Q2 FY15 Earnings 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 28, 2015

__________________________________________

Cimpress N.V.
(Exact Name of Registrant as Specified in Its Charter)

__________________________________________

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)
 
 
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):
 
 
  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))

 





Item 2.02.    Results of Operations and Financial Condition
 
On January 28, 2015, Cimpress N.V. issued a press release announcing its financial results for the second quarter ended December 31, 2014 and posted on its web site (www.cimpress.com) a presentation and script discussing its second quarter financial results. The full text of the press release is furnished as Exhibit 99.1 to this report, the presentation is furnished as Exhibit 99.2, and the script that accompanies the presentation is furnished as Exhibit 99.3.
The information in this Item 2.02 and the Exhibits to this report are not "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor are they 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: January 28, 2015
CIMPRESS N.V.
 
 
 
 
By:
/s/Sean E. Quinn
 
 
Sean E. Quinn
 
 
Vice President and Chief Accounting Officer







EXHIBIT INDEX
Exhibit  
 
 
No.
 
Description
99.1
 
Press release dated January 28, 2015 entitled “Cimpress Reports Second Quarter Fiscal Year 2015 Financial Results”
99.2
 
Presentation dated January 28, 2015 entitled "Cimpress N.V. Q2 Fiscal Year 2015 Earnings presentation, commentary & financial results supplement"
99.3
 
Q2 Fiscal Year 2015 Earnings Presentation Script dated January 28, 2015 accompanying the presentation in Exhibit 99.2




Q2_FY15 Earnings Release


Contacts:
Investor Relations:
Meredith Burns
ir@cimpress.com
+1.781.652.6480
Media Relations:
Cheryl Wadsworth
mediarelations@cimpress.com
                                

Cimpress Reports Second Quarter Fiscal Year 2015 Financial Results

Second quarter 2015 results:
Revenue grew 19 percent year over year to $439.9 million
Revenue grew 7 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 increased to $1.89, compared with $1.18 in the same quarter last year
Non-GAAP adjusted net income per diluted share increased 41 percent year over year to $2.12

Venlo, the Netherlands, January 28, 2015 -- Cimpress N.V. (Nasdaq: CMPR), the world leader in mass customization, today announced financial results for the three month period ended December 31, 2014, the second quarter of its 2015 fiscal year.

“We delivered good results across the business in our second quarter,” said Robert Keane, president and chief executive officer. “Quarterly revenue reflected continued improvement in the growth of our Vistaprint brand as a result of our investments in our customer value proposition, as well as continued strong growth of our recent acquisitions. Profitability, operating cash flow and free cash flow were also strong. In November, our shareholders

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overwhelmingly supported the name change of our corporate parent company to Cimpress, as a clear reflection of our strategy to extend our mass customization capabilities well beyond our traditional Vistaprint-branded business. In pursuit of this vision we have embarked on a major multi-year investment to engineer a shared platform of software-driven mass customization capabilities that we can leverage across multiple customer-facing brands.”

Consolidated Financial Metrics:
Revenue for the second quarter of fiscal year 2015 was $439.9 million, a 19 percent increase compared to revenue of $370.8 million reported in the same quarter a year ago. Excluding the estimated impact from currency exchange rate fluctuations and revenue from businesses acquired during the past twelve months, total revenue grew 7 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 64.4 percent, down from 67.4 percent in the same quarter a year ago. The year-over-year reduction in gross margin was primarily due to our recent acquisitions of Printdeal (formerly named People & Print Group) and Pixartprinting, which have lower gross margins than our Vistaprint-branded business. Excluding the businesses we acquired during the past twelve months, our gross margin increased slightly year over year.
Operating income in the second quarter was $59.9 million, or 13.6 percent of revenue, an increase in absolute dollars but a decrease as a percent of revenue compared to $52.5 million, or 14.2 percent of revenue, in the same quarter a year ago. This operating margin compression is driven by increased amortization expense for acquisition-related intangible assets, as well as the change in fair-value of our acquisition-related earn-outs.
GAAP net income for the second quarter was $63.6 million, or 14.5 percent of revenue, compared to $40.9 million, or 11.0 percent of revenue in the same quarter a year ago. Part of the significant year-over-year growth in GAAP net income is due to below-the-line currency movements that created losses in the year-ago period but gains in the current period.
GAAP net income per diluted share for the second quarter was $1.89, versus $1.18 in the same quarter a year ago, due in part to the currency movements described above.
Non-GAAP adjusted net income for the second quarter, which excludes amortization expense for acquisition-related intangible assets, tax charges related to the alignment of acquisition-related intellectual property with our operational structure, the change in the

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fair-value estimate of our acquisition-related earn-outs, unrealized currency gains and losses on currency hedges and intercompany financing arrangements included in net income, share-based compensation expense, and the related income tax effect of these items, was $72.1 million, or 16.4 percent of revenue, representing a 37 percent increase compared to $52.7 million, or 14.2 percent of revenue, in the same quarter a year ago.
Non-GAAP adjusted net income per diluted share for the second quarter, as defined above, was $2.12, versus $1.50 in the same quarter a year ago.
Capital expenditures in the second quarter were $18.3 million, or 4.2 percent of revenue.
During the second quarter, the company generated $138.2 million of cash from operations and $116.0 million in free cash flow, defined as cash from operations less purchases of property, plant and equipment, purchases of intangible assets not related to acquisitions, and capitalization of software and website development costs.
As of December 31, 2014, the company had $77.9 million in cash and cash equivalents and $346.9 million of debt. After considering debt covenant limitations, as of December 31, 2014 the company had $399.1 million available for borrowing under its committed credit facility.

Operating metrics are provided as a table-based supplement to this press release. The recent acquisitions of Printdeal, Pixartprinting, FotoKnudsen and the recent investment in Printi are not yet incorporated into our customer metrics.

Fiscal 2015 Outlook as of January 28, 2015:
Ernst Teunissen, executive vice president and chief financial officer, said, “Now that we are halfway through our fiscal year, we are adjusting our guidance to reflect, on the one hand currency headwinds but, on the other hand, solid year-to-date operational results."

Financial Guidance as of January 28, 2015:
The company provides revenue and earnings guidance on only a fiscal year basis, not quarterly. Our guidance incorporates completed acquisitions and share repurchases, and outstanding debt obligations, as of January 28, 2015. Based on current and anticipated levels of demand, the company expects the following financial results:

Fiscal Year 2015 Revenue

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The company expects revenue of approximately $1,430 million to $1,470 million, or 13 percent to 16 percent growth year over year in reported terms and 17 percent to 20 percent growth on a constant-currency basis. Constant-currency growth expectations assume a recent 30-day currency exchange rate for all currencies.
This constant-currency growth expectation remains the same as the guidance we last gave on October 29, 2014 at the top end of the range. We have increased the low end of the range.
Our reported revenue outlook has been lowered at the high end of the range by about $30 million due to recent weakening of currencies against the US dollar, particularly European currencies.

Fiscal Year 2015 GAAP Net Income Per Diluted Share
The company expects GAAP net income per diluted share of approximately $2.00 to $2.30, which assumes 33.6 million weighted average diluted shares outstanding.
We expect our fiscal 2015 GAAP net income to benefit from strong year-to-date operational performance.
Based on a recent 30-day currency exchange rate for relevant currencies, we estimate that realized gains and losses on currency forward contracts as well as natural hedges will largely offset the currency impact to revenue in our full-year net income results.
However, we are decreasing our GAAP EPS guidance range versus the guidance we last gave on October 29, 2014 because of a large projected GAAP loss in the third quarter resulting from the recent appreciation of the Swiss Franc, which has a non-cash, non-operational impact on a US dollar denominated intercompany loan. If the USD to CHF exchange rates remain the same as late January rates, we expect this loss will more than offset the year-to-date currency gains on the intercompany loan we have recorded in our GAAP net income. This projected loss is excluded from our non-GAAP EPS expectation.

Fiscal Year 2015 Non-GAAP Adjusted Net Income Per Diluted Share
The company expects non-GAAP adjusted net income per diluted share of approximately $3.80 to $4.10, which excludes our expectations for the following items inclusive of their tax effects:
Acquisition-related amortization of intangible assets of approximately $22.2 million or approximately $0.65 per diluted share

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Share-based compensation expense of approximately $21.7 million or approximately $0.64 per diluted share
The change in fair-value estimate of our acquisition-related earn-outs of approximately $7.4 million or approximately $0.22 per diluted share
Tax charges related to the alignment of acquisition-related intellectual property with global operations of approximately $2.2 million, or $0.06 per diluted share.
An unrealized currency loss of $(11.0) million, or $(0.32) per diluted share, based on a recent spot rate of relevant currencies (USD to Swiss Franc).
Changes in unrealized gains on currency forward contracts of $2.3 million, or $0.07 per diluted share, based on a recent 30-day currency exchange rate for relevant currencies.
This guidance assumes a non-GAAP weighted average diluted share count of approximately 34.0 million shares.
This non-GAAP EPS guidance is higher than the guidance we last gave on October 29, 2014 to reflect our strong performance to date.

Fiscal Year 2015 Depreciation and Amortization and Capital Expenditures
The company expects depreciation and amortization expense to be approximately $95 million to $100 million. This includes the amortization of acquisition-related intangible assets described above in our non-GAAP earnings per share expectations, as well as our expectations for capitalized software development costs.
The company expects to make capital expenditures of approximately $85 million to $95 million. The majority of planned capital investments are designed to support the planned long-term growth of the business. This fiscal year, we expect to invest about $20 million to build a new manufacturing facility in Japan as part of our joint venture there and about $20 million in the expansion of our product lines and other new manufacturing capabilities.

The foregoing guidance supersedes any guidance previously issued by the company. All such previous guidance should no longer be relied upon.

Cimpress has posted at ir.cimpress.com an end-of-quarter presentation with accompanying prepared remarks. On Thursday, January 29, 2015 at 7:30 a.m. (EST) the company will host a live Q&A conference call with management to discuss the financial results, which will be

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available via web cast at ir.cimpress.com and via dial-in at +1 (877) 703-6108, access code 90951641. A replay of the Q&A session will be available on the company’s Web site following the call on January 29, 2015.



About non-GAAP financial measures
To supplement Cimpress’ consolidated financial statements presented in accordance with U.S. generally accepted accounting principles, or GAAP, Cimpress 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 revenue growth excluding revenue from acquisitions made during the past year. The items excluded from the non-GAAP adjusted net income measurements are share-based compensation expense, amortization of acquisition-related intangibles, tax charges related to the alignment of acquisition-related intellectual property with global operations, changes in unrealized gains and losses on currency forward contracts, unrealized currency gains and losses on intercompany financing arrangements, the charge for the disposal of our minority investment in China, the change in fair-value estimate of our acquisition-related earn-outs, and the related income tax effect of these items. Free cash flow is defined as net cash provided by operating activities less purchases of property, plant and equipment, purchases of intangible assets not related to acquisitions, and capitalization of software and website development costs. Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar and excludes the impact of gains and losses on effective currency hedges recognized in revenue in the prior year periods. Constant-currency revenue growth excluding revenue from acquisitions during the past year excludes the impact of currency as defined above and revenue from Printdeal, Pixartprinting and FotoKnudsen.

The presentation of non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the tables captioned “Reconciliations of Non-GAAP Financial Measures” included at the end of this release. The tables have more details on the GAAP financial measures that are most directly

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

Cimpress’ management believes that these non-GAAP financial measures provide
meaningful supplemental information in assessing our performance and liquidity by excluding certain items that may not be indicative of our recurring core business operating results, which could be non-cash charges or discrete cash charges that are infrequent in nature. These non-GAAP financial measures also have facilitated management’s internal comparisons to Cimpress’ historical performance and our competitors’ operating results.

