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8-K/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K/A

(Amendment No. 1)

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the

Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): October 25, 2012

Vistaprint N.V.

(Exact Name of Registrant as Specified in Charter)

The Netherlands

000-51539

98-0417483

(State or Other Jurisdiction

of Incorporation)

(Commission

File Number)

(IRS Employer

Identification No.)

Hudsonweg 8 Venlo

The Netherlands

5928 LW

(Address of Principal Executive Offices)

(Zip Code)

Registrant’s telephone number, including area code: 31 77 850 7700

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

Vistaprint N.V. is filing this amendment to Current Report on Form 8-K/A for the purpose of including its presentation discussing its financial results for the first fiscal quarter ended September 30, 2012. The presentation is furnished as Exhibit 99.2 to this report.

On October 25, 2012, Vistaprint filed with the Securities and Exchange Commission the Current Report on Form 8-K to which this amendment relates.

The information in this Item 2.02 and Exhibits 99.1 and 99.2 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 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 Securities Exchange Act of 1934, except as expressly set forth by specific reference in such a filing.

Item 9.01.

Financial Statements and Exhibits

(d)

Exhibits

See the Exhibit Index attached to this report.

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: October 30, 2012	VISTAPRINT N.V.

	By:	/s/ Michael C. Greiner
		Michael C. Greiner
		Chief Accounting Officer

Exhibit Index


Exhibit No.		Description

99.1		Press release dated October 25, 2012 entitled “Vistaprint Reports First Quarter Fiscal Year 2013 Financial Results” was previously furnished as an exhibit to Vistaprint’s Current Report on Form 8-K filed with the Securities and Exchange Commission on October 25, 2012

99.2		Q1 Fiscal Year 2013 Earnings Presentation, Commentary & Financial Results Supplement

EX-99.2

Q1 Fiscal Year 2013

Earnings Presentation, Commentary

& Financial Results Supplement

October 25, 2012

Exhibit 99.2

This document is Vistaprint’s first quarter fiscal year 2013 earnings commentary. This document contains slides and

accompanying comments in the “notes”

section below each slide.

Safe Harbor Statement

This presentation and the accompanying notes contain statements about our future expectations, plans and prospects of

our business that constitute forward-looking statements for purposes of the safe harbor provisions under the Private

Securities Litigation Reform Act of 1995, including but not limited to our financial guidance, outlook, expectations, and

investment areas for fiscal year 2013; our planned investments in our business and the anticipated effects of those

investments; our operational growth strategy and the anticipated development of our business and financial results in

response to our strategy; and the anticipated growth and development of our business and markets, especially in Europe.

Projections are inherently uncertain and are based on assumptions and judgments by management. Our actual results

may differ materially from those indicated by these forward-looking statements as a result of various important factors,

including but not limited to flaws in the assumptions and judgments upon which our projections and guidance are based;

our failure to make the investments in our business that we plan to make or the failure of those investments to have the

effects that we expect; our failure to execute our strategy; the willingness of purchasers of marketing services and

products to shop online; our failure to identify and address the causes of our revenue weakness in Europe; currency

fluctuations that affect our revenues and costs; costs and disruptions caused by acquisitions; the failure of our acquired

businesses to perform as expected; difficulties or higher than anticipated costs in integrating the systems and operations

of our acquired businesses into our systems and operations; unanticipated changes in our market, customers or business;

our failure to acquire new customers and enter new markets, retain our current customers, and sell more products to

current and new customers; our failure to promote and strengthen our brand; the failure of our current and new marketing

channels to attract customers; our failure to manage growth and changes in our organization; our failure to manage the

complexity of our business and expand our operations; our inability to manage the challenges and risks of our

international operations; competitive pressures; costs and judgments resulting from litigation; changes in the laws and

regulations or in the interpretations of laws or regulations to which we are subject, including tax laws, or the institution of

new laws or regulations that affect our business; and general economic conditions. You can also find other factors

described in our Form 10-K for the fiscal year ended June 30, 2012 and the other documents we periodically file with the

U.S. Securities and Exchange Commission.

Please read the above safe harbor statement. Additionally, a detailed reconciliation of GAAP and non-GAAP measures is

posted in the appendix of the Q1 fiscal 2013 earnings presentation that accompanies these remarks.

Presentation Organization & Call Details

Presentation Organization:

•

Quarterly review and update

on initiatives

•

Q1 FY13 operating and

financial results

•

Looking ahead to Q2 and

remainder of fiscal year

•

Supplementary information

•

Reconciliation of GAAP to

Non-GAAP results

Live Q&A Session:

•

5:15 p.m. Eastern

•

Link from the IR section of

www.vistaprint.com

•

Hosted by:

Robert Keane

President & CEO

Ernst Teunissen

EVP & CFO

This presentation is organized into the categories shown on the left hand of this slide.

Robert Keane, CEO, and Ernst Teunissen, CFO, will host a live question and answer conference call at 5:15 p.m. US Eastern

time which you can access through a link on the investor relations section of www.vistaprint.com.

Quarterly Financial Results

Consolidated

$234

$204

$209

$212

$300

$258

$250

$251

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Webs revenue (millions)

Albumprinter revenue (millions)

Organic revenue (millions)

$0.75

$0.51

$0.32

$0.19

$0.82

$0.01

$0.10

$(0.05)

$0.89

$0.63

$0.43

$0.31

$0.97

$0.29

$0.40

$0.25

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

GAAP EPS*

Non-GAAP EPS*

Revenue and EPS results for the consolidated business, including Albumprinter and Webs results since October 31, 2011 and December 28, 2011

(dates of purchase, respectively).

Non-GAAP adjusted net income per diluted share for all periods presented excludes the impact of share-based compensation expense and its related

tax effect, amortization of acquired intangible assets and a tax charge related to the alignment of Webs IP with our global structure. Please see

reconciliation to GAAP net income (loss) at the end of this presentation.

* Per diluted share

Our consolidated revenue in the first quarter of the new fiscal year was at the low end of our guidance range set three

months ago. Revenue grew 23% on a consolidated constant currency basis, to $251 million, including revenue from our

Albumprinter and Webs acquisitions. On an organic constant currency basis, we grew 13% globally. This reflects strikingly

different levels of regional revenue performance: our organic constant currency revenue growth in North America was

strong at 19%, was on track in Asia Pacific at 29%, but in Europe was well below our expectations and plans at just 1%.

We manage our business to a global budget, but the underlying differences in our regional performance highlight both

encouraging results of our strategy execution in North America, as well as persistent challenges that we are actively

working to address in Europe. As we mentioned last quarter, while it is possible that the economy in Europe is impacting

our business, we believe our own value proposition and operational execution must improve. In the last quarter we made

some organizational changes that we believe will help drive longer-term improvements in Europe, but we are very early in

this process.

Earnings per share for the quarter was a loss of $0.05, and we are on track and committed to delivering EPS in line with

our annual plan and the annual guidance we provided at the beginning of the year.

