2016, revenue and TTM bookings from the Corporate Solutions Business Unit was recast to reflect a change in the calculation approach, resulting in an immaterial change to historical revenue for the Vistaprint and All Other reportable segments, as well as TTM bookings from repeat and first-time orders. |
• | VBU revenue grew 8% in constant-currency terms and 3% in reported terms year-over-year in the second quarter. |
• | As you can see from the first chart above, repeat bookings as a percent of total bookings has been steadily increasing. On a constant-currency basis, repeat bookings have been growing faster than new customer bookings for more than two years, growing at double-digit rates for the past 3 quarters. We attribute this trend to a combination of our efforts to improve our customer value proposition and retention, as well as changes we made during that period to de-emphasize deep-discount offers that had previously cast a wide customer acquisition net for fairly low-value customers. More recently, our new customer bookings have begun to grow at single-digit rates after several quarters of year-over-year declines in fiscal 2014. |
• | This quarter we saw continued traction in gross profit per customer as we continue to acquire higher-value customers and our repeat rates improve. We also saw good year-over-year growth in Net Promoter Score. We draw the conclusion from the combination of these trends that our business continues to strengthen as a result of the many changes and investments we have made over the past several years. Based on this success we expect to continue to make further investments that will improve the value proposition to VBU customers, often at the expense of higher near-term profit. |
• | Q2 is our seasonally strong holiday quarter, and we saw good year-over-year growth in holiday cards, calendars and other consumer-oriented products like invitations and announcements. We also continued to see stronger than average growth in our focus product categories: business cards, postcards and flyers, signage, and apparel and promotional items. |
• | Selection (the breadth and depth of delivery speed options, substrate choices, product formats, special finishes, etc. which we offer to our customers) |
• | Conformance (the degree to which we deliver products to customers as specified, on time) |
• | Cost (reducing the cost of delivering any given selection, in conformance with specification) |
• | Year-over-year currency fluctuations have an impact on these numbers, especially since we do not allocate the gains from hedging contracts to the segment level like we do for consolidated adjusted NOPAT. |
• | The cost for many activities that are managed by our corporate or MCP teams are as such classified as corporate and MCP expenses but are nonetheless necessary for the operation of VBU. This is because historically we operated the merchant, fulfiller and corporate functions as an integrated business. Some similar allocation costs exist in other segments, but to a much lesser extent. As such, adjusted NOP margins are not validly compared across segments other than in a directional sense. As we continue to evolve our structure and reporting systems over the coming years, we hope to improve the cross-segment comparability of these numbers. |
• | During the quarter we changed the methodology for allocating revenue between our Vistaprint Business Unit and our Corporate Solutions Business Unit, which is reported as part of All Other Business Units segment. Previously, we attributed all repeat revenue to the source of the customer's first order. Now we attribute both new and repeat revenue to the source of current order, regardless of what channel the customer originally ordered from. This change resulted in a small amount of revenue and profits shifting from Corporate Solutions to VBU for all periods presented above. |
• | Vistaprint Business Unit: up by $8.9 million year over year primarily due to revenue growth, advertising efficiencies and the recovery of insurance proceeds related to the Q1 fire in a production facility, partially offset by increased technology investments. Adjusted NOP margin increased from 32% to 33% year over year. |
• | Upload and Print Business Units: up by $9.6 million year over year due to the addition of profits from newly acquired businesses and increased profits from Pixartprinting and Printdeal. Adjusted NOP margin increased from 13% to 16% year over year. |
• | All Other Business Units: down by $1.6 million year over year due primarily to increased MoW investments and reduction of partner revenue and profits. Adjusted NOP margin declined from 17% to 14% year over year. |
• | Currency gains and losses within our "Other income, net" line, a net gain of about $5.7 million. Please see the next slide for a detailed explanation of the underlying drivers. |
• | Other gains of about $2.0 million which includes a gain of $1.5M associated with insurance recovery payments related to a fire in one of our facilities during Q1 2016, which is distinct from the $2.0 million proceeds included in adjusted NOPAT. |
• | Total interest expense was $10.2 million in the quarter. |
• | Interest expense primarily related to our Senior Unsecured Notes and borrowings under our credit facility was $8.2 million in the quarter. |
• | The accounting treatment of our new leased office facility in Massachusetts results in a portion of the lease payments flowing through our interest expense line. These expenses replace those of the lease from our former leased facility at a similar total expense, but the former lease was 100% booked in operating expenses. The new lease payments started in September 2015, and the Q2 cost in the interest expense line was $2.0 million. We include this lease-related interest expense in our adjusted NOPAT calculation. |
• | Our year-over-year revenue growth rate expressed in USD was negatively impacted by about 700 basis points for the second quarter. Our largest currency exposure for revenue is the Euro. |
• | However, there are many natural expense offsets in our business, and therefore the net currency exposure of the Euro to our bottom line is less pronounced than it is for revenue. |
• | For currencies where we do have a net exposure because costs and revenues are not well matched, we execute currency forward contracts. Realized gains or losses from these hedges are recorded in other income, net and offset the impact of currency elsewhere in our P&L. For Q2, the realized gain on hedging contracts was $3.3 million. |
• | The combination of the above factors still yielded a year-over-year currency drag on profitability that was larger than it typically is - about $1 million for operating income and net income, and about $3 million for adjusted NOPAT. |
• | Net unrealized gains of $3.2 million related to unrealized gains and losses on the mark-to-market of outstanding currency forward contracts and the non-operational, non-cash currency gains and losses on intercompany loan balances. |
• | Additionally, in Q2 we recorded within the "Other income, net" line net losses of about $0.8 million based on the currency impact of revaluing working capital and other balance sheet items (primarily accounts payable, accruals, and intercompany transactional activity). |
- | Total leverage ratio not to exceed 4.5x TTM EBITDA |
- | Senior leverage ratio not to exceed 3.25x TTM EBITDA |
- | Interest coverage ratio of at least 3.0x TTM EBITDA |
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