0000950170-22-024582 | 10-Q | XBRL Viewer

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Acquisitions - Additional Information (Details) - USD ($)				9 Months Ended	12 Months Ended
	Dec. 09, 2021	Nov. 05, 2021	Nov. 01, 2021	Sep. 30, 2022	Dec. 31, 2021	Mar. 31, 2022	Dec. 31, 2020
Business Acquisition [Line Items]
Goodwill acquired				$ 259,971,000	$ 254,672,000		$ 833,000
Increase in contingent consideration liability				434,000
Big Blue Saw LLC
Business Acquisition [Line Items]
Aggregate non-contingent portion of purchase price			$ 1,500,000
Initial fair value of contingent consideration			900,000
Fair value of contingent consideration				900,000	900,000
Changes to initial purchase price allocation				0
Big Blue Saw LLC \| General and Administrative
Business Acquisition [Line Items]
Increase in contingent consideration liability				31,000
Big Blue Saw LLC \| Maximum
Business Acquisition [Line Items]
Contingent consideration			$ 1,000,000.0
Factory Four
Business Acquisition [Line Items]
Aggregate non-contingent portion of purchase price		$ 3,300,000
Initial fair value of contingent consideration		1,500,000
Fair value of contingent consideration				1,900,000	$ 1,500,000
Changes to initial purchase price allocation				0
Factory Four \| General and Administrative
Business Acquisition [Line Items]
Increase in contingent consideration liability				400,000
Factory Four \| Maximum
Business Acquisition [Line Items]
Contingent consideration		$ 2,500,000
Thomas
Business Acquisition [Line Items]
Goodwill acquired	$ 252,000,000.0			252,037,000
Aggregate non-contingent portion of purchase price	$ 276,300,000
Deferred tax liability, goodwill						$ 600,000
Additional goodwill				4,700,000
Benefit related to adjustments in fair value of assets				1,900,000
Thomas \| Sales and Marketing
Business Acquisition [Line Items]
Benefit related to adjustments in fair value of assets				$ 1,900,000

Acquisitions - Summary of Fair Value of Identifiable Intangible Assets (Details) - Thomas Publishing Company [Member] - USD ($) $ in Thousands	Dec. 09, 2021	Sep. 30, 2022
Business Acquisition [Line Items]
Total intangible assets	$ 41,844	$ 41,844
Customer Relationships
Business Acquisition [Line Items]
Total intangible assets	$ 36,600
Acquired intangible assets, useful life	15 years
Database
Business Acquisition [Line Items]
Total intangible assets	$ 2,400
Acquired intangible assets, useful life	5 years
Trade Names
Business Acquisition [Line Items]
Total intangible assets	$ 800
Acquired intangible assets, useful life	10 years
Developed Technology
Business Acquisition [Line Items]
Total intangible assets	$ 600
Acquired intangible assets, useful life	5 years
Lease Intangible Assets
Business Acquisition [Line Items]
Total intangible assets	$ 1,444
Acquired intangible assets, useful life	4 years

Stock Based Compensation - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Weighted average grant date fair value of options granted		$ 21.08	$ 18.73
Intrinsic value of options exercised		$ 22.0	$ 26.4
Stock options granted to purchase shares of common stock		321,649
Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Number of shares granted	0	820,066	0
2016 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Unrecognized compensation cost related to unvested stock options granted	$ 23.9	$ 20.4	$ 23.9
Cost is expected to be recognized over weighted average period		3 years	3 years
Stock options granted to purchase shares of common stock		0
2021 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Shares available for grant		5,143,659
2021 Equity Incentive Plan \| Restricted Stock Units
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Cost is expected to be recognized over weighted average period		3 years
Total unrecognized compensation cost related to unvested restricted stock units		$ 31.0
2014 Equity Incentive Plan
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]
Plan termination, month and year		2016-02
Stock options granted to purchase shares of common stock		0

Leases - Additional Information (Details) $ in Thousands	3 Months Ended
Leases - Additional Information (Details) $ in Thousands	Mar. 31, 2022 USD ($) Lease	Sep. 30, 2022 USD ($)	Dec. 31, 2021 USD ($)
Lessee, Lease, Description [Line Items]
Operating lease right-of-use lease assets		$ 23,299	$ 27,489
Two New Office Leases in Doraville, Georgia and Shanghai
Lessee, Lease, Description [Line Items]
Operating lease right-of-use lease assets	$ 100
Operating lease, liability	$ 100
Number of new leases \| Lease	2
New Lease for Office in North Bethesda
Lessee, Lease, Description [Line Items]
New lease term of contract	7 years
Cash rental payments	$ 7,100
New Lease for Office in Chelmsford and Modified Lease in Ottobrunn and Derwood
Lessee, Lease, Description [Line Items]
Operating lease right-of-use lease assets		1,200
Operating lease, liability		$ 1,200

Disaggregated Revenue Information - Schedule of Disaggregated Revenue Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Disaggregation of Revenue [Line Items]
Total revenue	$ 103,571	$ 56,727	$ 282,857	$ 151,238
Marketplace Revenue
Disaggregation of Revenue [Line Items]
Total revenue	84,060		224,073
Supplier Service Revenue
Disaggregation of Revenue [Line Items]
Total revenue	$ 19,511		$ 58,784

- Definition

Amount, excluding tax collected from customer, of revenue from satisfaction of performance obligation by transferring promised good or service to customer. Tax collected from customer is tax assessed by governmental authority that is both imposed on and concurrent with specific revenue-producing transaction, including, but not limited to, sales, use, value added and excise.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
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+ Details

Stock Based Compensation (Tables)

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Schedule of Weighted Average Assumptions

The weighted average assumptions for the nine months ended September 30, 2022 and 2021 are provided in the following table.