Operational Performance:

Reinvigorate Growth in the Core Business

Strategy Element

Description

Long-Term Goals

Q1 FY13 Results/Examples

Major improvements to customer

experience, satisfaction and loyalty

Change success metrics from

short-term transaction-focused

value to longer-term life time value

and achieve higher life time value

per customer

•

Continued improvements in net

promoter score, a leading

retention indicator

•

New website experience

•

Improved substrate quality on

T-shirts

•

Continued improvements in

marketing by segment

•

Additional substrate upgrades

Invest more deeply into selected

traditional Vistaprint marketing

channels and expand in relatively

new channels such as broadcast

with higher than average COCA,

but excellent longer term ROI

Accelerate new customer

acquisition

Reach offline audiences not

currently looking to online suppliers

•

New customer growth of 16%

•

Launched new TV broadcast

creative in N.A.

•

Radio testing in N.A.

•

Continued testing into new

channels in Europe and APAC

Accelerate investment in production

process improvements, employee

training, supply chain management

and manufacturing-related

engineering

Step function changes in quality

and reliability

Significantly lower unit

manufacturing costs

•

Upgrades to product quality &

substrates

•

Launch of proprietary

manufacturing system for low-

volume promotional products

•

Continued efforts in improving

manufacturing operating metrics

(quality, speed, delivery, cost,

reliability)

Customer Value

Proposition

Improvements

Life Time Value

Based Marketing

World Class

Manufacturing

During the quarter, we continued to roll out initiatives in each

of our strategy elements designed to reinvigorate growth in

our core business.

First, we are steadily improving our customer value proposition.

Compared to a year ago we have more customer service,

better quality product substrates, faster shipping times, clearer website experience, less price-driven merchandising, more

transparent pricing, and upgraded tone, professionalism and relevance of our retention marketing efforts. As a result, our

Net Promoter Score (NPS) continues to improve globally. In time we expect this to result in improved life time value of our

customers. Specific examples from the first quarter are:

•

Second, we are now investing in advertising based on the life time value of our customers. This is in full swing in North

America, and in the testing phase in other regions. During the first quarter, we launched new creative in our North

American TV broadcast campaign and tested more heavily into radio. We tested TV advertising in the UK and Australia,

and prepared to do so in Q2 in Germany and France. We continued

to see strong new customer growth in all

geographies, with a total increase of 16% year over year.

Third, our investments in world-class manufacturing continue. Our engineering and management teams are leveraging

our recently functionally aligned organization to increase our sharing of best practices and processes across regions. We

are making significant improvements in productivity measures, and achieving cost savings from more professional and

global supply chain management. Our strong gross margin in Q1 was influenced by multiple positive and negative drivers,

but we believe the productivity and supply chain improvements we

are making will help us achieve long-term scale

leverage on the gross margin line. This quarter’s launch of a new line of promotional products was enabled by proprietary

equipment engineering and system development in our manufacturing team. And across Vistaprint, teams are

standardizing and improving processes such as packaging automation, cutting, recycling, scrap reduction, and shipment

reliability.

We launched a new website navigation and merchandising structure, with more streamlined shopping categories, a

simplified user interface, and enhanced value-based messaging and merchandising designed to improve the overall

experience. In the December quarter we expect to launch localization tools for this new site that will allow for more

relevant localization of markets outside of the US.

We upgraded our T-shirt stock in a further step to improve our quality across multiple product lines.

Our new Jamaican customer service center opened this quarter, which should help us better serve our North American

customers from a single, purpose-built location for our growing service staff.

We continued efforts in making our site and retention marketing programs more relevant to our various customer

segments.

Operational Performance:

Regional Review

North America

•

Acceleration of growth rate

o

Improved customer value proposition

o

LTV based advertising, including but

not limited to television

o

Strong organization effectiveness in

marketing team

•

Strategy implementation is far

Europe

•

Poor revenue performance

o

Weak macroeconomic backdrop, but

we are focusing on improving our

own execution

•

Prior organizational structure

•

Looking forward

o

Anticipate improved growth in FY13

o

Fundamental turn-around requires

longer term perspective

from complete, but off to a strong

start

limited ability to shift marketing

approach

o

New structure in place during Q1

The strategic initiatives we just described are being rolled out

globally, but with some differences in timing. We also have

seen differences in our operational execution across regions. Let’s take a moment to review our two largest geographic

regions and the differences that we believe are factors in their

diverging Q1 performance.

North America

In our largest geographic market, we have seen revenue growth accelerate from as low as 15% eight quarters ago, to 18-

22% over the last year. Growth in this quarter of 19% compares to growth of 17% in the first quarter of FY12.

In North America our strategic investments have been further strengthened and propelled by strong organizational

effectiveness in our NA marketing teams. That team has improved the efficiency of our traditional channels, rolled out

new multi-channel campaigns, and expanded our partner program to extend our market reach. These efforts have been

building over the course of the past three years.

Our North American strategy implementation is far from complete,

but the strong revenue growth we are seeing there

makes us confident in both our strategy and our execution.

Europe

As noted above, our poor revenue performance in Europe is a stark contrast to North America’s success. We are actively

working to understand and address the root causes of this decline in our EU growth rate. While the macroeconomic

environment in Europe is clearly challenging, we are focusing our efforts on improving what we can control, and on our

performance regardless of the economy. We believe our long-term strategy is the right strategy for Europe, but neither

our implementation of the strategy, nor our operational marketing execution has been as effective in Europe as it has

been in North America to date.

We believe that the reorganization we previously announced, which went into effect July 1st, 2012, will better equip us in

steering the European business back on track. We believe that the move away from our historic transaction-based

customer interaction management to a focus on improving overall value to the customer will be better executed in an

organization that is aligned in functional units as opposed to the country-based structure we previously had in place.

We expect to see an improved year-over-year growth rate in the EU for the remainder of fiscal 2013 as compared with the

first quarter. However, just as it took time to reverse the growth rate trends in the US, we believe that fundamental

European improvements to achieve our potential in the market will require time to implement and better execution.

Operational Performance:

Build Foundations for Future Growth

Strategy Element

Description

Long-Term Goals

Q1 FY13 Results/Examples

Digital small business marketing

offerings (websites, email

marketing, social media)

Lay foundations for continued rapid

growth five and more years in the

future

Seek M&A opportunities of firms that

possess technology, market

presence and/or expertise in target

areas

•

Continued digital subscriber adds in

•

Launch of Facebook Cover Pages

•

Launched white label Pagemodo

product to Vistaprint base

•

Continued with Webs integration and

technology investments

Enable customers to share and

preserve memories through

personalized products for home

and family use

•

Testing of Albumprinter photo books

with Vistaprint’s EU customer base

•

Albumprinter manufacturing process

improvements based upon work with

Vistaprint manufacturing

•

Preparation for holiday quarter

Expand to markets beyond

Europe and North America

Near term focus on Asia

•

Continued organizational building of

Singapore leadership team

•

Opened India production & service

operations, initial site launch

•

Ops planning, recruitment, cross-

training & process development for

China minority interest

Digital Marketing

Home & Family

Geographic Expansion

In addition to our initiatives in the core business, efforts in our adjacencies continued.

