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): July 26, 2019 |
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.) | ||
Building D, Xerox Technology Park |
Dundalk, Co. Louth |
Ireland |
(Address of Principal Executive Offices) |
Registrant’s telephone number, including area code: +353 42 938 8500
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)) | |||
Indicate by check mark whether the registrant is an emerging growth company, as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12.b-2 of this chapter).
Emerging growth company ¨
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨
Securities registered pursuant to Section 12(b) of the Act:
Title of Each Class | Trading Symbol(s) | Name of Exchange on Which Registered | ||
Ordinary Shares, par value of €0.01 | CMPR | NASDAQ Global Select Market | ||
Item 2.02. Results of Operations and Financial Condition
On July 31, 2019, Cimpress N.V. posted on its web site its Q4 & Fiscal Year 2019 Quarterly Earnings Document announcing and discussing its financial results for the fourth quarter and fiscal year ended June 30, 2019. The full text of the earnings document is furnished as Exhibit 99.1 to this report.
The information in this Item 2.02 and Exhibit 99.1 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 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers
On July 26, 2019, in connection with recruitment as planned of permanent members of Vistaprint's executive team, and the organizational changes referenced in the Q4 & Fiscal Year 2019 Quarterly Earnings Document, Robert Keane, Cimpress' Chief Executive Officer and Chairman of the Board of Directors, and Donald LeBlanc, Executive Vice President and President of Vistaprint Corporate Solutions, mutually agreed that Mr. LeBlanc's employment at Cimpress would terminate effective August 30, 2019.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits
Exhibit | ||
No. | Description | |
Q4 & Fiscal Year 2019 Quarterly Earnings Document dated July 31, 2019 | ||
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.
July 31, 2019 Cimpress N.V.
By: | /s/ Sean E. Quinn | |
Sean E. Quinn | ||
Executive Vice President and Chief Financial Officer | ||
TABLE OF CONTENTS Page OUR UPPERMOST FINANCIAL OBJECTIVE AND OUR STRATEGY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 3 LETTER FROM CEO ROBERT KEANE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4 SUMMARY CONSOLIDATED RESULTS: 3-YEAR TREND . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5 SUMMARY CONSOLIDATED RESULTS: QUARTERLY TREND . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7 INCOME STATEMENT HIGHLIGHTS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9 CASH FLOW AND RETURN ON INVESTED CAPITAL . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 11 ADJUSTED EBITDA, DEBT AND SHARE REPURCHASES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 13 SEGMENT RESULTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 VISTAPRINT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 14 UPLOAD AND PRINT: PRINTBROTHERS AND THE PRINT GROUP . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 16 NATIONAL PEN . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 19 ALL OTHER BUSINESSES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 21 CENTRAL AND CORPORATE COSTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 23 CURRENCY IMPACTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25 OUTLOOK UPDATE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 FINANCIAL STATEMENTS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 26 BALANCE SHEET . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27 INCOME STATEMENT. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 28 CASH FLOW STATEMENT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 29 ABOUT NON-GAAP MEASURES . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31 NON-GAAP RECONCILIATIONS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 32 ABOUT CIMPRESS, SAFE HARBOR STATEMENT AND CONTACT INFORMATION . . . . . . . . . . . . . . . . . . . . . . . . 44 Page 2 of 44
CIMPRESS' UPPERMOST FINANCIAL OBJECTIVE Our uppermost financial objective is to maximize our intrinsic value per share (“IVPS”). We define IVPS as (a) the unlevered free cash flow per diluted share that, in our best judgment, will occur between now and the long-term future, appropriately discounted to reflect our cost of capital, minus (b) net debt per diluted share. We define unlevered free cash flow as adjusted free cash flow plus cash interest expense related to borrowing. We endeavor to make all financial decisions in service of this priority. As such, we often make decisions that could be considered non-optimal were they to be evaluated based on other criteria such as (but not limited to) near- and mid-term operating income, net income, EPS, adjusted net operating profit (NOP), adjusted EBITDA, and cash flow. IVPS is inherently long term in nature. Thus an explicit outcome of this is that we accept fluctuations in our financial metrics as we make investments that we believe will deliver attractive long-term returns on investment. OUR STRATEGY Cimpress invests in and builds customer-focused, entrepreneurial, mass customization businesses for the long term, which we manage in a decentralized, autonomous manner. We drive competitive advantage across Cimpress through a select few shared strategic capabilities that have the greatest potential to create company-wide value. We limit all other central activities to only those which absolutely must be performed centrally. Page 3 of 44
LETTER FROM ROBERT Dear Investor, We have just finished a turbulent and challenging FY2019 in which almost all of our key financial metrics fell materially below the expectations we set at the beginning of the year. As the fiscal year progressed, we course corrected in several areas of our business and, for Q4 FY2019, our revenue was in line with our revised expectations and we had substantial increases to profitability and cash flow. In addition to reading the detailed information about our fourth quarter and FY2019 results in the following pages of this earnings document, I strongly encourage you to read my annual letter to investors that we also published today at ir.cimpress.com. It includes a strategic business review, key factors that we find useful in estimating our intrinsic value per share, revenue growth expectations by reportable segment, an assessment of our capital allocation successes and failures, a quantification of our FY2019 investments, and our investment plans for FY2020. A portion of our upcoming investor day on August 7, 2019 will be spent reviewing these topics as well, along with more details on the performance of each business. I look forward to speaking with you at our investor day next week, whether you attend in person, or via live webcast at ir.cimpress.com. Sincerely, Robert S. Keane Founder, Chairman & CEO Please see non-GAAP reconciliations at the end of this document. Page 4 of 44
SUMMARY CONSOLIDATED RESULTS: THREE-YEAR TREND $ in thousands, except percentages REVENUE BY REPORTABLE SEGMENT, TOTAL REVENUE AND INCOME FROM OPERATIONS: Q4 FY2017 Q4 FY2018 Q4 FY2019 FY2017 FY2018 FY2019 Vistaprint $ 320,815 $ 357,129 $ 351,515 $1,310,975 $ 1,462,686 $ 1,472,671 PrintBrothers 85,669 107,851 116,979 318,188 410,776 443,987 The Print Group 76,123 85,767 88,105 270,425 320,473 325,872 National Pen 53,884 65,906 69,766 112,712 333,266 348,409 All Other Businesses 29,385 19,670 54,228 128,795 87,583 185,052 Inter-segment eliminations (1,620) (5,189) (5,879) (5,690) (22,243) (24,915) Total revenue $ 564,256 $ 631,134 $ 674,714 $2,135,405 $ 2,592,541 $ 2,751,076 Reported revenue growth 18 % 12% 7% 19 % 21% 6% Organic constant currency revenue growth 9 % 11% 5% 8 % 11% 5% Income from operations $ (9,656) $ 21,851 $ 49,365 $ (45,702) $ 157,800 $ 163,607 Income from operations margin (1.7%) 3.5% 7.3% (2.1%) 6.1% 5.9% PROFIT (LOSS) BY REPORTABLE SEGMENT ("SEGMENT PROFIT") AND ADJUSTED NET OPERATING PROFIT (NOP): Q4 FY2017 Q4 FY2018 Q4 FY2019 FY2017 FY2018 FY2019 Vistaprint $ 37,772 $ 53,874 $ 74,558 $ 167,687 $ 241,479 $ 275,323 PrintBrothers 6,668 9,753 11,684 27,737 33,890 36,965 The Print Group 13,289 14,952 16,053 35,452 45,420 47,270 National Pen 1,001 2,980 4,725 (2,225) 22,165 9,838 All Other Businesses (9,361) (9,161) (5,520) (31,305) (34,620) (29,637) Total segment profit $ 49,369 $ 72,398 $ 101,500 $ 197,346 $ 308,334 $ 339,759 Central and corporate costs, excluding unallocated ) ) ) ) ) ) share-based compensation (26,080 (26,802 (27,116 (104,749 (106,202 (110,576 Unallocated share-based compensation (4,573) (7,040) (3,149) (13,346) (25,198) 3,771 Include: Realized gains (losses) on certain currency 3,156 (2,487) 6,400 16,474 (11,445) 20,289 derivatives not included in operating income Adjusted NOP $ 21,872 $ 36,069 $ 77,635 $ 95,725 $ 165,489 $ 253,243 Adjusted NOP margin 3.9 % 5.7% 11.5% 4.5 % 6.4% 9.2% Adjusted NOP year-over-year growth (26)% 65% 115% (44)% 73% 53% CASH FLOW AND OTHER METRICS: Q4 FY2017 Q4 FY2018 Q4 FY2019 FY2017 FY2018 FY2019 Net cash provided by operating activities $ 33,092 $ 47,699 $ 108,625 $ 156,736 $ 192,332 $ 331,095 Net cash used in investing activities (24,283) (24,573) (38,612) (301,789) (10,594) (420,166) Net cash (used in) provided by financing activities (18,538) (25,593) (79,911) 104,578 (177,757) 81,989 Adjusted free cash flow 7,135 22,839 81,939 45,075 139,488 211,816 Cash interest related to borrowing 15,941 20,916 22,274 37,548 49,125 56,704 Please see non-GAAP reconciliations at the end of this document. Page 5 of 44
SUMMARY CONSOLIDATED RESULTS: THREE-YEAR TREND (CONTINUED) $ in thousands, except where noted COMPONENTS OF ADJUSTED FREE CASH FLOW: Q4 FY2017 Q4 FY2018 Q4 FY2019 FY2017 FY2018 FY2019 Adjusted EBITDA $ 59,219 $ 77,636 $ 117,162 $ 238,398 $ 326,141 $ 386,547 Cash restructuring payments (7,499) (2,236) (1,256) (15,022) (17,342) (6,032) Cash taxes (13,375) (14,390) (10,246) (49,342) (32,278) (26,347) Other changes in net working capital (ex. earn-out payments) and other reconciling items 10,688 7,605 25,239 20,250 14,177 33,631 Purchases of property, plant and equipment (17,241) (13,489) (12,629) (74,157) (60,930) (70,563) Purchases of intangible assets not related to ) ) ) ) ) acquisitions (87 — (42 (197 (308 (64 Capitalization of software and website development ) ) ) ) ) ) costs (8,629 (11,371 (14,015 (37,307 (40,847 (48,652 Adjusted free cash flow before cash interest $ 23,076 $ 43,755 $ 104,213 $ 82,623 $ 188,613 $ 268,520 related to borrowing Cash interest related to borrowing (15,941) (20,916) (22,274) (37,548) (49,125) (56,704) Adjusted free cash flow $ 7,135 $ 22,839 $ 81,939 $ 45,075 $ 139,488 $ 211,816 Q4 FY2019 COMPONENTS OF ADJUSTED FREE CASH FLOW ($M) $25.2 $117.2 $104.2 ($12.6) ($1.3) $81.9 ($10.2) ($14.0) ($22.3) DA ents xes ems ures are ing ing flow EBIT aym sh ta er it ndit softw orrow orrow ash sted ng p Ca & oth expe n of to b to b ree c Adju cturi ges ital atio ated ated ed f stru han Cap italiz t rel t rel djust Re C c Cap teres teres A r NW re in h in Othe befo Cas flow cash free sted Adju FY2019 COMPONENTS OF ADJUSTED FREE CASH FLOW ($M) $386.5 $33.6 ($6.0) ($26.3) $268.5 ($70.6) $211.8 ($48.7) ($56.7) DA ents xes ems ures are ing ing flow EBIT aym sh ta er it ndit softw orrow orrow ash sted ng p Ca & oth expe n of to b to b ree c Adju cturi ges ital atio ated ated ed f stru han Cap italiz t rel t rel djust Re C c Cap teres teres A r NW re in h in Othe befo Cas flow cash free sted Adju Please see non-GAAP reconciliations at the end of this document. Page 6 of 44
SUMMARY CONSOLIDATED RESULTS: QUARTERLY TREND $ in millions, except percentages and share data Revenue & Reported Revenue Growth (1) Organic Constant-Currency Revenue Growth $826 $762 $662 $675 $636 $631 $589 $564 $563 32% 27% 18% 16% 12% 11% 11% 11% 9% 12% 8% 8% 6% 5% 7% 3% 5% 4% 17 18 18 18 18 19 19 19 19 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 (1) Reported revenue growth rates are impacted by the timing of acquisitions and divestitures. Cash Flow from Operations (2) Adjusted Free Cash Flow & Cash Interest Related to Borrowing (3) $183 Adj. FCF Interest $160 $109 $48 $33 $22 $16 $17 ($32) 17 18 18 18 18 19 19 19 19 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 (2) Q3FY18 cash flow from operations includes the payment of Q417 Q118 Q218 Q318 Q418 Q119 Q219 Q319 Q419 contingent earn-out liabilities of $49.2 million related to the WIRmachenDRUCK and Easyflyer acquisitions. Adj. FCF $7 ($13) $133 ($3) $23 ($10) $155 ($15) $82 (3) Cash interest related to borrowing is total cash interest less interest expense for Waltham, MA lease. Interest (3) $16 $7 $16 $6 $21 $6 $20 $8 $22 Please see non-GAAP reconciliations at the end of this document. Page 7 of 44
SUMMARY CONSOLIDATED RESULTS: QUARTERLY TREND (CONTINUED) $ in millions, except percentages and share data GAAP Operating Income (Loss) Net Income (Loss) Attributable to Cimpress & Adjusted Net Operating Profit $69 GAAP OI (Loss) Adjusted NOP $115 $94 $91 $34 $30 $78 $73 $23 $55 $47 $49 $7 $36 $30 $22 $25 $22 $17 $10 ($2) $5 ($7) ($15) ($6) ($10) ($35) Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Net Debt (1) Weighted Average Shares Outstanding (Millions) (2) Cash / cash equivalents High yield notes Basic Diluted Term loan Revolver Other debt $26 $43 $40 $50 $44 $48 $48 $44 $35 32.3 32.3 31.8 31.5 31.2 30.7 30.8 30.9 31.3 ($275) ($275) ($275) ($275) 31.2 31.2 31.0 30.7 30.8 30.9 30.9 30.8 30.6 ($400) ($400) ($400) ($400) ($400) ($124) ($296) ($293) ($289) ($285) ($279) ($274) ($476) ($133) ($516) ($505) ($250) ($8) ($249) ($147) ($668) ($191) ($8) ($8) ($7) ($8) ($6) ($376) ($786) ($770) ($795) ($857) ($828) ($116) ($156) ($14) ($10) ($16) ($1,012) ($1,000) ($1,043) Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 (1) Excludes debt issuance costs (2) Basic and diluted shares are the same in certain periods where we reported a GAAP net loss. Please see non-GAAP reconciliations at the end of this document. Page 8 of 44
