XML 42 R22.htm IDEA: XBRL DOCUMENT v2.4.0.8
Subsequent event (Notes)
9 Months Ended
Mar. 31, 2014
Subsequent Events [Abstract]  
Subsequent Events [Text Block]
Subsequent Events

Refer to Note 11 for subsequent event disclosure related to the disposal of our minority equity investment in Namex.

On April 1, 2014, we acquired 100% of the outstanding shares of People & Print Group B.V., a leading Dutch online printing company. At closing we paid €20,525 ($28,273 based on the exchange rate as of the date of acquisition) in cash, subject to working capital and other adjustments, and an additional €4,000, subject to warranties and claims made by the seller, is payable in Vistaprint shares in January 2016. In addition to the initial purchase consideration we have agreed to a sliding scale earn-out that is based on calendar year 2015 revenue and EBITDA targets. The earn-out amount is theoretically unlimited and could be significant in relation to the base purchase price. The estimated fair value of the earn-out payment will be included as a component of the purchase price based on an evaluation of the likelihood of achievement of the contractual conditions and weighted probability assumptions of these outcomes and will be recorded in the fourth quarter. We utilized proceeds from our credit facility to finance the acquisition. In connection with the acquisition, we incurred transaction costs related to investment banking, legal, financial, and other professional services of approximately $950 and $1,218 during the three and nine months ended March 31, 2014, which have been recorded in general and administrative expenses.

On April 3, 2014, we acquired 97% of the outstanding shares of Pixartprinting S.p.A., a leading Italian online printing company. At closing we paid €127,850 ($175,896 based on the exchange rate as of the date of acquisition) in cash, subject to working capital and other adjustments, and we may pay up to an additional €10,000 ($13,758 based on the exchange rate as of the date of acquisition) in cash on or after December 31, 2014 based upon the acquired business achieving certain revenue and EBITDA targets for calendar year 2014. The estimated fair value of the earn-out payment will be included as a component of the purchase price based on an evaluation of the likelihood of achievement of the targets and weighted probability assumptions of these outcomes and will be recorded in the fourth quarter. We utilized proceeds from our credit facility to finance the acquisition. In connection with the acquisition, we incurred transaction costs related to investment banking, legal, financial, and other professional services of approximately $2,463 and $2,545 during the three and nine months ended March 31, 2014, which have been recorded in general and administrative expenses.

Due to the recent closing of the transactions, we have not yet completed our initial accounting for the business combinations, and we are unable to provide additional disclosures.