Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


FORM 8-K

 


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 25, 2007

 


VistaPrint Limited

(Exact Name of Registrant as Specified in Charter)

 


 

Bermuda   000-51539   98-0417483

(State or Other Jurisdiction

of Incorporation)

  (Commission File Number)  

(IRS Employer

Identification No.)

 

Canon’s Court

22 Victoria Street

Hamilton, Bermuda

  HM 12
(Address of Principal Executive Offices)   (Zip Code)

Registrant’s telephone number, including area code: (441) 295-2244

Not applicable

(Former Name or Former Address, if Changed Since Last Report)

 


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):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 



Item 2.02. Results of Operations and Financial Condition

On January 25, 2007, the Registrant issued a press release announcing its financial results for the quarter ended December 31, 2006. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.

The information in this Item 2.02 and Exhibit 99.1 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 9.01. Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release dated January 25, 2007 entitled “VistaPrint Reports Second Quarter of Fiscal Year 2007 Financial Results.”

 

2


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: January 25, 2007   VISTAPRINT LIMITED
  By:  

/s/ Harpreet Grewal

    Harpreet Grewal
    Executive Vice President and Chief Financial Officer

 

3


Exhibit Index

 

Exhibit No.   

Description

EX-99.1    Press release dated January 25, 2007 entitled “VistaPrint Reports Second Quarter of Fiscal Year 2007 Financial Results.”

 

4

Press Release

Exhibit 99.1

 

LOGO  
  Contacts:
    Investor Relations:
  Angela White
  ir@vistaprint.com
  781-734-2480
  Media Relations:
  Manya Chait
  publicrelations@vistaprint.com
  781-547-6319

VistaPrint Reports Second Quarter of Fiscal Year 2007 Financial Results

 

  Revenue rose 76 percent year over year

 

  GAAP net income increased 52 percent year over year

 

  Acquired 687,000 first-time customers in the quarter

 

  64 percent of bookings came from repeat customers

 

  34 percent of revenue came from non-US markets

Hamilton, Bermuda, January 25, 2006 — VistaPrint Limited (Nasdaq:VPRT), the leading online supplier of high-quality graphic design services and customized printed products to small businesses and consumers, today announced its financial results for the three month period ended December 31, 2006, the second quarter of its 2007 fiscal year.

Revenue for the quarter was $64.0 million, an increase of 76 percent when compared to revenue of $36.4 million in the same quarter of fiscal 2006.

Net income on a GAAP basis for the second quarter of fiscal 2007 was $8.3 million, which was 13 percent of revenue and $0.18 per share on a fully diluted basis. During the same quarter of the prior year, which ended December 31, 2005, the Company achieved net income on a GAAP basis of $5.5 million, which was 15 percent of revenue and $0.13 per share on a fully diluted basis.

 

Page 1 of 9


On a non-GAAP basis, excluding share-based compensation expense, adjusted net income for the second quarter of fiscal 2007 was $10.1 million, 15.8 percent of revenue, and $0.22 per fully diluted share. During the same quarter of the prior year, non-GAAP adjusted net income was $5.8 million, 15.9 percent of revenue, and $0.13 per fully diluted share.

“VistaPrint saw another outstanding quarter,” said Robert Keane, president and chief executive officer. “We acquired over 687,000 first-time paying customers in the quarter and generated 64 percent of bookings from repeat customers, while non-US websites contributed 34 percent of revenue in the quarter. Each of these metrics matches or exceeds the Company’s previous records.” Continuing, Mr. Keane stated, “These and other operating metrics are a direct result of our past decisions to accelerate investment, and they affirm the value that VistaPrint delivers to our customers.”

“VistaPrint’s strong results validate our strategy of investing for growth, and going forward we expect to continue this strategy,” said Keane. “Our focus remains on the long term. We seek first and foremost to improve our customer value proposition, which is the foundation of our ability to grow in the future. We also believe that investing for growth will reinforce our scale-based competitive advantages.”

Financial Metrics:

 

    Revenue grew to $64 million, a 76 percent increase over revenue of $36.4 million reported a year ago.

 

    The second quarter of fiscal 2007 was the Company’s 26th consecutive quarter of organic sequential revenue growth.

 

    Gross margin (revenue minus the cost of revenue) was 64.0 percent, compared to 67.9 percent a year ago.