INCOME STATEMENT HIGHLIGHTS Our reported revenue growth was 7% in Q4, and 6% for 2-Year Stacked Reported Revenue Growth FY2019. Growth was positively impacted by the acquisition of BuildASign but negatively impacted by currency Earlier period Later period changes. Organic constant-currency revenue growth was 5% in both Q4 and FY2019. Revenue growth was 45% 48% generally in line with the expectations we reset with our Q2 44% 42% 40% 18% 30% 32% 8% FY2019 results. Revenue trends are discussed in more 27% 32% 16% 5% 12% 20% 19% 4% detail in the segment commentary of this document. 26% 26% 27% 32% 7% 18% 16% 18% 16% 12% Q4 FY2019 GAAP operating income increased $27.5 million year over year to $49.4 million. The following year- over-year items positively influenced this result: Q4'16+Q4'17Q1'17+Q1'18Q2'17+Q2'18Q3'17+Q3'18Q4'17+Q4'18Q1'18+Q1'19Q2'18+Q2'19Q3'18+Q3'19Q4'18+Q4'19 • Improved profitability in Vistaprint driven by a $24.5 million reduction in advertising expense, in line with our previously described plans. • A $9.2 million decrease in share-based compensation 2-Year Stacked Organic Constant-Currency expense excluding the effects of restructuring. In the Revenue Growth current quarter we did not have costs related to our supplemental performance share unit awards (SPSUs) Earlier period Later period that were included last year as we concluded in Q2 FY2019 that the achievement of the relevant 22% 20% 19% 20% 20% performance condition was no longer probable. 18% 17% 16% 9% 11% 8% 14% • Additionally, the cost of board compensation was lower 12% 11% 11% 6% 3% 5% 12% year over year due to the reduction in the board's size. 11% 6% 8% 11% 9% 11% 11% 11% These increases to Q4 operating income were partially offset by a $7.5 million impairment expense related to our Q4'16+Q4'17Q1'17+Q1'18Q2'17+Q2'18Q3'17+Q3'18Q4'17+Q4'18Q1'18+Q1'19Q2'18+Q2'19Q3'18+Q3'19Q4'18+Q4'19 Printi business recorded in the current period (details on page 21). For FY2019 GAAP operating income increased $5.8 GAAP Operating Income (Loss) ($M) & Margin (%) million year over year to $163.6 million. The following year- over-year items positively influenced this result: $91 • A $39.6 million reduction in Vistaprint advertising $73 11% $47 $49 expense. $30 10% $17 $22 • A $30.8 million decrease in share-based compensation 8% 7% (2)% (1)% 5% expense excluding the effects of restructuring, as 3% 4% described above. ($10) ($6) These increases to FY2019 operating income were partially offset by the non-recurrence of a one-time gain of Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 $47.5 million on the sale of Albumprinter, as well as the Q4 FY2019 impairment expense described above. Adjusted NOP increased year over year in Q4 and Adjusted Net Operating Profit ($M) & Margin (%) FY2019 to $77.6 million and $253.2 million, respectively, primarily due to the same reasons as GAAP operating $115 income, excluding the year-over-year impact from the gain $94 on the sale of a subsidiary and the impairment expense, $78 since these are excluded from adjusted NOP, as well as $55 additional profit from the BuildASign acquisition, which $36 $25 $22 12% 1%$5 14% 12% positively influenced adjusted NOP to a greater degree $10 8% 4% 4% 6% $5 than operating income because adjusted NOP excludes 2% 1% acquisition-related amortization expense. Another Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 (continued on next page) Please see non-GAAP reconciliations at the end of this document. Page 9 of 44
INCOME STATEMENT HIGHLIGHTS (CONTINUED) meaningful difference between operating income and GAAP Operating Income (Loss) & adjusted NOP is the inclusion of realized gains or losses on Adjusted Net Operating Profit ($M) our currency derivatives intended to hedge EBITDA, which (TTM) was a significant year-over-year benefit this quarter and for the fiscal year. TTM OI (Loss) TTM Adjusted NOP GAAP net income (loss) per diluted share for the fourth $253 quarter was $1.09, versus ($0.24) in the same quarter a $212 $182 year ago. For FY2019, GAAP net income per diluted $165 $160 $164 $140 $151 share was $3.00 versus $1.36 in the year-ago period. In $126 $136 $158 $123 addition to the factors described above, GAAP net income $96 $103 $105 was influenced by the non-recurrence of a $17.4 million $68 loss on early extinguishment of debt recorded in the year- $29 ago Q4 period, as well as non-operational, non-cash year- over-year currency impacts in Other income (expense), net (details on page 25), and year-over-year changes in our tax ($46) provision. 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Gross profit (revenue minus the cost of revenue) increased year over year by $15.5 million and $37.0 million in the fourth quarter and FY2019, respectively. Gross profit was suppressed by lower Vistaprint revenue growth and Gross Profit ($M) & Gross Margin (%) unfavorable currency movements. Gross profit benefited from the inclusion of BuildASign, which was not reflected in Gross Profit Gross Margin % the year-ago results. $414 Gross margin (revenue minus the cost of revenue $402 $317 $315 $319 $330 expressed as a percent of revenue) in the fourth quarter $285 $280 $287 was 48.9%, down from 49.8% in the same quarter a year ago. For FY2019, gross margin was 49.1% versus 50.6% 50.5% 49.6% 52.7% 49.8% 49.8% 48.6% 50.2% 48.2% 48.9% in the year-ago period. The decline in gross margin was primarily due to changes in mix and unfavorable currency 17 18 18 18 18 19 19 19 19 impacts. FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Contribution profit (revenue minus the cost of revenue, advertising and payment processing) increased year over year by $32.8 million and $38.7 million in Q4 and FY2019, respectively. The increase was primarily driven by the Contribution Profit ($M) & Contribution Margin (%) positive impact of the reduction in Vistaprint advertising spend offset by unfavorable currency impacts. Contribution Profit Contribution Margin % Contribution margin (revenue minus the cost of revenue, the cost of advertising and payment processing, expressed $261 $266 as a percent of revenue) in the fourth quarter was 35.4%, $239 $198 $206 $210 up from 32.6% in the same quarter a year ago. This was $186 $175 driven by the reduction in Vistaprint advertising spend $163 34.3% 35.4% partially offset by the gross margin compression described 32.9% 31.0% 31.2% 32.6% 32.3% 31.8% above. For FY2019 contribution margin was 31.9%, a 27.7% decrease from 32.4% in the year-ago period. 7 8 8 8 8 9 9 9 9 Advertising as a percent of revenue decreased Y1 Y1 Y1 Y1 Y1 Y1 Y1 Y1 Y1 4F 1F 2F 3F 4F 1F 2F 3F 4F significantly year over year for the fourth quarter from Q Q Q Q Q Q Q Q Q 15.7% to 12.0%. For FY2019, advertising as a percent of revenue decreased year over year from 16.7% to 15.5%, driven by the reduction in Vistaprint advertising spend, partially offset by an increase in National Pen spend as a percent of revenue. Please see non-GAAP reconciliations at the end of this document. Page 10 of 44
CASH FLOW & RETURN ON INVESTED CAPITAL We generated $108.6 million of cash from operations in Adjusted Free Cash Flow & Q4 FY2019, compared with $47.7 million in the year-ago Cash Interest Related to Borrowing ($M) period. The increase was driven by a $39.5 million increase (Quarterly) in adjusted EBITDA, which was positively impacted by the inclusion of BuildASign. Additionally, cash from operations FCF Interest benefited from a continued focus on improving working capital efficiency and from lower cash taxes. For FY2019, we generated $331.1 million of cash from operations, compared with $192.3 million in the year-ago period. This increase is due to a $60.4 million increase in adjusted EBITDA, the absence of the $49.2 million of earn- out related payments that were included in the prior year period, higher working capital inflows, lower restructuring 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY payments and lower cash taxes. The chart "Certain Cash Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Payments Impacting Cash Flow from Operations" on the next page illustrates the impact of interest expense, restructuring payments and earn-outs on our operating cash flow. Q417 Q118 Q218 Q318 Q418 Q119 Q219 Q319 Q419 Adj. FCF $7 ($13) $133 ($3) $23 ($10) $155 ($15) $82 Adjusted free cash flow was $81.9 million in the fourth Interest $16 $7 $16 $6 $21 $6 $20 $8 $22 quarter of FY2019 compared to $22.8 million in the same period a year ago. For FY2019, adjusted free cash flow Adjusted Free Cash Flow & was $211.8 million, compared to $139.5 million in the year- Cash Interest Related to Borrowing ($M) ago period. Adjusted free cash flow benefited from similar (TTM) factors as our operating cash flow; however, the FY2018 earn-out payments were excluded from adjusted free cash flow. For the full year, capital expenditures and capitalized FCF Interest software increased by $17.4 million in total. Internally, our most important annual performance metric is $57 unlevered free cash flow, which we define as adjusted $53 $55 $49 $48 $44 free cash flow plus cash interest expense related to $43 borrowing. The top two charts at the right illustrate these $212 $41 $139 $142 $165 $153 components on a quarterly and trailing-twelve-month basis. $38 $106 $124 $45 $50 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY The GAAP operating measures that we use as a basis to Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 calculate adjusted return on invested capital (adjusted ROIC) are total debt, total shareholders' equity, and operating income. Debt increased compared to the year- ago period in conjunction with our acquisition of Adjusted Return on Invested Capital BuildASign. On a trailing-twelve-month basis, adjusted (TTM) ROIC as of June 30, 2019 improved compared to the prior- year Q4 TTM period with improved profits. As of Q2 FY2018, adjusted ROIC reflected a full year of National Adjusted ROIC Pen operating results. Adjusted ROIC ex SBC 20% 18% 18% 18% 16% 17% 14% 19% 16% 8% 9% 14% 14% 12% 13% 10% 5% 6% 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Please see non-GAAP reconciliations at the end of this document. Page 11 of 44
CASH FLOW & ROIC (CONTINUED) Cash Flow from Operations ($M) Cash Flow from Operations ($M) (Quarterly) (TTM) $183 $331 $160 $270 $109 $219 $221 $192 $198 $48 $178 $33 $157 $164 $16 $22 $17 ($32) 17 18 18 18 18 19 19 19 19 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Certain Cash Payments Impacting Certain Cash Payments Impacting Cash Flow from Operations ($M)* Cash Flow from Operations ($M)* (Quarterly) (TTM) Cash Restructuring Cash Restructuring Cash Interest Related to Borrowing Cash Interest Related to Borrowing Cash Earn-Out Payments Cash Earn-Out Payments $59 $116 $115 $111 $110 $49 $49 $49 $49 $69 $49 $60 $62 $63 $53 $23 $23 $23 $23 $20 $43 $44 $41 $49 $16 $16 $48 $53 $55 $57 $11 $11 $38 $21 $7 $22 $7 $6 $8 $26 $7 $7 $6 $15 $19 $23 $17 $14 $4 $4 $2 $1 $3 $1 $8 $7 $6 17 18 18 18 18 19 19 19 19 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Capital Expenditures & Capitalization of Software Capital Expenditures & Capitalization of Software & Website Development Costs ($M) & Website Development Costs ($M) (Quarterly) (TTM) Capital Expenditures Capitalized Software Capital Expenditures Capitalized Software $32 $32 $117 $120 $111 $113 $113 $106 $29 $27 $29 $27 $103 $102 $104 $26 $24 $9 $11 $13 $37 $38 $36 $46 $49 $9 $9 $20 $11 $38 $41 $43 $45 $11 $14 $11 $77 $17 $20 $18 $21 $18 $19 $74 $75 $65 $61 $61 $61 $71 $71 $9 $13 $13 17 18 18 18 18 19 19 19 19 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 * Cash restructuring and cash interest related to borrowing impact both cash flow from operations and adjusted free cash flow. Cash earn-out payments impact cash flow from operations but are excluded from adjusted free cash flow. Please see non-GAAP reconciliations at the end of this document. Page 12 of 44