	Nine Months Ended September 30,
	2022			2021
Valuation assumptions:
Expected dividend yield	—%			—%
Expected volatility		66	%		53	%
Expected term (years)		6.0			6.0
Risk-free interest rate		1.9	%		1.1	%
Fair value of share	$	34.86		$	26.96

Summary of Stock Option Activity

A summary of the status of the Company’s stock option activity and the changes during the nine months ended September 30, 2022, are as follows (in millions, except share and per share amounts):


	Number of Shares			Weighted Average Exercise Price Per Share		Average Remaining Contractual Term		Aggregate Intrinsic Value
Exercisable at December 31, 2021		987,622		$	3.35		7.5	$	47.3
Balance at December 31, 2021		3,286,870			6.98		8.4		145.5
Granted		321,649			34.86		—		—
Exercised		(607,114	)		5.53		—		—
Forfeited		(134,024	)		8.13		—		—
Expired		(1,783	)		6.10		—		—
Balance at September 30, 2022		2,865,598			10.36		7.9		133.0
Exercisable at September 30, 2022		1,274,443			5.92		7.4		64.8

Summary of Restricted Stock Unit Activity

A summary of the status of the Company’s restricted stock unit activity and the changes during the nine months ended September 30, 2022 are as follows (in millions, except share and per share amounts):


	Number of Shares			Weighted Average Grant Date fair value (per share)		Aggregate Intrinsic Value

Unvested RSUs as of December 31, 2021		186,480		$	63.94	$	9.6
Granted		820,066			41.05		—
Vested		(51,900	)		60.29		—
Forfeited and cancelled		(113,493	)		49.91		—
Unvested RSUs as of September 30, 2022		841,153			43.75		47.8

Schedule of Total Stock-based Compensation Costs

Total stock-based compensation cost for the three and nine months ended September 30, 2022 and 2021 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021

Sales and marketing	$	1,135	$	335	$	3,071	$	690
Operations and support		1,715		670		4,879		1,364
Product development		1,097		488		3,119		979
General and administrative		1,166		773		2,979		1,714
Total stock compensation expense	$	5,113	$	2,266	$	14,048	$	4,747

Property and Equipment and Long-Lived Assets - Summary of Depreciation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Property Plant And Equipment [Line Items]
Depreciation expense	$ 956	$ 748	$ 2,834	$ 2,100
Cost of Revenue
Property Plant And Equipment [Line Items]
Depreciation expense	41	21	99	70
Sales and Marketing
Property Plant And Equipment [Line Items]
Depreciation expense				11
Operations and Support
Property Plant And Equipment [Line Items]
Depreciation expense	15	31	43	118
Product Development
Property Plant And Equipment [Line Items]
Depreciation expense	753	632	2,180	1,793
General and Administrative
Property Plant And Equipment [Line Items]
Depreciation expense	$ 147	$ 64	$ 512	$ 108

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions	Sep. 30, 2022	Dec. 31, 2021
Allowance for credit losses, accounts receivable current	$ 1.6	$ 0.8
Preferred stock, par or stated value per share	$ 0.000001	$ 0.000001
Preferred stock, shares authorized	50,000,000	50,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Class A Common Stock
Common stock, par or stated value per share	$ 0.000001	$ 0.000001
Common stock shares authorized	750,000,000	750,000,000
Common stock share issued	44,721,409	43,998,404
Common stock share outstanding	44,721,409	43,998,404
Class B Common Stock
Common stock, par or stated value per share	$ 0.000001	$ 0.000001
Common stock shares authorized	5,000,000	5,000,000
Common stock share issued	2,676,154	2,676,154
Common stock share outstanding	2,676,154	2,676,154

Goodwill and Intangible Assets

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

(15) Goodwill and Intangible Assets

The following tables summarize the Company’s intangible assets (dollars in thousands):


	September 30, 2022
	Weighted average amortization period in years		Gross carrying amount		Accumulated amortization		Net carrying amount

Intangible Assets
Amortizing intangible assets:
Customer Relationships		15	$	36,652	$	2,025	$	34,627
Trade Names		10		841		77		764
Developed Technology		4		1,218		592		626
Vendor Relationships		15		1,267		276		991
Database		5		2,400		390		2,010
In-place Lease Intangible Asset		4		548		109		439
Above Market Lease Intangible Asset		4		896		183		713
Patents		17		157		40		117
Total intangible assets			$	43,979	$	3,692	$	40,287


	December 31, 2021
	Weighted average amortization period in years		Gross carrying amount		Accumulated amortization		Net carrying amount
Intangible Assets
Amortizing intangible assets:
Customer Relationships		15	$	37,139	$	674	$	36,465
Trade Names		9		973		147		826
Developed Technology		4		1,502		605		897
Vendor Relationships		15		1,404		226		1,178
Database		5		2,400		30		2,370
Total intangible assets			$	43,418	$	1,682	$	41,736

The following tables provides a roll forward of the carrying amount of goodwill (in thousands):



	2022				2021

Balance as of January 1:
Gross goodwill	$	257,746			$	3,907
Accumulated impairments		(3,074	)			(3,074	)
Net goodwill as of January 1		254,672				833
Goodwill adjustment during the year		5,299		(1)		253,839
Net goodwill as of September 30, 2022, and December 31, 2021	$	259,971			$	254,672

(1) See Note 7 - Acquisitions.

As of September 30, 2022 and December 31, 2021, Xometry’s goodwill of $260.0 million and $254.7 million, respectively, is part of the Company's U.S. operating segment.

As of September 30, 2022, estimated amortization expense for intangible assets for the remainder of 2022 and the next five years is: $0.9 million in 2022, $3.6 million in 2023, $3.6 million in 2024, $3.6 million in 2025, $3.2 million in 2026, $2.6 million in 2027 and $22.8 million thereafter.

Amortization expense for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Sales and marketing	$	776		26	$	2,326		77
Product development		86		40		257		120
General and administrative (1)		91		2		299		7
Total	$	953	$	68	$	2,882	$	204

(1) Amortization of the lease related intangible assets is recorded as operating lease expense in general and administrative.

Inventory - Schedule of Components of Inventory (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Inventory Disclosure [Abstract]
Raw materials	$ 162	$ 105
Work-in-progress	4,809	1,324
Tools inventory	553	365
Finished goods	108	239
Total	$ 5,632	$ 2,033

Goodwill and Intangible Assets (Tables)

9 Months Ended

Sep. 30, 2022

Goodwill and Intangible Assets Disclosure [Abstract]

Summary of Intangible Assets

The following tables summarize the Company’s intangible assets (dollars in thousands):


	September 30, 2022
	Weighted average amortization period in years		Gross carrying amount		Accumulated amortization		Net carrying amount

Intangible Assets
Amortizing intangible assets:
Customer Relationships		15	$	36,652	$	2,025	$	34,627
Trade Names		10		841		77		764
Developed Technology		4		1,218		592		626
Vendor Relationships		15		1,267		276		991
Database		5		2,400		390		2,010
In-place Lease Intangible Asset		4		548		109		439
Above Market Lease Intangible Asset		4		896		183		713
Patents		17		157		40		117
Total intangible assets			$	43,979	$	3,692	$	40,287


	December 31, 2021
	Weighted average amortization period in years		Gross carrying amount		Accumulated amortization		Net carrying amount
Intangible Assets
Amortizing intangible assets:
Customer Relationships		15	$	37,139	$	674	$	36,465
Trade Names		9		973		147		826
Developed Technology		4		1,502		605		897
Vendor Relationships		15		1,404		226		1,178
Database		5		2,400		30		2,370
Total intangible assets			$	43,418	$	1,682	$	41,736

Schedule of Carrying Amount of Goodwill

The following tables provides a roll forward of the carrying amount of goodwill (in thousands):



	2022				2021

Balance as of January 1:
Gross goodwill	$	257,746			$	3,907
Accumulated impairments		(3,074	)			(3,074	)
Net goodwill as of January 1		254,672				833
Goodwill adjustment during the year		5,299		(1)		253,839
Net goodwill as of September 30, 2022, and December 31, 2021	$	259,971			$	254,672

(1) See Note 7 - Acquisitions.