About Cimpress
Cimpress N.V. (Nasdaq: CMPR) is the world leader in mass customization. For 20 years, the company has focused on developing software and manufacturing capabilities that transform traditional markets in order to make customized products accessible and affordable to everyone.  Cimpress’ portfolio of brands that includes Vistaprint, Albelli, Drukwerkdeal, Pixartprinting and others serves many customer segments across many applications for mass customization. The company produces more than 80 million unique products a year via its network of computer integrated manufacturing facilities. To learn more, visit http://www.cimpress.com.  

Cimpress and the Cimpress logo are trademarks of Cimpress N.V. or its subsidiaries. All other brand and product names appearing on this announcement may be trademarks or registered trademarks of their respective holders.

This press release contains 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 expectations for the growth, development, and profitability of our business and our recent acquisitions and our financial outlook and guidance set forth under the headings “Fiscal 2015 Outlook as of January 28, 2015” and “Financial Guidance as of January 28, 2015.” Forward-looking projections and expectations are inherently uncertain, are based on assumptions and judgments by management, and may turn out to be wrong. Our actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including but not limited to flaws in the assumptions and judgments upon which our forecasts are based; our failure to execute our strategy; our inability to make the

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investments in our business that we plan to make; the failure of our strategy, investments, and efforts to reposition the Vistaprint brand to have the effects that we expect; our failure to promote and strengthen our brands; 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 identify and address the causes of our revenue weakness in some of our markets; our failure to manage the growth and complexity of our business and expand our operations; costs and disruptions caused by acquisitions and strategic investments; the failure of the businesses we acquire or invest in, including Printdeal, Pixartprinting, FotoKnudsen, and Printi to perform as expected; the willingness of purchasers of marketing services and products to shop online; the failure of our current and new marketing channels to attract customers; currency fluctuations that affect our revenues and costs including the impact of currency hedging strategies and intercompany transactions; unanticipated changes in our markets, customers, or business; competitive pressures; interruptions in or failures of our websites, network infrastructure or manufacturing operations; our failure to retain key employees; our failure to maintain compliance with the financial covenants in our revolving credit facility or to pay our debts when due; costs and judgments resulting from litigation; changes in the laws and regulations or in the interpretations of laws or regulations to which we are subject, including tax laws, or the institution of new laws or regulations that affect our business; general economic conditions; and other factors described in our Form 10-Q for the fiscal quarter ended September 30, 2014 and the other documents we periodically file with the U.S. Securities and Exchange Commission.

In addition, the statements and projections in this press release represent our expectations and beliefs as of the date of this press release, and subsequent events and developments may cause these expectations, beliefs, and projections 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.

Operational Metrics & Financial Tables to Follow


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CIMPRESS N.V.
CONSOLIDATED BALANCE SHEETS
(Unaudited in thousands, except share and per share data)
 
December 31,
2014
 
June 30,
2014
Assets
 

 
 

Current assets:
 

 
 

Cash and cash equivalents
$
77,881

 
$
62,508

Marketable securities
8,557

 
13,857

Accounts receivable, net of allowances of $286 and $212, respectively
30,733

 
23,515

Inventory
15,246

 
12,138

Prepaid expenses and other current assets
46,648

 
45,923

Total current assets
179,065

 
157,941

Property, plant and equipment, net
391,016

 
352,221

Software and web site development costs, net
16,091

 
14,016

Deferred tax assets
12,987

 
8,762

Goodwill
305,013

 
317,187

Intangible assets, net
94,887

 
110,214

Other assets
27,438

 
28,644

Total assets
$
1,026,497

 
$
988,985

Liabilities, noncontrolling interests and shareholders’ equity
 

 
 

Current liabilities:
 

 
 

Accounts payable
$
72,065

 
$
52,770

Accrued expenses
181,581

 
121,177

Deferred revenue
25,584

 
26,913

Deferred tax liabilities
1,219

 
2,178

Short-term debt
14,884

 
37,575

Other current liabilities
518

 
888

Total current liabilities
295,851

 
241,501

Deferred tax liabilities
27,031

 
30,846

Lease financing obligation
55,870

 
18,117

Long-term debt
332,065

 
410,484

Other liabilities
48,379

 
44,420

Total liabilities
759,196

 
745,368

 
 
 
 
Redeemable noncontrolling interests
9,466

 
11,160

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 32,603,954 and 32,329,244 shares outstanding, respectively
615

 
615

Treasury shares, at cost, 11,476,673 and 11,751,383 shares, respectively
(414,104
)
 
(423,101
)
Additional paid-in capital
314,954

 
309,990

Retained earnings
430,143

 
342,840

Accumulated other comprehensive (loss) income
(75,416
)
 
2,113

Total shareholders’ equity attributable to Cimpress N.V.
256,192

 
232,457

Noncontrolling interest
1,643

 

Total shareholders' equity
257,835

 
232,457

Total liabilities, noncontrolling interests and shareholders’ equity
$
1,026,497

 
$
988,985


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CIMPRESS N.V.
CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited in thousands, except share and per share data)

 
Three Months Ended December 31,
 
Six Months Ended
December 31,
 
2014
 
2013
 
2014
 
2013
Revenue
$
439,905

 
$
370,807

 
$
773,837

 
$
645,896

Cost of revenue (1)
156,620

 
120,789

 
286,840

 
216,579

Technology and development expense (1)
46,625

 
42,874

 
90,530

 
85,121

Marketing and selling expense (1)
139,058

 
124,128

 
250,885

 
226,561

General and administrative expense (1)
37,714

 
30,494

 
68,835

 
56,704

Income from operations
59,888

 
52,522

 
76,747

 
60,931

Other income (expense), net
9,855

 
(3,209
)
 
21,991

 
(8,035
)
Interest income (expense), net
(3,031
)
 
(1,566
)
 
(6,377
)
 
(3,143
)
Income before income taxes and loss in equity interests
66,712

 
47,747

 
92,361

 
49,753

Income tax provision
3,850

 
6,005

 
6,082

 
6,820

Loss in equity interests

 
867

 

 
1,646

Net income
62,862

 
40,875

 
86,279

 
41,287

Add: Net loss attributable to noncontrolling interests
747

 

 
1,024

 

Net income attributable to Cimpress N.V.
$
63,609

 
$
40,875

 
$
87,303

 
$
41,287

Basic net income per share attributable to Cimpress N.V.
$
1.96

 
$
1.24

 
$
2.69

 
$
1.26

Diluted net income per share attributable to Cimpress N.V.
$
1.89

 
$
1.18

 
$
2.62

 
$
1.20

Weighted average shares outstanding — basic
32,536,046

 
32,861,393

 
32,461,432

 
32,760,384

Weighted average shares outstanding — diluted
33,581,100

 
34,552,194

 
33,367,767

 
34,463,006

____________________________________________
(1) Share-based compensation is allocated as follows:
 
Three Months Ended December 31,
 
Six Months Ended
December 31,
 
2014
 
2013
 
2014
 
2013
Cost of revenue
$
14

 
$
72

 
$
45

 
$
138

Technology and development expense
1,002

 
2,418

 
1,929

 
4,878

Marketing and selling expense
58

 
1,588

 
972

 
3,277

General and administrative expense
5,310

 
3,795

 
9,180

 
7,965




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CIMPRESS N.V.
CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited in thousands)

 
Three Months Ended December 31,
 
Six Months Ended December 31,
 
2014
 
2013
 
2014
 
2013
Operating activities
 
 
 
 
 

 
 

Net income
$
62,862

 
$
40,875

 
$
86,279

 
$
41,287

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

 
 

 
 

 
 

Depreciation and amortization
22,895

 
16,840

 
47,354

 
32,465

Share-based compensation expense
6,384

 
7,873

 
12,126

 
16,258

Excess tax benefits derived from share-based compensation awards
(1,023
)
 
(493
)
 
(1,342
)
 
(1,987
)
Deferred taxes
(4,085
)
 
(5,370
)
 
(8,242
)
 
(7,594
)
Loss in equity interests

 
867

 

 
1,646

Unrealized (gain) loss on derivative instruments included in net income
(14
)
 
(1,155
)
 
(3,482
)
 
3,701

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
(8,485
)
 
3,036

 
(18,597
)
 
2,868

Other non-cash items
1,231

 
90

 
1,772

 
323

Changes in operating assets and liabilities excluding the effect of business acquisitions:
 
 
 
 
 

 
 

Accounts receivable
(4,375
)
 
1,403

 
(6,941
)
 
(1,414
)
Inventory
(2,759
)
 
(687
)
 
(3,256
)
 
(563
)
Prepaid expenses and other assets
(2,049
)
 
(8,757
)
 
14,738

 
(12,865
)
Accounts payable
15,159

 
7,587

 
21,611

 
4,751

Accrued expenses and other liabilities
48,782

 
32,918

 
41,446

 
16,028

Net cash provided by operating activities
138,224

 
95,027

 
190,844

 
94,904

Investing activities
 
 
 
 
 

 
 

Purchases of property, plant and equipment
(18,268
)
 
(24,592
)
 
(34,952
)
 
(42,169
)
Business acquisitions, net of cash acquired
2,910




(22,997
)


Proceeds from sale of intangible assets

 

 

 
137

Purchases of intangible assets
(60
)
 
(44
)
 
(145
)
 
(119
)
Capitalization of software and website development costs
(3,910
)
 
(2,605
)
 
(7,449
)
 
(4,419
)
Investment in equity interests

 
(4,894
)
 

 
(4,994
)
Net cash used in investing activities
(19,328
)
 
(32,135
)
 
(65,543
)
 
(51,564
)
Financing activities
 
 
 
 
 

 
 

Proceeds from borrowings of debt
39,500

 
23,500

 
139,500

 
67,000

Payments of debt and debt issuance costs
(140,254
)
 
(88,967
)
 
(243,266
)
 
(101,604
)
Payments of withholding taxes in connection with share awards
(1,253
)
 
(1,279
)
 
(2,764
)
 
(3,941
)
Payments of capital lease obligations
(1,581
)
 

 
(2,842
)
 

Excess tax benefits derived from share-based compensation awards
1,023

 
493

 
1,342

 
1,987

Proceeds from issuance of ordinary shares
3,937

 
667

 
4,782

 
4,163

Payment of dividend to noncontrolling interest
(92
)
 

 
(92
)
 

Net cash used in financing activities
(98,720
)
 
(65,586
)
 
(103,340
)
 
(32,395
)
Effect of exchange rate changes on cash and cash equivalents
(3,216
)
 
353

 
(6,588
)
 
1,300

Net increase (decrease) in cash and cash equivalents
16,960

 
(2,341
)
 
15,373

 
12,245

Cash and cash equivalents at beginning of period
60,921

 
64,651

 
62,508

 
50,065

Cash and cash equivalents at end of period
$
77,881

 
$
62,310

 
$
77,881

 
$
62,310


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CIMPRESS N.V.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES
(Unaudited in thousands, except share and per share data)

 
Three Months Ended
December 31,
 
Six Months Ended December 31,
 
 
2014
 
2013
 
2014
 
2013
 
Non-GAAP adjusted net income reconciliation:
 
 
 
 
 
 
 
 
Net income attributable to Cimpress N.V.
63,609

 
$
40,875

 
$
87,303

 
$
41,287

 
 
 
 
 
 
 
 
 
 
Add back inclusive of tax effect:
 
 
 
 
 
 
 
 
Share-based compensation expense
5,397


8,062


11,166


16,638


Amortization of acquisition-related intangible assets
5,375

 
2,249

 
11,914

 
4,449

 
Tax cost of transfer of intellectual property
1,235

 
1,468

 
1,781

 
1,531

 
Change in fair value of contingent consideration
3,701

 

 
7,378

 

 
Changes in unrealized (gain) loss on currency forward contracts included in net income
(14
)
 