ADJUSTED EBITDA, DEBT & SHARE REPURCHASES Adjusted EBITDA is operating income plus depreciation Adjusted EBITDA ($M) and amortization (including acquisition-related amortization (Quarterly) of intangible assets), goodwill and other impairment $134 $138 $117 charges, restructuring charges, gains on the purchase or $78 $89 $59 $69 sale of subsidiaries, share-based compensation, and $46 $42 several other small items described in the non-GAAP reconciliation section of this document. We do not manage our business performance to adjusted EBITDA; however, it Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 is a significant component of unlevered free cash flow, which is the financial metric to which we manage the business on an annual basis. Adjusted EBITDA ($M) Adjusted EBITDA for Q4 FY2019 was $117.2 million, up (TTM) 51% from Q4 FY2018 and our FY2019 adjusted EBITDA $347 $387 $289 $308 $326 $323 $327 was $386.5 million, up 19% from FY2018. Though adjusted $238 $249 EBITDA excludes several costs and benefits in our operating income, Q4 FY2019 adjusted EBITDA moved in line with the year-over-year change in operating income discussed on pages 9 and 10 of this document. In addition, Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 the BuildASign acquisition positively influenced adjusted EBITDA to a greater degree than operating income. Even without the year-over-year benefit from the inclusion of BuildASign, adjusted EBITDA grew meaningfully in Q4 Total Leverage Ratio* FY2019 and FY2019. 3.45 3.39 3.21 3.19 The calculation for our debt leverage ratio (either total or 2.58 2.79 2.75 2.81 2.74 senior secured debt to trailing-twelve-month EBITDA) uses definitions of both debt and EBITDA that differ from the corresponding figures reported in this document. For example, the EBITDA defined in our debt covenants gives Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 pro forma effect for acquired and divested businesses that closed within the trailing-twelve-month period ended June 30, 2019, as well as other smaller differences. *Total leverage ratio as calculated in accordance with our debt covenants When calculated per the definitions in our debt covenants, Amount Available for Borrowing ($M) our total leverage ratio was 2.74 as of June 30, 2019, and $568 $564 $604 our senior secured leverage ratio was 1.70, a decrease $490 $439 $424 $439 compared to March 31, 2019. This was driven by the $262 sequential expansion of EBITDA and repayment of debt, $212 partially offset by the share repurchases outlined below. During Q4 FY2019 we repurchased 327,516 Cimpress Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 shares for $29.4 million at an average price per share of $89.92. For FY2019, we repurchased 594,450 Cimpress shares for $55.6 million at an average price per share of $93.48. We consider share repurchases to be an important Interest Expense Related to Borrowing ($M)* category of capital deployment. We make our share (Income Statement View) repurchase decisions by comparing the potential returns of share repurchases to the potential returns on other uses of $14 $15 $14 $11 $11 $11 $11 $12 that capital. Our choice to repurchase is also guided by $10 obligations under our equity compensation plans, our debt covenants and, as the case may be, corporate acquisitions or similar transactions that may be funded with our own Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 shares, as well as legal and tax considerations. *Excludes interest expense associated with our Waltham, Massachusetts lease as well as investment consideration Please see non-GAAP reconciliations at the end of this document. Page 13 of 44
SEGMENT RESULTS VISTAPRINT Revenue ($M) & Reported Revenue Growth Vistaprint's Q4 FY2019 revenue was in line with the revised Quarterly expectations we set six months ago. Reported revenue declined year over year by 2%, and constant-currency $429 $434 $358 $357 $337 $350 $352 revenue was flat. For FY2019, revenue growth was 1% on $321 $319 a reported basis and 3% in constant currencies. 11% 13% 11% 11% 5% 6% 1% (2%) (2%) As described previously, since January 2019 we have reduced advertising levels in light of what we believe to be more accurate estimates of cash flows per customer Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 cohort. This lowered revenue growth but drove a substantial improvement to profitability. Vistaprint's segment profit increased year over year by Organic Constant-Currency Revenue Growth $20.7 million in Q4 FY2019 and $33.8 million in FY2019. Quarterly Segment profit margin also improved by 610 and 220 basis points, in Q4 FY2019 and FY2019, respectively. This was largely driven by year-over-year reductions in advertising spend of $24.5 million (a 31.9% decrease) and $39.6 10% 9% 9% 6% 7% 7% million (a 12.5% decrease) in Q4 FY2019 and FY2019, 3% respectively. Operating expenses were flat year over year 1% —% during the quarter and down for the full year, partially offset by gross margin compression. Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Operationally, Vistaprint's technology team is making steady progress on the multi-year project to rebuild its technology infrastructure. We are limiting our internal Revenue ($M) & Revenue Growth ground-up development to only those capabilities which Annual cannot be achieved with either third-party SaaS or from the Cimpress-wide mass customization platform. Reported Revenue ($M) We have improved our lifetime value models and tightened Reported Revenue Growth payback limits for our advertising. Please note that it is too early for us to understand the long-term revenue reduction Organic Constant Currency Revenue Growth impact of these cutbacks, but we feel more confident than $1,463 $1,473 $1,311 we did six months ago that we are making financially $1,221 logical advertising decisions. We continue to expect flat-to- $1,150 negative growth for Vistaprint for the foreseeable future because we will accept declining revenue growth in favor of improved returns on our advertising investment. Additionally, we are testing pricing and discounting changes and reducing the number of small bugs and errors in our customer experience. FY2015 FY2016 FY2017 FY2018 FY2019 Finally, we have recruited three high-caliber executives who will be joining Vistaprint in the coming months: a FY2015 FY2016 FY2017 FY2018 FY2019 president of North American operations, a president of Reported Revenue international operations and a chief marketing officer. We Growth 4% 6% 7% 12% 1% are also recruiting a chief data officer and have a strong Organic Constant- pipeline of candidates for other key roles. We will share Currency Revenue Growth 9% 10% 9% 9% 3% more details publicly as we are able to. (continued on next page) Please see non-GAAP reconciliations at the end of this document. Page 14 of 44
VISTAPRINT (CONTINUED) We plan to continue to recruit additional talent and engage 2-Year Stacked Organic Constant-Currency outside service providers at a higher rate than normal Revenue Growth during this period of significant change. This has been offset by the fact that we are not allocating the cost of the Earlier period Later period team members who are serving in dual Cimpress / Vistaprint roles: these expenses are recorded primarily in 19% Central and Corporate Costs. We expect these offsets to 18% 18% 18% 17% 15% continue in FY2020. 6% 7% 10% 9% 7% 12% 9% 3% 8% 9% 1% 12% 12% 9% 10% 9% 9% 8% 6% 7% 7 8 8 8 8 9 9 9 9 '1 '1 '1 '1 '1 '1 '1 '1 '1 4 1 2 3 4 1 2 3 4 Q Q Q Q Q Q Q Q Q + + + + + + + + + 6 7 7 7 7 8 8 8 8 '1 '1 '1 '1 '1 '1 '1 '1 '1 4 1 2 3 4 1 2 3 4 Q Q Q Q Q Q Q Q Q Segment Profit ($M) & Segment Profit Margin Quarterly $99 $84 $70 $75 23% $58 $54 $47 20% 21% $38 19% $31 16% 15% 14% 12% 10% 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Segment Profit ($M) & Segment Profit Margin Annual $275 $241 $215 $193 $168 19% 17% 18% 17% 13% FY2015 FY2016 FY2017 FY2018 FY2019 Vistaprint Advertising ($M) & as % of Revenue $89 $90 $77 $77 $69 $73 $73 $60 $52 21% 23% 21% 22% 22% 22% 21% 17% 15% 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Please see non-GAAP reconciliations at the end of this document. Page 15 of 44
UPLOAD AND PRINT As described previously, in order to increase customer focus, nimbleness and competitiveness, in FY2019 we eliminated a management oversight layer and created two sub-groups of upload and print businesses. In light of the management reporting and discrete financial information available for each of these groups of businesses, SEC reporting regulations require that each of these groups is a separate reportable segment. We refer to these new segments as PrintBrothers (including Druck.at, Printdeal and WIRmachenDRUCK) and The Print Group (including EasyFlyer, Exaprint, Pixartprinting and Tradeprint) and have recast historical results back to Q1 of FY2017 to reflect this change. During the fourth quarter we completed the sale of a minority equity interest in each of the three PrintBrothers businesses to members of that group's management team for €50.2 million in exchange for an equity interest in each of the businesses ranging from 12% to 13%. There are management put options exercisable beginning in 2021, while Cimpress' call options become exercisable in 2026. Additionally, we closed our purchase of the remaining 30% of Exagroup during the quarter for €39.0 million. Despite the fact that the financial results for each group of businesses will now be reported separately, when we evaluate the returns we look at the total upload and print portfolio. We consider the customer, market, competitive and technology context for the upload and print group to be similar in nature even though each of the seven businesses between the groups have slightly different customer, product, geography, margin, and growth profiles. As such, our upload and print commentary will continue to be combined, and we will only discuss differences in operational drivers among the two groups when materially different. We continue to see price competition and online search competition negatively impacting these businesses. We are responding by continuing to invest heavily to improve our performance and competitiveness and believe we can outperform and outlast competitors in the long term due to our geographic diversity, product selection, customer service, profitability and scale. Doing so requires hard work and a continued focus on innovation and cost reduction in this highly competitive space. Financial results for PrintBrothers and The Print Group are presented on page 5 of this document, as well as on the next page. Combined upload and print group revenue in Q4 FY2019 (i.e., the combination of revenue for PrintBrothers and The Print Group, adjusted to exclude inter-segment revenue when conducted between businesses in these segments) was in line with the revised expectations we set six months ago. Revenue grew year over year by 6% in USD, and constant-currency revenue grew 12% in Q4 FY2019. For FY2019, revenue growth was 5% in USD and 10% in constant currencies. Combined upload and print group profit (i.e., the combination of segment profit for PrintBrothers and The Print Group) increased by $3.0 million year over year in Q4 FY2019, and group profit margin was up by 100 basis points. For FY2019, combined group profit increased by $4.9 million, and group profit margin was flat compared to the year-ago period. These results were primarily driven by operating expense efficiencies, partially offset by inflation in materials inputs such as paper, investments that are not yet improving in-period profit, unfavorable currency impacts, and continued price reductions due to increased competition. Please see non-GAAP reconciliations at the end of this document. Page 16 of 44
PRINTBROTHERS REVENUE: THE PRINT GROUP REVENUE: Revenue ($M) & Reported Revenue Growth Revenue ($M) & Reported Revenue Growth Quarterly Quarterly $107 $108 $116 $109 $117 $86 $80 $86 $88 $79 $88 $92 $104 $101 $65 $76 $69 $71 $77 $86 30% 35% 23% 23% 26% 26% 16% 13% 4% 3% 3% 10% 8% 5% 8% (2)% Q3FY17Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Q3FY17Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Organic Constant-Currency Revenue Growth Organic Constant-Currency Revenue Growth Quarterly Quarterly 20% 19% 17% 16% 14% 15% 12% 12% 11% 13% 9% 7% 4% 5% 6% 6% Q3FY17Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Q3FY17Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Revenue ($M) & Revenue Growth Revenue ($M) & Revenue Growth Annual Annual Reported Revenue ($M) Reported Revenue ($M) Reported Revenue Growth Reported Revenue Growth Organic Constant Currency Revenue Growth Organic Constant Currency Revenue Growth $444 $320 $326 $411 $270 $318 29% 19% 18% 13% 6% 9% 8% 2% FY2017 FY2018 FY2019 FY2017 FY2018 FY2019 2-Year Stacked Organic Constant-Currency 2-Year Stacked Organic Constant-Currency Revenue Growth Revenue Growth Earlier period Later period Earlier period Later period 32% 31% 31% 31% 19% 16% 12% 6% 13% 13% 12% 14% 15% 5% 6% 9% 20% 19% 17% 16% 11% 13% 7% 4% Q1'18+Q1'19 Q2'18+Q2'19 Q3'18+Q3'19 Q4'18+Q4'19 Q1'18+Q1'19 Q2'18+Q2'19 Q3'18+Q3'19 Q4'18+Q4'19 Note: results for these businesses were recast back to FY2017, therefore, we are not able to calculate growth rates prior to FY2018. Please see non-GAAP reconciliations at the end of this document. Page 17 of 44
PRINTBROTHERS SEGMENT PROFIT: THE PRINT GROUP SEGMENT PROFIT: Segment Profit ($M) & Segment Profit Margin Segment Profit ($M) & Segment Profit Margin Quarterly Quarterly $15 $16 $13 $12 $12 $12 $11 $10 $10 $9 $10 $10 $8 $8 18% $7 $7 $7 $6 17% 14% 17% 14% 15% 10% 10% 12% 13% 11% 8% 7% 7% 9% 8% 9% 6% 17 18 18 18 18 19 19 19 19 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Segment Profit ($M) & Segment Profit Margin Segment Profit ($M) & Segment Profit Margin Annual Annual $45 $47 $37 $34 $35 $28 15% 13% 14% 9% 8% 8% FY2017 FY2018 FY2019 FY2017 FY2018 FY2019 Note: results for these businesses were recast back to FY2017, therefore, we are not able to calculate growth rates prior to FY2018. Please see non-GAAP reconciliations at the end of this document. Page 18 of 44