Our Vistaprint-branded digital subscriber base reached 353,000 customers with continued improvement in monthly

revenue per customer, and our Webs-branded paid subscriber base grew at a healthy clip. Our Webs Pagemodo

product surpassed one million users since its initial launch, and we just released a new Facebook cover page designer.

We launched a white labeled version of that Facebook page builder to Vistaprint customers and enhanced the product

bundle packages of our digital offering.

In the home and family area, we continued testing cross-selling of Albumprinter photo books into the Vistaprint

European customer base, and in early October turned on this new photo book offering in 9 of our European countries.

Our global engineering teams and the Albumprinter manufacturing team implemented more efficient manufacturing

processes in the Albumprinter production facility. We are also preparing for the upcoming holiday season with new

content designs for our most popular holiday products.

In terms of geographic expansion, we continued building out our Singapore-based APAC leadership team in order to

support future opportunities in global emerging markets. In India we opened Vistaprint’s newest production facility,

recruited and trained our service teams, and launched the first version of our Indian website. Over the coming year in

India we are focused on making significant strides in terms of localization of content and product, operations ramp up

and initial marketing efforts. And in China, via our minority interest in Namex, we conducted significant operational

planning, cross-training, recruitment and establishment of reporting processes.

Q1 FY 2013 Operating

and Financial Results

Q1 FY 2013: Key Financial Metrics*

Financial metrics for the consolidated business, including Albumprinter results since October 31, 2011 and Webs results since December 28,

2011 (dates of purchase).

Non-GAAP adjusted net income and non-GAAP adjusted EPS exclude share-based compensation expense and its related tax effect,

amortization of acquired intangible assets, and charges related to the alignment of Webs IP with our global operations. Please see

reconciliation to GAAP net income (loss) and EPS at the end of this presentation.

Quarter Ended 09/30/2012

Revenue

•

$251.4 million

18% y/y growth

23% y/y constant currency growth

13% y/y organic constant currency (ex-acquisitions)

GAAP Net Income (Loss)

•

$(1.7) million

(0.7)% net margin vs. 3.8% last year

decrease of 121% y/y

•

$(0.05) Diluted EPS

decrease of 126% y/y

Non-GAAP Adjusted Net

Income**

•

$8.9 million

3.5% net margin vs. 6.1% last year

decrease of 32% y/y

•

$0.25 Diluted EPS

decrease of 19% y/y

Consolidated

Turning to financials, Vistaprint generated revenues of $251 million in the first quarter, reflecting an 18% year over year

increase. In organic constant-currency terms, excluding Albumprinter and Webs, this reflects 13% year over year growth

for the business, at the low end of the constant-currency expectations we set three months ago.

GAAP net loss for the first quarter was $1.7 million, or negative 0.7% of revenue, reflecting a 121% decrease year over

year. We expected GAAP EPS to decline significantly year over year due to the investments in our strategy for the

traditional organic business as well as the dilutive impact of the Webs and Albumprinter acquisitions. GAAP EPS in the

first quarter was a loss of $0.05, reflecting a decrease of 126%

year over year.

Non-GAAP adjusted net income in the first quarter was $8.9 million, or 3.5% of revenue, reflecting a decrease of 32% year

over year. Non-GAAP adjusted EPS was $0.25 in the first quarter of fiscal 2013,

which reflects a decrease of 19% year over

year. Non-GAAP EPS declined less than GAAP EPS primarily due to higher stock-based compensation from our acquisitions

and the accounting timing impact of our recent premium price stock option grants for our executive officers, of which the

most significant portion has an accelerated expense profile versus traditional stock options and RSUs.

Cash Flow & ROIC Highlights*

Quarterly cash flows and investments (in millions)

Q1FY13

Q1FY12

Cash flow from operations

$6.6

$30.5

Free cash flow**

$(22.4)

$17.8

Capital expenditures

$27.8

$11.0

as % of revenue

11.0%

5.2%

Trailing Twelve Month Return on Invested Capital*** (GAAP)

27%

Trailing Twelve Month Return on Invested Capital*** (Non-GAAP)

15%

35%

Share repurchase program

Q1FY13

Shares purchased

Average cost per share

Total purchase spend, inclusive of transaction costs, in millions

Balance sheet (in millions, as of September 30, 2012)

Cash and cash equivalents

$59.3

Consolidated

* Financial results for the consolidated business, including Albumprinter and Webs results

** FCF

Cash

Flow

from

Operations

–

Capital

Expenditures

–

Purchases

Intangible

assets

not

acquisitions

–

Capitalized Software Expenses

*** ROIC

NOPAT

(Debt

Equity

–

Excess

Cash)

Net operating profit after taxes (NOPAT)

Excess cash is cash and investments >10% of last twelve month revenues

Operating leases have not been converted to debt

Non-GAAP TTM ROIC excludes share-based compensation expense and its related tax effect, amortization of acquired

intangibles, and charges related to the alignment of Webs IP with our global structure on NOPAT

Cash and cash equivalents were approximately $59.3 million as of

September 30, 2012. During the quarter, Vistaprint

generated $6.6 million in cash from operations, compared with $30.5 million in the first quarter of fiscal 2012. Free cash

flow was $(22.4) million in the first quarter, down from $17.8 million in the first quarter of fiscal 2012.

On a trailing twelve-month basis, return on invested capital (or ROIC) as September 30, 2012 declined due to the planned

reduced profitability in our business during the fiscal year. Including share based compensation expense, it was

approximately 7%, and excluding share based compensation expense, it was approximately 15%. We expect ROIC to

improve significantly over time, as we expect our FY12 and FY13 investments to bear fruit later in FY14 and beyond.

We did not repurchase shares during the quarter. We have approximately one million shares left under the repurchase

authorization approved by our shareholders in November 2011. Note that in the proxy for our November 8, 2012 annual

meeting of shareholders, we are asking our shareholders to authorize additional share repurchases beyond that

remainder.

Geographic Segment Revenue -

Quarterly

(millions)

North America:

57% of total revenue

22% y/y growth

22% y/y constant currency

growth including Webs

19% y/y organic constant

currency growth

Europe:

36% of total revenue

12% y/y growth

23% y/y constant currency

growth including Albumprinter

1% y/y organic constant

currency growth

Asia Pacific:

7% of total revenue

28% y/y growth

29% y/y constant currency

growth

Revenue results for the consolidated business, including Albumprinter and Webs results since respective acquisition dates. All Albumprinter revenue

included in European segment. All Webs revenue included in NA segment.

Note: Constant currency basis is estimated by translating all non-U.S. Dollar denominated revenue generated in the current period using the prior year

period’s average exchange rate for each currency to the U.S. Dollar.

Please see reconciliation to reported revenue growth rates at the end of this presentation.

