Vistaprint 2015 Annual Report Download - page 50

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42
subsidiaries, and undistributed earnings of our subsidiaries that are considered to be indefinitely reinvested were
$59.0 million. We do not intend to repatriate such funds as the cash and cash equivalent balances are generally
used and available, without legal restrictions, to fund ordinary business operations and investments of the
respective subsidiaries. If there is a change in the future, the repatriation of undistributed earnings from certain
subsidiaries, in the form of dividends or otherwise, could have tax consequences that could result in material cash
outflows. See Note 14 in our accompanying consolidated financial statements for additional discussion.
Debt. On March 24, 2015, we completed a private placement of $275.0 million of 7.0% senior unsecured
notes due 2022. The proceeds from the sales of the notes were used to repay existing outstanding indebtedness
under our unsecured line of credit and senior secured credit facility and for general corporate purposes. As of June
30, 2015, we have aggregate loan commitments from our senior secured credit facility totaling $844.0 million. The
loan commitments consist of revolving loans of $690.0 million and the remaining term loans of $154.0 million.
We have other financial obligations that constitute additional indebtedness based on the definitions within
the credit facility. As of June 30, 2015, the amount available for borrowing under our senior secured credit facility
was as follows:
In thousands
June 30, 2015
Maximum aggregate available for borrowing . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 844,000
Outstanding borrowings of senior secured credit facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . (232,000)
Remaining amount . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 612,000
Limitations to borrowing due to debt covenants and other obligations (1) . . . . . . . . . . . . . . . . . . . . (22,403)
Amount available for borrowing as of June 30, 2015 (2) . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . $ 589,597
_________________
(1) Our borrowing ability under our senior secured credit facility can be limited by our debt covenants each quarter. These covenants may limit
our borrowing capacity depending on our leverage, other indebtedness, such as notes, capital leases, letters of credit, and any other debt,
as well as other factors that are outlined in the credit agreement.
(2) The use of available borrowings for share purchases, dividend payments, or corporate acquisitions is subject to more restrictive covenants
that can 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 total leverage ratio, which is the ratio of our consolidated total indebtedness (*) to our TTM
consolidated EBITDA (*), will not exceed 4.50 to 1.00.
• our senior secured leverage ratio, which is the ratio of our consolidated senior secured indebtedness (*)
to our TTM consolidated EBITDA (*), will not exceed 3.25 to 1.00.
• our interest coverage ratio, which is the ratio of our consolidated EBITDA to our consolidated interest
expense, will be at least 3.00 to 1.00.
(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 senior secured credit
facility.
(3) The credit agreement also places limitations on additional indebtedness and liens that we may incur, as well as
on certain intercompany activities.