Vistaprint expects to pay the purchase price for Albumprinter using cash on hand and borrowings under a new credit facility. On October 21, 2011, Vistaprint entered into a $250 million senior unsecured revolving credit facility with JPMorgan Chase Bank, N.A., as administrative agent; HSBC Bank USA, National Association, as syndication agent; RBS Citizens, N.A., as documentation agent; J.P. Morgan Securities LLC, as sole bookrunner and sole lead arranger; and the bank lenders who signed the credit agreement. The maturity date of the credit facility is October 21, 2016. Any borrowings under the facility will bear interest at LIBOR plus 1.25% to 1.50%, depending on the ratio of Vistaprint’s consolidated indebtedness to its consolidated earnings before interest, taxes, depreciation and amortization (EBITDA). The credit agreement evidencing the facility contains customary representations, warranties, covenants and events of default.
Vistaprint expects this transaction to be modestly dilutive to its GAAP earnings per share in fiscal 2012 and accretive in fiscal 2013.
Vistaprint expects this transaction to be accretive in fiscal 2012 to non-GAAP earnings per share, which excludes share based compensation, acquisition-related amortization of intangibles, and write downs of acquisition-related intangible assets, goodwill, inventory, or other assets, if any. Vistaprint will provide updated detailed guidance upon the close of the transaction.