Vistaprint 2012 Annual Report Download - page 53

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that constitute additional indebtedness based on the definitions within the credit facility. This additional
indebtedness can potentially decrease the available amounts, depending on our leverage.
Debt Covenants. Our credit agreement, as filed as an exhibit to Form 8-K on October 26, 2011, contains
financial and other covenants, including but not limited to (1) limitations on our incurrence of additional
indebtedness and liens, the consummation of certain fundamental organizational changes or intercompany
activities, investments and restricted payments including purchases of our ordinary shares or payments of
dividends, and the amount of consolidated capital expenditures that we may make in each of our fiscal years ending
June 30, 2012 through 2016 and (2) financial covenants that our:
• consolidated leverage ratio, which is the ratio of our consolidated indebtedness (*) to our trailing twelve-
month, or TTM, consolidated EBITDA (*), will not exceed 3.5;
• consolidated senior leverage ratio, which is the ratio of our consolidated indebtedness that is not
subordinated to our indebtedness under the credit agreement to our TTM consolidated EBITDA, will not
exceed 2.75; and
• interest coverage ratio, which is the ratio of our TTM consolidated EBITDA to our TTM consolidated interest
expense, will be at least 3.0.
At June 30, 2012, we were in compliance with all financial and other covenants under the credit agreement
in effect at that time.
(*) The definitions of EBITDA and consolidated indebtedness are maintained in the credit agreement filed on October 26, 2011.
Contractual Obligations
Contractual obligations at June 30, 2012 are as follows:
In thousands
Payments Due by Period
Total
Less
than 1
year
1-3
years
3-5
years
More
than 5
years
Operating lease obligations . . . . . . . . . . . $ 49,889 $ 10,929 $ 19,458 $ 16,535 $ 2,967
Purchase obligations . . . . . . . . . . . . . . . . 40,182 40,182 — — —
Long-term debt obligation . . . . . . . . . . . . . 246,645 4,094 8,189 234,362 —
Other obligations. . . . . . . . . . . . . . . . . . . . 22,405 3,174 6,463 6,617 6,151
Total (1). . . . . . . . . . . . . . . . . . . . . . . . . . . $ 359,121 $ 58,379 $ 34,110 $ 257,514 $ 9,118
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(1) We may be required to make cash outlays related to our unrecognized tax benefits. However, due to the uncertainty of the timing of future
cash flows associated with our unrecognized tax benefits, we are unable to make reasonably reliable estimates of the period of cash
settlement, if any, with the respective taxing authorities. Accordingly, unrecognized tax benefits of $6.0 million as of June 30, 2012 have been
excluded from the contractual obligations table above. For further information on unrecognized tax benefits, see Item 8 of Part II, “Financial
Statements and Supplementary Data — Note 11 — Income Taxes.”
Operating Leases. We rent office space under operating leases expiring on various dates through 2018.
Future rental payments required under our leases are an aggregate of approximately $49.9 million. The terms of
certain lease agreements require security deposits in the form of bank guarantees and a letter of credit in the
amount of $1.8 million and $0.4 million, respectively.
Purchase Obligations. At June 30, 2012, we had unrecorded commitments under contract of $40.2 million,
which were principally composed of the site development and construction for the expansion of our Venlo, the
Netherlands manufacturing facility and our Jamaican customer service, sales and design support centers of
approximately $18.0 million and $5.9 million, respectively, as well as production and computer equipment purchases
of approximately $7.2 million, and other unrecorded purchase commitments of $9.1 million.
Form 10-K