Schedule of Amortization Expense

Amortization expense for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Sales and marketing	$	776		26	$	2,326		77
Product development		86		40		257		120
General and administrative (1)		91		2		299		7
Total	$	953	$	68	$	2,882	$	204

(1) Amortization of the lease related intangible assets is recorded as operating lease expense in general and administrative.

- Definition

Tabular disclosure of goodwill by reportable segment and in total which includes a rollforward schedule.

+ References

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
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+ Details

Net Loss Per Share Attributable to Common Stockholders - Schedule of Outstanding Shares of Potentially Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share (Details) - shares	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total shares	9,220,152	4,079,420
Stock Options Outstanding
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total shares	2,865,598	3,478,115
Unvested Restricted Stock Units
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total shares	841,153	106,754
Warrants Outstanding
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total shares	87,784	112,026
Shares Reserved for Charitable Contribution
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total shares	301,993	382,525
Convertible Notes
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items]
Total shares	5,123,624

Stock Based Compensation

9 Months Ended

Sep. 30, 2022

Share-Based Payment Arrangement [Abstract]

Stock Based Compensation

(10) Stock Based Compensation

In 2014, the Company adopted a stock compensation plan (the "2014 Equity Incentive Plan") pursuant to which the Company may grant stock options, stock purchase rights, restricted stock awards, or stock awards to employees, directors and consultants (including prospective employees, directors, and consultants). This plan was terminated in February 2016. No additional awards may be granted under the 2014 Equity Incentive Plan, however, outstanding awards continue in full effect in accordance with their existing terms.

In 2016, the Company adopted a stock compensation plan (the “2016 Equity Incentive Plan”) pursuant to which the Company may grant stock options, stock purchase rights, restricted stock awards, or stock awards to employees, directors and consultants (including prospective employees, directors, and consultants). No additional awards may be granted under the 2016 Equity Incentive Plan, however, outstanding awards continue in full effect in accordance with their existing terms.

In connection with the IPO on July 2, 2021, the Company's board of directors adopted the 2021 Equity Incentive Plan (the "2021 Equity Incentive Plan"). The 2021 Equity Incentive Plan provides for the grant of incentive stock options ("ISOs"), nonstatutory stock options ("NSOs"), stock appreciation rights, restricted stock awards, restricted stock unit awards, performance-based awards and other awards, or collectively, awards. ISOs may be granted only to Xometry employees, including Xometry officers, and the employees of Xometry affiliates. All other awards may be granted to Xometry employees, including our officers, Xometry non-employee directors and consultants and the employees and consultants of Xometry affiliates.

As of September 30, 2022, there were 5,143,659 shares available for the Company to grant under the 2021 Equity Incentive Plan.

Stock Options

Prior to the Company's IPO on July 2, 2021, the fair value of the Company’s common stock was estimated by management as there was no public market for the Company’s common stock. Xometry’s market-based methodology considered a number of objective and subjective factors including third-party valuations of its common stock, the valuation of comparable companies, sales of the Company’s convertible preferred stock to outside investors in arms-length transactions, the Company’s operating and financial performance, the lack of marketability, and general and industry specific economic outlook, amongst others.

The weighted average assumptions for the nine months ended September 30, 2022 and 2021 are provided in the following table.


	Nine Months Ended September 30,
	2022			2021
Valuation assumptions:
Expected dividend yield	—%			—%
Expected volatility		66	%		53	%
Expected term (years)		6.0			6.0
Risk-free interest rate		1.9	%		1.1	%
Fair value of share	$	34.86		$	26.96

A summary of the status of the Company’s stock option activity and the changes during the nine months ended September 30, 2022, are as follows (in millions, except share and per share amounts):


	Number of Shares			Weighted Average Exercise Price Per Share		Average Remaining Contractual Term		Aggregate Intrinsic Value
Exercisable at December 31, 2021		987,622		$	3.35		7.5	$	47.3
Balance at December 31, 2021		3,286,870			6.98		8.4		145.5
Granted		321,649			34.86		—		—
Exercised		(607,114	)		5.53		—		—
Forfeited		(134,024	)		8.13		—		—
Expired		(1,783	)		6.10		—		—
Balance at September 30, 2022		2,865,598			10.36		7.9		133.0
Exercisable at September 30, 2022		1,274,443			5.92		7.4		64.8

The weighted average grant date fair value of options granted during the nine months ended September 30, 2022 and 2021, was $21.08 and $18.73, respectively. The total intrinsic value of options exercised during the nine months ended September 30, 2022 and 2021, was $22.0 million and $26.4 million, respectively.

At September 30, 2022 and 2021, there was approximately $20.4 million and $23.9 million, respectively of total unrecognized compensation cost related to unvested stock options. That cost is expected to be recognized over a weighted average period of approximately three years as of September 30, 2022 and September 30, 2021.

The Company currently uses authorized and unissued shares to satisfy share award exercises.

Restricted Stock Units


	Number of Shares			Weighted Average Grant Date fair value (per share)		Aggregate Intrinsic Value

Unvested RSUs as of December 31, 2021		186,480		$	63.94	$	9.6
Granted		820,066			41.05		—
Vested		(51,900	)		60.29		—
Forfeited and cancelled		(113,493	)		49.91		—
Unvested RSUs as of September 30, 2022		841,153			43.75		47.8

At September 30, 2022, there was approximately $31.0 million of total unrecognized compensation cost related to unvested restricted stock units granted under the 2021 Equity Incentive Plan. That cost is expected to be recognized over a weighted average period of approximately three years as of September 30, 2022. No restricted stock units were granted during the three and nine months ended September 30, 2021.

