SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
October 1, 2020
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
(Commission File Number)
(IRS Employer Identification No.)
Xerox Technology Park
Dundalk, Co. Louth
(Address of Principal Executive Offices)
Registrant’s telephone number, including area code: +353 42 938 8500
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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 (§240.12b-2 of this chapter).
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
Name of Exchange on Which Registered
Ordinary Shares, nominal value per share of €0.01
Global Select Market
Item 8.01. Other Events
On October 1, 2020, under the terms of the Agreement and Plan of Merger dated as of September 28, 2020 among Cimpress USA Incorporated, a Delaware corporation ("Parent"), Cactus Merger Sub, Inc., a Delaware corporation and a wholly owned subsidiary of Parent, 99designs, Inc., a Delaware corporation ("99designs"), and Shareholders Representative Services, as the securityholders' representative, Cimpress acquired 99designs for an undisclosed cash consideration, a portion of which was paid at closing and the remainder of which will be paid on February 15, 2022. Cimpress used its existing credit facility to fund the transaction.
Cimpress’ estimated pro forma liquidity (unrestricted cash plus available revolver) was approximately $500 million as of September 30, 2020 adjusted for the first acquisition payment made on October 1, 2020. This compares to liquidity as of June 30, 2020 of $467 million.
For additional information on this transaction, see Vistaprint’s press release dated October 5, 2020, attached as Exhibit 99.1.
Item 9.01. Financial Statements and Exhibits
Press release dated October 5, 2020 entitled "Vistaprint Dives into Design"
Cover Page Interactive Data File, formatted in iXBRL
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.
October 5, 2020
/s/ Sean E. Quinn
Sean E. Quinn
Executive Vice President and Chief Financial Officer