NATIONAL PEN National Pen's Q4 FY2019 revenue growth improved Revenue ($M) & Reported Revenue Growth sequentially, but was disappointing for the full year as we Quarterly lapped very strong growth in FY2018. As described in $126 $133 previous quarters, we increased our prospecting activities $82 $80 $70 $54 $60 $66 $66 in the first half of FY2019, but the performance of those 39% 22% campaigns was not as strong as expected due to various 10% 5% 6% factors, including some operational delays in the supply (2%) 7 8 8 8 8 9 9 9 9 Y1 Y1 Y1 Y1 Y1 Y1 Y1 Y1 Y1 chain. This drove poor financial results for our peak period 4F 1F 2F 3F 4F 1F 2F 3F 4F (Q2), which in turn yielded a poor result for the full year. Q Q Q Q Q Q Q Q Q The team has course corrected over the past six months to lay the foundation for a more successful FY2020, albeit with the anticipation of flat to low single digit revenue growth. Organic Constant-Currency Revenue Growth Quarterly Segment profit improved year over year by $1.7 million in 28% 30% Q4 FY2019 but deteriorated by ($12.3) million in FY2019 19% 11% 7% 8% for the reasons described above. Segment profit margin 1% 1% was up 230 basis points in Q4 FY2019 and declined by (3%) 390 basis points in FY2019. The improvement during the 7 8 8 8 8 9 9 9 9 quarter was primarily due to operating expense Y1 Y1 Y1 Y1 Y1 Y1 Y1 Y1 Y1 4F 1F 2F 3F 4F 1F 2F 3F 4F efficiencies, as well as a $0.8 million benefit from the Q Q Q Q Q Q Q Q Q adoption of the new U.S. GAAP revenue recognition standard that results in the earlier recognition of direct mail *Constant-currency revenue growth excludes discontinued operations expenses. The primary drivers of segment profit from Q4 FY2017 through Q2 FY2018. performance in FY2019 were revenue weakness and accelerated investment in e-commerce technology and Revenue ($M) & Revenue Growth marketing teams. Currency also had a slightly negative Annual year-over-year impact on segment profit. During the quarter, National Pen launched additional pilot Reported Revenue ($M) sites for its new e-commerce technology, and tested and Reported Revenue Growth adopted more of our mass customization platform (MCP) technologies intended to drive improved conversion rates Organic Constant Currency Revenue Growth and lower costs. Early indications of these efforts are $348 positive but the financial impact is not yet material to $333 National Pen's results. 7% 5% FY2018 FY2019 Please see non-GAAP reconciliations at the end of this document. Page 19 of 44
NATIONAL PEN (CONTINUED) Segment Profit ($M) & Segment Profit Margin* Quarterly $25 $18 19% $3 $5 $1 $1 14% $— (2%) 5% 7% 2% 2% —% ($2) (27%) ($18) Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 *Starting in Q1 FY2019, segment profit is impacted by the adoption of the new U.S. GAAP revenue recognition standard that results in the earlier recognition of direct mail expenses in our National Pen business. The year-over-year impact hurt segment profit by $14.0 million in Q1 FY2019, but helped segment profit by $12.0 million in Q2 FY2019, $1.5 million in Q3 FY2019 and $0.8 million in Q4 FY2019. This is an expense timing impact only that created fluctuations in year-over-year profit trends throughout FY19, but had no bearing on the cash flow of this business (either quarterly or on a full-year basis). Segment Profit ($M) & Segment Profit Margin Annual $22 $10 7% 3% FY2018 FY2019 Please see non-GAAP reconciliations at the end of this document. Page 20 of 44
ALL OTHER BUSINESSES The growth rates for the various businesses that comprise Revenue ($M) & Reported Revenue Growth this segment vary greatly from each other, and tend to Quarterly fluctuate from quarter to quarter. The largest business in this segment, BuildASign, grew in line with expectations in Revenue (excluding Albumprinter) Q4 FY2019 and FY2019, albeit at a slightly reduced pace Albumprinter Revenue from the recent trend due to year-over-year seasonality in demand for the signage category. The early-stage Reported Revenue Growth businesses in this segment delivered mixed revenue results during Q4 FY2019 and FY2019. These businesses $62 194% $54 continue to pivot and evolve their business models as they $50 176% learn more about the markets they serve, and therefore, we 166% expect fluctuations in growth. The organic growth rate for $29 $28 this segment is currently suppressed by recent actions we $21 $20 $13 $19 $19 have taken to improve the efficiency and focus of some of $16 these businesses. In addition, Vistaprint Corporate $13 $15 Solutions revenue growth was negatively impacted by the 6% 7% non-recurrence of $2.3 million of legacy partner revenue (33%) (33%) (33%) from Q4 FY2018 that is no longer part of the business. (53%) Excluding this impact, organic constant-currency revenue growth for the segment was 10% for Q4 FY2019 and 13% for FY2019. Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Q4 FY2019 segment loss improved year over year by $3.6 million, driven by the BuildASign acquisition, partially offset by the profit impact of the loss of legacy partner revenue Organic Constant-Currency Revenue Growth* described above, and the inclusion of operating losses Quarterly from our VIDA business in FY2019. Segment loss margin 53% improved year over year from (47%) last year to (10%) in 46% 40% Q4 FY2019 due primarily to the BuildASign acquisition. 29% 24% FY2019 segment loss improved by $5.0 million, driven by 17% the BuildASign acquisition and improved profits in several 7% businesses, as well as a currency benefit, partially offset by increased investments in Printi, and the inclusion of (2%) (3%) operating losses from VIDA in FY2019. Segment loss margin improved year over year from (40%) last year to (16%) in FY2019. Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 Last quarter, we described reductions in the valuation of Printi. As of the end of the fiscal year, Cimpress owned *The trend of organic constant currency revenue growth in the chart above is not indicative of the growth trends in the existing businesses 53.7% of this business, with the substantial remainder within this segment. Prior to Q1 FY2018, organic growth included owned by Printi's founders. Printi's financial results in Albumprinter which was material to this segment and grew more slowly FY2019 have been poor, with increased investment levels than the other businesses that remain. and operational distractions that negatively impacted the financial outlook for the business relative to prior expectations. In Q3 FY2019, we lowered the estimated redemption value and wrote down the value of loans we had extended to the founders. In Q4 FY2019, based on updated forecasts, we recorded an impairment charge of $7.5 million (excluded from segment results). Printi is the leader in Brazil's online printing industry and has grown quickly since its founding. That said, investment in capacity and other fixed costs was far too high in FY2019 relative to the scale of the business and the mid- term outlook. As a result, we implemented restructuring (continued on next page) Please see non-GAAP reconciliations at the end of this document. Page 21 of 44
ALL OTHER BUSINESSES (CONTINUED) Revenue ($M) & Revenue Growth activities in Q4 FY2019 that we believe, when combined Annual with further changes being implemented during Q1 FY2020, will allow the business to pursue focused and Reported Revenue ($M) profitable growth that will lead to improved financial results and an extension of Printi's leadership position in the Reported Revenue Growth Brazilian market. We do not expect this business to weigh as heavily on our profits and cash flows in FY2020 as it did Organic Constant Currency Revenue Growth in FY2019. $185 $147 $138 $129 BUSINESSES IN THIS REPORTABLE SEGMENT: $88 With the exception of BuildASign, which is a larger and profitable business, the All Other Businesses segment consists of multiple small, rapidly evolving early-stage businesses that we continue to manage at an operating loss as previously described and planned. These FY2015 FY2016 FY2017 FY2018 FY2019 businesses are subject to high degrees of risk and we expect that each of their business models will rapidly evolve in function of customer feedback, testing, and entrepreneurial pivoting, and expect fluctuations in growth. FY2015 FY2016 FY2017 FY2018 FY2019 Reported Revenue Growth 138% (6%) (7%) (32%) 111% BuildASign is an internet-based provider of canvas-print wall Organic Constant- décor, business signage and other large-format printed Currency Revenue products, based in Austin, Texas. Growth 16% 2% (7%) 40% 9% Printi, the online printing leader in Brazil, offers a superior customer experience with transparent and attractive pricing, reliable service and quality. Segment Loss ($M) & Margin (%) of Loss VIDA is an innovative startup that brings manufacturing access Quarterly and an e-commerce marketplace to artists, thereby enabling artists to convert ideas into beautiful, original products for (10%) customers, ranging from custom fashion, jewelry and (12%) (14%) accessories to home accent pieces. (27%) Vistaprint Corporate Solutions serves medium-sized (32%) businesses and large corporations, as well as a legacy revenue (41%) (47%) ($6) stream with retail partners and franchise businesses. (50%) (51%) ($7) ($8) ($8) Vistaprint India operates a derivative of the Vistaprint business ($9) ($9) ($9) ($9) model, albeit with higher service levels and quality, fully ($10) domestic, Indian content, pricing that is a slight premium to many traditional offline alternatives, and almost no discounting. Vistaprint Japan operates a derivative of the Vistaprint Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 business model with a differentiated position relative to competitors who tend to focus on upload and print, not the self- service, micro-business customer which Vistaprint Japan serves. YSD is a startup operation that provides end-to-end mass Segment Profit ($M) & Segment Profit Margin customization solutions to brands and IP owners in China, Annual supporting multiple channels including retail stores, websites, WeChat and e-commerce platforms to enhance brand $11 awareness and competitiveness, and develop new markets. (7%) 7% (16%) ($9) (24%) (40%) ($31) ($30) ($35) FY2015 FY2016 FY2017 FY2018 FY2019 Please see non-GAAP reconciliations at the end of this document. Page 22 of 44
CENTRAL AND CORPORATE COSTS Central and corporate costs decreased 11% year over Central and Corporate Costs ($M)* year in Q4 FY2019 from $33.8 million to $30.3 million. For Quarterly FY2019, central and corporate costs decreased 19% year over year from $131.4 million to $106.8 million, largely the Corporate Costs result of the Q2 FY2019 reversal of supplemental performance share unit awards (SPSUs). Additionally, our Central Operating Costs share-based compensation (SBC) is lower year over year MCP Investment due to the changes we made in November, 2018 that reduced the number of directors on our board of directors. Unallocated SBC Excluding unallocated SBC, central and corporate costs $36 were up slightly year over year during the quarter and the $34 $33 $31 $33 $31 fiscal year, due to increased central technology $28 $9 $7 $4 $29 $5 $7 $16 $3 investments and central operating costs, which were $2 $7 $7 $6 $6 $6 $7 $7 largely offset by efficiencies elsewhere in the financial $7 $6 $11 $12 results of our businesses. $10 $10 $10 $11 $11 $11 $12 Our central technology teams continue to make good $9 $10 $9 $10 $10 $11 $9 $10 $9 progress in developing new MCP technologies and in helping our businesses adopt pre-existing ones. Recent ($11) additions to this set of micro-services include machine learning that improves customer experience, drives higher conversion rates and automates manual processes. Vistaprint has used portions of the MCP technology for Q4FY17Q1FY18Q2FY18Q3FY18Q4FY18Q1FY19Q2FY19Q3FY19Q4FY19 multiple years and will use it much more extensively in the future as part of the multi-year re-build of the Vistaprint technology platform. We anticipate that we can deploy the new Vistaprint platform faster and with lower risk because Central and Corporate Costs ($M)* it will leverage many pre-existing MCP technologies. Annual WHAT ARE CENTRAL AND CORPORATE COSTS? Corporate Costs The GAAP accounting value of performance Central Operating Costs share units (PSUs) across Cimpress, minus what we cross-charge either to our businesses MCP Investment Unallocated or to the above central cost categories. We Share cross-charge the cash grant value of a long-term Based incentive award. Additionally, the accounting Unallocated SBC Comp value of the Supplemental PSUs (SPSUs) expense or benefit, if any, are included in this $131 category. $117 $25 $107 Software engineering and related costs to $13 MCP $98 expand the functionality of our Mass $27 Investment $25 $25 Customization Platform (MCP). $23 Our operationally oriented shared-service organizations of (1) global procurement, (2) the $30 $37 $42 $46 technical maintenance and hosting of the MCP, Central and (3) privacy and information security Operating management, plus the administrative costs of $45 $42 $39 $38 Costs our Cimpress India offices where numerous Cimpress businesses have dedicated business- ($4) specific team members. These costs are required to operate our businesses. Corporate activities, including the office of the CEO, the board, directors and officers insurance, treasury, tax, capital allocation, FY2016 FY2017 FY2018 FY2019 financial consolidation, audit, corporate legal, Corporate internal company-wide communications, Costs investor relations and corporate strategy. *Q2 FY2019 Central and Corporate Costs were impacted by the reversal Additionally, the expense or benefit, if any, for of the previously recognized $15.4 million expense for our SPSUs, when the supplemental performance cash awards that we concluded that the achievement of the performance condition was no accompany some of the SPSUs are included in longer probable. Please see our Q2 FY2019 "Quarterly Earnings this category. Document" for more context. Please see non-GAAP reconciliations at the end of this document. Page 23 of 44