(1,155
)
 
(3,482
)
 
3,701

 
Unrealized currency (gain) loss on intercompany loans
(7,205
)
 
1,163

 
(15,191
)
 
1,163

 
Non-GAAP adjusted net income
$
72,098

 
$
52,662

 
$
100,869

 
$
68,769

 
 
 
 
 
 
 
 
 
 
Non-GAAP adjusted net income per diluted share reconciliation:
 
 
 
 
Net income per diluted share
$
1.89

 
$
1.18

 
$
2.62

 
$
1.20

 
 
 
 
 
 
 
 
 
 
Add back inclusive of tax effect:
 
 
 
 
 
 
 
 
Share-based compensation expense
0.16

 
0.22

 
0.32

 
0.47

 
Amortization of acquisition-related intangible assets
0.15

 
0.06

 
0.34

 
0.12

 
Tax cost of transfer of intellectual property
0.03

 
0.04

 
0.04

 
0.04

 
Change in fair value of contingent consideration
0.10

 

 
0.21

 

 
Changes in unrealized (gain) loss on currency forward contracts included in net income

 
(0.03
)
 
(0.10
)
 
0.10

 
Unrealized currency transaction (gain) loss on intercompany loan
(0.21
)
 
0.03

 
(0.45
)
 
0.03

 
Non-GAAP adjusted net income per diluted share
$
2.12

 
$
1.50

 
$
2.98

 
$
1.96

 
 
 
 
 
 
 
 
 
 
Non-GAAP adjusted weighted average shares reconciliation:
 
 
 
 
 
 
 
GAAP weighted average shares outstanding - diluted
33,581,100

 
34,552,194

 
33,367,767

 
34,463,006

 
Add:
 
 
 
 
 
 
 
 
Additional shares due to unamortized share-based compensation
503,120

 
566,199

 
477,216

 
598,923

 
Non-GAAP adjusted weighted average shares outstanding - diluted
34,084,220
 
35,118,393

 
33,844,983
 
35,061,929
 
 



Page 12 of 14



CIMPRESS N.V.
RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES (CONTINUED)
(Unaudited in thousands, except share and per share data)
 
Three Months Ended
December 31,
 
Six Months Ended December 31,
 
2014
 
2013
 
2014
 
2013
Free cash flow reconciliation:
 
 
 
 
 
 
 
Net cash provided by (used in) operating activities
$
138,224

 
$
95,027

 
$
190,844

 
$
94,904

Purchases of property, plant and equipment
(18,268
)
 
(24,592
)
 
(34,952
)
 
(42,169
)
Purchases of intangible assets not related to acquisitions
(60
)
 
(44
)
 
(145
)
 
(119
)
Capitalization of software and website development costs
(3,910
)
 
(2,605
)
 
(7,449
)
 
(4,419
)
Free cash flow
$
115,986

 
$
67,786

 
$
148,298

 
$
48,197

 
GAAP Revenue
 
 
 
 
 
 
 
 
 
Constant - currency excluding acquisitions
 
Three Months Ended December 31,
 
 
 
Currency
Impact:
 
Constant-
Currency
 
Impact of Acquisitions
 
 
2014
 
2013
 
% Change
 
(Favorable)/Unfavorable
 
Revenue Growth
 
(Favorable)/Unfavorable
 
Revenue Growth
Revenue growth reconciliation by region:
 
 
 
 
 
 
 
 
 
 
North America 
$
206,497

 
$
189,447

 
9%
 
1%
 
10%
 
—%
 
10%
Europe
208,606

 
161,031

 
30%
 
11%
 
41%
 
(37)%
 
4%
Other
24,802

 
20,329

 
22%
 
5%
 
27%
 
(17)%
 
10%
Total revenue
$
439,905

 
$
370,807

 
19%
 
4%
 
23%
 
(16)%
 
7%
 
GAAP Revenue
 
 
 
 
 
 
 
 
 
Constant - currency excluding acquisitions
 
Six Months Ended December 31,
 
 
 
Currency
Impact:
 
Constant-
Currency
 
Impact of Acquisitions
 
 
2014
 
2013
 
% Change
 
(Favorable)/Unfavorable
 
Revenue Growth
 
(Favorable)/Unfavorable
 
Revenue Growth
Revenue growth reconciliation by region:
 
 
 
 
 
 
 
 
 
 
North America 
$
384,239

 
$
354,221

 
8%
 
1%
 
9%
 
—%
 
9%
Europe
346,968

 
255,735

 
36%
 
6%
 
42%
 
(40)%
 
2%
Other
42,630

 
35,940

 
19%
 
2%
 
21%
 
(12)%
 
9%
Total revenue
$
773,837

 
$
645,896

 
20%
 
2%
 
22%
 
(16)%
 
6%
 
GAAP Revenue
 
 
 
 
 
 
 
 
 
Constant- Currency revenue growth
 
Three months ended December 31,
 
 
 
Currency
Impact:
 
Constant-
Currency
 
Impact of Acquisitions
 
 
2014
 
2013
 
%
Change
 
(Favorable)/Unfavorable
 
Revenue Growth
 
(Favorable)/Unfavorable
 
Excluding acquisitions
Revenue growth reconciliation by reportable segment:
 
 
 
 
 
 
 
 
Vistaprint Business Unit
$
356,259

 
$
344,865

 
3%
 
4%
 
7%
 
—%
 
7%
All Other Business Units
83,646

 
25,942

 
222%
 
7%
 
229%
 
(222)%
 
7%
Total revenue
$
439,905

 
$
370,807

 
19%
 
4%
 
23%
 
(16)%
 
7%
 
GAAP Revenue
 
 
 
 
 
 
 
 
 
Constant- Currency revenue growth
 
Six months ended December 31,
 
 
 
Currency
Impact:
 
Constant-
Currency
 
Impact of Acquisitions
 
 
2014
 
2013
 
%
Change
 
(Favorable)/Unfavorable
 
Revenue Growth
 
(Favorable)/Unfavorable
 
Excluding acquisitions
Revenue growth reconciliation by reportable segment:
 
 
 
 
 
 
 
 
Vistaprint Business Unit
$
627,944

 
$
600,645

 
5%
 
2%
 
7%
 
—%
 
7%
All Other Business Units
145,893

 
45,251

 
222%
 
4%
 
226%
 
(221)%
 
5%
Total revenue
$
773,837

 
$
645,896

 
20%
 
2%
 
22%
 
(16)%
 
6%

Page 13 of 14




 
CIMPRESS N.V.
 
 
Supplemental Financial Information and Operating Metrics
 
 
 
 
 
Q2 FY2014
Q3 FY2014
Q4 FY2014
FY2014
 
Q1 FY2015
Q2 FY2015
 
 
 
 
 
 
 
 
 
 
 
1 

 New Customer Orders (millions) - excludes acquisitions made since Q4 FY 2014
 
2.9

2.4

2.2

9.7

 
2.1

2.7

 
   y/y growth
 
(12
)%
(8
)%
 %
(8
)%
 
(5
)%
(7
)%
 
 
 
 
 
 
 
 
 
 
 
2 

 Total Order Volume (millions) - excludes acquisitions made since Q4 2014
 
9.1

7.3

7.0

30.5

 
6.8

8.8

 
  y/y growth
 
(7
)%
(6
)%
(1
)%
(4
)%
 
(4
)%
(3
)%
 
 
 
 
 
 
 
 
 
 
 
3 

 Average Order Value - excludes acquisitions made since Q4 2014 ($USD)
 
$
40.92

$
40.14

$
42.50

$
40.74

 
$
43.32

$
43.55

 
   y/y growth
 
15
 %
7
 %
9
 %
10
 %
 
10
 %
6
 %
 
 
 
 
 
 
 
 
 
 
 
4 

 TTM Unique Active Customer Count - excludes acquisitions made since Q4 2014 (millions)
 
16.9

16.8

16.7

 
 
16.7

16.6

 
  y/y growth
 
2
 %
(1
)%
(2
)%
 
 
(2
)%
(2
)%
 
 
TTM new customer count (millions)
 
10.0

9.8

9.7

 
 
9.6

9.4

 
 
TTM repeat customer count (millions)
 
6.9

7.0

7.0

 
 
7.1

7.2

 
 
 
 
 
 
 
 
 
 
 
5 

 TTM Average Bookings per Unique Active Customer - excludes acquisitions made since Q4 2014
 
$
72

$
73

$
74

 
 
$
75

$
76

 
  y/y growth
 
7
 %
7
 %
7
 %
 
 
7
 %
6
 %
 
 
TTM average bookings per new customer (approx.)
 
$
53

$
53

$
54

 
 
$
55

$
56

 
 
TTM average bookings per repeat customer (approx.)
 
$
100

$
101

$
102

 
 
$
103

$
103

 
 
 
 
 
 
 
 
 
 
 
6 

 Advertising & Commissions Expense - excluding acquisitions made since Q4 2014 (millions)
 
$
81.6

$
65.9

55.7

$
266.4

 
$
62.2

$
83.1

 
  as % of revenue
 
22.0
 %
23.0
 %
18.9
 %
21.7
 %
 
21.3
 %
21.8
 %
 
 
 
 
 
 
 
 
 
 
 
7 

 Advertising & Commissions Expense - Consolidated (millions)
 
$
81.6

$
65.9

$
57.1

$
267.7

 
$
63.9

$
85.6

 
  as % of revenue
 
22.0
 %
23.0
 %
16.9
 %
21.1
 %
 
19.1
 %
19.5
 %
 
 
 
 
 
 
 
 
 
 
 
 
 Revenue - Consolidated as Reported ($ millions)
 
$
370.8

$
286.2

$
338.2

$
1,270.2

 
$
333.9

$
439.9

 
   y/y growth
 
6
 %
(1
)%
21
 %
9
 %
 
21
 %
19
 %
 
   y/y growth in constant currency
 
6
 %
(1
)%
19
 %
8
 %
 
21
 %
23
 %
 
 
 
 
 
 
 
 
 
 
 
 
 North America ($ millions)
 
$
189.4

$
166.1

$
179.9

$
700.2

 
$
177.7

$
206.5

 
   y/y growth
 
13
 %
2
 %
6
 %
9
 %
 
8
 %
9
 %
 
   y/y growth in constant currency
 
14
 %
3
 %
7
 %
9
 %
 
8
 %
10
 %
 
   as % of revenue
 
51
 %
58
 %
53
 %
55
 %
 
53
 %
47
 %
 
 Europe ($ millions)
 
$
161.0

$
104.2

$
142.2

$
502.1

 
$
138.4

$
208.6

 
   y/y growth
 
1
 %
(4
)%
50
 %
11
 %
 
46
 %
30
 %
 
   y/y growth in constant currency
 
(2
)%
(7
)%
43
 %
7
 %
 
45
 %
41
 %
 
   as % of revenue
 
43
 %
36
 %
42
 %
40
 %
 
42
 %
47
 %
 
 Other Regions ($ millions)
 
$
20.3

$
15.9

$
16.1

$
67.9

 
$
17.8

$
24.8

 
   y/y growth
 
(5
)%
(3
)%
3
 %
(4
)%
 
14
 %
22
 %
 
   y/y growth in constant currency
 
6
 %
10
 %
8
 %
6
 %
 
13
 %
27
 %
 
   as % of revenue
 
6
 %
6
 %
5
 %
5
 %
 
5
 %
6
 %
 
 
 
 
 
 
 
 
 
 
 
8 

Physical printed products and other ($ millions)
 
$
350.5

266.4

$
318.7

$
1,189.9

 
$
315.1

$
422.1

 
Digital products/services ($ millions)
 
$
20.3

19.7

$
19.5

$
80.3

 
$
18.8

$
17.8

 
 
 
 
 
 
 
 
 
 
 
 
 Headcount at end of period
 
4,642

4,494

5,127

 
 
5,336

5,859

 
 
Full-time employees
 
4,217

4,370

4,901

 
 
5,040

5,203

 
 
Temporary employees
 
425

124

226

 
 
296

656

 
Notes:
Some numbers may not add due to rounding. Metrics are unaudited and where noted, approximate.
 