Q1 FY2013

$116.7

$115.5

$119.2

$118.7

$139.8

$139.7

$140.9

$141.6

$2.3

$2.5

$2.6

$105.3

$77.7

$77.8

$80.0

$127.3

$88.4

$79.1

$74.3

$15.7

$11.8

$12.9

$15.4

$12.1

$10.5

$11.8

$13.7

$17.0

$15.4

$15.1

$17.5

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Asia-Pacific

Albumprinter (inc. in Europe)

Europe

Webs (inc. in North America)

North America

Consolidated

For the first quarter, revenue performance by geography, inclusive of Albumprinter and Webs revenues, was as follows:

•

Currency exchange rates in the quarter had a negative impact on revenue growth year over year. All of our major

currencies (the Euro, British pound, Canadian Dollar and Australian Dollar) weakened against the U.S. dollar since Q1

2012. The net result of currency movements year over year in Q1

was a negative impact of approximately $9 million on a

consolidated basis.

Sequentially, the Euro weakened against the U.S. dollar, while the Australian Dollar and Canadian Dollar strengthened

slightly and the Pound remained flat. The net effect of all currencies on revenue was a negative impact of less than $1

million versus fourth quarter rates. Compared to the currency rates we assumed when we gave guidance in July, currency

helped us by approximately $1.4 million.

North American revenue was $144.2 million, reflecting 22% growth

year over year in both reported and constant currency

terms. This revenue is inclusive of the $2.6 million of revenue

from the Webs acquisition. Excluding Webs, our North

American business grew 19% year over year in constant currency.

We are seeing continued strength in our results in North

America and we consider our performance in this region as a validation of our overall strategic direction.

European revenue was $89.7 million, reflecting 12% growth year over year as reported and 23% growth year over year in

constant currency. This revenue is inclusive of the $15.4 million of revenue from the Albumprinter acquisition. Excluding

Albumprinter, our European business grew 1% year over year in constant currency. This growth is much lower than both

what we want to see and what we believe is possible longer term in Europe. We believe it is possible that the

macroeconomic environment in Europe is having an impact on us, but we can’t quantify it. Instead we are focusing on our

own execution in Europe, which we believe can and must improve.

Asia-Pacific revenue was $17.5 million, reflecting 28% growth year over year in reported terms and 29% growth year over

year in constant currency. This remains our fastest growing geography, and we are pleased with our results in the first

quarter.

Operational Metrics

(Excludes Albumprinter and Webs)

5.3

4.8

5.0

6.5

5.8

5.6

5.9

8.3

7.0

6.4

6.5

FY10

FY11

FY12

FY13

Orders (M)

$36.63

$34.79

$34.56

$34.69

$36.17

$36.03

$37.75

$36.38

$34.61

$35.38

$36.73

$36.78

FY10

FY11

FY12

FY13

Average Order Value

Organic

Vistaprint’s organic business metrics, excluding Albumprinter and Webs, were as follows:

These metrics should be viewed together and not individually, as

factors such as currency, product mix, marketing

campaigns, partner performance, seasonality, and the like, can impact them.

Total orders processed in the quarter were approximately 6.5 million reflecting growth of 10% year over year.

Average order value was $36.78, roughly flat versus an average order value of $36.38 in Q1 of last fiscal year. AOV

was up year over year in North America, yet down in Europe.

Operational Metrics

(Excludes Albumprinter and Webs)

Organic

2.2

New Customers

(million)

Implied COCA

Advertising as

% of Revenue

0.0

0.5

1.0

1.5

2.0

2.5

3.0

0 $

5 $

10 $

15 $

20 $

25 $

30 $

35 $

10%

15%

20%

25%

30%

35%

$22

$21

$22

$23

$24

$26

$27

$26

$25

$28

20%

21%

22%

21%

23%

24%

27%

26%

24%

26%

Additional customer metrics for the business on an organic basis, for the period ending September 30, 2012, were as

follows:

Quarterly new customer additions were approximately 2.2 million,

reflecting 16% year over year growth over the

approximately 1.9 million new customer adds in Q1 of last fiscal

year. We are passing the anniversary of two initiatives

that helped us accelerate new customer growth last year: our increased advertising as a percentage of revenue, and our

partnership with Staples. We continue to expect new customer growth as a part of our efforts to extend our reach, but

we don’t believe we will see 30% growth this fiscal year like we did last year.

Vistaprint uses the term “implied cost of customer acquisition”

or “implied COCA”

to describe total advertising expense

in a period divided by the number of unique first time customers

in that period. The second chart illustrates our implied

COCA, which is higher than years past due to our planned increased investment in advertising over time, and was up

from Q4 to Q1 at approximately $28.

Advertising costs for the organic business were $60.8 million, or 26.1% of organic revenue in the quarter. As part of our

strategic investments, we expected this increase versus years past. As a reminder, our continued success with wholesale

partnerships also reduces our COCA and our advertising as a percent of revenue, because those partners sell under their

own brand and Vistaprint does not incur material advertising expenses in this type of wholesale partnership.

Historical Revenue Driver Metrics

(Quarterly)

10.6

11.1

11.4

11.9

*trailing twelve month at period end

12.9

Organic

13.8

14.4

14.9

FY11

FY12

FY13

TTM Unique Customers (M)

10.6

11.1

11.4

11.9

12.9

13.8

14.4

14.9

TTM New

Customers (M)

7.0

7.2

7.4

7.7

8.4

9.0

9.4

9.7

TTM Repeating

Customers (M)

3.6

3.9

4.0

4.2

4.5

4.8

5.0

5.2

As % of Unique

Customers

TTM New Customers

66%

65%

TTM Repeating Customers

34%

35%

Y/Y

Growth

TTM Unique Customers

19%

21%

19%

22%

24%

26%

25%

TTM New

Customers

15%

16%

17%

20%

25%

27%

26%

TTM Repeating

Customers

29%

30%

25%

24%

25%

23%

25%

24%

Implied

Retention*

40%

42%

43%

44%

*TTM repeating

customers as % of year

-ago unique customers

3.6

3.9

4.0

4.2

4.5

4.8

5.0

5.2

7.0

7.2

7.4

7.7

8.4

9.0

9.4

9.7

FY11

FY12

FY13

TTM* Unique Customers (M)

New Customers Aquired in Period

Customers Repeating from Prior Periods

Our unique customer metrics for the core business on a trailing twelve month basis were as follows:

On a TTM basis, unique customer count was 14.9 million, reflecting 25% year over year growth of unique customers.

First-time unique customers in the TTM period ending September 30, 2012 grew 26% year over year while unique

customers transacting from prior periods grew 24% year over year.

