Unregistered Sales of Equity Securities and Use of Proceeds
−Removed: On January 31, 2024, we announced that our Board had authorized us to repurchase up to $150.0 million aggregate purchase price (excluding any fees, commissions, or other expenses of such purchases) of Cimpress' issued and outstanding ordinary shares on the open market, through privately negotiated transactions, or in one or more self tender offers.
−Removed: The Board did not set an expiration date for this repurchase program, and we may suspend or discontinue our share repurchases at any time.
−Removed: The following table outlines the repurchase of our ordinary shares during the three months ended March 31, 2024 under the program described above:
+Added: On May 29, 2024, we announced that our Board had authorized the repurchase of up to an additional $200.0 million aggregate purchase price (excluding any fees, commissions, or other expenses of such purchases) of Cimpress' issued and outstanding ordinary shares on the open market, through privately negotiated transactions, or in one or more self tender offers.
+Added: The Board did not set an expiration date for this new repurchase program, and we may suspend or discontinue our share repurchases at any time.
+Added: The following table outlines the repurchase of our ordinary shares during the three months ended September 30, 2024 under the program described above:
Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of a Publicly Announced Program Approximate Dollar Value of Shares that May Yet be Purchased Under the Program
(in millions)
−Removed: January 1, 2024 through January 31, 2024 — $ — — $ 150.0
−Removed: February 1, 2024 through February 29, 2024 726,734 90.29 726,734 84.4
−Removed: March 1, 2024 through March 31, 2024 358,840 97.81 358,840 49.3
+Added: July 1, 2024 through July 31, 2024 31,403 $ 89.27 31,403 $ 190.2
+Added: August 1, 2024 through August 31, 2024 82,011 85.20 82,011 183.2
+Added: September 1, 2024 through September 30, 2024 9,911 83.68 9,911 182.4
Total 123,325 $ 86.12 123,325 $ 182.4
−Removed: _________________
−Removed: (1) Average price paid per share excludes an immaterial amount of broker commissions paid.
Exhibits and Financial Statement Schedules
+Added: 4.1 S enior Notes Indenture (including form of 7.375% senior notes due 2026), dated as of September 26, 2024, between Cimpress plc , certain subsidiaries of Cimpress plc as guarantors there to, and U.S.
+Added: Bank Trust Company, National Association, as Trustee, is incorporated by reference to our Current Report on Form 8-K filed with the SEC on September 30, 2024
+Added: 10.1 Amend ment No.
+Added: 3 date d as of September 26, 2024 to the Credit Agreement is incorporated by reference to our Cur rent Report on Form 8-K filed with the SEC on September 30, 2024
31.1 Certification pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, Rule 13a-14(a)/15d-14(a), by Chief Executive Officer
3 unchanged sentences
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, thereunto duly authorized.
−Removed: May 2, 2024 Cimpress plc
+Added: October 31, 2024 Cimpress plc
Chief Financial Officer
1 unchanged sentence
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.