Vistaprint 2014 Annual Report Download - page 78

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JP Morgan Credit Facility
On January 17, 2014, we entered into an amendment to our credit agreement resulting in an increase to
aggregate loan commitments under the credit agreement to a total of $800,000 by adding new lenders and
increasing the commitments of several existing lenders. The new loan commitments include revolving loans of
$640,000 and term loans of $160,000. The amendment did not result in any material changes to our debt
covenants. As of June 30, 2014, we have a committed credit facility $793,859 as follows:
• Revolving loans of $640,000 with a maturity date of February 8, 2018;
• Term loan of $153,859 amortizing over the loan period, with a final maturity date of February 8, 2018.
Under the terms of our credit agreement, borrowings bear interest at a variable rate of interest based on
LIBOR plus 1.50% to 2.00% depending on our leverage ratio, which is the ratio of our consolidated total
indebtedness to our consolidated earnings before interest, taxes, depreciation and amortization (EBITDA), as
defined by the credit agreement. As of June 30, 2014, the weighted-average interest rate on outstanding borrowings
was 2.06%, inclusive of interest rate swap rates. We must also pay a commitment fee on unused balances of
0.225% to 0.350% depending on our leverage ratio. We have pledged the assets and/or share capital of several of
our subsidiaries as collateral for our outstanding debt as of June 30, 2014.
Our credit agreement contains financial and other covenants, including but not limited to limitations on (1)
our incurrence of additional indebtedness and liens, (2) the consummation of certain fundamental organizational
changes or intercompany activities, for example acquisitions, (3) investments and restricted payments including the
amount of purchases of our ordinary shares or payments of dividends, and (4) the amount of consolidated capital
expenditures that we may make in each of our fiscal years through June 30, 2018. The credit agreement also
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 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.
(*) The definitions of EBITDA and consolidated indebtedness are maintained in our 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.
Our credit agreement also contains customary representations, warranties and events of default. As of the date of
this filing, we were in compliance with all financial and other covenants under the credit agreement.
Additional line of credit
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 $50,000 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. As of June 30, 2014 the weighted-average interest rate on outstanding
borrowings of $21,200 was 1.22%.
12. Shareholders’ Equity
Share purchases
On May 5, 2014, we announced that our Supervisory Board authorized the purchase of up to 6,500,000 of
our ordinary shares, of which 5,532,126 shares remain available for purchase under this program as of June 30,
2014. During the years ended June 30, 2014 and 2013, we purchased 1,044,136 and 1,850,746 of our ordinary
shares for a cost of $42,016 and $64,351, respectively.