 

    Operating income was $8.5 million, or 13.3 percent of revenue, and reflected a 51 percent increase over the prior year’s level of $5.7 million.

 

    GAAP net income was $8.3 million, or 13 percent of revenue, representing a 52 percent increase compared to $5.5 million during the same quarter last year.

 

Page 2 of 9


    Non-GAAP net income, which excludes share-based compensation expense, was $10.1 million, or 15.8 percent of revenue, and represents a 75 percent increase over the prior year’s level of $5.8 million.

 

    Non-GAAP fully diluted earnings per share, which excludes share-based compensation expense, was $0.22, versus $0.13 a year ago.

 

    The Company had $104 million in cash, cash equivalents and marketable securities as of December 31, 2006.

 

    Capital expenditures in the second quarter were $16.5 million.

 

    During the second quarter, the Company generated $14.1 million in cash from operations.

Operating Metrics:

 

    Total number of customers served increased by 687,000 in the quarter ending December 31, 2006 to more than 8.5 million since the Company’s internet launch in May 2000.

 

    Repeat customers generated 64 percent of total quarterly bookings, compared to 61 percent in the second quarter of the prior fiscal year.

 

    Average daily order volume in the quarter exceeded 18,000, up 50 percent from approximately 12,000 orders on average per day in the prior fiscal year’s second quarter.

 

    Advertising spending was $13.3 million or 20.8 percent of revenue.

 

    Non-US markets contributed 34 percent of total revenue, up from 29 percent in the prior fiscal year period.

 

    Average Order Value including revenue from shipping was $35.94, compared to $31.26 in the same quarter in the prior fiscal year.

 

    Web site sessions were 34.3 million, a 23 percent increase over 27.8 million in the second quarter of fiscal 2006.

 

    Conversion rates were 4.9 percent in the second quarter of fiscal 2007, compared to 4.0 percent recorded during same quarter in the prior year.

 

Page 3 of 9


Growth Investments & Innovation:

 

    Capital expenditures in the second quarter of fiscal 2007 totaled $16.5 million. 51 percent, or about $8 million, was related to additional off-set and digital production equipment to meet current and anticipated future demand with the remaining expenditures for expansion of facilities, IT infrastructure and equipment for new product initiatives and manufacturing automation.

 

    Introduced new products including sticky-notes, compliment cards in four countries, and foil-accented holiday cards.

 

    Awarded four US patents, bringing the worldwide total to 15, with over forty pending patent applications.

“VistaPrint continues to deliver strong financial results,” noted Chief Financial Officer Harpreet Grewal. “VistaPrint’s business model, large customer base, growing scale, investment in technology and multiple marketing channels are defining a financial and operating model that gives us confidence planning for high ongoing growth. Based on this, we are raising our revenue and earnings guidance for the fiscal year ending June 30, 2007 and also plan on accelerating capital investments in support of that growth.”

Financial Guidance as of January 25th 2007:

Based on current and anticipated levels of demand, the Company expects the following financial results for the third quarter and full year of fiscal 2007:

Revenue

 

    For the third quarter of fiscal year 2007, ending March 31, 2007, the Company expects revenue to range from $67 million to $70 million.

 

    For the full fiscal year ending June 30, 2007, the Company expects revenue to range from $250 million to $260 million.

Gross Margins

 

    For the third quarter of fiscal year 2007, ending March 31, 2006, the Company expects gross margins to range from 62 percent to 65 percent.

 

Page 4 of 9


    For the full fiscal year ending June 30, 2007, the Company expects gross margins to range from 63 percent to 65 percent.

GAAP Fully-Diluted Earnings Per Share

 

    For the third quarter of fiscal year 2007, ending March 31, 2007, the Company expects GAAP fully-diluted earnings per share to range from $0.14 to $0.16.

 

    For the full fiscal year ending June 30, 2007, the Company expects GAAP fully-diluted earnings per share to range from $0.56 to $0.61.

Non-GAAP Fully-Diluted Earnings Per Share

 

    For the third quarter of fiscal year 2007, ending March 31, 2007, the Company expects non-GAAP fully-diluted earnings per share, excluding share-based compensation expense, to range from $0.18 to $0.20.

 

    For the full fiscal year ending June 30, 2007, the Company expects non-GAAP fully-diluted earnings per share, excluding share-based compensation, to range from $0.73 to $0.78

Capital Expenditures

Given current and anticipated demand, the Company expects to increase its capital expenditures beyond previously announced guidance.

