Cimpress plc Enters Material Definitive Agreement

Ticker: CMPR · Form: 8-K · Filed: May 17, 2024 · CIK: 1262976

Sentiment: neutral

Topics: material-agreement, financial-obligation

TL;DR

Cimpress just signed a big deal, creating a new financial obligation.

AI Summary

Cimpress plc entered into a material definitive agreement on May 15, 2024, related to a direct financial obligation. The filing details the creation of this obligation under an off-balance sheet arrangement. Specific details regarding the nature of the agreement and the financial obligation are not fully elaborated in the provided text, but it constitutes a significant event for the company.

Why It Matters

This filing indicates a significant financial commitment or obligation for Cimpress plc, which could impact its financial structure and future operations.

Risk Assessment

Risk Level: medium — The creation of a material definitive agreement and a direct financial obligation suggests potential financial commitments and risks that require further investigation.

Key Players & Entities

FAQ

What is the specific nature of the material definitive agreement entered into by Cimpress plc?

The provided text states that Cimpress plc entered into a material definitive agreement on May 15, 2024, but does not specify the exact nature of the agreement.

What is the direct financial obligation or off-balance sheet arrangement created by this agreement?

The filing confirms the creation of a direct financial obligation or an obligation under an off-balance sheet arrangement for Cimpress plc, but the details of this obligation are not provided in the excerpt.

What is the significance of the date May 15, 2024, for Cimpress plc?

May 15, 2024, is the date of the earliest event reported in this 8-K filing, marking the entry into a material definitive agreement.

What is Cimpress plc's standard industrial classification?

Cimpress plc's standard industrial classification is COMMERCIAL PRINTING [2750].

Where is Cimpress plc's business address?

Cimpress plc's business address is First Floor Building 3, Finnabair Business and Technology Park, Dundalk, County Louth, A91 H9N9, Ireland.

Filing Stats: 1,103 words · 4 min read · ~4 pages · Grade level 11.6 · Accepted 2024-05-17 08:10:16

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement On May 15, 2024, Cimpress plc ("Cimpress") entered into Amendment No. 2 among Cimpress and five of its subsidiaries, Vistaprint Limited, Cimpress Schweiz GmbH, Vistaprint B.V., Vistaprint Netherlands B.V., and Cimpress USA Incorporated, as borrowers (collectively, the "Borrowers"); Cimpress' subsidiaries that guaranty the Borrowers' obligations; the financial institutions listed on the signature pages thereof; and JPMorgan Chase Bank N.A., as administrative agent for the lenders (the "Administrative Agent") ("Amendment 2"), which amends the senior secured Credit Agreement dated as of October 21, 2011, as amended and restated as of February 8, 2013, as further amended and restated as of July 13, 2017, as further amended and restated as of May 17, 2021, and as previously amended among the Borrowers, the lenders named therein as lenders, and the Administrative Agent (the "Credit Agreement"). The Credit Agreement governs the Borrowers' Term Loan B, which consists of a tranche denominated in U.S. dollars ("USD Tranche") and a tranche denominated in Euros ("Euro Tranche"). Pursuant to Amendment 2, the Borrowers refinanced the entire USD Tranche and the majority of the Euro Tranche as follows: Amendment 2 reduced the interest rate margin of the USD Tranche by 50 basis points, from SOFR plus 3.50% to SOFR plus 3.00%, and eliminated the credit spread adjustment for the USD Tranche, which was previously 11 basis points for one-month interest periods. The existing USD Tranche with an aggregate principal amount equal to $773,137,500 was exchanged for a new USD Tranche with the terms described immediately above. Amendment 2 also increased the size of the new USD Tranche by $264,360,625, the proceeds of which the Borrowers used to prepay 245,346,288 of the aggregate principal amount of the Euro Tranche. After these changes, the Term Loan B consists of a USD Tranche with an aggregate principal amount equal to $1,037

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits (d) Exhibits Exhibit No. Description 10.1 Amendment No. 2, dated as of May 15, 2024, among Cimpress plc, Vistaprint Limited, Cimpress Schweiz GmbH, Vistaprint B.V., Vistaprint Netherlands B.V., and Cimpress USA Incorporated, as borrowers (the "Borrowers"); Cimpress' subsidiaries that guaranty the Borrowers' obligations; the financial institutions listed on the signature pages thereof; and JPMorgan Chase Bank N.A., as administrative agent for the lenders (the "Administrative Agent"), to the senior secured Credit Agreement dated as of October 21, 2011, as amended and restated as of February 8, 2013, as further amended and restated as of July 13, 2017, as further amended and restated as of May 17, 2021, and as previously amended among the Borrowers, the lenders named therein, and the Administrative Agent 104 Cover Page Interactive Data File, formatted in iXBRL SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. May 17, 2024 Cimpress plc By: /s/ Sean E. Quinn Sean E. Quinn Executive Vice President and Chief Financial Officer

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