Historical Revenue Driver Metrics

Average Customer Spend:

Organic

$54

$55

$53

$52

$51

$50

$98

$99

$100

$102

$100

$99

$70

$72

$73

$71

$69

$68

$67

FY11

FY12

FY13

Average Spend Per Unique

Customer (USD)

New

Repeat

Total

FY11

FY12

FY13

Average

Spend per Unique

Customer

$70

$72

$73

$71

$69

$68

$67

Average Spend per New

Customer

$54

$55

$53

$52

$51

$50

Average Spend per Repeat

Customer

$98

$99

$100

$102

$100

$99

Y/Y

Growth

Average

Spend per Unique

Customer

(1%)

(6%)

(8%)

Average Spend

per New

Customer

(2%)

(4%)

(7%)

(9%)

Average Spend

per Repeat

Customer

(1%)

(3%)

FY11-FY16, long-term target of low- to mid- single digit growth in bookings per

unique customer.

Average spend per unique customer for the core business on a trailing twelve month basis developed as follows:

•

Average spend per unique customer during the TTM period ending September 30, 2012 was $67, reflecting an 8% decline

year over year. We believe this decline was due to several factors:

The near-term drag created by the changes we made in FY12 to drive long-term retention, including reduced in-

transaction cross sell;

The impact of our success with wholesale partnerships such as FedEx Office and Staples, for which we receive

wholesale revenue per order that is on average lower than our direct-to-customer business; and

A year-over-year negative impact of currency movements, which impacts this metric, as well as the sub-metrics

below.

Average spend per new customer acquired in the TTM period was $50, reflecting a 9% decline year over year. This

decrease is consistent with the changes described above, as well

as our new customer AOV trends which have been down

slightly in the past few quarters due to the impact of less aggressive cross-selling and growth of wholesale partnerships.

Average spend per customer transacting in prior periods during the TTM period was $99, reflecting a 3% decline year over

year.

Looking Ahead

Outlook Commentary

•

Revenue range reduced by $10M

o

Underperformance of European business (adjusted down by

about $25M)

o

Currency outlook (adjusted up by about $15M)

•

EPS guidance unchanged; actively managing expenses to

enable EPS performance in line with FY13 plan

o

Protecting revenue-generating expenses

o

Slowing some hiring relative to budget (while still growing

headcount year over year in strategic areas)

o

Reducing some travel expenses relative to budget

After the first quarter of fiscal 2013, we are adjusting our full fiscal year 13 guidance as follows:

Revenue

We are lowering our revenue guidance range by $10M. This reflects two factors:

The full fiscal year guidance we initiated last quarter did factor in an expectation for continued weakness in European

revenue at the low end of the range. However, now we believe it

is prudent to lower our expectation further given our

poor performance in the first quarter and the impact that is likely to have on the full year. As a reminder, our December

quarter, traditionally our largest of the year, is still ahead of us. This quarter is especially significant in Europe, where a

larger percent of our home and family based bookings come from.

With that said, we do have an expectation that European organic constant currency growth rates can improve from the

1% we delivered in Q1. We have already seen some improvement in

year-over-year bookings growth rates later in the

first quarter and into the first couple weeks of October, and we

are focused on improving execution.

Finally, our expectation is that we can continue to deliver strong growth in North America and Asia Pacific, in line with our

prior expectations.

EPS

We remain committed to delivering EPS in line with our annual plan. As a result, our FY13 EPS guidance remains

unchanged. In order to compensate for a reduced revenue outlook, we are actively managing our expenses:

•

Our operational expectations for European revenue have been lowered by about $25M for the full year.

•

In general, we plan to protect revenue-generating expenses

•

Currency has moved in our favor since we initially gave guidance

in July. We are adjusting our expectations to reflect an

expected $15M benefit for the year.

•

We are slowing some hiring relative to budget, though we are still expecting to grow headcount year over year

•

We are also reducing some travel and other discretionary expenses relative to budget

Financial Guidance*

(as of October 25, 2012)

The

Company

providing

the

following

assumptions

facilitate

non-GAAP

adjusted

net

income

per

diluted

comparisons

that

exclude

share-

based compensation related expenses, amortization of acquired intangible assets and tax charges related to the alignment of IP with our global

operations:

FY13

ending 06/30/2013

Q2 FY13

ending 12/31/2012

Revenue

$1,165

$1,215

$335

$355

Revenue growth from FY 2012 period

14%

19%

12% -

18%

Organic constant currency revenue growth estimate

12%

17%

11% -

17%

GAAP EPS

$0.40

$0.70

EPS decline from FY 2012 period

(65%)

(38%)

GAAP share count

35.3 million

FY13

ending 06/30/2013

Non-GAAP adjusted EPS

$1.62

$1.92

EPS decline from FY 2012 period

(17%) –

(2%)

Non-GAAP share count

36.1 million

Non-GAAP exclusions

$45.1

* Millions, except share and per share amounts and as noted

Consolidated

The table above is Vistaprint’s financial guidance as of October 25, 2012. This guidance reflects our expected market

opportunity and our ongoing commitment to making investments for

growth and competitive advantage. Vistaprint

specifically disclaims any obligation to update any forward-looking statements, which should not be relied upon as

representing our expectations or beliefs as of any date subsequent to October 25, 2012, the date of this presentation.

Our expectations for

the full fiscal year ending June 30, 2013 are as follows:

•

Our revenue expectations for the quarter ending December 31, 2012, the second quarter of fiscal year 2013, are expected

to be in the range of $335 million to $355 million, an increase of 12% to 18% in U.S. dollars, and 14% to 20% in constant

currencies. We expect organic constant-currency growth of 11% to 17% year over year.

For full year revenue, our organic constant-currency growth expectations are 12% to 17% growth, and consolidated

constant-currency growth expectations are 15% to 20%. If exchange rates stay the same as they were for the 30-day

average in mid-October 2012, we would expect consolidated revenue to be $1,165 million to $1,215 million, an increase of

14% to 19% year over year in U.S. dollars. Of course, actual revenue will depend in part on currency exchange rate

development throughout the fiscal year.

Full fiscal year GAAP EPS, on a diluted

basis, is expected to be between $0.40 and $0.70 based on about 35.3 million

weighted average shares outstanding.

Financial Guidance*

(as of October 25, 2012)

The

Company

providing

the

following

assumptions

facilitate

non-GAAP

adjusted

net

income

per

diluted

comparisons

that

exclude

share-

based compensation related expenses, amortization of acquired intangible assets and tax charges related to the alignment of IP with our global

operations:

FY13

ending 06/30/2013

Q2 FY13

ending 12/31/2012

Revenue

$1,165 -

$1,215

$335 -

$355

Revenue growth from FY 2012 period

14% -

19%

12% -

18%

Organic constant currency revenue growth estimate

12% -

17%

11% -

17%

GAAP EPS

$0.40 -

$0.70

EPS decline from FY 2012 period

(65%) -

(38%)

GAAP share count

35.3 million

FY13

ending 06/30/2013

Non-GAAP adjusted EPS

$1.62 -

$1.92

EPS decline from FY 2012 period

(17%) –

(2%)

Non-GAAP share count

36.1 million

Non-GAAP exclusions

$45.1

* Millions, except share and per share amounts and as noted

Consolidated

We are providing the assumptions noted on our guidance slide to facilitate comparisons with non-GAAP adjusted net

income per diluted share.