 
Starting in Q3 Fiscal 2012, Albumprinter and Webs results have been included in customer metrics. Printi, Printdeal, Pixartprinting and FotoKnudsen are not included in the customer metrics above. Also starting in the same period, a minor calculation methodology change was made in order to accommodate the consolidation.
1 
Orders from first-time customers in period, excluding Printi, Printdeal, Pixartprinting and FotoKnudsen
2 
Total order volume in period, excluding Printi, Printdeal, Pixartprinting and FotoKnudsen
3 
Total bookings, including shipping and processing, divided by total orders, excluding Printi, Printdeal, Pixartprinting and FotoKnudsen
4 
Number of individual customers who purchased from us in a given period, with no regard to frequency of purchase, excluding Printi, Printdeal, Pixartprinting and FotoKnudsen
5 
Total bookings for a trailing twelve month period, including shipping and processing, divided by number of unique customers in the same period, excluding Printi, Printdeal, Pixartprinting and FotoKnudsen
6 
External advertising and commissions expense, excluding Printi, Printdeal, Pixartprinting and FotoKnudsen
7 
External advertising and commissions expense for the consolidated business
8 
Other revenue includes miscellaneous items which account for less than 1% of revenue

Page 14 of 14
q2fy15earningspresentati
CIMPRESS N.V. Q2 Fiscal Year 2015 Earnings presentation, commentary & financial results supplement January 28, 2015 1


 
Safe Harbor Statement 2 This presentation and the accompanying notes contain statements about our future expectations, plans and prospects of our business that constitute forward-looking statements for purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995, including but not limited to our expectations for the growth, development, and profitability of our business and our recent acquisitions and investments, the integration of our recent acquisitions, and our financial outlook and guidance set forth under the headings “FY2015 Outlook & Expectations,” “Revenue and EPS Guidance,” and “Capital Expenditures Guidance.” Forward-looking projections and expectations are inherently uncertain, are based on assumptions and judgments by management, and may turn out to be wrong. Our actual results may differ materially from those indicated by these forward-looking statements as a result of various important factors, including but not limited to flaws in the assumptions and judgments upon which our forecasts are based; our failure to execute our strategy; our inability to make the investments in our business that we plan to make; the failure of our strategy, investments, and efforts to reposition the Vistaprint brand to have the effects that we expect; our failure to promote and strengthen our brands; 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 identify and address the causes of our revenue weakness in some of our markets; our failure to manage the growth and complexity of our business and expand our operations; costs and disruptions caused by acquisitions and strategic investments; the failure of the businesses we acquire or invest in, including Printdeal, Pixartprinting, FotoKnudsen, and Printi, 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; the willingness of purchasers of marketing services and products to shop online; the failure of our current and new marketing channels to attract customers; currency fluctuations that affect our revenues and costs including the impact of currency hedging strategies and intercompany transactions; unanticipated changes in our markets, customers, or business; competitive pressures; interruptions in or failures of our websites, network infrastructure or manufacturing operations; our failure to retain key employees; our failure to maintain compliance with the financial covenants in our revolving credit facility or to pay our debts when due; costs and judgments resulting from litigation; changes in the laws and regulations or in the interpretations of laws or regulations to which we are subject, including tax laws, or the institution of new laws or regulations that affect our business; general economic conditions; and other factors described in our Form 10-Q for the fiscal quarter ended September 30, 2014 and the other documents we periodically file with the U.S. Securities and Exchange Commission.


 
Presentation Organization & Call Details 3 • Q2 FY2015 Overview • Q2 FY2015 Operating and financial results • Looking Ahead • Supplementary information • Reconciliation of GAAP to non-GAAP Results Live Q&A Session: TOMORROW MORNING January 29, 2015, 7:30 a.m. ET Link from ir.cimpress.com Hosted by: Robert Keane President & CEO Ernst Teunissen EVP & CFO


 
Q2 FY2015 Overview


 
Q2 FY2015 Overview • Year-over-year revenue growth of 19% - Vistaprint growth rate improved QoQ and in line with our expectations - Recent acquisitions performing well • Strong GAAP profitability helped by non-operational or timing related items • GAAP and Non-GAAP EPS up 60% and 41% YoY, respectively • Continued progress against strategic goals 5 Solid performance in an important quarter Consolidated


 
Vistaprint Business Unit • Continued to move value proposition toward needs of customers with higher expectations - Improved trends in markets in which we have made major marketing changes - Traction in customer metrics, including gross profit per customer • Exposed new customers to our value proposition via holiday experience - New designs around the world - New app in UK to purchase personal products using social media photos - Successful promotions surrounding Cyber Monday • Digital revenue continues to lag 6


 
• Most of World: - Japan JV continues to build foundations - Continued growth in India while also laying foundations - Began to consolidate Brazil (Printi) • Smaller EU Brands: - Strong performance in Q2 - Further adjustments to Pixartprinting and Printdeal earn out reflecting positive momentum - Seasonally strong quarter for Albumprinter and Fotoknudsen Other Business Units 7 Japan India


 
Manufacturing & Technology 8 • Strong operational execution during seasonal peak • Talent and software technology investments in support of vision for a common mass customization platform • Ramp of beta production for soft goods and apparel • Continued optimization of Printdeal manufacturing in our Venlo facility


 
Q2 FY2015 Financial & Operating Metrics


 
GAAP Net Income (Loss) Non-GAAP Net Income 30% 20% 10% 0% -10% Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $348 $288 $280 $275 $371 $286 $338 $334 $440 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $0.66 $0.17 $0.07 $0.01 $1.18 $0.04 $0.03 $0.71 $1.89 $1.02 $0.48 $0.41 $0.46 $1.50 $0.24 $0.75 $0.86 $2.12 14% 12% 10% 8% 6% 4% 2% 0% -2% Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $23 $6 $2 $— $41 $1 $1 $24 $64 20% 18% 16% 14% 12% 10% 8% 6% 4% 2% 0% Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $36 $17 $14 $16 $53 $8 $26 $29 $72 Q2 FY2015: Key Financial Metrics 10 GAAP and Non-GAAP EPSTotal Revenue In USD millions except per share data. Please see reconciliation to GAAP net income at the end of this presentation. PXP = Pixartprinting FTK = FotoKnudsen Consolidated


 
Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 7% 7% 7% 6% 5% 5% 6% 5% 5% Cash Flow and ROIC Highlights 11 TTM Free Cash FlowTTM Cash Flow from Operations TTM Capital Expenditures TTM Return on Invested Capital In USD millions except percentages. Please see reconciliation of non-GAAP measures at the end of this presentation. Consolidated Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $124 $123 $140 $133 $140 $135 $149 $201 $245 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $41 $35 $53 $55 $64 $58 $66 $118 $167 TTM Non-GAAP ROIC TTM GAAP ROIC Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 17% 18% 18% 20% 24% 23% 23% 23% 23% 7% 8% 8% 10% 15% 14% 14% 14% 15% $77 $80 $79 $69 $66 $66 $72 $71 $65


 
Geographic Region Revenue Quarterly (millions) 12 North America: 47% of total revenue 9% y/y growth 10% y/y constant currency growth Europe: 47% of total revenue 30% y/y growth 41% y/y constant currency growth 4% y/y constant currency growth ex. acquisitions from past year Other: 6% of total revenue 22% y/y growth 27% y/y constant currency growth 10% y/y constant currency growth ex. joint ventures from past year** *All Printdeal, Pixartprinting, FotoKnudsen, and Albumprinter revenue included in total Europe revenue. All Webs revenue included in total North American revenue. All Digipri and Printi revenue included in total Other revenue. **Year -over-year constant currency growth excluding joint ventures excludes revenue from Digipri and Printi. Please see reconciliation to reported revenue growth rates at the end of this presentation. Q2 FY2015* Consolidated North America: Vistaprint Business Unit Europe: Vistaprint Business Unit and Albumprinter Europe: Recent Acquisitions (Printdeal, Pixartprinting & FotoKnudsen) Other Geographies Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $167.5 $163.0 $169.5 $164.8 $189.4 $166.1 $179.9 $177.7 $206.5 $159.3 $108.3 $94.9 $94.7 $161.0 $104.2 $98.6 $96.5 $154.5 $43.6 $41.9 $54.1 $21.5 $16.4 $15.6 $15.6 $20.3 $15.9 $16.1 $17.8 $24.8


 
Operational Metrics 13 Excludes Printi, Printdeal, Pixartprinting and FotoKnudsen Vistaprint, Albumprinter and Webs Orders (M) Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 8.3 7.6 7.1 9.8 7.8 7.1 7.1 9.1 7.3 7.0 6.8 8.8 Average Order Value Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $34.43 $35.69 $35.79 $35.72 $37.56 $39.08 $39.4 $40.92 $40.14 $42.50 $43.32 $43.55


 
Operational Metrics 14 Excludes Printi, Printdeal, Pixartprinting and FotoKnudsen Vistaprint, Albumprinter and Webs New Customers (millions) 3.5 3.0 2.5 2.0 1.5 1.0 0.5 0.0 Q3 FY 12 Q4 FY 12 Q1 FY 13 Q2 FY 13 Q3 FY 13 Q4 FY 13 Q1 FY 14 Q2 FY 14 Q3 FY 14 Q4 FY 14 Q1 FY 15 Q2 FY 15 2.6 2.3 2.3 3.3 2.6 2.3 2.2 2.9 2.4 2.2 2.1 2.7 Implied COCA 35 $ 30 $ 25 $ 20 $ 15 $ 10 $ 5 $ 0 $ Q3 FY 12 Q4 FY 12 Q1 FY 13 Q2 FY 13 Q3 FY 13 Q4 FY 13 Q1 FY 14 Q2 FY 14 Q3 FY 14 Q4 FY 14 Q1 FY 15 Q2 FY 15 $25 $25 $28 $28 $27 $26 $29 $28 $27 $25 $30 $31 Advertising as % of Revenue 35% 30% 25% 20% 15% 10% 5% 0% Q3 FY 12 Q4 FY 12 Q1 FY 13 Q2 FY 13 Q3 FY 13 Q4 FY 13 Q1 FY 14 Q2 FY 14 Q3 FY 14 Q4 FY 14 Q1 FY 15 Q2 FY 15 25% 23% 26% 27% 24% 21% 23% 22% 23% 19% 21% 22%


 
TTM* Unique Customers (M) Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 10.5 10.5 10.4 10.0 9.8 9.7 9.6 9.4 6.4 6.5 6.7 6.9 7.0 7.0 7.1 7.2 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 TTM Unique Customers (M) 16.9 17.0 17.1 16.9 16.8 16.7 16.7 16.6 TTM New Customers (M) 10.5 10.5 10.4 10.0 9.8 9.7 9.6 9.4 TTM Repeating Customers (M) 6.4 6.5 6.7 6.9 7.0 7.0 7.1 7.2 As % of Unique Customers TTM New Customers 62% 62% 61% 59 % 58 % 58 % 57 % 57 % TTM Repeating Customers 38% 38% 39% 41% 42% 42% 43% 43 % Y/Y Growth TTM Unique Customers 19% 13% 8% 2 % (1)% (2)% (2)% (2)% TTM New Customers 15% 9% 3% (5)% (7)% (8)% (8)% (6)% TTM Repeating Customers 25% 20% 18% 13 % 9 % 8 % 6 % 4 % Implied Retention** 45% 43% 42% 42 % 41 % 41 % 42 % 43 % *trailing twelve month at period end **TTM repeating customers as % of year-ago unique customers Historical Revenue Driver Metrics 15 Excludes Printi, Printdeal, Pixartprinting and FotoKnudsen 16.7 16.9 17.1 16.9 16.8 16.6 16.7 Vistaprint, Albumprinter and Webs 17.0


