Vistaprint 2015 Annual Report Download - page 81

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Other fiscal 2015 acquisitions
FotoKnudsen AS
On July 1, 2014, we acquired 100% of the outstanding shares of FotoKnudsen AS, a Norwegian photo
product company focused primarily on the Norwegian markets. This acquisition expands our presence in the
European home and family market. At closing, we paid €14,045 ($19,224 based on the exchange rate as of the
date of acquisition) in cash, subject to certain post-acquisition escrow adjustments. We have recognized the assets
and liabilities on the basis of their fair values at the date of our acquisition, with any excess of the purchase price
paid over the fair value of the net assets recorded as goodwill. Of the total purchase price of $19,224, $11,754 was
allocated to goodwill, $9,218 to acquired intangible assets and $1,748 to net liabilities. Goodwill is not expected to
be deductible for tax purposes, and has been attributed to our All Other Business Units reportable segment. The
revenue and earnings included in our consolidated financial statements since the acquisition date are not material
for the year ended June 30, 2015.
FL Print SAS
On April 9, 2015, we acquired 100% of the outstanding shares of FL Print SAS (which we refer to as
Easyflyer), a French web-to-print business focused primarily on large format products. At closing, we paid €4,800
($5,174 based on the exchange rate as of the date of acquisition) in cash, subject to certain post-acquisition escrow
adjustments. We have recognized the assets and liabilities on the basis of their fair values at the date of our
acquisition, with any excess of the purchase price paid over the fair value of the net assets recorded as goodwill. Of
the total purchase price of $5,174, $3,592 was allocated to goodwill, $2,003 to acquired intangible assets and $421
to net liabilities. Goodwill is not expected to be deductible for tax purposes, and has been attributed to our All Other
Business Units reportable segment. The revenue and earnings included in our consolidated financial statements
since the acquisition date are not material for the year ended June 30, 2015.
In addition, we agreed to two additional payments based on Easyflyer's calendar year 2015 and 2018
revenue and EBITDA targets. As these additional payments are contingent upon the sellers' post-acquisition
employment, they are not included as part of the consideration but will be recognized as compensation expense
over the required employment period.
druck.at Druck-und Handelsgesellschäft mbH
On April 17, 2015, we acquired 100% of the outstanding shares of druck.at Druck-und Handelsgesellschäft
mbH (which we refer to as druck.at), a web-to-print business focused primarily on the Austrian market. This
acquisition supports our strategy to leverage a common platform across multiple brands like druck.at, which offers a
wide variety of high quality printed products. We paid €20,000 ($21,537 based on the exchange rate as of the date
of acquisition) in cash at closing, and we will pay a fixed deferred payment of €3,300 ($3,554 based on the
exchange rate as of the date of acquisition) in cash or ordinary shares of Cimpress N.V., at our option. The deferred
payment is payable in July 2017 if the seller continues to be employed by druck.at through the payable date or in
April 2019 if the sellers are no longer employed by druck.at. As the timing of the deferred payment is contingent
upon the sellers post-acquisition employment, an immaterial portion of the deferred payment is not included as part
of the acquisition consideration but will be recognized as compensation expense over the required employment
period. The fair value of the deferred payment of $2,980 was included as a component of the purchase price
utilizing a present value model and excluding the compensation component of $233.
We have recognized the assets and liabilities on the basis of their fair values at the date of the acquisition,
with any excess of the purchase price paid over the fair value of the net assets recorded as goodwill. Of the total
purchase price of $24,517, $10,877 was allocated to goodwill, $12,491 to acquired intangible assets and $1,149 to
net assets. Goodwill is not expected to be deductible for tax purposes, and has been attributed to our All Other
Business Units reportable segment. The revenue and earnings included in our consolidated financial statements
since the acquisition date are not material for the year ended June 30, 2015.
We utilized proceeds from various debt sources to finance our fiscal 2015 acquisitions. In connection with
these acquisitions, we incurred transaction costs related to investment banking, legal, financial, and other
professional services of $2,576 and $394 which were recorded during the year ended June 30, 2015 and 2014,
respectively, in general and administrative expenses. Pro forma results of the operations have not been presented
because the effects of the fiscal 2015 acquisitions are not material to the consolidated financial statements.
Form 10-K