•

Based on these assumptions, for the full fiscal year 2013, non-GAAP adjusted EPS is expected to be between $1.62 and

$1.92, and excludes expected acquisition-related amortization of intangible assets of approximately $7.6 million; share-

based compensation expense and its related tax effect of approximately $35.3 million; charges related to the alignment

of acquisition-related intellectual property with global operations of approximately $2.2 million; and 36.1 million shares

outstanding.

•

We expect these expenses which are excluded from non-GAAP results to be fairly evenly distributed throughout the fiscal

year with the exception of the alignment of the acquisition-related IP which is recorded based on the timing of how the

profits come in on a quarterly basis.

Capital Expenditures Guidance

(as of October 25, 2012)

Expressed as percent of revenue

•

$80M -

$95M

Actuals

Guidance

$63M

$76M

$95M

$80M

$101M

$37M

$46M

14%

FY 2007

FY 2008

FY 2009

FY 2010

FY 2011

FY 2012

FY 2013-

High

FY 2013-

Low

Other

Land and Facilities

Manufacturing &

Automation Equipment

25%

16%

15%

•

7% -

8% of revenue

guidance midpoint

Consolidated

FY 2013 Guidance:

This chart shows capital expenditures in dollars and as a percentage of revenue for the past several years, and also shows

our expectations for fiscal 2013 at the midpoint of our revenue guidance range. We expect capital expenditures as a

percentage of revenue and in absolute dollars to increase in fiscal 2013 over 2012. For FY 2013, we have narrowed our

previous guidance range and now expect capital expenditures of $80 to $95 million, or 7% to 8% of our revenue guidance

midpoint. This guidance includes the expansion of our Venlo production facility, capital expenditures to create a small

production facility in India, and other IT and manufacturing equipment requirements to support our growth plans.

Commentary on Revenue and EPS Seasonality

•

As previously noted, no longer provide quarterly EPS guidance

•

Expect our typical seasonality trends to continue

o

Albumprinter increases seasonal effect of December quarter

•

Expect to deliver majority of annual GAAP EPS in our second

quarter

o

In line with recent years

•

Will provide quarterly revenue guidance

o

Quarterly updates on our annual revenue and EPS guidance

With one quarter behind us, and the seasonality of our upcoming second quarter, we want to provide some color on the

expected trends in the business:

We will continue to provide annual revenue and EPS guidance, with quarterly updates. We will also provide quarterly

revenue guidance.

•

We expect the seasonal revenue trends in our core business to continue, notwithstanding recent weakness in Europe,

which typically has a higher percentage of home and family oriented revenue than other regions. The addition of

Albumprinter increases the seasonal nature of our business.

•

We expect the recent trend of delivering a majority of annual GAAP earnings during our second quarter to continue in FY

2013. The additional volume of our holiday business adds significant volume through our facilities, and so we expect to

see higher gross margin in the second quarter due to the absorption of fixed costs. Additionally, we expect our quarterly

tax provision to match the seasonality of our profits as we are required to book the provision each quarter based on the

percentage completion of forecasted profits for the year.

Summary

•

Mixed results, most notably poor EU performance

o

Addressing issues, but this is a longer term effort

•

Strong progress in all other parts of the business

o

Value proposition, LTV advertising, manufacturing

o

Foundations for future in digital, photo books & Asia

o

Great results in North America

•

Believe we have the right strategy to drive

o

Long-term revenue and profit growth

o

Competitive advantage

o

Significant value for long term shareholders

In summary, this quarter’s results were mixed. The notable shortcoming was our poor revenue performance in Europe.

We recognize the need to address this issue and are making plans

to do so, while being realistic that this will not be a

short-term turnaround.

In almost every other part of our business we made strong progress relative to our objectives. Strategically speaking, our

progress included improving our customer value proposition, investing in life time value based advertising, improving our

manufacturing and supply chain capabilities, expanding our technology resources and laying foundations for future growth

in digital, home and family and Asian markets. Combined with strong tactical execution this strategy has meant continued

strength in our largest geographic market, North America, whose growth rates have stabilized over the past year.

Our strategic progress and the North American results give us confidence in the approach we are taking to drive revenue

and profit growth worldwide. We will continue to move these initiatives forward, and believe that we are building a solid

future of growth, competitive advantage and significant value for our long-term shareholders.

Q&A Session

Please go to the

Investor Relations section of www.vistaprint.com

for the live Q&A call at

5:15 pm EDT on October 25, 2012

Q1 Fiscal Year 2013

Financial and Operating Results Supplement

Total Company Organic Growth Rates

(Excludes Albumprinter and Webs)

Note: Constant currency basis is estimated by translating all non-U.S. Dollar denominated revenue generated in the current

period using the prior year period’s average exchange rate for each currency to the U.S. Dollar.

Please see reconciliation to reported revenue growth rates at the end of this presentation.

10%

reported

13%

constant-currency

FY10

28% constant-currency growth

FY11

22% constant-currency growth

FY12

20% constant-currency growth

Organic

10%

15%

20%

25%

30%

35%

40%

45%

50%

Q2 FY10

Q3 FY10

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Constant-Currency

Reported

Segment Revenue Growth Rates

Constant Currency Organic

Organic

56%

58%

45%

36%

43%

35%

39%

45%

37%

40%

33%

29%

10%

20%

30%

40%

50%

60%

70%

APAC

48%

38%

28%

27%

30%

21%

22%

21%

22%

18%

11%

10%

20%

30%

40%

50%

60%

70%

Europe

21%

17%

18%

15%

16%

21%

18%

17%

20%

21%

18%

19%

10%

20%

30%

40%

50%

60%

70%

North America

Gross Margin and Gross Profit

FY10 64.2%

FY11 64.8%

FY12 65.2%

Consolidated

$127

$106

$105

$108

$155

$133

$134

$200

$169

$162

$163

65.1%

64.1%

63.6%

63.1%

66.3%

65.3%

63.9%

63.2%

66.8%

65.5%

64.6%

65.0%

Q2 FY10

Q3 FY10

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Gross Profit (millions)

GM %

GAAP Net Income (Loss) and Net Margin

FY10 $68

FY11 $82

FY12 $44

Consolidated

$27

$16

$12

$11

$34

$23

$14

$32

$(2)

9.7%

7.1%

6.3%

14.5%

11.3%

6.9%

3.8%

10.6%

0.1%

1.5%

-0.7%

-5.0%

0.0%

5.0%

10.0%

15.0%

$(2)

$13

$18

$23

$28

$33

$38

$43

$48

$53

$58

Q2 FY10

Q3 FY10

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

GAAP Net Income (loss), in millions

GAAP Net Margin

13.8%

Non-GAAP Adjusted Net Income*

and Adjusted Net Margin

FY10 $91

FY11 $105

FY12 $77

Consolidated

$34

$21

$17

$16

$40

$28

$20

$13

$38

$11

$15

17.3%

12.9%

10.5%

9.6%

17.3%

13.8%

9.4%

6.1%

12.6%

4.4%

5.9%

3.5%

Q2 FY10

Q3 FY10

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Non-GAAP Adjusted Net Income (millions)

Non-GAAP Adjusted Net Margin

*Non-GAAP adjusted net income for all periods presented excludes the impact of share-based

compensation expense and its related tax effect, amortization of acquired intangibles, and

charges related to the alignment of Webs IP with our global structure. Please see

reconciliation to GAAP net income at the end of this presentation.