Total stock-based compensation cost for the three and nine months ended September 30, 2022 and 2021 were as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021

Sales and marketing	$	1,135	$	335	$	3,071	$	690
Operations and support		1,715		670		4,879		1,364
Product development		1,097		488		3,119		979
General and administrative		1,166		773		2,979		1,714
Total stock compensation expense	$	5,113	$	2,266	$	14,048	$	4,747

Organization and Description of Business

9 Months Ended

Sep. 30, 2022

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Organization and Description of Business

(1) Organization and Description of Business

Xometry, Inc. (“Xometry”, the “Company”, “we”, or “our”) was incorporated in the State of Delaware in May 2013. Xometry is a global online marketplace connecting enterprise buyers with suppliers of manufacturing services, transforming one of the largest industries in the world. We use our proprietary technology to create a marketplace that enables buyers to efficiently source manufactured parts and assemblies, and empower suppliers of manufacturing services to grow their businesses. Xometry’s corporate headquarters is located in Derwood, Maryland.

Xometry uses proprietary technology to enable product designers, engineers, buyers, and supply chain professionals to instantly access the capacity of a global network of manufacturing facilities. The Company’s platform makes it possible for buyers to quickly receive pricing, expected lead times, manufacturability feedback and place orders on the Company’s platform. The network allows the Company to provide high volumes of unique parts, including custom components and aftermarket parts for its buyers.

During the second quarter of 2022, we launched the Industrial Buying Engine™ (“IBE”) which helps customers source and purchase from the more than 500,000 suppliers on Thomasnet.com. The IBE provides buyer choice including instant quote “buy-it-now” functionality and digitizes the old and time-consuming request-for-quote process. Through the IBE, buyers can request quotes for products and services from suppliers.

Xometry’s suppliers’ capabilities include computer numerical control manufacturing, sheet metal forming, sheet cutting, 3D printing (including fused deposition modeling, direct metal laser sintering, PolyJet, stereolithography, selective laser sintering, binder jetting, carbon digital light synthesis and multi jet fusion), die casting, stamping, injection molding, urethane casting, tube cutting, tube bending, as well as finishing services, rapid prototyping and high-volume production.

We empower suppliers to grow their manufacturing businesses and improve machine uptime by providing access to an extensive, diverse base of buyers. We also offer suppliers supporting products and services to meet their unique needs. Our suite of supplier services includes a cloud-based manufacturing execution system, access to competitively priced tools, materials and supplies from leading brands and financial services products to stabilize and enhance cash flow.

In 2021, we acquired Thomas Publishing Company (“Thomas”) and Fusiform, Inc. (d.b.a. FactoryFour) (“FactoryFour”), expanding our basket of supplier services to include digital marketing and data solutions and SaaS based solutions to help suppliers optimize their productivity.

During the second quarter of 2022, we introduced Workcenter which gives suppliers a one-stop view into all of their Xometry and non-Xometry work. A cloud-based manufacturing execution system, Workcenter brings the job board and financial services into one, easy-to-use platform. With Workcenter, shop owners can build and manage workflows for all their projects, including those from non-Xometry customers, and also quote new projects from Xometry and Thomas.

Investment in Unconsolidated Joint Venture

9 Months Ended

Sep. 30, 2022

Equity Method Investments and Joint Ventures [Abstract]

Investment in Unconsolidated Joint Venture

(9) Investment in Unconsolidated Joint Venture

In connection with the Company's acquisition of Thomas on December 9, 2021, the Company assumed a 50% interest in Industrial Media, LLC ("IM, LLC") with the other 50% owned by Rich Media Group, LLC. IM, LLC primarily manages content creation, advertising sales, and marketing initiatives for the Industrial Engineering News brand, certain magazines, videos, website and associated electronic media products for industrial engineers. The Company’s ownership interest in the net assets of IM, LLC approximated $5.2 million. We estimated the fair value of the net assets using market approach which considered market multiples and revenue assumptions based on historical operating results (Level 3 inputs). The Company estimated a basis difference of approximately $4.2 million which is accounted for as equity method goodwill and not subject to amortization.

Acquisitions (Tables)

9 Months Ended

Sep. 30, 2022

Business Acquisition [Line Items]

Schedule of Unaudited Pro Forma Condensed Combined Financial Information

This unaudited data is presented for informational purposes only and is not intended to represent or be indicative of the results of operations that would have been reported had the acquisition occurred on January 1, 2020. It should not be taken as representative of future results of operations of the combined companies. The following table presents the unaudited pro forma condensed combined financial information:


	For the Three Months Ended September 30,			For the Nine Months Ended September 30,
	2021			2021
	(unaudited)
Revenue	$	73,649		$	201,602
Net loss attributable to common stockholders		(14,164	)		(38,187	)

Thomas

Business Acquisition [Line Items]

Summary of Consideration Paid and Preliminary Fair Value of Assets Acquired and Liabilities Assumed

The following table (in thousands) summarizes the consideration paid for Thomas and the preliminary fair value of the assets acquired and liabilities assumed on the acquisition date:


	Previously Reported			Purchase Price Allocation
	As of			Measurement Period
	December 31, 2021			Adjustment			As Adjusted
Consideration:
Cash	$	174,838		$	—		$	174,838
Fair value of Class A common stock		101,499			—			101,499
Fair value of consideration		276,337			—			276,337

Recognized amounts of identifiable assets acquired and liabilities assumed:
Current assets		18,244			(5,978	)		12,266
Property and equipment		890			—			890
Intangible assets		40,400			1,444			41,844
Right-of-use assets		24,130			—			24,130
Other long-term assets		250			(206	)		44
Investment in unconsolidated joint venture		4,156			—			4,156
Lease liabilities		(18,690	)		—			(18,690	)
Deferred tax liability		—			(559	)		(559	)
Income taxes payable		(1,647	)		—			(1,647	)
Other long-term liabilities		(281	)		—			(281	)
Contract liabilities		(6,634	)		—			(6,634	)
Current liabilities		(30,183	)		—			(30,183	)
Noncontrolling interest		(1,036	)		—			(1,036	)
Total identifiable net assets assumed		29,599			(5,299	)		24,300
Goodwill		246,738			5,299			252,037
Total	$	276,337		$	—		$	276,337

Schedule of Fair Value of Identifiable Intangible Asset

The following table (in thousands) summarizes the fair value of the identifiable intangible assets:


	Total		Estimated life
Customer relationships	$	36,600	15
Database		2,400	5
Trade name		800	10
Developed technology		600	5
Lease intangible assets		1,444	4
Total intangible assets	$	41,844

Debt Commitments and Contingencies (Tables)

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Schedule of Outstanding Principal Amount and Carrying Value of Notes

