Shutterfly Completes Acquisition of Tiny Prints, Inc.
REDWOOD CITY, Calif.--(BUSINESS WIRE)--
Shutterfly, Inc. (NASDAQ:SFLY), a leading Internet-based social
expression and personal publishing service, announced today it has
completed the acquisition of Tiny Prints, Inc., a privately-held
ecommerce company offering stylish cards, invitations, personalized
stationery and photo books. Shutterfly believes the acquisition will
accelerate growth in its cards and stationery offering and provide the
opportunity for significant financial synergies through vertical
integration.
Under the terms of the agreement, Shutterfly acquired all of the
outstanding stock of Tiny Prints in exchange for approximately $146.5
million in cash and approximately 4.0 million shares
of Shutterfly common stock. In addition, Shutterfly has reserved
approximately 1.4 million shares of common stock as consideration for
the vested and unvested Tiny Prints employee equity awards assumed
by Shutterfly.
Tiny Prints stockholders own approximately 12% of the pro forma combined
company. Tiny Prints outside investors will be subject to a six-month
lock-up on the sale of Shutterfly shares received in the transaction and
the Tiny Prints founders will be subject to a staggered 18-month
lock-up. In addition, approximately 9% of the acquisition consideration
will be held in escrow for 12 months.
Shutterfly plans to provide Q2 2011 and FY 2011 financial guidance as
part of its Q1 2011 earnings release and conference call on April 27,
2011.
About Shutterfly
Founded in 1999, Shutterfly, Inc. is an Internet-based social expression
and personal publishing service. Shutterfly provides high quality
products and world class services that make it easy, convenient and fun
for consumers to preserve their digital photos in a creative and
thoughtful manner. Shutterfly's flagship product is its award-winning photo
book line, which helps consumers celebrate memories and tell their
stories in professionally bound coffee table books. Shutterfly was
recently named one of the top 25 Best Midsized Companies to Work For by
the Great Place to Work Institute. More information about Shutterfly
(NASDAQ:SFLY) is available at www.shutterfly.com.
Shutterfly and Shutterfly.com
are trademarks of Shutterfly, Inc.
About Tiny Prints
Tiny Prints, Inc. is comprised of www.tinyprints.com and www.weddingpaperdivas.com,
two thriving ecommerce brands offering stylish cards, invitations,
personalized stationery and photo books to customers from around the
world. The company's emphasis on fresh design, high quality products and
a perfectly delightful customer experience have led to continued success
in a variety of markets, from photo cards to party invitations, greeting
cards, announcements and beyond. Beloved by celebrities, top designers
and stylish shoppers alike, Tiny Prints is quickly becoming a household
name that is proud to remind us all that sometimes the tiny things in
life are really the big things in disguise.
Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
forward-looking statements include, but are not limited to, statements
related to the acquisition of Tiny Prints, including the actual amount
of cash paid and the number of shares of common stock issued
by Shutterfly in the transaction. These forward-looking statements are
based on information available to Shutterfly as of the date of this
press release.
Forward-looking statements involve a number of risks and uncertainties
that could cause actual results to differ materially from those
anticipated by these forward-looking statements. Such risks and
uncertainties include a variety of factors, some of which are beyond
Shutterfly's control. In particular, such risks and uncertainties
include difficulties encountered in integrating acquired businesses; the
adverse impact of competitive product announcements; revenues and
operating performance; changes in overall economic conditions and
markets, including the current credit markets; the cyclical nature of
the industry in which Shutterfly and Tiny Prints operate; changes in
demand for Shutterfly's or Tiny Prints' products and services; pricing
and gross margin pressures; loss of key customers; order cancellations;
control of costs and expenses; significant litigation; risks associated
with acquisitions and dispositions; the threat or occurrence of conflict
and terrorist activities both in the United States and internationally;
and risks and costs associated with increased and new regulation of
corporate governance and disclosure standards. Information concerning
additional factors that could cause results to differ materially from
those projected in the forward-looking statements is contained in
Shutterfly's Annual Report on Form 10-K as filed with the Securities and
Exchange Commission (the "SEC") on February 7, 2011, Quarterly Reports
on Form 10-Q, Current Reports on Form 8-K and other of
Shutterfly's SEC filings. These forward-looking statements should not be
relied upon as representing Shutterfly's views as of any subsequent date
and Shutterfly does not undertake any obligation to update
forward-looking statements to reflect events or circumstances after the
date they were made.

Shutterfly, Inc.
Gretchen Sloan, 650-610-5276 (Media Relations)
gsloan@shutterfly.com
Annie
Leschin, 415-775-1788 (Investor Relations)
aleschin@shutterfly.com
Vanessa
Lehr
vlehr@shutterfly.com
Source: Shutterfly, Inc.
News Provided by Acquire Media
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