 
Total Repeat New Average TTM* Bookings Per Unique Customer (USD) Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 Average Customer Bookings: $68 $69 $70 $72 $73 $74 $75 $76 $96 $97 $98 $100 $101 $102 $103 $103 $50 $51 $52 $53 $53 $54 $55 $56 Historical Revenue Driver Metrics 16 Excludes Printi, Printdeal, Pixartprinting and FotoKnudsen Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 Average TTM Bookings per Unique Customer $ 68 $ 69 $ 70 $ 72 $ 73 $ 74 $ 75 $ 76 Average TTM Bookings per New Customer $ 50 $ 51 $ 52 $ 53 $ 53 $ 54 $ 55 $ 56 Average TTM Bookings per Repeat Customer $ 96 $ 97 $ 98 $ 100 $ 101 $ 102 $ 103 $ 103 Y/Y Growth Average TTM Bookings per Unique Customer (1)% 1 % 4% 7% 7% 7% 7% 6% Average TTM Bookings per New Customer (2)% — % 4% 6% 6% 6% 6% 6% Average TTM Bookings per Repeat Customer (3)% (1)% 1% 4% 5% 5% 5% 3% *trailing twelve month at period end Vistaprint, Albumprinter and Webs


 
Looking Ahead


 
FY 2015 Outlook & Expectations • Changes to revenue outlook: - Reduced range by roughly $30 million to reflect currency movements since October - Operational outlook essentially unchanged - Narrowed guidance range • Changes to EPS outlook lower GAAP EPS range and increase non-GAAP EPS range: - Estimated unrealized currency loss on revaluing intercompany loans - Change in fair-value estimate of acquisition-related earn-outs - Lower income tax expectation - Higher operational profit expectation 18


 
FY 2015 Outlook & Expectations (cont.) • Guidance does not include: - Potential for further changes in fair value estimate of acquisition- related earn-outs - Potential for increased interest expense resulting from further financing activity 19


 
Revenue and EPS Guidance* The Company is providing the following assumptions to facilitate non-GAAP adjusted net income per diluted share comparisons that exclude share- based compensation related expenses, amortization of acquired intangible assets, tax charges related to the alignment of IP with our global operations, changes in the fair-value estimate of acquisition-related earn-outs, changes in unrealized gains and losses on currency forward contracts, and unrealized currency gains and losses on intercompany financing arrangements: 20 As of January 28, 2015 FY15 ending 06/30/2015 Revenue $1,430 - $1,470 million Revenue growth from FY 2014 period 13% - 16% Constant currency revenue growth estimate 17% - 20% GAAP EPS $2.00 - $2.30 EPS growth from FY 2014 period 56% - 80% GAAP share count 33.6 million FY15 ending 06/30/2015 Non-GAAP adjusted EPS $3.80 - $4.10 EPS growth from FY 2014 period 29% – 39% Non-GAAP share count 34.0 million Non-GAAP exclusions $61.9 million *Millions, except share and per share amounts and as noted Consolidated


 
FY 07 FY 08 FY 09 FY 10 FY 11 FY 12 FY 13 FY 14 FY 15-High FY 14-Low 14% 6% 6% 3% 2% 2% 2% 3% 3% 2% 8% 7% 7% 9% 2% 2% 3% 1% 2% 2% 3% 3% 2% 3% 1% 1% 2% 2% 2% 2% Capital Expenditures Guidance 21 As of January 28, 2015 (expressed as percent of revenue) FY 2015 Guidance: • $85M - $95M • ~6-7% of revenue guidance midpoint Actuals Guidance $63M $63M $76M $95M $85M$101M $37M $46M $79M $72M Consolidated 25% 16% 15% 5% 6% 7%7% 5% 15% 6%


 
Summary • Clear priorities • Leadership: mass customization leader • Long termism: multi-decade mutual success for stakeholders • Intrinsic value: maximizing DCF per share • Solid first half of 2015 • Operational execution in the important seasonal peak • Initial investments in technology for common mass customization platform • Continued traction of Vistaprint brand repositioning • Acquisitions and investments performing well • Remain confident in ability to meet our objectives 22


 
Q&A Session Please go to ir.cimpress.com for the live Q&A call at 7:30 am EDT on January 29, 2015


 
Q2 Fiscal Year 2015 Financial and Operating Results Supplement


 
22% constant-currency growth Revenue Growth Rates* Constant-Currency Reported Constant-Currency Excl. TTM Acquisitions and Joint Ventures Reported Excl. TTM Acquisitions and Joint Ventures 30% 25% 20% 15% 10% 5% 0% -5% Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 25 *All acquisitions included as of acquisition dates. "Excl. TTM Acquisitions and Joint Ventures" excludes Printdeal, Pixartprinting and Fotoknudsen, Printi and Digipri Please see reconciliation to reported revenue growth rates at the end of this presentation. 19% reported 23% constant-currency FY12 25% constant-currency growth FY13 16% constant-currency growth FY14 8% constant-currency growth Consolidated 3% reported 7% constant-currency FY15 YTD


 
Other 50% 40% 30% 20% 10% 0% -10% Q3 FY 12 Q4 FY 12 Q1 FY 13 Q2 FY 13 Q3 FY 13 Q4 FY 13 Q1 FY 14 Q2 FY 14 Q3 FY 14 Q4 FY 14 Q1 FY 15 Q2 FY 15 40% 33% 29% 24.0% 10.0% 8.0% 2.0% 6.0% 10.0% 8.0% 13.0% 27.0% Europe 50% 40% 30% 20% 10% 0% -10% Q3 FY 12 Q4 FY 12 Q1 FY 13 Q2 FY 13 Q3 FY 13 Q4 FY 13 Q1 FY 14 Q2 FY 14 Q3 FY 14 Q4 FY 14 Q1 FY 15 Q2 FY 15 34% 30% 23% 14.0% 8.0% 2.0% 2.0% (2.0)% (7.0)% 43.0% 45.0% 41.0% (7.0)% 1.0% 4.0% Constant Currency Geographic Region Revenue Growth Rates* *All acquisitions included as of acquisition dates. Please see reconciliation to reported revenue growth rates at the end of this presentation. Consolidated 26 North America 50% 40% 30% 20% 10% 0% -10% Q3 FY 12 Q4 FY 12 Q1 FY 13 Q2 FY 13 Q3 FY 13 Q4 FY 13 Q1 FY 14 Q2 FY 14 Q3 FY 14 Q4 FY 14 Q1 FY 15 Q2 FY 15 23% 21% 22% 20.0% 15.0% 18.0% 15.0% 14.0% 3.0% 7.0% 8.0% 10.0% 10%


 
Gross Profit (millions) GM % Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $169 $162 $163 $234 $189 $181 $179 $250 $185 $205 $204 $283 65.5% 64.6% 65.0% 67.2% 65.5% 64.6% 65.2% 67.4% 64.7% 60.5% 61.0% 64.4% Gross Margin and Gross Profit 27 FY12 65.2% FY13 65.7% FY14 64.5% Consolidated FY15 YTD 62.9%


 
GAAP Adjusted Net Income (millions) GAAP Adjusted Net Margin Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $— $4 $(2) $23 $6 $2 $— $41 $1 $1 $24 $64 1.5% (0.7)% 6.6% 2.0% 0.8% 0.1% 11.0% 0.5% 0.3% 7.1% 14.5% GAAP Net Income (Loss) and Net Margin 28 FY12 $44 FY13 $29 FY14 $44 Consolidated FY15 YTD $87


 
Non-GAAP Adjusted Net Income (millions) Non-GAAP Adjusted Net Margin Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $11 $15 $9 $36 $17 $14 $16 $53 $8 $26 $29 $72 4.4% 5.9% 3.6% 10.3% 5.9% 5.0% 5.9% 14.2% 2.9% 7.6% 8.6% 16.4% Non-GAAP Adjusted Net Income* & Non-GAAP Adjusted Net Margin* 29 *Please see reconciliation of non-GAAP measures at the end of this presentation. FY12 $77 FY13 $76 FY14 $103 Consolidated FY15 YTD $101


 
Q2 Income Statement 30 Comparison to Prior Year, as a percentage of revenue Consolidated Q2 FY15 Q2 FY14 13.6% 14.2% 8.6% 8.2% 10.6% 11.5% 31.6% 33.5% 35.6% 32.6%


 
Q2 Income Statement 31 Comparison to Prior Quarter, as a percentage of revenue Consolidated Q2 FY15 Q1 FY15 13.6% 5.1% 8.6% 9.3% 10.6% 13.1% 31.6% 33.5% 35.6% 39.0%


 
Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 $7.6 $8.6 $8.4 $8.5 $8.4 $8.3 $8.6 $8.1 $5.8 $6.1 $5.8 $5.4 Share-Based Compensation* (millions) 32 * Share-based compensation (SBC) expense includes SBC-related tax adjustment. The period from Q3 FY12 to Q2 FY14 includes expense related to the RSA grants as part of the Webs acquisition. FY12 $26.1 FY13 $33.7 FY14 $28.5 Consolidated FY15 YTD $11.2


 
Balance Sheet Highlights Balance Sheet highlights, in millions, at period end 12/31/2014 9/30/2014 6/30/2014 3/31/2014 12/31/2013 Total assets $ 1,026.5 $ 984.1 $ 989.0 $ 672.0 $ 674.6 Cash and cash equivalents $ 77.9 $ 60.9 $ 62.5 $ 46.5 $ 62.3 Total current assets $ 179.1 $ 144.3 $ 157.9 $ 126.0 $ 135.5 Goodwill and intangible assets $ 399.9 $ 426.7 $ 427.4 $ 169.2 $ 171.6 Total liabilities $ 759.2 $ 757.9 $ 745.4 $ 393.9 $ 414.4 Current liabilities $ 295.9 $ 218.9 $ 241.5 $ 177.4 $ 197.9 Long-term debt $ 332.1 $ 433.5 $ 410.5 $ 185.6 $ 189.3 Shareholders’ Equity attributable to Cimpress NV $ 256.2 $ 211.8 $ 232.5 $ 272.4 $ 260.3 Treasury shares (in millions) 11.5 11.6 11.8 10.8 10.9 33 Consolidated


 
Committed Credit Capacity as of December 31, 2014 Availability under our committed credit facility (millions)* 12/31/2014 Aggregate loan commitments $ 848.0 Outstanding borrowings $ (342.5) Remaining amount $ 505.5 Limitations to borrowing due to debt covenants and other obligations* $ (106.4) Amount available for borrowing as of December 31, 2014 $ 399.1 34 * Our borrowing ability under our committed credit facility can be limited by our debt covenants each quarter. These covenants may limit our borrowing capacity depending on our leverage, other senior indebtedness, such as capital leases, letters of credit, and other debt secured by a lien, and other factors that are outlined in our credit agreement filed as an exhibit in our Form 8-Ks filed on February 13, 2013, January 22, 2014, and September 25, 2014. • Aggregate loan commitments of $848.0M • Interest rate of LIBOR plus 1.50% - 2.25%, depending on leverage • Currently in compliance with all covenants. Key financial covenants are: - 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 • Purchases of our ordinary shares, payments of dividends, and corporate acquisitions and dispositions are subject to more restrictive consolidated leverage ratio thresholds than those listed above when calculated on a proforma basis in certain scenarios. Also, regardless of our leverage ratio, the credit agreement limits the amount of purchases of our ordinary shares, payments of dividends, corporate acquisitions and dispositions, investments in joint ventures or minority interests, and consolidated capital expenditures that we may make. These limitations can include annual limits that vary from year-to-year and aggregate limits over the term of the credit facility. Therefore, our ability to make desired investments may be limited during the term of our revolving credit facility. Consolidated


