Vistaprint 2015 Annual Report Download - page 143

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31
2014, by contrast, were based 30% on EPS and 70% on revenue, while the fiscal 2013 awards were based 10% on
EPS and 90% on revenue. For purposes of calculating these annual incentives, the Compensation Committee
defines “constant currency revenue” as consolidated net revenue for Cimpress and its subsidiaries for the fiscal
year, adjusted to exclude gains and losses in revenue generated from Cimpress' hedges of currency fluctuations
and to use the same currency exchange rates as set forth in Cimpress' budget for the fiscal year. “Adjusted
earnings per share” is defined as EPS on a diluted basis for the results of Cimpress' operations on a consolidated
basis for the fiscal year, calculated in accordance with U.S. GAAP with some exclusions for income or expenses
relating to certain specific events that the Committee believes would introduce inaccurate reflections of
management-driven performance.
The fiscal 2015 performance goals set by the Compensation Committee for our executive officers' annual cash
incentive awards were adjusted EPS of $2.53 - $2.77 (calculated using $2.65 as the target) and constant currency
revenue of $1,572,100,000. The Compensation Committee believed that the fiscal 2015 goals were highly
challenging but achievable. As set forth in the fiscal 2015 annual award agreements with our executive officers, the
actual amount payable for the annual cash incentives was a percentage of the fiscal 2015 target award for each
executive, listed in the table below, where the payout percentage equals the greater of:
(x) -4.0000 + (2.0000 X Revenue Percentage) + (3.0000 X EPS Percentage); or
(y) -6.1429 + (2.8571 X Revenue Percentage) + (4.2857 X EPS Percentage)
The Revenue Percentage and EPS Percentage were calculated by dividing the actual amounts for the
fiscal year by the constant currency revenue and adjusted EPS goals described above. If either
(1) Cimpress' actual constant currency revenue for fiscal 2015 were less than 92.5% of the goal, or
(2) actual adjusted EPS for fiscal 2015 were less than 80% of the goal, then the total annual cash incentive
payout would be zero even if the other goal were achieved. The fiscal 2015 payout percentage was capped
at a maximum of 200%.
As calculated under the fiscal 2015 annual cash incentive awards, Cimpress' adjusted EPS was $3.07, which
was an overachievement of the adjusted EPS goal of $2.53 - $2.77 described above, and its constant currency
revenue was $1,551,300,000, which was below the constant currency revenue goal of $1,572,100,000 described
above. The adjusted EPS was $0.34 higher than our U.S. GAAP EPS for fiscal 2015 of $2.73, calculated in
accordance with the annual cash incentive awards by:
• Subtracting from our U.S. GAAP EPS $0.37 for non-operational currency gains including unrealized
gains on our hedging programs and the related tax effects and $0.15 for the tax benefit of certain net
operating losses that were not assumed when we established our EPS goal; and
• Adding back to our U.S. GAAP EPS $0.73 relating to the impact of acquisition-related costs and $0.13
relating to incremental interest relative to our EPS goal from our financing that closed during fiscal
2015.
Based on the 60/40 weighting of our adjusted EPS and constant currency revenue goals and in accordance with
the formula set forth above, this level of achievement yielded a payout percentage of 162.5% of the executives’
targets, which is the same as the payout percentage we used for our non-executive employees' fiscal 2015 annual
cash incentive awards.
The Compensation Committee set Mr. Keane’s fiscal 2015 target annual incentive at a level to maintain his
annual cash compensation (base salary plus annual cash incentive) at the 50th percentile of our peer group. For
our other executive officers, the Compensation Committee initially determined the fiscal 2015 target annual
incentives that would maintain their annual cash compensation at the 50th percentile of our peer group and
published compensation surveys and then applied its own discretion to reflect each executive’s performance and
internal equity with other Cimpress executives.
Proxy Statement