The following table presents the outstanding principal amount and carrying value of the 2027 Notes as of the dates indicated (in thousands):


	September 30,
	2022
Principal	$	287,500
Unamortized debt discount		(7,475	)
Unamortized debt issuance costs		(584	)
Net carrying value	$	279,441

Schedule of Interest Expense Related to Notes

Interest expense related to the 2027 Notes for the periods presented below was as follows (in thousands):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2022		2022
Coupon interest	$	719	$	1,887
Amortization of debt discount		432		1,151
Amortization of transaction costs		37		99
Total interest expense	$	1,188	$	3,137

Schedule of Carrying Value and Estimated Fair Value of Notes

The Company estimates the fair value of the 2027 Notes with inputs that are unobservable. The following table presents the carrying value and estimated fair value of the 2027 Notes as of the date indicated (in thousands):


	September 30, 2022
	Carrying Value		Fair Value
2027 Notes	$	279,441	$	265,609	(1)

(1) The fair value is estimated using a discounted cash flow analysis, using interest rate that we believe are offered for similar borrowings (a Level 3 measurement).

- Definition

Tabular disclosure of long-debt instruments or arrangements, including identification, terms, features, collateral requirements and other information necessary to a fair presentation. These are debt arrangements that originally required repayment more than twelve months after issuance or greater than the normal operating cycle of the entity, if longer.

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+ Details

Investment in Unconsolidated Joint Venture - Additional Information (Details) $ in Millions	Dec. 09, 2021 USD ($)
Industrial Media, LLC
Schedule of Equity Method Investments [Line Items]
Ownership percentage	50.00%
Ownership interest, net assets	$ 5.2
Approximate basis difference	$ 4.2
Rich Media Group, LLC
Schedule of Equity Method Investments [Line Items]
Ownership percentage	50.00%

Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021	Dec. 31, 2020
Goodwill And Intangible Assets [Line Items]
Goodwill	$ 259,971	$ 254,672	$ 833
Estimated amortization expense remainder of 2022	900
Estimated amortization expense 2023	3,600
Estimated amortization expense 2024	3,600
Estimated amortization expense 2025	3,600
Estimated amortization expense 2026	3,200
Estimated amortization expense 2027	2,600
Estimated amortization expense thereafter	22,800
U.S.
Goodwill And Intangible Assets [Line Items]
Goodwill	$ 260,000	$ 254,700

Stock Based Compensation - Summary of Stock Option Activity (Details) $ / shares in Units, $ in Millions	9 Months Ended	12 Months Ended
	Sep. 30, 2022 USD ($) $ / shares shares	Dec. 31, 2021 USD ($) $ / shares shares
Share-Based Payment Arrangement [Abstract]
Number of Shares, Exercisable \| shares	1,274,443	987,622
Number of Shares, Beginning Balance \| shares	3,286,870
Number of Shares, Granted \| shares	321,649
Number of Shares, Exercised \| shares	(607,114)
Number of Shares, Forfeited \| shares	(134,024)
Number of Shares, Expired \| shares	(1,783)
Number of Shares, Ending Balance \| shares	2,865,598	3,286,870
Weighted Average Exercise Price Per Share, Exercisable \| $ / shares	$ 5.92	$ 3.35
Weighted Average Exercise Price Per Share, Beginning Balance \| $ / shares	6.98
Weighted Average Exercise Price Per Share, Granted \| $ / shares	34.86
Weighted Average Exercise Price Per Share, Exercised \| $ / shares	5.53
Weighted Average Exercise Price Per Share, Forfeited \| $ / shares	8.13
Weighted Average Exercise Price Per Share, Expired \| $ / shares	6.10
Weighted Average Exercise Price Per Share, Ending Balance \| $ / shares	$ 10.36	$ 6.98
Average Remaining Contractual Term, Exercisable	7 years 4 months 24 days	7 years 6 months
Average Remaining Contractual Term	7 years 10 months 24 days	8 years 4 months 24 days
Aggregate Intrinsic Value, Exercisable \| $	$ 64.8	$ 47.3
Aggregate Intrinsic Value \| $	$ 133.0	$ 145.5

Stock Based Compensation - Summary of Restricted Stock Unit Activity (Details) - Restricted Stock Units - USD ($) $ / shares in Units, $ in Millions	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of Shares, Unvested RSUs as of December 31, 2021		186,480
Number of Shares, Granted	0	820,066	0
Number of Shares, Vested		(51,900)
Number of Shares, Forfeited and cancelled		(113,493)
Number of Shares, Unvested RSUs as of September 30, 2022		841,153
Weighted Average Grant Date fair value (per share), Unvested RSUs as of December 31, 2021		$ 63.94
Weighted Average Grant Date fair value (per share), Granted		41.05
Weighted Average Grant Date fair value (per share), Vested		60.29
Weighted Average Grant Date fair value (per share) - Forfeited and cancelled		49.91
Weighted Average Grant Date fair value (per share), Unvested RSUs as of September 30, 2022		$ 43.75
Aggregate Intrinsic Value, Unvested RSUs		$ 47.8		$ 9.6

Debt Commitments and Contingencies - Schedule of Interest Expense Related to Notes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Debt Instrument [Line Items]
Total interest expense	$ 1,194	$ 79	$ 3,172	$ 799
2027 Notes
Debt Instrument [Line Items]
Coupon interest	719		1,887
Amortization of debt discount	432		1,151
Amortization of transaction costs	37		99
Total interest expense	$ 1,188		$ 3,137

Basis of Presentation and Summary of Significant accounting Policies - Summary of Allowance for Credit Losses Related to Accounts Receivable (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Accounts Receivable, Allowance for Credit Loss [Roll Forward]
Balance at beginning of year, January 1	$ 809	$ 569
Charge to provision accounts	1,020	295
Recoveries or other	(237)	(55)
Balance at period end, September 30 and December 31	$ 1,592	$ 809

Segments - Additional Information (Details)	9 Months Ended
Segments - Additional Information (Details)	Sep. 30, 2022 Segment
Segment Reporting [Abstract]
Number of operating segments	2
Number of reportable segments	2