 
Land/Facilities¹ Mfg & Automation Equipment² Other³ Q2 CapEx: $18.3M 35 1 Land, building and construction, leasehold improvements, and furniture and fixtures 2 Including printing presses and related equipment, finishing equipment, and automation. 3 IT infrastructure, software and office equipment Consolidated 36% Land/Facilities¹ Mfg & Automation Equipment² Other³ FY15 YTD CapEx: $35.0M Q2 FY15 Capital Expenditure Breakdown 30% 44% 26% 32% 45% 23%


 
Appendix Including a Reconciliation of GAAP to Non-GAAP Financial Measures


 
About Non-GAAP Financial Measures • To supplement Cimpress' consolidated financial statements presented in accordance with U.S. generally accepted accounting principles, or GAAP, Cimpress has used the following measures defined as non-GAAP financial measures by Securities and Exchange Commission, or SEC, rules: non-GAAP adjusted net income, adjusted EBITDA, free cash flow, trailing twelve month return on invested capital, constant-currency revenue growth and constant-currency revenue growth excluding revenue from fiscal 2014 acquisitions. Please see the next slide for definitions of these items. • The presentation of non-GAAP financial information is not intended to be considered in isolation or as a substitute for the financial information prepared and presented in accordance with GAAP. For more information on these non-GAAP financial measures, please see the tables captioned “Reconciliations of Non-GAAP Financial Measures” included at the end of this release. The tables have more details on the GAAP financial measures that are most directly comparable to non-GAAP financial measures and the related reconciliation between these financial measures.  • Cimpress' management believes that these non-GAAP financial measures provide meaningful supplemental information in assessing our performance and liquidity by excluding certain items that may not be indicative of our recurring core business operating results, which could be non-cash charges or discrete cash charges that are infrequent in nature. These non-GAAP financial measures also have facilitated management’s internal comparisons to Cimpress' historical performance and our competitors’ operating results. 37


 
Non-GAAP Financial Measures Definitions Non-GAAP Measure Definition Non-GAAP Net Income/EPS The items excluded from the non-GAAP adjusted net income measurements are share-based compensation expense and its related tax effect, amortization of acquisition-related intangibles, tax charges related to the alignment of acquisition-related intellectual property with global operations, changes in unrealized gains and losses on currency forward contracts (starting in Q1 FY 2014), unrealized currency gains and losses on intercompany financing arrangements and the related tax effect, the charge for the disposal of our minority investment in China, and the change in fair-value estimate of our potential acquisition-related earn-outs. Non-GAAP weighted average shares outstanding excludes the impact of unamortized share-based compensation included in the calculation of GAAP diluted weighted average shares outstanding. Free Cash Flow FCF = Cash Flow from Operations – Capital Expenditures – Purchases of Intangible assets not related to acquisitions – Capitalized Software Expenses Trailing Twelve Month Return on Invested Capital ROIC = NOPAT / (Debt + Redeemable Non-Controlling Interest + Total Shareholders Equity – Excess Cash) NOPAT is net operating profit after taxes (Operating Income less Tax Provision) Excess cash is cash and equivalents > 5% of last twelve month revenues; if negative, capped at zero Operating leases have not been converted to debt Non-GAAP TTM ROIC excludes share-based compensation expense and its related tax effect, amortization of acquisition- related intangibles, and the change in fair-value estimate of our potential acquisition-related earn-outs. Constant-Currency Revenue Growth Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar and excludes the impact of gains and losses on effective currency hedges recognized in revenue in the prior year periods. Constant Currency Revenue Growth, excluding TTM Acquisitions Constant-currency revenue growth excluding revenue from trailing twelve month acquisitions excludes the impact of currency as defined above and revenue from Printi, Digipri, Printdeal, Pixartprinting and FotoKnudsen. 38


 
Reconciliation: GAAP to Non-GAAP Results Net Income (Loss) . Fiscal Year 2012 Fiscal Year 2013 Fiscal Year 2014 Fiscal Year 2015 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 GAAP Net Income $274 $3,851 $(1,696) $22,960 $5,866 $2,305 $412 $40,875 $1,375 $1,034 $23,694 $63,609 Share-based compensation and related tax effect $7,566 $8,596 $8,445 $8,540 $8,353 $8,324 $8,576 $8,062 $5,773 $6,109 $5,769 $5,397 Amortization of acquired intangible assets $2,381 $2,225 $2,178 $2,243 $2,275 $3,665 $2,200 $2,249 $2,228 $5,510 $6,539 $5,375 Tax Impact of Webs IP Transfer $1,017 $218 $2,164 $431 $(208) $63 $1,468 $312 $477 $546 $1,235 Changes in unrealized loss (gain) on currency forward contracts included in net income $4,856 $(1,155) $(1,131) $(2,145) $(3,468) $(14) Unrealized currency loss (gain) on intercompany loan and the related tax effect $1,163 $(283) $(295) $(7,986) $(7,205) Loss on disposal of Namex investment $12,681 $— $— Change in fair value of contingent consideration $2,192 $3,677 $3,701 Non-GAAP Adjusted Net Income $11,238 $14,890 $8,927 $35,907 $16,925 $14,086 $16,107 $52,662 $8,274 $25,563 $28,771 $72,098 39 Quarterly, In thousands


 
Fiscal Year 2012 Fiscal Year 2013 Fiscal Year 2014 Fiscal Year 2015 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 GAAP Net Income per share $0.01 $0.10 $(0.05) $0.66 $0.17 $0.07 $0.01 $1.18 $0.04 $0.03 $0.71 $1.89 Share-based Compensation and related tax effect per share $0.20 $0.23 $0.24 $0.24 $0.24 $0.24 $0.25 $0.22 $0.17 $0.18 $0.17 $0.16 Amortization of acquired intangible assets per share $0.06 $0.06 $0.06 $0.06 $0.06 $0.11 $0.06 $0.06 $0.06 $0.16 $0.19 $0.15 Tax impact of Webs IP Transfer per share $0.02 $0.01 - $0.06 $0.01 $(0.01) $0.04 $0.01 $0.01 $0.02 $0.03 Changes in unrealized loss (gain) on currency forward contracts included in net income per share $0.14 $(0.03) $(0.03) $(0.06) $(0.10) $— Unrealized currency loss (gain) on intercompany loan and the related tax effect per share $0.03 $(0.01) $(0.01) $(0.23) $(0.21) Loss on disposal of Namex investment $0.37 $— $— Change in fair value of contingent consideration $0.07 $0.10 $0.10 Non-GAAP Adjusted Net Income per share $0.29 $0.40 $0.25 $1.02 $0.48 $0.41 $0.46 $1.50 $0.24 $0.75 $0.86 $2.12 Weighted average shares used in computing Non-GAAP EPS (millions) 38.346 37.620 35.793 35.156 35.217 34.633 35.005 35.118 34.857 34.195 33.606 34.084 Reconciliation: GAAP to Non-GAAP Results Earnings per Diluted Share 40 Quarterly


 
Reconciliation: Free Cash Flow 41 Q2 FY14 Q2 FY15 Net cash (used in) provided by operating activities $95,027 $138,224 Purchases of property, plant and equipment $(24,592) $(18,268) Purchases of intangible assets not related to acquisitions $(44) $(60) Capitalization of software and website development costs $(2,605) $(3,910) Free cash flow $67,786 $115,986 In thousands


 
Reconciliation: TTM Free Cash Flow TTM Q2 FY13 TTM Q3 FY13 TTM Q4 FY13 TTM Q1 FY14 TTM Q2 FY14 TTM Q3 FY14 TTM Q4 FY14 TTM Q1 FY15 TTM Q2 FY15 Net cash provided by operating activities $ 124,144 $ 122,659 $ 140,012 $ 133,239 $ 139,733 $ 134,740 $ 148,580 $ 201,323 $ 244,520 Purchase of property, plant, and equipment $ (77,343) $ (80,005) $ (78,999) $ (68,817) $ (65,800) $ (66,475) $ (72,122) $ (71,229) $ (64,905) Purchases of intangible assets not related to acquisitions $ (478) $ (519) $ (750) $ (816) $ (499) $ (500) $ (253) $ (263) $ (279) Capitalization of software and website development costs $ (5,712) $ (6,740) $ (7,667) $ (8,180) $ (8,946) $ (9,427) $ (9,749) $ (11,474) $ (12,779) Free Cash Flow $ 40,611 $ 35,395 $ 52,596 $ 55,426 $ 64,488 $ 58,338 $ 66,456 $ 118,357 $ 166,557 42 In thousands


 
Reconciliation: TTM ROIC 43 TTM Q2 FY13 TTM Q3 FY13 TTM Q4 FY13 TTM Q1 FY14 TTM Q2 FY14 TTM Q3 FY14 TTM Q4 FY14 TTM Q1 FY15 TTM Q2 FY15 Operating Income $46,161 $48,110 $46,124 $54,299 $73,780 $69,286 $85,914 $94,385 $101,751 Tax Provision $15,196 $11,989 $9,387 $10,068 $7,884 $6,619 $10,590 $12,007 $9,852 Net Operating Profit After Taxes (NOPAT) $30,965 $36,121 $36,737 $44,231 $65,896 $62,667 $75,324 $82,378 $91,899 SBC incl. tax effect $33,147 $33,934 $33,662 $33,793 $33,315 $30,735 $28,520 $25,713 $23,048 Amortization $9,027 $8,921 $10,361 $10,383 $10,389 $10,342 $12,187 $16,526 $19,652 Changes in acq.-related earn-outs $— $— $— $— $— $— $2,192 $5,869 $9,570 Non-GAAP NOPAT $73,139 $78,976 $80,760 $88,407 $109,600 $103,744 $118,223 $130,486 $144,169 Average Invested Capital¹ $423,884 $432,621 $437,925 $442,793 $450,819 $459,360 $525,201 $575,837 $615,603 GAAP ROIC 7% 8% 8% 10% 15% 14% 14% 14% 15% Non-GAAP ROIC 17% 18% 18% 20% 24% 23% 23% 23% 23% ¹See explanation of average invested capital on next slide. In Q1 FY15, we updated our definition of ROIC to include invested capital inclusive of redeemable non-controlling interests, which date back to Q4 FY14. We also corrected an error in our Q4 FY14 TTM ROIC calculation in which we had not excluded certain acquisition-related items from Non-GAAP ROIC (changes in acquisition-related earn-outs; amortization of intangibles from recent acquisitions). These changes resulted in a small adjustment to our previously reported Q4 FY14 TTM ROIC. In thousands, except percentages


 
Reconciliation: Average Invested Capital 44 Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 Total Debt $ 126,500 $ 229,000 $ 259,314 $ 230,500 $ 238,500 $ 238,750 $ 270,000 $ 204,500 $ 201,953 $ 448,059 $ 447,870 $ 346,949 Redeemable Non- Controlling Interest $ — $ — $ — $ — $ — $ — $ — $ — $ — $ 11,160 $ 10,109 $ 9,466 Total Shareholders Equity $ 281,940 $ 189,287 $ 199,186 $ 209,895 $ 201,684 $ 189,561 $ 206,715 $ 260,288 $ 272,395 $ 232,457 $ 216,185 $ 257,835 Excess Cash¹ $ 3,205 $ 11,190 $ 6,353 $ 9,339 $ — $ — $ 5,093 $ 1,628 $ — $ — $ — $ 7,972 Invested Capital $ 405,235 $ 407,097 $ 452,147 $ 431,056 $ 440,184 $ 428,311 $ 471,622 $ 463,160 $ 474,348 $ 691,676 $ 674,164 $ 622,222 Average Invested Capital² $ 414,392 $ 423,884 $ 432,621 $ 437,925 $ 442,793 $ 450,819 $ 459,360 $ 525,202 $ 575,837 $ 615,603 ¹Excess cash is cash and equivalents > 5% of last twelve month revenues; if negative, capped at zero ²Average invested capital represents a four quarter average of total debt, redeemable non-controlling interests and total shareholder equity, less excess cash In thousands, except percentages