CENTRAL AND CORPORATE COSTS (CONTINUED) Central and Corporate Costs Excluding Unallocated Share-Based Comp* ($M and as a % of Total Revenue) $28 $28 $26 $26 $26 $27 $27 $27 $27 5% 5% 5% 4% 4% 4% 4% 3% 3% 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Central and Corporate Costs Excluding Unallocated Share-Based Comp* ($M and as a % of Total Revenue) $111 $105 $106 $98 5% 5% 4% 4% FY2016 FY2017 FY2018 FY2019 *We present this cost category excluding the Unallocated SBC to help our investors see the potential for scale leverage in these central costs without the volatility and accounting complexities of the Unallocated SBC. For avoidance of doubt, we view SBC as a cost, and believe investors should too. As a reminder, we charge our businesses a cost based on the cash value of long-term incentive grants, which excludes some of these accounting complexities, and which is included in each segment's results each period. You can find additional information on the LTI overview document posted on ir.cimpress.com. All numbers are rounded to the nearest million and may not sum to total Central and Corporate Costs when combined with the rounded Unallocated SBC figures in the chart above. Please see non-GAAP reconciliations at the end of this document. Page 24 of 44
CURRENCY IMPACTS Y/Y Impact from Currency* Changes in currency rates negatively impacted our year- Financial Measure Q4 FY2019 FY2019 over-year reported revenue growth rate by 300 basis points Revenue Negative Negative in both Q4 FY2019 and FY2019. There are many natural Operating income Negative Negative expense offsets in local currencies in our business and, Net income Positive Positive therefore, the net currency impact to our bottom line is less pronounced than it is to revenue. As such, we look at Segment profit Mixed by segment Mixed by segment constant-currency growth rates to understand revenue Adjusted NOP Positive Positive trends in the absence of currency movements but typically Adjusted EBITDA Positive Positive evaluate our bottom line inclusive of currency movements. Adjusted free cash flow Positive Positive *Net income includes both realized and unrealized gains or losses from Our most significant net currency exposures by volume are currency hedges and intercompany loan balances. Adjusted NOP and the Euro and the British Pound. We enter into currency adjusted EBITDA include only realized gains or losses from certain derivative contracts to hedge the risk for certain currencies currency hedges. Adjusted free cash flow includes realized gains or where we have a net adjusted EBITDA exposure. We losses on currency hedges as well as the currency impact of the timing of receivables, payments and other working capital settlements. hedge our adjusted EBITDA exposures because a slightly Revenue, operating income and segment profit do not reflect any different but similar EBITDA measure is the primary metric impacts from currency hedges or balance sheet translation. used in our debt covenants. We do not apply hedge accounting to these hedges, which increases the volatility Other Income (Expense), Net ($M) of the gains or losses that are included in our net income $10 $10 from quarter to quarter. Realized and unrealized gains or $9 losses from these hedges are recorded in Other income (expense), net, along with other currency-related gains or $5 losses. The realized gains or losses on our hedging contracts are added to our adjusted NOP and adjusted EBITDA to show the economic impact of our hedging activities. ($2) ($2) Our Other income (expense), net was $9.1 million in Q4 ($8) FY2019, and $26.5 million for FY2019. The vast majority of ($11) this is currency related, as follows: ($16) • Realized gains on certain currency hedges were $6.4 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY million for the fourth quarter and $20.3 million for Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 FY2019. These realized gains affect our net income, adjusted NOP, adjusted EBITDA, and adjusted free cash flow. • Approximately $2.7 million of Q4 gains and $6.2 million Realized Gains (Losses) on of FY2019 gains were primarily related to unrealized non- Certain Currency Derivatives ($M) cash net gains on intercompany activity and currency $7 hedges. These are included in our net income, but $6 excluded from our adjusted NOP and adjusted EBITDA. $5 $3 Overall, for the reasons described above, year-over-year $2 fluctuations in currencies create different impacts on the various financial results you see throughout this document. At the top right of this page is a table describing these ($1) ($2) directional net currency impacts when compared to the prior-year period. ($4) ($5) 17 18 18 18 18 19 19 19 19 FY FY FY FY FY FY FY FY FY Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Please see non-GAAP reconciliations at the end of this document. Page 25 of 44
HOUSEKEEPING ITEMS Please note the following housekeeping items: • Our revenue and investment outlook is detailed in the annual letter to shareholders published simultaneously with this Q4 and FY2019 earnings document. • Starting in Q1 FY2020, we will adopt the new lease accounting standard ASC 842, which will move our operating leases onto our balance sheet. The new standard will change the classification of our build-to-suit leases as operating leases, for our Waltham, Massachusetts and Dallas, Texas building leases. Therefore starting in Q1 FY2020, we will reverse the existing lease asset of $126.8 million (included within property, plant and equipment, net) and the related financing lease obligations of $124.6 million. In addition, we will recognize an operating lease asset and liability. The change in lease classification for our build-to-suit leases will result in a decrease to operating income and decrease to interest expense within our consolidated statement of operations of approximately $7.2 million annually. In our consolidated statement of cash flows, the change in classification will result in a decrease to cash from operating activities and an increase to cash from financing activities of approximately $4.1 million. But this will not result in a change to our adjusted free cash flow, adjusted NOP or adjusted EBITDA since we already factor in the lease-related interest expense in these calculations. Other than the impact from our built-to-suit leases, we do not expect the new standard to have a material impact on our consolidated statement of operations and consolidated statement of cash flows. • As described in our annual letter to investors published today, after the end of FY2019 we took the decision to operate Vistaprint India, Vistaprint Japan, and Vistaprint Corporate Solutions as lines of business within Vistaprint. Please see non-GAAP reconciliations at the end of this document. Page 26 of 44
CIMPRESS N.V. CONSOLIDATED BALANCE SHEETS (unaudited in thousands, except share and per share data) June 30, June 30, 2019 2018 Assets Current assets: Cash and cash equivalents. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $35,279 $44,227 Accounts receivable, net of allowances of $7,313 and $6,898, respectively . . . . . . . . . . . . 60,646 55,621 Inventory . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 66,310 60,602 Prepaid expenses and other current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 78,065 78,846 Total current assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 240,300 239,296 Property, plant and equipment, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 490,755 483,664 Software and website development costs, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 69,840 56,199 Deferred tax assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 59,906 67,087 Goodwill . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 718,880 520,843 Intangible assets, net . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 262,701 230,201 Other assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 25,994 54,927 Total assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $1,868,376 $1,652,217 Liabilities, noncontrolling interests and shareholders’ equity Current liabilities: Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $185,096 $152,436 Accrued expenses . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 194,715 186,661 Deferred revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 31,780 27,697 Short-term debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 81,277 59,259 Other current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 27,881 54,971 Total current liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 520,749 481,024 Deferred tax liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44,531 51,243 Lease financing obligation. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 112,096 102,743 Long-term debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 942,290 767,585 Other liabilities. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 53,716 69,524 Total liabilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 1,673,382 1,472,119 Commitments and contingencies Redeemable noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 63,182 86,151 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 30,445,669 and 30,876,193 shares outstanding, respectively . . . . . . . 615 615 Treasury shares, at cost, 13,634,958 and 13,204,434 shares, respectively. . . . . . . . . . . . . (737,447) (685,577) Additional paid-in capital. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 411,079 395,682 Retained earnings. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 537,422 452,756 Accumulated other comprehensive loss . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (79,857) (69,814) Total shareholders’ equity attributable to Cimpress N.V.. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 131,812 93,662 Noncontrolling interests. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — 285 Total shareholders' equity . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 131,812 93,947 Total liabilities, noncontrolling interests and shareholders’ equity. . . . . . . . . . . . . . . . . . . . . . $1,868,376 $1,652,217 Page 27 of 44
CIMPRESS N.V. CONSOLIDATED STATEMENTS OF OPERATIONS (unaudited in thousands, except share and per share data) Three Months Ended Year Ended June 30, June 30, 2019 2018 2019 2018 Revenue . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 674,714 $631,134 $2,751,076 $2,592,541 Cost of revenue (1) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 344,677 316,550 1,401,344 1,279,799 Technology and development expense (1) . . . . . . . . . . . . . . . . . . 62,172 63,160 236,797 245,758 Marketing and selling expense (1) . . . . . . . . . . . . . . . . . . . . . . . . 151,411 168,185 713,863 714,654 General and administrative expense (1) . . . . . . . . . . . . . . . . . . . . 43,507 49,089 162,652 176,958 Amortization of acquired intangible assets . . . . . . . . . . . . . . . . . . 13,087 11,749 53,256 49,881 Restructuring expense (1). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 2,992 550 12,054 15,236 (Gain) on sale of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — — (47,545) Impairment of goodwill and acquired intangible assets. . . . . . . . . 7,503 — 7,503 — Income from operations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 49,365 21,851 163,607 157,800 Other income (expense), net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9,090 4,570 26,476 (21,032) Interest expense, net. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (15,799) (14,780) (63,171) (53,043) Loss on early extinguishment of debt . . . . . . . . . . . . . . . . . . . . . . — (17,359) — (17,359) Income (loss) before income taxes . . . . . . . . . . . . . . . . . . . . . . . . 42,656 (5,718) 126,912 66,366 Income tax expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9,461 (79) 33,432 19,578 Net income (loss) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 33,195 (5,639) 93,480 46,788 Add: Net loss (income) attributable to noncontrolling interest. . . . 952 (1,661) 1,572 (3,055) Net income (loss) attributable to Cimpress N.V. . . . . . . . . . . . . . . $34,147 ($7,300) $95,052 $43,733 Basic net income (loss) per share attributable to Cimpress N.V. . $1.11 ($0.24) $3.09 $1.41 Diluted net income (loss) per share attributable to Cimpress N.V. $1.09 ($0.24) $3.00 $1.36 Weighted average shares outstanding — basic . . . . . . . . . . . . . . 30,631,575 30,812,113 30,786,349 30,948,081 Weighted average shares outstanding — diluted . . . . . . . . . . . . . 31,305,201 30,812,113 31,662,705 32,220,401 ____________________________________________ (1) Share-based compensation is allocated as follows: Three Months Ended Year Ended June 30, June 30, 2019 2018 2019 2018 Cost of revenue. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $135 $121 $455 $361 Technology and development expense. . . . . . . . . . . . . . . . . . . . . 1,765 2,664 3,765 10,580 Marketing and selling expense . . . . . . . . . . . . . . . . . . . . . . . . . . . 520 1,702 1,193 6,683 General and administrative expense. . . . . . . . . . . . . . . . . . . . . . . 5,175 12,261 12,882 31,515 Restructuring expense . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 171 — 3,421 1,327 Page 28 of 44
