Business Context and Reporting Period
This Form 8-K is a current report filed by Vistaprint N.V. (not CIMPRESS Plc) on August 15, 2014. The report discloses a change in the company's independent registered public accounting firm effective immediately following the filing of its Annual Report on Form 10-K for the year ended June 30, 2014.
Key Financial Metrics
This filing does not contain revenue, profit, cash flow, margin, debt, or liquidity figures. It is a disclosure regarding auditor changes and does not include financial statement data.
Material Changes
- Dismissal of Auditor: The Audit Committee dismissed Ernst & Young LLP (E&Y) as the independent registered public accounting firm effective August 15, 2014.
- Appointment of New Auditor: PricewaterhouseCoopers LLP (PwC) was appointed as the new independent registered public accounting firm effective immediately following the 10-K filing.
- Audit Opinion Status: E&Y's reports for the years ended June 30, 2014, and 2013 were unqualified and did not contain adverse opinions, disclaimers, or modifications regarding uncertainty, scope, or accounting principles.
- Disagreements: The company reported no disagreements with E&Y on accounting principles, practices, disclosures, or audit scope during the relevant periods.
Guidance, Outlook, and Management Commentary
The filing contains no financial guidance or outlook. Management commentary is limited to the rationale for the auditor change and the status of consultations with the new auditor. PwC was consulted on specific accounting matters related to recent acquisitions (Namex Limited and Pixartprinting, S.p.A.), including valuations of intangible assets, treatment of noncontrolling interests, and lease classifications. E&Y agreed with the company's accounting treatment on these matters.
Investor Verification Checklist
- Verify the reasons for the auditor change by reviewing the attached letter from Ernst & Young LLP (Exhibit 16.1).
- Confirm the completion of PwC's standard client acceptance procedures and the execution of the engagement letter.
- Monitor the upcoming Annual General Meeting of Shareholders (expected November 2014) for shareholder approval of PwC as the statutory auditor in the Netherlands.
- Review the recently filed Form 10-K for the year ended June 30, 2014, for the actual financial performance data referenced in this filing.