 
EUROPE Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 Reported revenue growth 29% 18% 12% 11% 8% 3% 6% 1% (4)% 50% 46% 30% Currency impact 5% 12% 11% 3.0% —% (1)% (4)% (3)% (3)% (7)% (1)% 11% Revenue growth in constant currency 34% 30% 23% 14% 8% 2% 2% (2)% (7)% 43% 45% 41% Impact of TTM acquisitions (45)% (44)% (37)% Revenue growth in constant currency ex. TTM acquisitions (2)% 1% 4% Reconciliation: Constant-Currency/ex. TTM Acquisition Revenue Growth Rates 45 Quarterly OTHER Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 Reported revenue growth 41% 47% 28% 26% 6% 4% (11)% (5)% (3)% 3% 14% 22% Currency impact (7)% 5% 1% (2)% 4% 4% 13% 11% 13% 5% (1)% 5% Revenue growth in constant currency 40% 33% 29% 24% 10% 8% 2% 6% 10% 8% 13% 27% Impact of TTM joint ventures (17)% Revenue growth in constant currency ex. TTM joint ventures 40% 33% 29% 24% 10% 8% 2% 6% 10% 8% 13% 10%


 
TOTAL COMPANY Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 Reported revenue growth 26% 20% 18% 16% 12% 12% 9% 6% (1)% 21% 21% 19% Currency impact 2% 5% 5% 1% 0% 0% 0% 0% 0% (2)% 0% 4% Revenue growth in constant currency 28% 25% 23% 17% 12% 12% 9% 6% (1)% 19% 21% 23% Impact of TTM acquisitions and joint ventures (15)% (15)% (16)% Revenue growth in constant currency ex. TTM acquisitions and joint ventures (1)% 4% 6% 7% Reconciliation: Constant-Currency/ex. TTM Acquisition Revenue Growth Rates 46 Quarterly NORTH AMERICA Q3 FY12 Q4 FY12 Q1 FY13 Q2 FY13 Q3 FY13 Q4 FY13 Q1 FY14 Q2 FY14 Q3 FY14 Q4 FY14 Q1 FY15 Q2 FY15 Reported revenue growth 23% 20% 22% 20% 15% 18% 14% 13% 2% 6% 8% 9% Currency impact 0% 1% 0% 0% 0% 0% 1% 1% 1% 1% 0% 1% Revenue growth in constant currency 23% 21% 22% 20% 15% 18% 15% 14% 3% 7% 8% 10%


 
Q2_FY15 Earnings Script


CIMPRESS
Q2 Fiscal Year 2015 Earnings Presentation Script
January 28, 2015

This script is intended to be read together with Cimpress’ presentation dated January 28, 2015 entitled “Q2 Fiscal Year 2015 Earnings presentation, commentary & financial results supplement.” The slide numbers below refer to the slides in such presentation.

Slide 1
This document is Cimpress’ second quarter fiscal year 2015 earnings commentary. This document contains slides and accompanying comments in the “notes” section below each slide.


Slide 2
Please read the above safe harbor statement. Additionally, a detailed reconciliation of GAAP and non-GAAP measures is posted in the appendix of the Q2 fiscal 2015 earnings presentation that accompanies these remarks.


Slide 3
This presentation is organized into the categories shown on the left hand side of this slide.
 
Robert Keane, CEO, and Ernst Teunissen, CFO, will host a live question and answer conference call tomorrow, January 29th at 7:30 a.m. U.S. Eastern time which you can access through a link at ir.cimpress.com.


Slide 4
No notes here - transition slide

Slide 5
Total revenue for the second quarter was $439.9 million, reflecting a 19% increase year over year in USD, and 23% in constant currency, benefiting from the addition of our recent acquisitions of Printdeal (formerly named People & Print Group), Pixartprinting and FotoKnudsen, and investments in Brazil and Japan, as well as sequentially improved growth rates for our Vistaprint brand.

Second quarter GAAP net income grew 56% year over year and Non-GAAP adjusted net income grew 37% year-over-year. GAAP EPS was $1.89, and non-GAAP EPS was $2.12. During the quarter, we incurred a below-the-line unrealized gain of $7.2 million net of tax related to currency movements on our U.S. Dollar denominated intercompany loans, as well as a realized gain of $4.2 million on hedges not designated for hedge accounting. The value of the expected earn-out payments related to Printdeal and Pixartprinting acquisitions increased $3.7 million as a result of the continued strong performance of the acquired companies.

Importantly, during the quarter we continued to progress against the objectives of the strategic goals that we shared with investors at our August 2014 investor day in New York City.


Slide 6
For our Vistaprint business unit, we advanced on our multi-year effort to reposition the brand beyond our previous value proposition that was centered on the most price- and discount-sensitive of customers. This quarter we continued to optimize marketing tactics across markets in which we have already made significant pricing and positioning changes. We were pleased to see our year-over-year revenue growth trend improve in each of these markets in the second quarter though we continue to have more work to do. North America is performing well and in Europe, though growth rates will continue to take some time to reach their potential, we are seeing positive signs every quarter. This quarter we were particularly pleased to see continued traction in gross profit per customer as well as double-digit revenue growth from higher expectations customers in all major markets.

During the December quarter, we also executed well on our holiday offering:





We acquired fewer customers than in the recent past, but we did so in a way that introduced Vistaprint to customers with greater pricing transparency, improved functionality in our design studio and a cleaner visual brand identity.
We introduced over 300 new holiday card designs, including over 100 available in different languages.
In the UK, we launched a “QuickGift” mobile app that enables us to introduce customers to new products, inspire them with personalization options and leverage social media.


Finally, revenue from our digital business continued to decline year over year this quarter. We expect this trend to persist throughout FY 2015 as we continue to prioritize customer value proposition changes that de-emphasize the cross selling of products to our customers, including digital.


Slide 7
Turning to the other business units in our portfolio, we made good progress laying foundations for expansion into new geographic markets:
Through our joint venture in Japan, we are materially improving quality, delivery reliability, pricing transparency and the use of domestically relevant product formats and content. We are actively building the JV team and we are on track with the construction of the production facility that we expect to open in the first half of our next fiscal year.
Our business in India continued triple-digit year-over-year growth off a small revenue base. We invested in and expanded customer service and manufacturing operations, and we broadened our product line.
We began to consolidate financial results of the Brazilian web-to-print company, Printi LLC, in which we have a 41.6% minority interest. Printi executed well this quarter.

In Europe, Printdeal, Pixartprinting and Albumprinter performed well during the quarter.
Because of the strong year-to-date performance, and as mentioned earlier, we determined that the probability has increased that we will pay higher acquisition-related earn-outs for Printdeal and Pixartprinting. Therefore our GAAP results from the quarter include a $3.7 million change in estimate for the earn-outs.
The integration of FotoKnudsen, the leading photo products competitor in Norway that we acquired in July, continues to progress as expected.
As noted above, People & Print Group has changed its corporate name to “Printdeal”, the brand name it uses outside of the Netherlands.


Slide 8
As we have discussed many times before, we believe that our capabilities in mass customization are the core competitive strength of our company. We aspire to, over the coming years, significantly further that capability and to leverage it across multiple brands.

To this end, we have embarked on a major multi-year technology development investment, and are actively expanding our engineering, software and manufacturing teams to deliver on our vision for a common mass customization platform.

In the past quarter, we continued our efforts across our manufacturing and technology teams:
We introduced new functionality and products through our beta site for a broad range of embroidered soft goods and apparel that can be decorated with customer-specific logos starting at quantities of as low as one item.
We also continued to optimize the manufacturing process for Printdeal products in our Venlo facility. As mentioned last quarter, this integration will last beyond the end of Fiscal 2015 and should help us reduce costs and expand the product selection offered by our various brands served via Venlo.
We expanded other product lines and made quality improvements around the world, for instance launching photo books in India and Australia.


Slide 9
No notes here - transition slide


Slide 10





The quarterly trends for revenue and various measures of income are illustrated above.

In the quarter, the following three non-operational items had a net positive impact on our GAAP net income by a total of $7.7 million, but did not change non-GAAP net income or revenues:
Changes to the estimated fair value of future acquisition-related earn outs flow through our P&L post close. This quarter, we changed our estimate by $3.7 million related to an improved probability of strong performance of our Printdeal and Pixartprinting acquisitions. This is in the G&A line in our P&L. We are excluding these changes from our non-GAAP results and will report the cash payments of each earn out when they are incurred.
We execute currency forward contracts for which we do not apply hedge accounting, and as a result, we see volatility in our “Other expense, net” line due to changes in unrealized gains and losses on the mark-to-market of outstanding currency contracts. On a GAAP basis for the second quarter, the realized gain on hedging contracts was $4.2M, and the unrealized gain was immaterial.
We have U.S. Dollar denominated intercompany loans that result in non-operational, non-cash currency gains and losses. In Q2, this was an unrealized gain of $7.2 million net of tax, or approximately $0.21 in EPS, also in the “Other expense, net” line on our GAAP income statement. We expect these fluctuations will be ongoing and we will exclude these gains and losses from our non-GAAP earnings as well, as they reflect adjustments that do not have current or long-term cash implications.

Our income tax provision benefitted from the release of a reserve of about $1.3M related to the effective settlement of certain tax audits in the quarter, including the IRS audit of VP Limited for the years 2007 - 2009.  During the quarter we received notification (Form 870-AD) from IRS Appeals indicating that they have agreed with our position that Vistaprint Limited does not owe any additional US income tax.  This matter is now concluded.


Slide 11
Cash and cash equivalents were approximately $77.9 million as of December 31, 2014.

During the quarter, we generated $138.2 million in cash from operations, compared with $95.0 million in the second quarter of fiscal 2014. Free cash flow was $116.0 million in the second quarter compared to $67.8 million in the same period a year ago. There is seasonality in our business which typically creates significant working capital inflows in our second quarter in the area of accrued expenses such as advertising expenses, shipping costs, and indirect tax accruals, which we expect will become working capital outflows in Q3. Our TTM operating and free cash flow increases are due in part to increased profitability of our core business in the most recent period, and also due to the addition of Pixartprinting and Printdeal, which we acquired in Q4 2014. We expect our TTM cash flow to be lower than the Q2 TTM number for the full fiscal year.
 
On a trailing twelve-month basis, return on invested capital (or ROIC) as of December 31, 2014 increased along with margin expansion versus the year-ago TTM period. TTM GAAP ROIC was approximately 15%, and TTM Non-GAAP ROIC was approximately 23%. We believe we have a longer-term opportunity to improve ROIC even further.

Our senior secured leverage as of December 31, 2014 was 1.5 times trailing twelve month EBITDA as defined by our debt covenants. Although we expanded our credit facility in September to $850 million and increased our total leverage covenant, we have various covenants that currently result in lower borrowing availability.


Slide 12
For the second quarter of fiscal 2015, revenue performance by geography was as follows:
North American revenue was $206.5 million in the second quarter, reflecting 9% year-over-year growth in reported terms and and 10% in constant currency terms.
European revenue was $208.6 million, reflecting a year-over-year increase of 30% in reported terms and an increase of 41% year over year in constant currency terms. Excluding the results of Printdeal, Pixartprinting and FotoKnudsen, European revenue increased 4% in constant currencies. This is a sequential improvement and in line with our expectations as the roll out of changes to the value proposition have launched in our largest European markets including Germany and U.K. in FY14 and France in Q1 FY15. Revenue from newly acquired companies showed strong year-over-year growth in Q2.