CIMPRESS N.V. CONSOLIDATED STATEMENTS OF CASH FLOWS (unaudited, in thousands) Three Months Ended Year Ended June 30, June 30, 2019 2018 2019 2018 Operating activities Net income (loss). . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 33,195 ($5,639) $ 93,480 $ 46,788 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Depreciation and amortization . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 44,217 41,885 173,771 169,005 Impairment of goodwill and acquired intangible assets. . . . . . . . . . . . 7,503 — 7,503 — Share-based compensation expense . . . . . . . . . . . . . . . . . . . . . . . . . 7,766 16,748 21,716 50,466 Deferred taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (2,175) (4,487) 6,838 (14,039) Gain on sale of subsidiaries . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — — (47,545) Loss on early extinguishment of debt . . . . . . . . . . . . . . . . . . . . . . . . . — 17,359 — 17,359 Change in contingent earn-out liability . . . . . . . . . . . . . . . . . . . . . . . . — — — 1,774 Unrealized loss (gain) on derivatives not designated as hedging instruments included in net income (loss) . . . . . . . . . . . . . . . . . . . . . . 574 (24,786) (5,358) (15,540) Effect of exchange rate changes on monetary assets and liabilities denominated in non-functional currency . . . . . . . . . . . . . . . . . . . . . . . (5,640) 14,249 (4,364) 19,460 Payments of contingent consideration in excess of acquisition date fair value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — — (4,639) Other non-cash items . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 4,467 2,539 9,209 4,668 Changes in operating assets and liabilities: Accounts receivable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 9,626 9,573 (4,186) (5,123) Inventory. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 5,450 5,036 (3,627) (7,068) Prepaid expenses and other assets . . . . . . . . . . . . . . . . . . . . . . . . 9,793 (2,608) 4,475 (2,472) Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 7,428 3,334 19,835 21,782 Accrued expenses and other liabilities . . . . . . . . . . . . . . . . . . . . . . (13,579) (25,504) 11,803 (42,544) Net cash provided by operating activities . . . . . . . . . . . . . . . . . . . . . . . 108,625 47,699 331,095 192,332 Investing activities Purchases of property, plant and equipment . . . . . . . . . . . . . . . . . . . . . (12,629) (13,489) (70,563) (60,930) Proceeds from the sale of subsidiaries, net of transactions costs and cash divested. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — — 93,779 Business acquisitions, net of cash acquired . . . . . . . . . . . . . . . . . . . . . — — (289,920) (110) Purchases of intangible assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (42) — (64) (308) Capitalization of software and website development costs . . . . . . . . . . (14,015) (11,371) (48,652) (40,847) Proceeds from the sale of assets . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 90 401 640 886 Realized loss on derivatives designated as hedging instruments . . . . . (12,016) — (12,016) — Other investing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (114) 409 (3,064) Net cash (used in) provided by investing activities . . . . . . . . . . . . . . . . (38,612) (24,573) (420,166) (10,594) Financing activities Proceeds from borrowings of debt . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 214,229 215,487 1,140,607 805,995 Proceeds from issuance of senior notes . . . . . . . . . . . . . . . . . . . . . . . . — 400,000 — 400,000 Payments of debt. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (266,664) (318,628) (947,696) (974,781) Payments for early redemption of senior notes . . . . . . . . . . . . . . . . . . . — (275,000) — (275,000) Payments of early redemption fees for senior notes . . . . . . . . . . . . . . . — (14,438) — (14,438) Payments of debt issuance costs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (7,378) (2,729) (10,629) Payments of purchase consideration included in acquisition-date fair value . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (3,282) — (3,282) (2,105) Payments of withholding taxes in connection with equity awards . . . . . (3,577) (16,618) (5,979) (19,698) Payments of capital lease obligations . . . . . . . . . . . . . . . . . . . . . . . . . . (4,341) (3,839) (17,063) (17,618) Page 29 of 44
CIMPRESS N.V. CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED) (unaudited, in thousands) Three Months Ended Year Ended June 30, June 30, 2019 2018 2019 2018 Purchase of ordinary shares . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (29,450) — (55,567) (94,710) Purchase of noncontrolling interests . . . . . . . . . . . . . . . . . . . . . . . . . . . (44,343) (1,144) (85,520) (1,144) Proceeds from sale of noncontrolling interest . . . . . . . . . . . . . . . . . . . . 57,046 — 57,046 35,390 Distribution to noncontrolling interest . . . . . . . . . . . . . . . . . . . . . . . . . . — — (3,375) — Proceeds from issuance of ordinary shares . . . . . . . . . . . . . . . . . . . . . 646 465 3,403 11,981 Issuance of loans. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — (4,500) — (21,000) Other financing activities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (175) — 2,144 — Net cash (used in) provided by financing activities . . . . . . . . . . . . . . . . (79,911) (25,593) 81,989 (177,757) Effect of exchange rate changes on cash . . . . . . . . . . . . . . . . . . . . . . . 919 (3,184) (1,866) 2,507 Change in cash held for sale . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . — — — 12,042 Net (decrease) increase in cash and cash equivalents . . . . . . . . . . . . . (8,979) (5,651) (8,948) 18,530 Cash and cash equivalents at beginning of period . . . . . . . . . . . . . . . . 44,258 49,878 44,227 25,697 Cash and cash equivalents at end of period . . . . . . . . . . . . . . . . . . . . . 35,279 44,227 35,279 44,227 Please see non-GAAP reconciliations at the end of this document. Page 30 of 44
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: Constant-currency revenue growth, constant-currency revenue growth excluding revenue from acquisitions and divestitures made in the last twelve months, upload and print group revenue growth, constant currency revenue growth and profit, adjusted net operating profit, adjusted EBITDA, adjusted free cash flow and trailing-twelve-month return on invested capital: • Constant-currency revenue growth is estimated by translating all non-U.S. dollar denominated revenue generated in the current period using the prior year period’s average exchange rate for each currency to the U.S. dollar. • Constant-currency revenue growth excluding revenue from acquisitions and divestitures made during the past twelve months excludes the impact of currency as defined above. The organic constant-currency growth rate excludes Albumprinter revenue from Q1 FY2017 through Q1 FY2018, Digipri (the part of our Japan business that we previously sold) revenue for Q2 FY2018, and VIDA and BuildASign revenue for all periods. • Upload and print group revenue growth is the combination of revenue for PrintBrothers and The Print Group in USD, adjusted to exclude inter-segment revenue when conducted between businesses in these segments. Upload and print group constant-currency revenue growth is the combination of revenue for PrintBrothers and The Print Group in constant currencies, adjusted to exclude inter-segment revenue when conducted between businesses in these segments. Upload and print group profit is the combination of segment profit for PrintBrothers and The Print Group. • Adjusted net operating profit is defined as GAAP operating income plus interest expense associated with our Waltham, Massachusetts lease, excluding M&A related items such as acquisition-related amortization and depreciation, changes in the fair value of contingent consideration, and expense for deferred payments or equity awards that are treated as compensation expense, plus the impact of certain unusual items such as discontinued operations, restructuring charges, impairments, or gains related to the purchase or sale of subsidiaries, plus certain realized gains or losses on currency derivatives that are not included in operating income. • Adjusted EBITDA is defined as operating income plus depreciation and amortization (excluding depreciation and amortization related to our Waltham, Massachusetts office lease) plus share-based compensation expense plus proceeds from insurance plus earn-out related charges plus certain impairments plus restructuring related charges plus realized gains or losses on currency derivatives less interest expense related to our Waltham, Massachusetts office lease less gain on purchase or sale of subsidiaries. • Adjusted 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, plus payment of contingent consideration in excess of acquisition-date fair value, plus gains on proceeds from insurance. • Trailing-Twelve-Month Return on Invested Capital is adjusted NOPAT or adjusted NOPAT excluding share-based compensation, divided by debt plus redeemable noncontrolling interest plus shareholders' equity, less excess cash. Adjusted NOPAT is defined as adjusted NOP from above, less cash taxes. Adjusted NOPAT excluding share-based compensation adds back all share-based compensation expense that has not already been added back to adjusted NOPAT. Excess cash is cash and equivalents greater than 5% of last twelve month revenues and, if negative, is capped at zero. Operating leases have not been converted to debt for purposes of this calculation. These non-GAAP financial measures are provided to enhance investors' understanding of our current operating results from the underlying and ongoing business for the same reasons they are used by management. For example, as we have become more acquisitive over recent years we believe excluding the costs related to the purchase of a business (such as amortization of acquired intangible assets, contingent consideration, or impairment of goodwill) provides further insight into the performance of the underlying acquired business in addition to that provided by our GAAP operating income. As another example, as we do not apply hedge accounting for our currency forward contracts, we believe inclusion of realized gains and losses on these contracts that are intended to be matched against operational currency fluctuations provides further insight into our operating performance in addition to that provided by our GAAP operating income. We do not, nor do we suggest that investors should, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared 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 document. 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. Page 31 of 44
CONSTANT-CURRENCY REVENUE GROWTH RATES (Quarterly) Total Company Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 18 % 27 % 32 % 16 % 12 % 5% 8 % 4 % 7 % Currency impact 2 % (3)% (5)% (8)% (4)% 1% 3 % 5 % 3 % Revenue growth in constant currency 20 % 24 % 27 % 8 % 8 % 6% 11 % 9 % 10 % Impact of TTM acquisitions, divestitures & JVs (11)% (12)% (16)% 3 % 3 % 2% (5)% (6)% (5)% Revenue growth in constant currency ex. TTM 9 % 12 % 11 % 11 % 11 % 8% 6 % 3 % 5 % acquisitions, divestitures & JVs Vistaprint Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 5% 11 % 13 % 11 % 11 % 6% 1% (2)% (2)% Currency impact 1% (1)% (4)% (4)% (2)% 1% 2% 3 % 2 % Revenue growth in constant currency 6% 10 % 9 % 7 % 9 % 7% 3% 1 % — % Upload and Print Q4FY18 Q4FY19 PrintBrothers reported revenue $ 107.9 $ 117.0 The Print Group reported revenue $ 85.8 $ 88.1 Upload and Print inter-segment eliminations $ (0.3) $ (0.3) Total Upload and Print revenue in USD $ 193.3 $ 204.8 Upload and Print revenue growth in USD 6% Currency impact 6% Total Upload and Print revenue in constant currency 12% PrintBrothers Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 26 % 30 % 35 % 26 % 10% 8% 5% 8% Currency impact (6)% (11)% (18)% (10)% 2% 4% 9% 7% Revenue growth in constant currency 20 % 19 % 17 % 16 % 12% 12% 14% 15% Impact of TTM acquisitions — % — % — % — % —% —% —% —% Revenue growth in constant currency excl. TTM acquisitions 20 % 19 % 17 % 16 % 12% 12% 14% 15% The Print Group Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 16 % 23 % 23 % 13 % 4% 3% (2)% 3% Currency impact (5)% (10)% (16)% (9)% 1% 3% 8 % 6% Revenue growth in constant currency 11 % 13 % 7 % 4 % 5% 6% 6 % 9% Impact of TTM acquisitions — % — % — % — % —% —% — % —% Revenue growth in constant currency excl. TTM acquisitions 11 % 13 % 7 % 4 % 5% 6% 6 % 9% Values may not sum to total due to rounding. Page 32 of 44