Acquisitions - Summary of Consideration Paid and Preliminary Fair Value of Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021	Dec. 09, 2021	Dec. 31, 2020
Recognized amounts of identifiable assets acquired and liabilities assumed:
Goodwill	$ 259,971	$ 254,672		$ 833
Thomas
Consideration:
Cash	174,838
Fair value of consideration	276,337
Recognized amounts of identifiable assets acquired and liabilities assumed:
Current assets	12,266
Property and equipment	890
Intangible assets	41,844		$ 41,844
Right-of-use assets	24,130
Other long-term assets	44
Investment in unconsolidated joint venture	4,156
Lease liabilities	(18,690)
Deferred tax liability	(559)
Income taxes payable	(1,647)
Other long-term liabilities	(281)
Contract liabilities	(6,634)
Current liabilities	(30,183)
Noncontrolling interest	(1,036)
Total identifiable net assets assumed	24,300
Goodwill	252,037		$ 252,000
Total	276,337
Thomas \| Previously Reported
Consideration:
Cash		174,838
Fair value of consideration		276,337
Recognized amounts of identifiable assets acquired and liabilities assumed:
Current assets		18,244
Property and equipment		890
Intangible assets		40,400
Right-of-use assets		24,130
Other long-term assets		250
Investment in unconsolidated joint venture		4,156
Lease liabilities		(18,690)
Income taxes payable		(1,647)
Other long-term liabilities		(281)
Contract liabilities		(6,634)
Current liabilities		(30,183)
Noncontrolling interest		(1,036)
Total identifiable net assets assumed		29,599
Goodwill		246,738
Total		276,337
Thomas \| Purchase Price Allocation Measurement Period Adjustment
Recognized amounts of identifiable assets acquired and liabilities assumed:
Current assets	(5,978)
Intangible assets	1,444
Other long-term assets	(206)
Deferred tax liability	(559)
Total identifiable net assets assumed	(5,299)
Goodwill	5,299
Thomas \| Class A Common Stock
Consideration:
Fair value of Class A common stock	$ 101,499
Thomas \| Class A Common Stock \| Previously Reported
Consideration:
Fair value of Class A common stock		$ 101,499

Leases - Schedule of Operating Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Lessee, Lease, Description [Line Items]
Operating lease expense	$ 1,541	$ 323	$ 4,506	$ 976
Cost of Revenue
Lessee, Lease, Description [Line Items]
Operating lease expense	23	18	60	72
Operations and Support
Lessee, Lease, Description [Line Items]
Operating lease expense		27		45
General and Administrative
Lessee, Lease, Description [Line Items]
Operating lease expense	$ 1,518	$ 278	$ 4,446	$ 859

Segments - Summary of Segment Information (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Segment Reporting Information [Line Items]
Revenue	$ 103,571	$ 56,727	$ 282,857	$ 151,238
Segment Losses	(15,037)	(14,711)	(51,602)	(37,476)
U.S.
Segment Reporting Information [Line Items]
Revenue	94,829	51,739	258,553	140,266
Segment Losses	(10,732)	(12,550)	(36,977)	(30,152)
International
Segment Reporting Information [Line Items]
Revenue	8,742	4,988	24,304	10,972
Segment Losses	$ (4,305)	$ (2,161)	$ (14,625)	$ (7,324)

- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

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Property and Equipment and Long-Lived Assets (Tables)

9 Months Ended

Sep. 30, 2022

Property, Plant and Equipment [Abstract]

Summary of Components of Property and Equipment

Property and equipment consist of the following as of September 30, 2022 and December 31, 2021 (in thousands):


		September 30,			December 31,
	Useful Life	2022			2021

Technology hardware	3 years	$	2,710		$	2,220
Manufacturing equipment	5 years		3,022			2,946
Capitalized software development	3 years		21,145			13,126
Patent	17 years		—			157
Leasehold improvements	Shorter of useful life or lease term		1,258			1,222
Furniture and fixtures	7 years		1,036			1,155
Total			29,171			20,826
Less accumulated depreciation			(12,868	)		(10,539	)
Property and Equipment, net		$	16,303		$	10,287

Summary of Depreciation Expense

Depreciation expense for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Cost of revenue	$	41	$	21	$	99	$	70
Sales and marketing		-		-		-		11
Operations and support		15		31		43		118
Product development		753		632		2,180		1,793
General and administrative		147		64		512		108
Total depreciation expense	$	956	$	748	$	2,834	$	2,100

Net Loss Per Share Attributable to Common Stockholders (Tables)

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders

The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data):


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Net loss	$	(15,041	)	$	(14,711	)	$	(51,585	)	$	(37,476	)
Net (loss) income attributable to noncontrolling interest		(4	)		—			17			—
Net loss attributable to common stockholders	$	(15,037	)	$	(14,711	)	$	(51,602	)	$	(37,476	)
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted		47,303,090			43,962,863			47,057,521			20,092,600
Net loss per share attributable to common stockholders, basic and diluted	$	(0.32	)	$	(0.33	)	$	(1.10	)	$	(1.87	)

Schedule of Outstanding Shares of Potentially Dilutive Securities Excluded from Computation of Diluted Net Loss Per Share

The following outstanding shares of potentially dilutive securities were excluded from the computation of diluted net loss per share because including them would have had an anti-dilutive effect, or issuance of such shares is contingent upon the occurrence of an event:


	September 30,
	2022		2021
Stock options outstanding		2,865,598		3,478,115
Unvested restricted stock units		841,153		106,754
Warrants outstanding		87,784		112,026
Shares reserved for charitable contribution		301,993		382,525
Convertible notes		5,123,624		—
Total shares		9,220,152		4,079,420

Segments

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Segments

(14) Segments

Xometry is organized in two segments referred to as: (1) the U.S. and (2) International (formerly referred to as Europe). Xometry’s operating segments are also the Company’s reportable segments. Xometry’s reportable segments, whose products and offerings are generally the same, are managed separately based on geography. Xometry’s two segments are defined based on the reporting and review process used by the chief operating decision maker (“CODM”), the Chief Executive Officer. The Company evaluates the performance of the operating segments primarily based on revenue and segment “profits/loss” which is largely the results of the segment before income taxes. The Company has not allocated certain general and administrative expenses to the International segment. The Company’s CODM monitors assets of the consolidated Company, but does not use assets, by operating segment when assessing performance or making operating segment resource decisions.

The following tables reflect certain segment information for the three and the nine months ended September 30, 2022 and 2021 (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Revenue
U.S.	$	94,829	$	51,739	$	258,553	$	140,266
International		8,742		4,988		24,304		10,972
Total	$	103,571	$	56,727	$	282,857	$	151,238


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Segment Losses
U.S.	$	(10,732	)	$	(12,550	)	$	(36,977	)	$	(30,152	)
International		(4,305	)		(2,161	)		(14,625	)		(7,324	)
Total	$	(15,037	)	$	(14,711	)	$	(51,602	)	$	(37,476	)

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

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+ Details

Leases

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Leases

(6) Leases

Operating lease expense for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021

Cost of revenue	$	23	$	18	$	60	$	72
Operations and support		-		27		-		45
General and administrative		1,518		278		4,446		859
Total operating lease expense	$	1,541	$	323	$	4,506	$	976

During the first quarter of 2022, the Company entered into two new office leases in Doraville, Georgia and Shanghai, China. In connection with these leases, the Company recorded non-cash ROU assets and lease liabilities of $0.1 million.

