Vistaprint 2014 Annual Report Download - page 25

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Our credit facility contains financial and operating restrictions and covenants that may limit our ability to
take certain actions and our access to additional credit and could negatively impact our liquidity.
Our credit facility imposes limitations on our ability to, among other things:
• incur additional indebtedness and liens outside of the credit facility;
• make certain investments, payments, or changes in our corporate structure; and
• make capital expenditures or purchase our ordinary shares in excess of certain limits.
In addition, we are required to meet certain financial and other covenants that are customary for this type of
credit facility, and our inability to comply with these covenants could result in a default under the credit facility, which
could cause us to be unable to borrow under the credit facility and may result in the acceleration of the maturity of
our outstanding indebtedness under the facility. If we were unable to borrow further under the facility, we may not be
able to make investments in our business to support our strategy. If the maturities were accelerated, we may not
have sufficient funds available for repayment, and we could end up in bankruptcy proceedings or other similar
processes or may have to refinance at unfavorable terms. In addition, our shareholders would be detrimentally
impacted as shareholder value could decrease to a point of limited return. Each scenario would result in significant
negative implications to our business, liquidity, and results of operations.
The United States government may further increase border controls and impose duties or restrictions on
cross-border commerce that may substantially harm our business by impeding our shipments into the
United States from our Canadian manufacturing facility.
For the fiscal years ended June 30, 2014 and June 30, 2013 we derived 51% and 52% of our revenue,
respectively, from sales to customers in the United States. We produce substantially all physical products for our
United States customers at our facility in Ontario, Canada, and the United States imposes restrictions on shipping
goods into the United States from Canada, as well as protectionist measures such as customs duties and tariffs that
may apply directly to product categories comprising a material portion of our revenues. The customs laws, rules and
regulations that we are required to comply with are complex and subject to unpredictable enforcement and
modification. We have from time to time experienced delays in shipping our manufactured products into the
United States as a result of these restrictions.
In the future, the United States could impose further border controls, tariffs and restrictions, interpret or
apply regulations in a manner unfavorable to the importation of products from outside the United States, or take
other actions that have the effect of restricting the flow of goods from Canada and other countries into the United
States, up to and including shutting down the United States-Canada border for an extended period of time. If we
experience greater difficulty or delays shipping products into the United States or are foreclosed from doing so, or if
our costs and expenses materially increased, our business and results of operations could be harmed.
If we are unable to protect our intellectual property rights, our reputation and brands could be damaged,
and others may be able to use our technology, which could substantially harm our business and results of
operations.
We rely on a combination of patents, trademarks, trade secrets and copyrights and contractual restrictions
to protect our intellectual property, but these protective measures afford only limited protection. Despite our efforts
to protect our proprietary rights, unauthorized parties may be able to copy or use technology or information that we
consider proprietary. There can be no guarantee that any of our pending patent applications or continuation patent
applications will be granted, and from time to time we face infringement, invalidity, intellectual property ownership,
or similar claims brought by third parties with respect to our patents. In addition, despite our trademark registrations
throughout the world, our competitors or other entities may adopt names, marks, or domain names similar to ours,
thereby impeding our ability to build brand identity and possibly leading to customer confusion. Enforcing our
intellectual property rights can be extremely costly, and a failure to protect or enforce these rights could damage our
reputation and brands and substantially harm our business and results of operations.
Form 10-K