CONSTANT-CURRENCY REVENUE GROWTH RATES (CONT'D) (Quarterly) National Pen Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth1 100 % 100 % 100 % 39 % 22 % 10% 5% (2)% 6% Currency impact — % — % — % (9)% (3)% 1% 2% 3 % 2% Revenue growth in constant currency 100 % 100 % 100 % 30 % 19 % 11% 7% 1 % 8% Impact of TTM acquisitions (100)% (100)% (100)% — % — % —% —% — % —% Revenue growth in constant currency excl. TTM — % — % — % 30 % 19 % 11% 7% 1 % 8% acquisitions Pro Forma National Pen Growth Rates: Pro forma revenue growth in U.S. dollars (5)% (5)% 33 % N/A N/A N/A N/A N/A N/A Currency impact 3 % (2)% (5)% N/A N/A N/A N/A N/A N/A Pro forma revenue growth in constant currency (2)% (7)% 28 % N/A N/A N/A N/A N/A N/A Impact of discontinued operations 3 % 4 % — % N/A N/A N/A N/A N/A N/A Pro forma revenue growth in constant currency, 1 % (3)% 28 % N/A N/A N/A N/A N/A N/A excluding discontinued operations 1National Pen's reported revenue growth was 100% from Q3 FY17 to Q2 FY18 since we did not own this business in the corresponding year-ago periods. All Other Businesses Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 6% 7 % (53)% (33)% (33)% (33)% 194 % 166 % 176 % Currency impact 1% (2)% — % — % 2 % 6 % 7 % 6 % 4 % Revenue growth in constant currency 7% 5 % (53)% (33)% (31)% (27)% 201 % 172 % 180 % Impact of TTM acquisitions and divestitures —% 35 % 77 % 86 % 77 % 56 % (184)% (174)% (183)% Revenue growth in constant currency excl. TTM 7% 40 % 24 % 53 % 46 % 29 % 17 % (2)% (3)% acquisitions & divestitures CONSTANT-CURRENCY REVENUE GROWTH RATES (Annual) Total Company FY2015 FY2016 FY2017 FY2018 FY2019 Reported revenue growth 18 % 20 % 19 % 21 % 6 % Currency impact 5 % 4 % 2 % (4)% 3 % Revenue growth in constant currency 23 % 24 % 21 % 17 % 9 % Impact of TTM acquisitions, divestitures & JVs (14)% (13)% (13)% (6)% (4)% Revenue growth in constant currency ex. TTM acquisitions, divestitures & JVs 9 % 11 % 8 % 11 % 5 % Values may not sum to total due to rounding. Page 33 of 44
CONSTANT-CURRENCY REVENUE GROWTH RATES (CONT'D) (Annual) Vistaprint FY2015 FY2016 FY2017 FY2018 FY2019 Reported revenue growth 4% 6% 7% 12 % 1% Currency impact 5% 4% 2% (3)% 2% Revenue growth in constant currency 9% 10% 9% 9 % 3% Impact of TTM acquisitions, divestitures & JVs —% —% —% — % —% Revenue growth in constant currency ex. TTM acquisitions, divestitures & JVs 9% 10% 9% 9 % 3% Upload and Print FY2018 FY2019 PrintBrothers reported revenue $ 410.8 $ 444.0 The Print Group reported revenue $ 320.5 $ 325.9 Upload and Print inter-segment eliminations $ (1.2) $ (0.9) Total Upload and Print revenue in USD $ 730.0 $ 768.9 Upload and Print revenue growth in USD 5% Currency impact 5% Total Upload and Print revenue in constant currency 10% PrintBrothers FY2018 FY2019 Reported revenue growth 29 % 8% Currency impact (11)% 5% Revenue growth in constant currency 18 % 13% Impact of TTM acquisitions, divestitures & JVs — % —% Revenue growth in constant currency ex. TTM acquisitions, divestitures & JVs 18 % 13% The Print Group FY2018 FY2019 Reported revenue growth 19 % 2% Currency impact (10)% 4% Revenue growth in constant currency 9 % 6% Impact of TTM acquisitions, divestitures & JVs — % —% Revenue growth in constant currency ex. TTM acquisitions, divestitures & JVs 9 % 6% National Pen FY2019 Reported revenue growth 5% Currency impact 2% Revenue growth in constant currency 7% Impact of TTM acquisitions, divestitures & JVs —% Revenue growth in constant currency ex. TTM acquisitions, divestitures & JVs 7% Values may not sum to total due to rounding. Page 34 of 44
CONSTANT-CURRENCY REVENUE GROWTH RATES (CONT'D) (Annual) All Other Businesses FY2015 FY2016 FY2017 FY2018 FY2019 Reported revenue growth 138 % (6)% (7)% (32)% 111 % Currency impact 17 % 8 % — % — % 6 % Revenue growth in constant currency 155 % 2 % (7)% (32)% 117 % Impact of TTM acquisitions, divestitures & JVs (139)% — % — % 72 % (108)% Revenue growth in constant currency ex. TTM acquisitions, divestitures & JVs 16 % 2 % (7)% 40 % 9 % TWO-YEAR STACKED CONSTANT-CURRENCY ORGANIC REVENUE GROWTH RATES (Quarterly) Total Company Q4FY16 Q1FY17 Q2FY17 Q3FY17 Reported revenue growth 26 % 18 % 16 % 26 % Currency impact — % 1 % 2 % 2 % Revenue growth in constant currency 26 % 19 % 18 % 28 % Impact of TTM acquisitions, divestitures & JVs (15)% (13)% (10)% (17)% Revenue growth in constant currency ex. TTM acquisitions, divestitures & JVs 11 % 6 % 8 % 11 % Total Company Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 18 % 27 % 32 % 16 % 12 % 5% 8 % 4 % 7 % Currency impact 2 % (3)% (5)% (8)% (4)% 1% 3 % 5 % 3 % Revenue growth in constant currency 20 % 24 % 27 % 8 % 8 % 6% 11 % 9 % 10 % Impact of TTM acquisitions, divestitures & JVs (11)% (12)% (16)% 3 % 3 % 2% (5)% (6)% (5)% Revenue growth in constant currency ex. TTM 9 % 12 % 11 % 11 % 11 % 8% 6 % 3 % 5 % acquisitions, divestitures & JVs 2-Year Stacked Organic Constant-Currency Q4'16+ Q1'17+ Q2'17+ Q3'17+ Q4'17+ Q1'18+ Q2'18+ Q3'18+ Q4'18+ Q4'17 Q1'18 Q2'18 Q3'18 Q4'18 Q1'19 Q2'19 Q3'19 Q4'19 Year 1 (Earlier of the 2 Stacked Periods) 11 % 6 % 8 % 11 % 9 % 12% 11 % 11 % 11 % Year 2 (More Recent of the 2 Stacked Periods) 9 % 12 % 11 % 11 % 11 % 8% 6 % 3 % 5 % Year 1 + Year 2 20 % 18 % 19 % 22 % 20 % 20% 17 % 14 % 16 % Note: Total company revenue growth in constant currency excluding TTM acquisitions, divestitures and joint ventures for all periods excludes the impact of currency. The organic constant-currency growth rate excludes Albumprinter revenue from Q1 FY2017 through Q1 FY2018, Digipri (the part of our Japan business that we previously sold) revenue, for Q2 FY2018, and VIDA and BuildASign revenue for all periods. Values may not sum to total due to rounding. Page 35 of 44
TWO-YEAR STACKED CONSTANT-CURRENCY ORGANIC REVENUE GROWTH RATES (CONT'D) (Quarterly) Vistaprint Q4FY16 Q1FY17 Q2FY17 Q3FY17 Reported revenue growth 12% 7% 7% 11% Currency impact —% 1% 2% 1% Revenue growth in constant currency 12% 8% 9% 12% Impact of TTM acquisitions, divestitures & JVs —% —% —% —% Revenue growth in constant currency ex. TTM acquisitions, divestitures & JVs 12% 8% 9% 12% Vistaprint Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 5% 11 % 13 % 11 % 11 % 6% 1% (2)% (2)% Currency impact 1% (1)% (4)% (4)% (2)% 1% 2% 3 % 2 % Revenue growth in constant currency 6% 10 % 9 % 7 % 9 % 7% 3% 1 % — % Impact of TTM acquisitions, divestitures & JVs —% — % — % — % — % —% —% — % — % Revenue growth in constant currency ex. TTM 6% 10 % 9 % 7 % 9 % 7% 3% 1 % — % acquisitions, divestitures & JVs 2-Year Stacked Organic Constant-Currency Q4'16+ Q1'17+ Q2'17+ Q3'17+ Q4'17+ Q1'18+ Q2'18+ Q3'18+ Q4'18+ Q4'17 Q1'18 Q2'18 Q3'18 Q4'18 Q1'19 Q2'19 Q3'19 Q4'19 Year 1 (Earlier of the 2 Stacked Periods) 12% 8 % 9 % 12 % 6 % 10% 9% 7 % 9 % Year 2 (More Recent of the 2 Stacked Periods) 6% 10 % 9 % 7 % 9 % 7% 3% 1 % — % Year 1 + Year 2 18% 18 % 18 % 19 % 15 % 17% 12% 8 % 9 % PrintBrothers Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 26 % 30 % 35 % 26 % 10% 8% 5% 8% Currency impact (6)% (11)% (18)% (10)% 2% 4% 9% 7% Revenue growth in constant currency 20 % 19 % 17 % 16 % 12% 12% 14% 15% Impact of TTM acquisitions, divestitures & JVs — % — % — % — % —% —% —% —% Revenue growth in constant currency ex. TTM acquisitions, 20 % 19 % 17 % 16 % 12% 12% 14% 15% divestitures & JVs 2-Year Stacked Organic Constant-Currency Q1'18+ Q2'18+ Q3'18+ Q4'18+ Q1'19 Q2'19 Q3'19 Q4'19 Year 1 (Earlier of the 2 Stacked Periods) 20% 19% 17% 16% Year 2 (More Recent of the 2 Stacked Periods) 12% 12% 14% 15% Year 1 + Year 2 32% 31% 31% 31% Values may not sum to total due to rounding. Page 36 of 44
TWO-YEAR STACKED CONSTANT-CURRENCY ORGANIC REVENUE GROWTH RATES (CONT'D) (Quarterly) The Print Group Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Reported revenue growth 16 % 23 % 23 % 13 % 4% 3% (2)% 3% Currency impact (5)% (10)% (16)% (9)% 1% 3% 8 % 6% Revenue growth in constant currency 11 % 13 % 7 % 4 % 5% 6% 6 % 9% Impact of TTM acquisitions, divestitures & JVs — % — % — % — % —% —% — % —% Revenue growth in constant currency ex. TTM acquisitions, 11 % 13 % 7 % 4 % 5% 6% 6 % 9% divestitures & JVs 2-Year Stacked Organic Constant-Currency Q1'18+ Q2'18+ Q3'18+ Q4'18+ Q1'19 Q2'19 Q3'19 Q4'19 Year 1 (Earlier of the 2 Stacked Periods) 11% 13% 7 % 4% Year 2 (More Recent of the 2 Stacked Periods) 5% 6% 6 % 9% Year 1 + Year 2 16% 19% 13 % 13% GROSS PROFIT AND CONTRIBUTION PROFIT (Quarterly, in millions except percentages) Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Total revenue $564.3 $563.3 $762.1 $636.1 $631.1 $589.0 $825.6 $661.8 $674.7 Cost of revenue $279.1 $283.8 $360.3 $319.2 $316.6 $302.5 $411.5 $342.7 $344.7 Gross profit (revenue minus cost of revenue) $285.2 $279.5 $401.8 $316.9 $314.6 $286.5 $414.1 $319.1 $330.0 as a percent of total revenue 50.5% 49.6% 52.7% 49.8% 49.8% 48.6% 50.2% 48.2% 48.9% Advertising expense and payment processing fees $99.4 $105.0 $140.8 $118.5 $108.8 $123.4 $147.8 $108.7 $91.5 Contribution profit (gross profit minus $185.7 $174.5 $261.0 $198.4 $205.7 $163.2 $266.3 $210.4 $238.5 advertising/processing fees) as a percent of total revenue 32.9% 31.0% 34.3% 31.2% 32.6% 27.7% 32.3% 31.8% 35.4% Values may not sum to total due to rounding. Page 37 of 44
PROFIT (LOSS) BY REPORTABLE SEGMENT ("SEGMENT PROFIT") (Quarterly and Annual, in thousands) Q4 Q4 Q4 FY2017 FY2018 FY2019 FY2017 FY2018 FY2019 Vistaprint $ 37,772 $ 53,874 $ 74,558 $ 167,687 $ 241,479 $ 275,323 PrintBrothers 6,668 9,753 11,684 27,737 33,890 36,965 The Print Group 13,289 14,952 16,053 35,452 45,420 47,270 National Pen 1,001 2,980 4,725 (2,225) 22,165 9,838 All Other Businesses (9,361) (9,161) (5,520) (31,305) (34,620) (29,637) Total segment profit $49,369 $72,398 $101,500 $197,346 $308,334 $339,759 Central and corporate costs ex. unallocated SBC (26,080) (26,802) (27,116) (104,749) (106,202) (110,576) Unallocated SBC (4,573) (7,040) (3,149) (13,346) (25,198) 3,771 Include: Realized (losses) gains on certain currency derivatives 3,156 (2,487) 6,400 16,474 (11,445) 20,289 not included in operating income Adjusted NOP $21,872 $36,069 $77,635 $95,725 $165,489 $253,243 Exclude: Realized losses (gains) on certain currency derivatives (3,156) 2,487 (6,400) (16,474) 11,445 (20,289) not included in operating income Acquisition-related amortization and depreciation (12,662) (11,819) (13,154) (46,402) (50,149) (53,526) Earn-out related charges¹ (12,245) — — (40,384) (2,391) — Share-based compensation related to investment consideration (4,559) (5,745) — (9,638) (6,792) (2,893) Certain impairments and other adjustments — — (7,503) (9,556) — (8,110) Restructuring-related charges (810) (550) (2,991) (26,700) (15,236) (12,053) Interest expense for Waltham, MA lease 1,904 1,844 1,778 7,727 7,489 7,235 Gain on the purchase or sale of subsidiaries2 — (435) — — 47,945 — Total income (loss) from operations ($9,656) $21,851 $49,365 ($45,702) $157,800 $163,607 ¹Includes expense recognized for the change in fair value of contingent consideration and compensation expense related to earn-out mechanisms dependent upon continued employment. 2Includes the impact of the gain on the sale of Albumprinter, as well as a bargain purchase gain as defined by ASC 805-30 for an acquisition in which the identifiable assets acquired and liabilities assumed are greater than the consideration transferred, that was recognized in general and administrative expense in our consolidated statement of operations during the three months ended September 30, 2017. Values may not sum to total due to rounding. Page 38 of 44
ADJUSTED NET OPERATING PROFIT (Quarterly, in millions except percentages) Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 GAAP operating income (loss) ($9.7) $46.6 $72.7 $16.6 $21.9 ($6.0) $90.6 $29.6 $49.4 Exclude expense (benefit) impact of: Acquisition-related amortization and depreciation $12.7 $12.7 $12.6 $13.0 $11.8 $11.4 $14.9 $14.1 $13.2 Earn-out related charges¹ $12.2 $1.1 $1.3 $— $— $— $— $— $— Share-based compensation related to $4.6 $— $1.0 $— $5.7 $— $2.9 $— $— investment consideration Certain impairments and other adjustments² $— $— $— $— $— $— $— $0.6 $7.5 Restructuring related charges $0.8 $0.9 $11.5 $2.3 $0.6 $0.2 $1.0 $7.9 $3.0 Less: Interest expense associated with Waltham, ($1.9) ($1.9) ($1.9) ($1.8) ($1.8) ($1.8) ($1.8) ($1.8) ($1.8) MA lease Less: Gain on the purchase or sale of 3 $— ($48.4) $— $— $0.4 $— $— $— $— subsidiaries Include: Realized (losses) gains on certain currency derivatives not included in operating $3.2 ($0.6) ($3.5) ($4.8) ($2.5) $1.6 $7.4 $4.8 $6.4 income Adjusted NOP $21.9 $10.4 $93.7 $25.3 $36.1 $5.3 $115.1 $55.2 $77.6 Adjusted NOP as a percent of total revenue 3.9% 1.8% 12.3% 4.0% 5.7% 0.9% 13.9% 8.3% 11.5% ADJUSTED NET OPERATING PROFIT (TTM, in millions) TTM TTM TTM TTM TTM TTM TTM TTM TTM Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 GAAP operating income (loss) ($45.7) $28.7 $67.7 $126.3 $157.8 $105.2 $123.1 $136.1 $163.6 Exclude expense (benefit) impact of: Acquisition-related amortization and depreciation $46.4 $48.9 $51.5 $51.0 $50.1 $48.8 $51.1 $52.2 $53.5 Earn-out related charges¹ $40.4 $25.3 $19.5 $14.6 $2.4 $1.3 $— $— $— Share-based compensation related to $9.6 $5.6 $6.0 $5.6 $6.8 $6.8 $8.6 $8.6 $2.9 investment consideration Certain impairments and other adjustments² $9.6 $9.6 $9.6 $— $— $— $— $0.6 $8.1 Restructuring related charges $26.7 $27.6 $38.0 $15.5 $15.2 $14.6 $4.1 $9.6 $12.1 Less: Interest expense associated with Waltham, ($7.7) ($7.7) ($7.6) ($7.5) ($7.5) ($7.4) ($7.4) ($7.3) ($7.2) MA lease Less: Gain on the purchase or sale of 3 $— ($48.4) ($48.4) ($48.4) ($47.9) $0.4 $0.4 $0.4 $— subsidiaries Include: Realized (losses) gains on certain currency derivatives not included in operating $16.5 $14.0 $3.6 ($5.8) ($11.4) ($9.2) $1.8 $11.4 $20.3 income Adjusted NOP $95.7 $103.5 $139.8 $151.3 $165.5 $160.4 $181.8 $211.7 $253.2 1Includes expense recognized for the change in fair value of contingent consideration & compensation expense related to cash-based earn-out mechanisms dependent upon continued employment. 2Includes the impact of certain impairments of goodwill and other long-lived assets as defined by ASC 350 - "Intangibles - Goodwill and Other", as well as reserves recognized for loans as defined by ASC 326 - "Financial Instruments - Credit Losses." 3Includes the impact of the gain on the sale of Albumprinter, as well as a bargain purchase gain as defined by ASC 805-30 for an acquisition in which the identifiable assets acquired and liabilities assumed are greater than the consideration transferred, that was recognized in general and administrative expense in our consolidated statement of operations during the three months ended September 30, 2017. Values may not sum to total due to rounding. Page 39 of 44