During the first quarter of 2022, the Company also executed a new lease for an office in North Bethesda, Maryland. The lease is expected to commence in the fourth quarter of 2022. The lease has a term of seven years with total cash rental payments of approximately $7.1 million.

During the third quarter of 2022, the Company executed a new lease for an office in Chelmsford, United Kingdom and modified its leases in Ottobrunn, Germany and Derwood, Maryland. In connection with these leases the Company recorded non-cash ROU assets and lease liabilities of approximately $1.2 million.

Organization and Description of Business - Additional Information (Details) - Supplier	3 Months Ended	9 Months Ended
	Jun. 30, 2022	Sep. 30, 2022
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Entity month and year of incorporation		2013-05
Minimum number of suppliers available in industrial buying engine on Thomesnet.com	500,000

Inventory (Tables)

9 Months Ended

Sep. 30, 2022

Inventory Disclosure [Abstract]

Schedule of Components of Inventory

Inventory consists of the following as of September 30, 2022 and December 31, 2021 (in thousands):


	September 30,		December 31,
	2022		2021

Raw materials	$	162	$	105
Work-in-progress		4,809		1,324
Tools inventory		553		365
Finished goods		108		239
Total	$	5,632	$	2,033

Leases (Tables)

9 Months Ended

Sep. 30, 2022

Leases [Abstract]

Schedule of Operating Lease Expense

Operating lease expense for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021

Cost of revenue	$	23	$	18	$	60	$	72
Operations and support		-		27		-		45
General and administrative		1,518		278		4,446		859
Total operating lease expense	$	1,541	$	323	$	4,506	$	976

Net Loss Per Share Attributable to Common Stockholders - Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Earnings Per Share [Abstract]
Net loss	$ (15,041)	$ (14,711)	$ (51,585)	$ (37,476)
Net (loss) income attributable to noncontrolling interest	(4)		17
Net loss attributable to common stockholders	$ (15,037)	$ (14,711)	$ (51,602)	$ (37,476)
Weighted-average number of shares outstanding used to compute net loss per share, basic	47,303,090	43,962,863	47,057,521	20,092,600
Weighted-average number of shares outstanding used to compute net loss per share, diluted	47,303,090	43,962,863	47,057,521	20,092,600
Net loss per share attributable to common stockholders, basic	$ (0.32)	$ (0.33)	$ (1.10)	$ (1.87)
Net loss per share attributable to common stockholders, diluted	$ (0.32)	$ (0.33)	$ (1.10)	$ (1.87)

- Definition

The amount of net income (loss) for the period per each share of common stock or unit outstanding during the reporting period.

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- Definition

The amount of net income (loss) for the period available to each share of common stock or common unit outstanding during the reporting period and to each share or unit that would have been outstanding assuming the issuance of common shares or units for all dilutive potential common shares or units outstanding during the reporting period.

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- Definition

Amount, after deduction of tax, noncontrolling interests, dividends on preferred stock and participating securities; of income (loss) available to common shareholders.

+ References

+ Details

- Definition

The consolidated profit or loss for the period, net of income taxes, including the portion attributable to the noncontrolling interest.

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+ Details

Income Taxes - Additional Information (Details) - USD ($)	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Income Taxes [Line Items]
Current income tax expense (benefit)	$ (600,000)	$ 0
Deferred income tax expense (benefit)	$ (2,000)	$ 0
Estimated annual effective tax rate	0.00%	0.00%
Impact of discrete adjustment	$ 600,000
Operating loss carryforwards subject to expiration			$ 71,900,000
Operating loss carryforwards limitation on use description	During the three months ended September 30, 2022, management completed its evaluation of any limitations on the ability of the Company to utilize the Thomas subsidiary net operating loss carryforward of $67.3 million. As a result of this evaluation, management has determined that the annual limitation, as determined under Section 382 of the Internal Revenue Code, would not prevent the Company from utilizing the net operating losses before expiration to the extent the Company is able to generate sufficient future taxable income.
Thomas
Income Taxes [Line Items]
Net operating loss carryforwards	$ 67,300,000
Federal
Income Taxes [Line Items]
Net operating loss carryforwards			195,700,000
Remaining net operating loss carryforwards			128,400,000
Foreign
Income Taxes [Line Items]
Net operating loss carryforwards			$ 20,500,000

Basis of Presentation and Summary of Significant Accounting Policies (Tables)

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Summary of Allowance for Credit Losses Related to Accounts Receivable

The allowance for credit losses related to accounts receivable and changes were as follows (in thousands):



	2022			2021

Allowance for credit losses
Balance at beginning of year, January 1	$	809		$	569
Charge to provision accounts		1,020			295
Recoveries or other		(237	)		(55	)
Balance at period end, September 30 and December 31	$	1,592		$	809

Summary of Contract Liabilities

The following table is a summary of the contract liabilities as of December 31, 2021 and September 30, 2022 (in thousands):


Contract liabilities at December 31, 2021	$	7,863
Revenue recognized		(126,830	)
Payments received in advance		129,567
Contract liabilities at September 30, 2022	$	10,600

Goodwill and Intangible Assets - Schedule of Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Gross goodwill	$ 257,746	$ 3,907
Accumulated impairments	(3,074)	(3,074)
Goodwill, Beginning Balance	254,672	833
Goodwill adjustment during the year	5,299	253,839
Goodwill, Ending Balance	$ 259,971	$ 254,672

- Definition

Amount after accumulated impairment loss of an asset representing future economic benefits arising from other assets acquired in a business combination that are not individually identified and separately recognized.

+ References + Details

Debt Commitments and Contingencies

9 Months Ended

Sep. 30, 2022

Debt Disclosure [Abstract]

Debt Commitments and Contingencies

(13) Debt Commitments and Contingencies

2027 Convertible Notes

In February 2022, we entered into a purchase agreement with certain counterparties for the sale of an aggregate of $287.5 million principal amount of convertible senior notes due in 2027 (the “2027 Notes”) in a private offering to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”). The 2027 Notes consisted of a $250 million initial placement and an over-allotment option that provided the initial purchasers of the 2027 Notes with the option to purchase an additional $37.5 million aggregate principal amount of the 2027 Notes, which was fully exercised. The 2027 Notes were issued pursuant to an indenture dated February 4, 2022. The net proceeds from the issuance of the 2027 Notes were $278.2 million, net of debt issuance costs. The debt issuance costs are amortized to interest expense using the effective interest rate method.