Revenue from other regions was $24.8 million, reflecting 22% year-over-year growth in reported terms and a 27% increase year over year in constant currencies, in line with expectations for the quarter. Excluding revenue from Printi (Brazil) and Digipri (a brand in our Japan JV), the constant currency year-over-year growth rate was 10%.

Year over year for Q2, currency had a $20.2 million negative impact on reported revenue due to a weakening of all relevant major currencies against the USD.

Sequentially for Q2, all relevant major currencies weakened versus the USD, and there was a $16.2 million negative impact on our revenue as a result.


Slide 13
Quarterly operational metrics were as follows:
We processed approximately 8.8 million orders, a decrease of 3% year over year due to lower new and repeat customer orders in Europe and Asia Pacific. Sequentially, the trend reflects our seasonal holiday revenue.
Average order value in Q2 was $43.55, up 6% from an average order value of $40.92 in Q2 of last fiscal year with both new and repeat AOV growth in North America, Europe and Asia Pacific. We believe this is a positive sign of improving customer retention. Year-over-year there was a material negative impact on AOV from currency movements.

As noted, we believe the changes we have seen in both AOV and order volume are a result of our customer value proposition changes. For example, as we continue our strategy of reducing the frequency of free and deep discount promotions, we have seen a resulting decline in both the number of new customers and short-term repeat ordering. However, we have seen a consistent trend of higher AOV, for repeat customers in particular.

These metrics do not include trends from Printdeal, Pixartprinting, FotoKnudsen or Printi.

These metrics should be viewed together and not individually, as factors such as currency exchange rate movements, product mix, marketing campaigns, partner performance, seasonality, and the like can impact them.


Slide 14
Additional customer metrics for our business excluding Printdeal, Pixartprinting, FotoKnudsen and Printi for the period ended December 31, 2014, were as follows:
  
Quarterly new customer additions in the second quarter were approximately 2.7 million, down from 2.9 million in Q2 of last fiscal year. New customer counts were flat in North America and Asia Pacific, and declined year over year in Europe due to recent changes to marketing practices.
We use 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 for the quarter, at approximately $30.78, was up from last quarter and the second quarter of last fiscal year. This is influenced by channel mix as the result of our recent marketing changes in top markets to make discount levels consistent across channels. Year-over-year and sequentially, there was a small currency benefit on COCA.
Advertising costs were $83.1 million, or 21.8% of revenue in the quarter. This is slightly higher on an absolute dollar basis year over year, but lower in percentage terms than 22.0% one year ago, despite the YoY increase of COCA. We continue to optimize channel spend and mix particularly in Europe.

Our decisions about marketing spend are based upon longer-term return potential of the customers we acquire. We expect this to fluctuate as we continue through our transition of improving our customer value proposition. This quarter’s dynamic was consistent with what we have seen in recent quarters as we optimize our channel mix within our advertising portfolio: lower new customer adds brought about by a change in the type of customer we are acquiring through offers that rely much less frequently on “free” products, and lower advertising as a percent of revenue, even with higher COCA, as we continue to see traction in our efforts to acquire higher value customers.


Slide 15





Our unique customer metrics on a trailing twelve month basis were as follows:
 
On a TTM basis for the period ended December 31, 2014, unique customer count was 16.6 million, a 2% year-over-year decrease in unique customers.
First-time unique customers in the TTM period ending December 31, 2014 declined 6% year over year while unique customers transacting from prior periods grew 4% year over year. The changes to our marketing approach, acquisition channel mix and focus on European customer economics have resulted in a decline in our total TTM new customer adds.

The implied retention rate increased 1 percentage point versus Q1 FY2015.

The operational metrics above include Webs and Albumprinter. These metrics do not include trends from Printdeal, Pixartprinting, FotoKnudsen and Printi.


Slide 16
Average bookings per unique customer on a trailing twelve month basis for the period ended December 31, 2014 was as follows:
Per unique customer: $76, reflecting a 6% increase year over year.
Per new customer: $56, reflecting 6% year-over-year growth.
Per customer transacting in prior periods: $103, reflecting a 3% increase year over year.

The operational metrics above include Webs and Albumprinter. They do not include trends from Printdeal, Pixartprinting, FotoKnudsen and Printi. Currency exchange fluctuations influenced these numbers negatively in this trailing twelve month period.


Slide 17
No notes here - transition slide


Slide 18
Now that we are two quarters into fiscal 2015 and we have passed our seasonal holiday peak, we are providing updated guidance which reflects operational and non-operational changes:

Our revenue outlook has changed as follows:
Currencies have continued to move in ways that create a negative impact on our revenue. Our updated revenue guidance has been lowered by about $30 million to reflect this. Some of this reduction since the guidance we provided in October has already been locked into our second quarter results, and the rest is the projected impact on the remainder of the year using a recent 30-day average for relevant currencies.
Our constant-currency operational outlook underlying our previous guidance remains essentially unchanged. We are narrowing our constant currency revenue growth expectations toward the mid to upper end of the prior range as we continue to execute well against our targets. This results in expectations for FY 15 constant currency revenue growth of 17% to 20%.

We continue to expect operating margins, EPS, operating cash flow and free cash flow to expand in FY 15 relative to FY 14. Our EPS guidance has been updated to reflect the following items that lower our GAAP EPS guidance but increase our non-GAAP EPS guidance:
The impact of recent currency movements on our bottom line is typically more muted than on our top line as natural hedges and below-the-line hedging-related gains would largely offset the impact of the lower revenue. However, our GAAP EPS results are impacted by the non-cash, non-operational currency gains and losses from revaluing U.S. Dollar denominated intercompany loans. The functional currency of the legal entity with the largest of these loans is the Swiss Franc, which has appreciated sharply since its Euro cap was removed. Though our year-to-date results have shown about $17 million in gains on our GAAP income statement, if the Swiss Franc rates stay the same as their average since the move in mid January, we would expect those gains on intercompany loan revaluation to be reversed and we currently estimate that we could incur about $12 million of GAAP losses net of the previous gains.





This is excluded from our non-GAAP EPS guidance as it is a non-operational, non-cash loss, with no cash impact on a consolidated Cimpress level.
Our GAAP EPS guidance range has also been updated to include the additional $3.7 million change in fair-value estimate of acquisition-related earn-outs in Q2. This is excluded from our non-GAAP EPS guidance.
Our GAAP and non-GAAP EPS guidance ranges have been updated to reflect a lower estimate for our income tax provision. For GAAP results, we expect an effective tax rate of roughly 6% to 7% of pre tax income for the year. This lower estimate is partly due to more favorable forecasted earnings mix, the previously described tax audit settlements, and partly due to an expected benefit from the non-cash currency losses we expect to incur on our intercompany loan revaluation. The tax benefit on the currency losses would be excluded from our non-GAAP results. As we have mentioned previously, we expect our cash taxes to be higher in FY15 than our GAAP tax expense.
Our year-to-date profitability has been strong. As mentioned earlier, some of this is timing related or non-operational, however our operational profit outlook has also improved as we progress through the year.
We are also narrowing our EPS guidance ranges.

The combined impact of the above items on our GAAP EPS guidance is a reduction of $0.44 at the high end of the range. The combined impact of the above items on our non-GAAP EPS guidance is an increase of $0.14 at the high end of the range.


Slide19
Please note that any further changes to the estimated fair value of acquisition-related earn outs will flow through our GAAP P&L until they are paid out or the earn-out period ends. Although we will continue to exclude these earn-out changes from our non-GAAP results, we have not included any estimated impact from changes in our earn-out liability beyond what we have booked in the first half of FY15.

As we mentioned last quarter, in September we prepared for a private offering of $250 million in senior notes but postponed it before pricing due to market conditions. We continue to be interested in exploring financing opportunities to provide long-term flexibility to make investments. However, because this offering was opportunistic in nature, we determined it was in our best interests to wait for more stable market conditions and/or a specific need for such debt. Please note that our FY 2015 guidance does not include an estimate for additional interest expense if we do launch and close a notes offering or other financing transaction.

Finally, as mentioned previously, the two currency-related items that will impact other income/expense in our GAAP net income statement are challenging to predict. We exclude the unrealized portion of these items from our non-GAAP EPS results. The EPS guidance that we are providing today estimates these impacts using the same currency rates that we use to set our revenue guidance, with the exception of the estimated currency impact on one of our US dollar denominated intercompany loans, which uses a more recent rate for the Swiss Franc due to the recent removal of its Euro cap.


Slide 20
The table above is Cimpress' revenue and EPS guidance as of January 28, 2015. Cimpress 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 January 28, the date of this presentation. Our guidance incorporates completed acquisitions and share repurchases, and outstanding debt obligations, as of January 28, 2015. It does not incorporate any potential future M&A, share repurchase or associated expenses.

Our expectations for the full fiscal year ending June 30, 2015 are as follows:
If exchange rates stay the same as they were for the 30-day average in mid-January 2015, we would expect consolidated full year 2015 revenue to be $1,430 million to $1,470 million, an increase of 13% to 16% year over year in U.S. dollars and 17% to 20% in constant currencies. Of course, reported revenue will depend in part on currency exchange rate developments throughout the remainder of the fiscal year.
Full fiscal year GAAP EPS, on a diluted basis, is expected to be between $2.00 and $2.30 based on about 33.6 million million weighted average shares outstanding. This would reflect EPS growth of 56% to 80%, and at the revenue and EPS guidance midpoints, implies net income margins of roughly 5.0%, versus net income margins of 3.4% in fiscal 2014.
 





We are also 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 2015, non-GAAP adjusted EPS is expected to be between $3.80 and $4.10, and excludes the following tax-effected estimates: expected acquisition-related amortization of intangible assets of approximately $22.2 million; share-based compensation expense of approximately $21.7 million; charges related to the alignment of acquisition-related intellectual property with global operations of approximately $2.2 million; a change in the fair-value estimate of acquisition-related earn-outs of $7.4 million; unrealized currency gains on U.S. Dollar denominated intercompany loans of $11.0 million if currency rates remain the same as the average USD to Swiss Franc rates since mid January; Changes in unrealized gains on currency forward contracts of $2.3 million, or $0.07 per diluted share, based on a recent 30-day currency exchange rate for relevant currencies; and 34.0 million shares outstanding.
This would reflect non-GAAP EPS growth of 29% to 39%, and at the revenue and non-GAAP EPS guidance midpoints, implies non-GAAP net income margins of roughly 9.3%, versus non-GAAP net income margins of 8.1% in fiscal 2014.


Slide 21
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 2015 at the midpoint of our revenue guidance range. For fiscal 2015, we expect capital expenditures of $85 to $95 million, or about 6% to 7% of our revenue guidance midpoint, which is up in absolute dollars versus capital expenditures in fiscal 2014. Our planned capital expenditures in the year will be spread across investments in facilities, manufacturing equipment and IT equipment. We plan to invest about $20 million to $25 million in the expansion of our product lines and other new manufacturing capabilities. We also expect our joint venture in Japan to spend approximately $20 million in FY15 to build a production facility there, all of which we record as CapEx even though our equity ownership in the JV is only 51%.

Our free cash flow expectation for FY15 is that we can show meaningful growth over FY14 due to increased EBITDA and a favorable change in working capital, partially offset by the increase in capital expenditures implied in the guidance above.


Slide 22
In summary, we continue to focus on the strategic and operational priorities that we articulated at our Investor Day in August and over the past few years. We have three clear priorities, described above.

We are pleased with our performance in the first half of the year. We are seeing more signs that our Vistaprint brand repositioning is gaining traction, though we still have more work to do here. Our recent investments and acquisitions continue to perform well. We remain confident in our approach and ability to execute over the long term for the benefit of our customers, employees, and long-term shareholders.