 

    For Q3 of fiscal year 2007, ending March 31, 2006, the Company expects to make capital expenditures of $21 to $25 million.

 

    For the fiscal year ending June 30, 2007, the Company expects to make capital expenditures of approximately 25 to 27 percent of FY 2007 revenue, which translates to between $63 and $70 million given revenue guidance of $250 to $260 million. Previously unplanned land purchases in the second half of FY 2007 resulting from increasing growth rates and the need to expand manufacturing facilities account for a large part of the higher capital expenditures as a percent of FY 2007 revenue versus prior capital expenditure guidance. Prior capital expenditure guidance was 22 to 24 percent of FY 2007 revenue.

 

Page 5 of 9


The foregoing guidance supersedes any guidance previously issued by the Company for the third quarter of fiscal 2007 and for the full fiscal year ending June 30, 2007. All such previous guidance should no longer be relied upon.

At approximately 4:15 p.m. (EST) on January 25th, 2007 VistaPrint will post, on the investor relations section of www.vistaprint.com, a link to a pre-recorded audio visual end-of-quarter presentation along with a downloadable transcript of the prepared remarks that accompany that presentation. At 5:00 p.m. (EST) there will be a Web cast of a live Q&A session with VistaPrint management. Links to this Q&A session will also be posted on the investor relations section of the Company’s Web site. A replay of the Q&A session will be available on the Company’s Web site following the call on January 25th, 2007.

About non-GAAP financial measures

To supplement VistaPrint’s consolidated financial statements presented in accordance with U.S. generally accepted accounting principles or GAAP, VistaPrint uses the following measures defined as non-GAAP financial measures by the SEC: non-GAAP adjusted net income and non-GAAP adjusted net income per diluted share. The presentation of this financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the table captioned “Reconciliations of Non-GAAP Financial Measures” included at the end of this release.

VistaPrint’s management believes that these non-GAAP financial measures provide meaningful supplemental information regarding our performance by excluding certain expenses that may not be indicative of our core business operating results. VistaPrint believes that both management and investors benefit from referring to these non-GAAP financial measures in assessing VistaPrint’s performance and when planning, forecasting and analyzing future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to VistaPrint’s historical performance and our

 

Page 6 of 9


competitors’ operating results. VistaPrint believes these non-GAAP financial measures are useful to investors in allowing for greater transparency with respect to supplemental information used by management in its financial and operational decision making. Management uses these supplemental measures to evaluate performance period over period and to analyze the underlying trends in the Company’s business and to establish operational goals and forecasts that are used in allocating resources.

VistaPrint expects to compute its non-GAAP financial measures using the same consistent method from quarter to quarter and year to year. The accompanying table has more details on the GAAP financial measures that are most directly comparable to non-GAAP financial measures and the related reconciliation between these financial measures. The item excluded from the non-GAAP measurements is share-based compensation expense.

Share-based compensation expense

VistaPrint adopted SFAS 123(R), Share-Based Payments, on July 1, 2005 and began expensing the fair value of share option grants issued to employees and directors. Prior to that date, the Company had accounted for share option grants under the provisions of APB No. 25, Accounting for Stock Issued to Employees, and therefore had not recorded any compensation expense related to such grants. Management has excluded share-based compensation expense from the non-GAAP measurements for fiscal year 2006 and 2007 to facilitate comparison and analysis to historical performance and our competitors’ operating results.

Although management believes that these non-GAAP financial measures are helpful to understanding the Company’s financial performance, to gain a complete picture of all effects on the Company’s profit and loss from any and all events, investors should rely upon the GAAP statement of operations.

 

Page 7 of 9


About VistaPrint

VistaPrint Limited (NASDAQ:VPRT) is the leading online supplier of high-quality graphic design services and customized printed products to small businesses and consumers. VistaPrint offers custom designed, full-color, low-cost printed products in small quantities. Over 8 million small businesses and consumers have already chosen VistaPrint for products ranging from business cards and brochures to invitations and thank you cards. Products are printed at our two state-of-the-art plants in North America and Europe that total over 200,000 square feet of production space. A global company, VistaPrint employs more than 700 people and operates 17 localized web sites serving over 120 countries around the world. A broad range of design options are available online at www.vistaprint.com. VistaPrint’s printed products are satisfaction guaranteed.