Q1 Income Statement Comparison to Prior Year

(as a percentage of revenue)

Consolidated

0.1%

4.6%

10.1%

15.0%

12.6%

39.8%

35.9%

35.0%

36.8%

Q1 FY2013

Q1 FY2012

Cost of revenue

Marketing and selling

Technology and development

General and administrative

Income from operations

Q1 Income Statement Comparison to Prior Quarter

(as a percentage of revenue)

0.1%

2.0%

10.1%

11.5%

15.0%

14.8%

39.8%

36.3%

35.0%

35.4%

Q1 FY2013

Q4 FY2012

Cost of revenue

Marketing and selling

Technology and development

General and administrative

Income from operations

Consolidated

Share-Based Compensation* (millions)

* Share-based compensation (SBC) expense includes SBC-related tax adjustment.

FY10 $23.2

FY11 $22.4

FY12 $26.1

$6.7

$5.3

$5.7

$5.6

$6.4

$5.3

$5.1

$4.9

$5.0

$7.6

$8.6

$8.4

Q2 FY10

Q3 FY10

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Consolidated

Revenue Seasonality

(Excludes Albumprinter and Webs)

* Home and family revenue is calculated using a product format-based approach

$195

$166

$164

$170

$234

$204

$209

$212

$284

$244

$235

$233

Q2 FY10

Q3 FY10

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Small Business Marketing

Home and Family*

Organic

Q1 FY 2013 Bookings by Marketing Channel

(excludes Albumprinter and Webs bookings)

~2.2 million new customers in Q1 FY2013

Paid

Other

Channels

and Partners

Party Permission-

Based email

Direct URL Type-In

Paid

Other

Channels and

Partners

Our Own

Permission-Based

Direct URL Type-

First-time Order Bookings: 32%

Repeat Order Bookings: 68%

Our Own

Permission-Based

Organic

Balance Sheet Highlights

Balance Sheet highlights, in millions, at period end

09/30/12

06/30/12

3/31/12

12/31/11

09/30/11

Total assets

$620.5

$592.4

$588.0

$590.3

$469.0

Cash and cash equivalents

$59.3

$62.2

$52.1

$67.5

$161.1

Total current assets

$114.6

$115.6

$103.5

$123.7

$194.0

Goodwill and intangible assets

$179.5

$180.7

$192.0

$196.6

$5.1

Total liabilities

$421.3

$403.1

$306.0

$322.5

$108.8

Current liabilities

$129.4

$142.0

$148.1

$166.2

$97.1

Long-term debt

$259.3

$229.0

$126.5

$140.5

Shareholders’

Equity

$199.2

$189.3

$281.9

$267.8

$360.2

Treasury shares (in millions)

15.7

15.8

13.0

13.1

9.8

Consolidated

Long-Term Debt

Availability under our credit facility

09/30/12

Maximum aggregate available borrowing amounts

$387.5M

Outstanding borrowings of credit facility

($259.3M)

Remaining amount

$128.2M

($39.9M)

Amount available borrowing as of September 30, 2012

$88.3M

Consolidated

* Our borrowing ability can be limited by our debt covenants each quarter. These covenants may limit our borrowing

capacity depending on our leverage, other indebtedness, such as installment obligations and letters of credit, and

other

factors

that

are

outlined

the

credit

agreement

filed

exhibit

our

Form

8-K

filed

October

26,

2011.

•

Credit facility in place with aggregate loan commitments of $387.5M

•

Interest

rate

LIBOR

plus

1.25%

1.50%

•

Currently in compliance with all covenants. Key covenants are:

o

Senior leverage ratio not to exceed 2.75x TTM EBITDA

o

Total leverage ratio not to exceed 3.5x TTM EBITDA

o

Interest coverage ratio of at least 3.0

o

Total cash/debt use for share repurchases of $400M since inception of credit facility (10/21/2011)

Limitations to borrowing due to debt covenants and other obligations*

Q1 FY13 Capital Expenditure Breakdown

Q1 CapEx: $27.8M

Consolidated

56%

22%

Land/Facilities

Mfg & Automation Equipment

Other

1 Land, building and construction, leasehold improvements, and furniture and fixtures

2 All manufacturing and automation equipment, including offset and digital print lines, other printing

equipment, pre-press and post-press equipment such as cutters, and automation equipment

3 IT infrastructure, software and office equipment

Appendix

Including a Reconciliation of

GAAP to Non-GAAP Financial

Measures

About

non-GAAP financial measures

To supplement Vistaprint’s consolidated financial statements presented in accordance with

U.S. generally accepted

accounting principles, or GAAP, Vistaprint has used the following measures defined as non-GAAP financial measures by

Securities and Exchange Commission, or SEC, rules: non-GAAP adjusted net income, non-GAAP adjusted net income

per diluted share, free cash flow, constant-currency revenue growth, and constant-currency organic revenue growth. The

items excluded from the non-GAAP adjusted net income measurements are share-based compensation expense and its

related tax effect, amortization of acquisition-related intangibles, and tax charges related to the alignment of

acquisition-

related intellectual property with global operations. Free cash

flow is defined as net cash provided by operating activities

less purchases of property, plant and equipment, purchases of intangible assets, and capitalization of software and

website development costs. Constant-currency revenue growth is estimated by translating all non-U.S. dollar

denominated revenue generated in the current period using the prior year period’s average exchange rate for each

currency to the U.S. dollar. Constant-currency organic revenue growth excludes the impact of currency as defined

above and revenue from acquired companies.

The presentation of non-GAAP financial information is not intended to be considered in isolation or as a substitute for the

financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP

financial

measures,

please

see

the

tables

captioned

“Reconciliations

Non-GAAP

Financial

Measures”

included

the

end of this release. The tables have more details on the GAAP financial measures that are most directly comparable to

non-GAAP financial measures and the related reconciliation between these financial measures.

(continued on next page)

About

non-GAAP financial measures

continued…

Vistaprint’s management believes that these non-GAAP financial measures provide meaningful supplemental

information in assessing our performance and when forecasting and analyzing future periods. These non-GAAP

financial measures also have facilitated management’s internal comparisons to Vistaprint’s historical performance and

our competitors’

operating results.

Management provides these non-GAAP financial measures as a courtesy to investors. However, to

gain a more

complete understanding of the company’s financial performance, management does (and investors should) rely upon

GAAP statements of operations and cash flow.