ADJUSTED EBITDA (Quarterly, in millions) Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 GAAP operating income (loss) ($9.7) $46.6 $72.7 $16.6 $21.9 ($6.0) $90.6 $29.6 $49.4 Depreciation and amortization $42.6 $42.4 $41.3 $43.4 $41.9 $40.7 $44.5 $44.1 $43.7 Waltham, MA lease depreciation adjustment ($1.0) ($1.0) ($1.0) ($1.0) ($1.0) ($1.0) ($1.0) ($1.0) ($1.0) Share-based compensation expense1 $13.0 $6.8 $12.8 $12.8 $16.7 $8.9 ($2.7) $4.5 $7.6 Proceeds from insurance $— $— $0.4 $0.3 $— $— $— $— $— Interest expense associated with Waltham, MA ($1.9) ($1.9) ($1.9) ($1.8) ($1.8) ($1.8) ($1.8) ($1.8) ($1.8) lease Earn-out related charges $12.2 $1.1 $1.3 $— $— $— $— $— $— Certain impairments and other adjustments $— $— $0.5 $0.9 $1.5 ($0.1) $0.1 $0.8 $9.9 Gain on purchase or sale of subsidiaries $— ($48.4) $— $— $0.4 $— $— $— $— Restructuring related charges $0.8 $0.9 $11.5 $2.3 $0.6 $0.2 $1.0 $7.9 $3.0 Realized gains (losses) on currency derivatives $3.2 ($0.6) ($3.5) ($4.8) ($2.5) $1.6 $7.4 $4.8 $6.4 not included in operating income Adjusted EBITDA2,3 $59.2 $45.8 $134.0 $68.7 $77.6 $42.5 $138.1 $88.9 $117.2 ADJUSTED EBITDA (Annual, in millions) FY2017 FY2018 FY2019 GAAP operating income (loss) ($45.7) $157.8 $163.6 Depreciation and amortization $159.7 $169.0 $173.0 Waltham, MA lease depreciation adjustment ($4.1) ($4.1) ($4.1) Share-based compensation expense1 $42.4 $49.1 $18.3 Proceeds from insurance $0.8 $0.7 $— Interest expense associated with Waltham, MA lease ($7.7) ($7.5) ($7.2) Earn-out related charges $40.4 $2.4 $— Certain impairments and other adjustments $9.6 $2.9 $10.7 Gain on purchase or sale of subsidiaries $— ($47.9) $— Restructuring related charges $26.7 $15.2 $12.1 Realized gains (losses) on currency derivatives not included in operating income $16.5 ($11.4) $20.3 Adjusted EBITDA2,3 $238.4 $326.1 $386.5 Values may not sum to total due to rounding. Page 40 of 44
ADJUSTED EBITDA (TTM, in millions) TTM TTM TTM TTM TTM TTM TTM TTM TTM Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 GAAP operating income (loss) ($45.7) $28.7 $67.7 $126.3 $157.8 $105.2 $123.1 $136.1 $163.6 Depreciation and amortization $159.7 $166.5 $170.8 $169.7 $169.0 $167.3 $170.5 $171.2 $173.0 Waltham, MA lease depreciation adjustment ($4.1) ($4.1) ($4.1) ($4.1) ($4.1) ($4.1) ($4.1) ($4.1) ($4.1) Share-based compensation expense1 $42.4 $37.6 $39.1 $45.4 $49.1 $51.2 $35.7 $27.4 $18.3 Proceeds from insurance $0.8 $0.2 $0.5 $0.7 $0.7 $0.7 $0.3 $— $— Interest expense associated with Waltham, MA ($7.7) ($7.7) ($7.6) ($7.5) ($7.5) ($7.4) ($7.4) ($7.3) ($7.2) lease Earn-out related charges $40.4 $25.3 $19.5 $14.6 $2.4 $1.3 $— $— $— Certain impairments and other adjustments $9.6 $9.6 $10.1 $1.4 $2.9 $2.8 $2.4 $2.3 $10.7 Gain on purchase or sale of subsidiaries $— ($48.4) ($48.4) ($48.4) ($47.9) $0.4 $0.4 $0.4 $— Restructuring related charges $26.7 $27.6 $38.0 $15.5 $15.2 $14.6 $4.1 $9.6 $12.1 Realized gains (losses) on currency derivatives $16.5 $14.0 $3.6 ($5.8) ($11.4) ($9.2) $1.8 $11.4 $20.3 not included in operating income Adjusted EBITDA2,3 $238.4 $249.2 $289.2 $307.7 $326.1 $322.8 $326.8 $347.0 $386.5 1From Q4FY17 through Q3FY18 the SBC expense listed here excludes the portion included in restructuring-related charges to avoid double counting. 2This letter uses the definition of adjusted EBITDA as outlined above and therefore does not include the pro-forma impact of acquisitions or divestitures; however, our debt covenants allow for the inclusion of pro-forma impacts to adjusted EBITDA. 3Adjusted EBITDA includes 100% of the results of our consolidated subsidiaries and therefore does not give effect to adjusted EBITDA attributable to noncontrolling interests. This is to most closely align to our debt covenant and cash flow reporting. ADJUSTED FREE CASH FLOW (Quarterly, in millions) Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Net cash provided by operating activities $33.1 $16.4 $160.4 ($32.1) $47.7 $22.2 $183.3 $17.0 $108.6 Purchases of property, plant and equipment ($17.2) ($20.5) ($18.2) ($8.8) ($13.5) ($21.0) ($17.7) ($19.2) ($12.6) Purchases of intangible assets not related to ($0.1) $— ($0.3) $— $— $— $— $— $— acquisitions Capitalization of software and website ($8.6) ($8.9) ($9.2) ($11.4) ($11.4) ($11.2) ($10.7) ($12.7) ($14.0) development costs Payment of contingent earn-out liabilities $— $— $— $49.2 $— $— $— $— $— Adjusted free cash flow $7.1 ($13.0) $132.7 ($3.0) $22.8 ($10.1) $154.8 ($14.9) $81.9 Reference: Value of capital leases $2.3 $— $0.1 $0.4 $— $3.6 $3.7 $4.4 $0.3 Cash restructuring payments $7.5 $4.1 $6.8 $4.2 $2.2 $1.2 $0.4 $3.1 $1.3 Cash paid during the period for interest $17.8 $8.4 $17.4 $8.0 $22.8 $7.5 $22.3 $10.1 $24.1 Interest expense for Waltham, MA Lease ($1.9) ($1.9) ($1.9) ($1.8) ($1.8) ($1.8) ($1.8) ($1.8) ($1.8) Cash interest related to borrowing $15.9 $6.5 $15.5 $6.2 $20.9 $5.7 $20.4 $8.3 $22.3 Values may not sum to total due to rounding. Page 41 of 44
ADJUSTED FREE CASH FLOW (Annual, in millions) FY2017 FY2018 FY2019 Net cash provided by operating activities $156.7 $192.3 $331.1 Purchases of property, plant and equipment ($74.2) ($60.9) ($70.6) Purchases of intangible assets not related to acquisitions ($0.2) ($0.3) ($0.1) Capitalization of software and website development costs ($37.3) ($40.8) ($48.7) Payment of contingent earn-out liabilities $— $49.2 $— Adjusted free cash flow $45.1 $139.5 $211.8 Reference: Value of capital leases $14.4 $0.5 $11.9 Cash restructuring payments $15.0 $17.3 $6.0 Cash paid during the period for interest $45.3 $56.6 $63.9 Interest expense for Waltham, MA Lease ($7.7) ($7.5) ($7.2) Cash interest related to borrowing $37.5 $49.1 $56.7 ADJUSTED FREE CASH FLOW (TTM, in millions) TTM TTM TTM TTM TTM TTM TTM TTM TTM Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Net cash provided by operating activities $156.7 $163.5 $218.8 $177.7 $192.3 $198.2 $221.1 $270.2 $331.1 Purchases of property, plant and equipment ($74.2) ($75.3) ($76.6) ($64.7) ($60.9) ($61.5) ($61.0) ($71.4) ($70.6) Purchases of intangible assets not related to ($0.2) ($0.2) ($0.4) ($0.4) ($0.3) ($0.3) ($0.1) $— ($0.1) acquisitions Capitalization of software and website ($37.3) ($37.9) ($36.3) ($38.1) ($40.8) ($43.1) ($44.7) ($46.0) ($48.7) development costs Payment of contingent earn-out liabilities $— $— $— $49.2 $49.2 $49.2 $49.2 $— $— Adjusted free cash flow $45.1 $50.1 $105.6 $123.8 $139.5 $142.5 $164.6 $152.7 $211.8 Reference: Value of capital leases $14.4 $12.3 $9.6 $2.9 $0.5 $4.1 $7.6 $11.6 $11.9 Cash restructuring payments $15.0 $19.1 $25.9 $22.6 $17.3 $14.5 $8.1 $7.0 $6.0 Cash paid during the period for interest $45.3 $48.3 $51.0 $51.7 $56.6 $55.7 $60.6 $62.6 $63.9 Interest expense for Waltham, MA Lease ($7.7) ($7.7) ($7.6) ($7.5) ($7.5) ($7.4) ($7.4) ($7.3) ($7.2) Cash interest related to borrowing $37.5 $40.7 $43.4 $44.2 $49.1 $48.3 $53.2 $55.3 $56.7 Values may not sum to total due to rounding. Page 42 of 44
INTEREST EXPENSE RELATED TO BORROWING (P&L VIEW) (Quarterly, in millions) Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 P&L view of interest expense $12.9 $13.1 $12.5 $12.7 $14.8 $13.8 $16.8 $16.8 $15.8 Less: Interest expense associated with ) ) ) ) ) ) ) ) ) Waltham, MA Lease ($1.9 ($1.9 ($1.9 ($1.8 ($1.8 ($1.8 ($1.8 ($1.8 ($1.8 Less: Interest expense related to ) ) ) ) investment consideration $— $— ($0.4 ($0.1 ($1.6 $— ($0.8 $— $— Interest expense related to borrowing $11.0 $11.2 $10.2 $10.7 $11.3 $11.9 $14.2 $15.0 $14.0 RETURN ON INVESTED CAPITAL (TTM, in millions except percentages) Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Total Debt $876.7 $820.8 $700.5 $812.6 $826.8 $863.6 $1,048.4 $1,075.1 $1,023.6 Redeemable Noncontrolling Interest $45.4 $83.8 $85.5 $87.8 $86.2 $91.4 $53.4 $52.4 $63.2 Total Shareholders' Equity $75.2 $84.5 $119.7 $93.6 $93.9 $82.1 $128.2 $128.9 $131.8 Excess Cash¹ $— $— $— $— $— $— $— $— $— Invested Capital² $997.3 $989.1 $905.7 $994.0 $1,006.9 $1,037.2 $1,230.0 $1,256.4 $1,218.6 Average Invested Capital³ $982.2 $1,005.7 $977.7 $971.5 $974.0 $986.0 $1,067.0 $1,132.6 $1,185.5 TTM TTM TTM TTM TTM TTM TTM TTM TTM Q4FY17 Q1FY18 Q2FY18 Q3FY18 Q4FY18 Q1FY19 Q2FY19 Q3FY19 Q4FY19 Adjusted NOP $95.7 $103.5 $139.8 $151.3 $165.5 $160.4 $181.8 $211.7 $253.2 Less: Cash Taxes $49.3 $46.2 $39.5 $31.3 $32.3 $32.4 $32.8 $30.5 $26.3 Adjusted NOPAT $46.4 $57.3 $100.3 $120.0 $133.2 $128.0 $149.0 $181.2 $226.9 Average Invested Capital3 (from above) $982.2 $1,005.7 $977.7 $971.5 $974.0 $986.0 $1,067.0 $1,132.6 $1,185.5 TTM Adjusted ROIC (cash tax) 5% 6% 10% 12% 14% 13% 14% 16% 19% Adjusted NOPAT (from above) $46.4 $57.3 $100.3 $120.0 $133.2 $128.0 $149.0 $181.2 $226.9 Add back: SBC included in adjusted NOP4 $32.7 $32.0 $33.2 $39.8 $42.3 $44.5 $27.1 $18.8 $15.4 TTM Adjusted NOPAT excluding SBC $79.1 $89.4 $133.6 $159.9 $175.7 $172.5 $176.1 $200.0 $242.3 Average Invested Capital3 (from above) $982.2 $1,005.7 $977.7 $971.5 $974.0 $986.0 $1,067.0 $1,132.6 $1,185.5 TTM Adjusted ROIC excluding 8% 9% 14% 16% 18% 18% 17% 18% 20% SBC (cash tax) 1Excess cash is cash and equivalents > 5% of last twelve month revenues; if negative, capped at zero. 2,3Average invested capital represents a four quarter average of total debt, redeemable noncontrolling interests and total shareholder equity, less excess cash. 4Adjusted NOP already excludes SBC related to investment consideration and restructuring. Here we remove the remaining SBC, so that the "Adjusted NOPAT excluding SBC" excludes all SBC. Values may not sum to total due to rounding. Page 43 of 44
ABOUT CIMPRESS: Cimpress N.V. (Nasdaq: CMPR) invests in and builds customer-focused, entrepreneurial, mass-customization businesses for the long term. Mass customization is a competitive strategy which seeks to produce goods and services to meet individual customer needs with near mass production efficiency. Cimpress businesses include BuildASign, Drukwerkdeal, Exaprint, National Pen, Pixartprinting, Printi, Vistaprint and WIRmachenDRUCK. 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. CONTACT INFORMATION: Investor Relations: Media Relations: Jenna Marvel Paul McKinlay ir@cimpress.com mediarelations@cimpress.com +1.781.652.6480 SAFE HARBOR STATEMENT: This earnings commentary 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 our expectations for the growth and development of our businesses, revenues, profits, and expenses; changes in our Vistaprint business, including reductions in our advertising spend and the development of a new e-commerce platform, and the anticipated effects of those changes; our expectations for our Printi business; the anticipated competitive position of certain of our businesses; and the the expected impacts of the new lease accounting standard. 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 the forward-looking statements in this document as a result of various important factors, including but not limited to flaws in the assumptions and judgments upon which our forecasts and estimates are based; our failure to execute our strategy; our inability to make the investments in our business that we plan to make or the failure of those investments to achieve the results we expect; our failure to address performance issues in some of our businesses; the failure of the businesses we acquire or invest in to perform as expected; our failure to develop and deploy our mass customization platform or the Vistaprint e-commerce platform or the failure of either platform to drive the performance, efficiencies, and competitive advantage we expect; loss of key personnel or our inability to recruit talented personnel to drive performance of our businesses; unanticipated changes in our markets, customers, or businesses; our failure to attract new customers and retain our current customers; our failure to manage the growth and complexity of our business and expand our operations; the willingness of purchasers of customized products and services to shop online; changes in the laws and regulations, or in the interpretation of laws and regulations, that affect our businesses; our failure to maintain compliance with the covenants in our senior secured revolving credit facility and senior unsecured notes or to pay our debts when due; competitive pressures; general economic conditions; and other factors described in our Form 10-Q for the fiscal quarter ended March 31, 2019 and the other documents we periodically file with the U.S. SEC. In addition, the statements and projections in this quarterly earnings document represent our expectations and beliefs as of the date of this document, 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 document. Page 44 of 44