VistaPrint, the VistaPrint logo and VistaPrint.com are registered trademarks of VistaPrint. All other brand and product names appearing on this announcement may be trademarks or registered trademarks of their respective holders.

This press release contains information about future expectations, plans and prospects of our management that constitute forward-looking statements for purposes of the safe harbor provisions under The Private Securities Litigation Reform Act of 1995, including, but not limited to, statements concerning the expected growth and development of our business including the financial guidance set forth under the heading “Financial Guidance (as of January 25, 2007)”, our operating performance, our margins, our market position, our reinvestment program, and our ability to successfully attract and retain customers. Actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors including, but not limited to, our ability to attract customers and to retain customers and to do so in a cost-effective manner, willingness of purchasers of graphic design services and printed products to shop online, failure of our investments, unexpected increases in our use of funds, failure to increase our revenue and keep our expenses consistent with revenue, failures of our web sites or network infrastructure, failure to maintain the prices we charge for our products and services, the inability of our manufacturing operations to meet customer demand, and other factors that are discussed in our Annual Report on Form 10-K for the year ended June 30, 2006, our Quarterly Report on Form 10-Q for the quarter ended September 30, 2006, and other documents periodically filed with the SEC.

 

Page 8 of 9


In addition, the statements in this press release represent our expectations and beliefs as of the date of this press release. We anticipate that subsequent events and developments may cause these expectations and beliefs to change. We specifically disclaim any obligation to update any forward-looking statements. These forward-looking statements should not be relied upon as representing our expectations or beliefs as of any date subsequent to the date of this press release.

Financial Tables to Follow

 

Page 9 of 9


VistaPrint Limited

Consolidated Balance Sheets

 

    

December 31,

2006

   

June 30,

2006

 
    

(Unaudited)

(In thousands, except share

and per share data)

 

Assets

    

Current assets:

    

Cash and cash equivalents

   $ 57,065     $ 64,653  

Marketable securities

     47,091       43,474  

Accounts receivable, net of allowances of $42 and $50 at December 31, 2006 and June 30, 2006, respectively

     2,048       1,465  

Inventory

     1,401       1,407  

Prepaid expenses and other current assets

     4,670       3,564  
                

Total current assets

     112,275       114,563  

Property, plant and equipment, net

     77,054       50,311  

Software and web site development costs, net

     2,939       2,417  

Patents

     1,347       1,417  

Deferred tax asset

     346       435  

Deposits, image licenses and other noncurrent assets

     4,092       2,249  
                

Total assets

   $ 198,053     $ 171,392  
                

Liabilities and shareholders’ equity

    

Current liabilities:

    

Accounts payable

   $ 4,739     $ 6,240  

Accrued expenses

     20,083       13,716  

Deferred revenue

     1,330       1,924  

Current portion of long-term debt

     3,182       2,482  
                

Total current liabilities

     29,334       24,362  

Long-term debt

     23,159       23,046  

Shareholders’ equity:

    

Common shares, par value $0.001 per share, 500,000,000 shares authorized at December 31, 2006 and June 30, 2006, respectively; 42,252,264 and 41,500,750 shares issued and outstanding at December 31, 2006 and June 30, 2006, Respectively

     42       42  

Additional paid-in capital

     152,957       146,354  

Accumulated deficit

     (8,717 )     (23,077 )

Accumulated other comprehensive income

     1,278       665  
                

Total shareholders’ equity

     145,560       123,984  
                

Total liabilities and shareholders’ equity

   $ 198,053     $ 171,392  
                


VistaPrint Limited

Consolidated Statements of Operations

 

     Three Months Ended
December 31,
    Six Months Ended
December 31,
 
     2006    2005     2006     2005  
    

(Unaudited)

(in thousands, except share and per share data)

 

Revenue

   $ 64,034    $ 36,366     $ 114,037     $ 65,264  

Cost of revenue (1)

     23,072      11,677       40,058       22,977  

Technology and development expense (1)

     6,430      3,570       11,948       6,546  

Marketing and selling expense (1)

     21,338      12,836       37,845       22,402  

General and administrative expense (1)

     4,670      2,629       9,448       4,290  
                               

Income from operations

     8,524      5,654       14,738       9,049  

Interest income

     1,163      749       2,324       884  

Other income (expenses), net

     58      (119 )     (99 )     (201 )