Reconciliation: GAAP to Non-GAAP Results

FY 2003

FY 2004

FY 2005*

FY 2006

FY 2007

FY 2008

FY 2009

FY2010

FY2011

FY2012

GAAP Net Income

$473

$3,440

($16,218)

$19,234

$27,143

$39,831

$55,686

$67,741

$82,109

$43,994

Share-based

compensation and

related tax effect

$4,850

$8,765

$15,275

$20,177

$23,156

$22,400

$26,060

Amortization of

acquired intangible

assets

$5,754

Webs IP transfer

$1,235

Non-GAAP

Adjusted Net Income

$473

$3,440

$4,782

$23,146

$35,908

$55,106

$75,863

$90,897

$104,509

$77,043

Net Income –

Annual

($ in thousands)

*Fiscal 2005 non-GAAP results exclude a contract termination payment of $21mm

Note: share-based compensation expense includes tax effects

Reconciliation: GAAP to Non-GAAP Results

Net Income –

Quarterly

($ in thousands)

Fiscal Year 2010

Fiscal Year 2011

Fiscal Year 2012

Fiscal

Year 2013

GAAP Net Income

$26,948

$16,167

$11,650

$10,781

$34,014

$22,917

$14,397

$8,172

$31,697

$274

$3,851

$(1,696)

Share-based

compensation and

related tax effect

$6,679

$5,315

$5,662

$5,550

$6,435

$5,285

$5,129

$4,876

$5,021

$7,566

$8,596

$8,445

Amortization of

acquired intangible

assets

$1,148

$2,381

$2,225

$2,178

Webs IP Transfer

$1,017

$218

Non-GAAP

Adjusted Net

Income

$33,627

$21,482

$17,312

$16,331

$40,449

$28,202

$19,526

$13,048

$37,866

$11,238

$14,890

$8,927

Diluted Earnings Per Share -

Annual

Reconciliation: GAAP to Non-GAAP Results

FY 2006

FY 2007

FY 2008

FY 2009

FY2010

FY2011

FY2012

GAAP Net Income Per Share

$0.45

$0.60

$0.87

$1.25

$1.49

$1.83

$1.13

Share-based Compensation

Per Share*

$0.09

$0.18

$0.31

$0.43

$0.49

$0.47

$0.65

Amortization of acquired

intangible assets

$0.14

Webs IP Transfer

$0.03

Non-GAAP Adjusted Net

Income Per Share

$0.54

$0.78

$1.18

$1.68

$1.98

$2.30

$1.95

Weighted average shares

used in computing

(millions)

42.651

45.825

46.780

45.099

45.989

45.448

39.426

*Note: share-based compensation expense includes tax effects

Reconciliation: GAAP to Non-GAAP Results

Earnings Per Diluted Share -

Quarterly

*Note: share-based compensation expense includes tax effects

Fiscal Year 2010

Fiscal Year 2011

Fiscal Year 2012

Fiscal

Year 2013

GAAP Net Income Per

$0.59

$0.35

$0.26

$0.24

$0.75

$0.51

$0.32

$0.19

$0.82

$0.01

$0.10

$(0.05)

Share-based Compensation

Per Share*

$0.14

$0.11

$0.12

$0.14

$0.12

$0.11

$0.12

$0.20

$0.23

$0.24

Amortization of acquired

intangible assets

$0.03

$0.06

Webs IP Transfer

$0.02

$0.01

Non-GAAP Adjusted Net

Income Per Share

$0.73

$0.46

$0.38

$0.36

$0.89

$0.63

$0.43

$0.31

$0.97

$0.29

$0.40

$0.25

Weighted average shares

used in computing Non-

GAAP

(millions)

46.027

46.231

46.136

45.704

45.625

45.079

45.156

42.569

39.041

38.346

37.620

35.793

Reconciliation: Free Cash Flow

(in thousands)

Three Months Ended

September 30,

2012

2011

Net cash provided by operating activities

$ 6,650

$ 30,541

Purchases of property, plant and equipment

(27,759)

(10,998)

Purchases of intangibles assets

(9)

(89)

Capitalization of software and website

development costs

(1,301)

(1,682)

Free cash flow

$ (22,419)

$ 17,772

Reconciliation:

Constant-Currency Revenue Growth Rates

Quarterly

FY2010

Q3 FY10

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Reported revenue growth

40%

30%

22%

18%

20%

23%

27%

25%

28%

26%

20%

18%

Currency impact

(8%)

(5%)

(1%)

(7%)

(5%)

Revenue growth in constant

currency

32%

25%

22%

20%

23%

22%

20%

28%

25%

23%

Impact of acquisitions to growth in

constant currency

(7%)

(8%)

(10%)

Revenue growth rate, ex

acquisitions, in constant currency

32%

25%

22%

20%

23%

22%

20%

21%

17%

13%

Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s

average exchange rate for each currency to the U.S. dollar.

Reconciliation:

Constant-Currency Revenue Growth Rates

Annual

FY2009

FY2010

FY2011

FY2012

Reported revenue growth

29%

30%

22%

25%

Currency impact

(2%)

Revenue growth in constant currency

36%

28%

22%

25%

Impact of acquisition to growth in constant currency

(5%)

Revenue growth rate, ex acquisition, in constant currency

36%

28%

22%

20%

Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s

average exchange rate for each currency to the U.S. dollar.

Reconciliation:

Non-U.S. Constant-Currency Revenue Growth Rates

and Reported Growth Rates, ex Albumprinter

Non-US Revenue Growth

Q2 FY10

Q3 FY10

Q4 FY10

Q1 FY11

Q2 FY11

Q3 FY11

Q4 FY11

Q1 FY12

Q2 FY12

Q3 FY12

Q4 FY12

Q1 FY13

Non-US reported revenue

growth

68%

55%

30%

23%

26%

27%

41%

35%

36%

31%

20%

15%

Currency impact

(20%)

(14%)

(2%)

(16%)

(11%)

10%

Non-US revenue growth in

constant currency

48%

41%

31%

30%

32%

25%

24%

36%

34%

30%

25%

Impact of acquisition to non-

US growth in constant

currency

(13%)

(15%)

(18%)

Non-US organic growth in

constant currency

48%

41%

31%

30%

32%

25%

24%

23%

21%

15%

Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s

average exchange rate for each currency to the U.S. dollar.

Reconciliation:

Constant-Currency Revenue Growth Rates

and Reported Growth Rates (U.S. v. Non-U.S.)

Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s

average exchange rate for each currency to the U.S. dollar.

Q1 FY2013

Non-US

Total

Company

Reported revenue growth

21%

15%

18%

Currency impact

10%

Revenue growth in constant currency

21%

25%

23%

Impact of acquisition to growth in

constant currency

(2%)

(18%)

(10%)

Revenue growth rate, ex acquisition, in

constant currency

19%

13%

Reconciliation:

Geographic Segment Constant-Currency Revenue Growth

Rates and Reported Growth Rates

Note: Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period

using the prior year period’s average exchange rate for each currency to the U.S. dollar.

Q1 FY2013

North America

Europe

Asia-Pacific

Total

Company

Reported revenue growth

22%

12%

28%

18%

Currency impact

11%

Revenue growth in constant currency

22%

23%

29%

23%