SEC Comment Letter for CIMPRESS plc (CMPR) (CIK 0001262976) (CMPR) — Mar 7, 2007
CIMPRESS plc (CMPR) (CIK 0001262976)
Date: March 7, 2007 · CIK: 0001262976 · Accession: 0000000000-07-011926
AI Filing Summary & Sentiment
Reasoning
File numbers found in text: 000-51539
Referenced dates: February 26, 2007
Letter
Mail Stop 3561 March 7, 2007 Via Fax & U.S. Mail Mr. Harpreet Grewal Chief Financial Officer 100 Hayden Avenue Lexington, Massachusetts 02421
Re: Vistaprint Limited Form 10-K for the year ended June 30, 2006 Filed September 13, 2006 File No. 000-51539
Dear Mr. Grewal:
We have reviewed your response letter dated February 26, 2007 and have the following comments. Unless otherwise indi cated, we think you should revise your document in future filings in response to these comments. If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as deta iled as necessary in your expl anation. In some of our comments, we may ask you to provide us w ith information so we may better understand your disclosure. After reviewing this info rmation, we may raise additional comments.
Please understand that the purpose of our re view process is to assist you in your compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing. We look forward to working with you in these respects. We welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Please respond to confirm that such comments will be complied with, or, if certain of the comments are deemed inappropr iate, advise the staff of your reason. Your response should be submitted in electronic form, under the label “corresp” with a copy to the staff. Please respond w ithin ten (10) business days.
Form 10-K for the year ended June 30, 2006
Risk Factors, page 30
Management’s Discussion & Analysis, page 39
Mr. Harpreet Grewal Vistaprint Limited March 7, 2007 Page 2
1. We note from your response to our prior comment 1. Based on the nature of your membership referrals, it would appear the di rect costs associated with this revenue are not significant. Therefore, referral revenues, which ar e unrelated to your primary business of printing, appear to have been a highly mate rial and disproportionate contributor to your operating income and your primary business of printing appears to have been significantly less profitable than a reader of your filings might believe. If our understanding is incorrect and costs asso ciated with this revenue are in fact significant, please quantify for us the amounts and nature of such costs. Otherwise, we believe you should make significant revisi ons in future filings to emphasize and make clear the importance of referral revenues to your results of operations. Please revise your MD&A to quantify referral revenues and associ ated costs for each period presented and to discuss and analyze cha nges from period to period. Refer to the guidance in Item 303 of Regulation S-K
Consolidated Statements of Operations, page 56
2. Should referral fee revenues exceed 10 percent of total revenues in the future, Rule 5-03(b) of Regulation S-X requires separate disclosure of these other revenues and their associated costs on your income statement. While not currently required, in the interest of aiding investors in identifying and understandin g the relative contribution to your operating profits of each revenue producing activity, we encourage you to consider revising your income statement to separately disclose these amounts.
Note 2. Summary of Significan t Accounting Policies, page 64
3. We note your previously disclosed reve nue recognition policy for referral fees. Please tell us whether enrollees in memb ership discount programs and other similar enrollments are provided cancellations periods and, if so, tell us whether cancellations impact referral fees earned and th e timing of your re venue recognition.
********
You may contact Claire Erlanger at (202) 551-3301 or Lyn Shenk at (202) 551- 3380 if you have questions regarding comments on the financial statements and related matters. Please contact me at ( 202) 551-3813 with any other questions.
Sincerely,
Linda Cvrkel
Branch Chief
Show Raw Text
Mail Stop 3561
March 7, 2007
Via Fax & U.S. Mail
Mr. Harpreet Grewal
Chief Financial Officer
100 Hayden Avenue
Lexington, Massachusetts 02421
Re: Vistaprint Limited
Form 10-K for the year ended June 30, 2006
Filed September 13, 2006
File No. 000-51539
Dear Mr. Grewal:
We have reviewed your response letter dated February 26, 2007 and have the
following comments. Unless otherwise indi cated, we think you should revise your
document in future filings in response to these comments. If you disagree, we will
consider your explanation as to why our comment is inapplicable or a revision is unnecessary. Please be as deta iled as necessary in your expl anation. In some of our
comments, we may ask you to provide us w ith information so we may better understand
your disclosure. After reviewing this info rmation, we may raise additional comments.
Please understand that the purpose of our re view process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filing. We look forward to working with you in these respects. We
welcome any questions you may have about our comments or any other aspect of our review. Feel free to call us at the telephone numbers listed at the end of this letter.
Please respond to confirm that such comments will be complied with, or, if
certain of the comments are deemed inappropr iate, advise the staff of your reason. Your
response should be submitted in electronic form, under the label “corresp” with a copy to the staff. Please respond w ithin ten (10) business days.
Form 10-K for the year ended June 30, 2006
Risk Factors, page 30
Management’s Discussion & Analysis, page 39
Mr. Harpreet Grewal
Vistaprint Limited
March 7, 2007 Page 2
1. We note from your response to our prior comment 1. Based on the nature of your
membership referrals, it would appear the di rect costs associated with this revenue are
not significant. Therefore, referral revenues, which ar e unrelated to your primary
business of printing, appear to have been a highly mate rial and disproportionate
contributor to your operating income and your primary business of printing appears to
have been significantly less profitable than a reader of your filings might believe. If
our understanding is incorrect and costs asso ciated with this revenue are in fact
significant, please quantify for us the amounts and nature of such costs. Otherwise,
we believe you should make significant revisi ons in future filings to emphasize and
make clear the importance of referral revenues to your results of operations. Please
revise your MD&A to quantify referral revenues and associ ated costs for each period
presented and to discuss and analyze cha nges from period to period. Refer to the
guidance in Item 303 of Regulation S-K
Consolidated Statements of Operations, page 56
2. Should referral fee revenues exceed 10 percent of total revenues in the future, Rule 5-03(b) of Regulation S-X requires separate disclosure of these other revenues and their associated costs on your income statement. While not currently required, in the
interest of aiding investors in identifying and understandin g the relative contribution
to your operating profits of each revenue producing activity, we encourage you to
consider revising your income statement to separately disclose these amounts.
Note 2. Summary of Significan t Accounting Policies, page 64
3. We note your previously disclosed reve nue recognition policy for referral fees.
Please tell us whether enrollees in memb ership discount programs and other similar
enrollments are provided cancellations periods and, if so, tell us whether cancellations
impact referral fees earned and th e timing of your re venue recognition.
********
You may contact Claire Erlanger at (202) 551-3301 or Lyn Shenk at (202) 551-
3380 if you have questions regarding comments on the financial statements and related
matters. Please contact me at ( 202) 551-3813 with any other questions.
Sincerely,
Linda Cvrkel
Branch Chief
Mr. Harpreet Grewal
Vistaprint Limited
March 7, 2007 Page 3