Interest expense

     482      259       944       485  
                               

Income from operations before income taxes

     9,263      6,025       16,019       9,247  

Income tax provision

     951      559       1,659       880  
                               

Net income

   $ 8,312    $ 5,466     $ 14,360     $ 8,367  
                               

Net income attributable to common shareholders:

         

Basic

   $ 8,312    $ 5,466     $ 14,360     $ 6,022  

Diluted

   $ 8,312    $ 5,466     $ 14,360     $ 6,096  

Basic net income per share

   $ 0.20    $ 0.14     $ 0.34     $ 0.23  
                               

Diluted net income per share

   $ 0.18    $ 0.13     $ 0.32     $ 0.21  
                               

Weighted average common shares outstanding - basic

     42,071,559      39,956,666       41,876,859       25,858,807  
                               

Weighted average common shares outstanding - diluted

     45,202,495      43,651,712       44,925,124       28,984,394  
                               

(1) Share-based compensation is allocated as follows:
     Three Months Ended
December 31,
   Six Months Ended
December 31,
     2006    2005    2006    2005
    

(Unaudited)

(in thousands)

Cost of revenue

   $ 115    $ 31    $ 182    $ 32

Technology and development expense

     620      148      1,033      152

Marketing and selling expense

     445      35      718      38

General and administrative expense

     621      112      1,135      117
                           
   $ 1,801    $ 326    $ 3,068    $ 339
                           


VistaPrint Limited

Reconciliations of Non-GAAP Financial Measures

 

     Three Months Ended
December 31,
   Six Months Ended
December 31,
     2006    2005    2006    2005
    

(Unaudited)

(in thousands, except per share data)

Non-GAAP adjusted net income reconciliation:

           

Net income

   $ 8,312    $ 5,466    $ 14,360    $ 6,096

Add back:

           

Share-based compensation expense

     1,801      326      3,068      339
                           

Non-GAAP adjusted net income

   $ 10,113    $ 5,792    $ 17,428    $ 6,435
                           

Non-GAAP adjusted net income per diluted share reconciliation:

           

Net income per diluted share

   $ 0.18    $ 0.13    $ 0.32    $ 0.21

Add back:

           

Share-based compensation expense

     0.04      —        0.07      0.01
                           

Non-GAAP adjusted net income per diluted share

   $ 0.22    $ 0.13    $ 0.39    $ 0.22
                           


VistaPrint Limited

Consolidated Statements of Cash Flows

 

     Six Months Ended
December 31,
 
     2006     2005  
     (in thousands)
(Unaudited)
 

Operating activities

    

Net income

   $ 14,360     $ 8,367  

Adjustments to reconcile net income to net cash provided by operating activities:

    

Depreciation and amortization

     6,150       3,622  

Loss on disposal of equipment

     286       —    

Share-based compensation expense

     3,068       339  

Deferred taxes

     89       315  

Changes in operating assets and liabilities:

    

Accounts receivable

     (557 )     119  

Inventory

     25       (225 )

Prepaid expenses and other assets

     (2,697 )     (1,471 )

Accounts payable

     (2,195 )     (1,002 )

Accrued expenses and other current liabilities

     5,932       4,265  
                

Net cash provided by operating activities

     24,461       14,329  

Investing activities

    

Purchases of property, plant and equipment

     (30,533 )     (8,932 )

Proceeds from sale of equipment

     196       —    

Purchases of marketable securities

     (31,365 )     (30,475 )

Sales of marketable securities

     27,480       275  

Capitalization of software and website development costs

     (1,778 )     (867 )
                

Net cash used in investing activities

     (36,000 )     (39,999 )

Financing activities

    

Proceeds from long-term debt

     1,630       5,405  

Repayment of long-term debt

     (1,026 )     (482 )

Payment of offering costs

     —         (1,376 )

Net proceeds from public offering

     —         61,380  

Proceeds from issuance of common shares

     3,256       516  
                

Net cash provided by financing activities

     3,860       65,443  

Effect of exchange rate changes on cash

     91       (67 )
                

Net increase (decrease) in cash and cash equivalents

     (7,588 )     39,706  

Cash and cash equivalents at beginning of period

     64,653       26,402  
                

Cash and cash equivalents at end of period

   $ 57,065     $ 66,108  
                

Supplemental Noncash Financing Activities

    

Accretion of preferred shares

   $ —       $ 1,295