Vistaprint 2014 Annual Report Download - page 47

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In the next twelve months we will continue to use, as needed, our revolving credit facility or additional
sources of borrowings in order to fund our ongoing operations, support our long-term growth through strategic
investments, or purchase our ordinary shares. We have other financial obligations that constitute additional
indebtedness based on the definitions within the credit facility. As of June 30, 2014, the amount available for
borrowing under our credit facility was as follows:
In thousands
June 30, 2014
Maximum aggregate available for borrowing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 793,859
Outstanding borrowings of credit facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (426,859)
Remaining amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 367,000
Limitations to borrowing due to debt covenants and other obligations (1) . . . . . . . . . . . . . . . . . . . . (194,932)
Amount available for borrowing as of June 30, 2014 (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 172,068
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(1) Our borrowing ability can be limited by our debt covenants each quarter. These covenants may limit our borrowing capacity depending on
our leverage, other indebtedness, such as uncommitted lines of credit, installment obligations, capital leases, deferred purchase prices, and
letters of credit, and other factors that are outlined in the credit agreement.
(2) The use of available borrowings for share purchases, dividend payments, or corporate acquisitions and dispositions is subject to more
restrictive covenants that lower available borrowings for such purposes relative to the general availability described in the above table.
Debt Covenants. Our credit agreement contains financial and other covenants, including but not limited to
the following:
(1) The credit agreement contains financial covenants calculated on a trailing twelve month, or TTM, basis that:
• our consolidated leverage ratio, which is the ratio of our consolidated indebtedness (*) to our TTM
consolidated EBITDA (*), will not exceed 3.25 during the period from March 31, 2014 through December 31,
2014; and (iii) 3.0 after March 31, 2015; and
• our interest coverage ratio, which is the ratio of our consolidated EBITDA to our consolidated interest
expense, will be at least 3.0.
(2) Purchases of our ordinary shares, payments of dividends, and corporate acquisitions and dispositions are
subject to more restrictive consolidated leverage ratio thresholds than those listed above when calculated on a
proforma basis in certain scenarios. Also, regardless of our leverage ratio, the credit agreement limits the amount
of purchases of our ordinary shares, payments of dividends, corporate acquisitions and dispositions, investments
in joint ventures or minority interests, and consolidated capital expenditures that we may make. These limitations
can include annual limits that vary from year-to-year and aggregate limits over the term of the credit facility.
Therefore, our ability to make desired investments may be limited during the term of our revolving credit facility.
(3) The credit agreement also places limitations on additional indebtedness and liens that we may incur, as well as
certain intercompany activities.
(*) The definitions of EBITDA and consolidated indebtedness are contained in the credit agreement included as an exhibit to our Form 8-K filed
on February 13, 2013, as amended by amendment no. 1 to the credit agreement included as an exhibit to our Form 8-K filed on January 22,
2014.
As of the date of this filing, we were in compliance with all financial and other covenants under the credit
agreement.
In addition, on March 28, 2014 we entered into an agreement for an uncommitted line of credit with
Santander Bank, N.A. Under the terms of the agreement we may borrow up to $50 million at any time, with a
maturity date of up to 90 days from the loan origination date. Under the terms of our uncommitted line of credit,
borrowings bear interest at a variable rate of interest based on LIBOR plus 1.10%. The LIBOR rate is determined on
the date of borrowing and is based on the length of the specific loan. This facility does not provide borrowing
capacity incremental to the amount available for borrowing as of June 30, 2014 disclosed above.
Form 10-K