The 2027 Notes are unsecured obligations which bear regular interest at 1% per annum and for which the principal balance will not accrete. The 2027 Notes will mature on February 1, 2027 unless repurchased, redeemed, or converted in accordance with their terms prior to such date.

The 2027 Notes are convertible into cash, shares of our Class A common stock, or a combination of cash and shares of our Class A common stock, at our election, at an initial conversion rate of 17.8213 shares of Class A common stock per $1,000 principal amount of 2027 Notes, which is equivalent to an initial conversion price of approximately $56.11 per share of our Class A common stock. The conversion rate is subject to customary adjustments for certain events as described in the indenture governing the 2027 Notes.

We may redeem for cash all or any portion of the 2027 Notes, at our option, on or after February 5, 2025 if the last reported sale price of our Class A common stock has been at least 130% of the conversion price then in effect for at least 20 trading days at a redemption price equal to 100% of the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest or additional interest, if any.

Holders of the 2027 Notes may convert all or a portion of their 2027 Notes at their option prior to November 1, 2026, in multiples of $1,000 principal amounts, only under the following circumstances:

•

if the last reported sale price of our Class A common stock for at least 20 trading days (whether or not consecutive) during the period of 30 consecutive trading days ending on the last trading day of the preceding calendar quarter is greater than or equal to 130% of the applicable conversion price of the 2027 Notes on each such trading day;

•

during the five business day period after any ten consecutive trading day period in which the trading price per $1,000 principal amount of the 2027 Notes for each day of that ten consecutive trading day period was less than 98% of the product of the last reported sale price of our Class A common stock and the applicable conversion rate of the 2027 Notes;

•

on a notice of redemption, at any time prior to the close of business on the scheduled trading day immediately preceding the redemption date, in which case we may be required to increase the conversion rate for the 2027 Notes so surrendered for conversion in connection with such redemption notice; or

•

on the occurrence of specified corporate events.

On or after November 1, 2026, the 2027 Notes are convertible at any time until the close of business on the second scheduled trading day immediately preceding the maturity date.

Holders of the 2027 Notes who convert the 2027 Notes in connection with a make-whole fundamental change, as defined in the indenture governing the 2027 Notes, or in connection with a redemption are entitled to an increase in the conversion rate. Additionally, in the event of a fundamental change, holders of the 2027 Notes may require us to repurchase all or a portion of the 2027 Notes at a price equal to 100% of the principal amount of 2027 Notes, plus any accrued and unpaid special interest, if any.

We accounted for the issuance of the 2027 Notes as a single liability measured at its amortized cost, as no other embedded features require bifurcation and recognition as derivatives.

The following table presents the outstanding principal amount and carrying value of the 2027 Notes as of the dates indicated (in thousands):


	September 30,
	2022
Principal	$	287,500
Unamortized debt discount		(7,475	)
Unamortized debt issuance costs		(584	)
Net carrying value	$	279,441

The annual effective interest rate for the 2027 Notes was approximately 1.6%. Interest expense related to the 2027 Notes for the periods presented below was as follows (in thousands):


	Three Months Ended September 30,		Nine Months Ended September 30,
	2022		2022
Coupon interest	$	719	$	1,887
Amortization of debt discount		432		1,151
Amortization of transaction costs		37		99
Total interest expense	$	1,188	$	3,137


	September 30, 2022
	Carrying Value		Fair Value
2027 Notes	$	279,441	$	265,609	(1)

(1) The fair value is estimated using a discounted cash flow analysis, using interest rate that we believe are offered for similar borrowings (a Level 3 measurement).

Term Loan Facility

The Company was party to an amended and restated loan and security agreement ("Amended Loan and Security Agreement") with Hercules Capital, Inc. (“Hercules”) for a term loan ("the Term Loan Facility"). Under the Amended Loan and Security

Agreement, effective January 30, 2020, the Company could borrow up to $15 million under the Term Loan Facility, all of which became available to the Company immediately on the agreement date. On July 9, 2021, the Company repaid the full amount of its term loan with Hercules with proceeds from the IPO. In connection with the debt extinguishment, the Company paid Hercules $16.1 million and recorded a loss on debt extinguishment of approximately $0.3 million.

Prior to its repayment, the term loan accrued interest at the greater of (i) 8.7% per annum or (ii) 8.7% per annum plus the prime rate minus 4.75% per annum. The term loan agreement required a maximum $1.2 million end of term fee due and payable on the maturity date of May 1, 2022, however, if the term loan was repaid prior to November 1, 2021, the amount owed would be $0.9 million.

As part of the initial term loan agreement with Hercules, the Company issued a warrant to purchase 87,784 shares of the Company’s Series B Convertible Preferred Stock with a strike price of $5.13 per share that expires in May 2025. Upon closing of the IPO on July 2, 2021, the warrant held by Hercules may only be exercised for shares of Class A common stock.

Contingencies

The Company from time to time may be subject to various claims and legal proceedings covering a range of matters that arise in the ordinary course of its business activities. In the opinion of the Company, although the outcome of any legal proceedings cannot be predicted with certainty, the ultimate liability of the Company in connection with its legal proceedings is not expected to have a material adverse effect on the Company’s financial position or operations.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

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+ Details

Stock Based Compensation - Schedule of Weighted Average Assumptions (Details) - $ / shares	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Share-Based Payment Arrangement [Abstract]
Expected volatility	66.00%	53.00%
Expected term (years)	6 years	6 years
Risk-free interest rate	1.90%	1.10%
Fair value of share	$ 34.86	$ 26.96

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 30,497	$ 86,262
Marketable securities	310,694	30,465
Accounts receivable, less allowance for credit losses of $1.6 million as of September 30, 2022 and $0.8 million as of December 31, 2021	50,889	32,427
Inventory	5,632	2,033
Prepaid expenses	7,675	6,664
Other current assets	4,357	5,580
Total current assets	409,744	163,431
Property and equipment, net	16,303	10,287
Operating lease right-of-use assets	23,299	27,489
Investment in unconsolidated joint venture	4,298	4,198
Intangible assets, net	40,287	41,736
Goodwill	259,971	254,672
Other assets	382	773
Total assets	754,284	502,586
Current liabilities:
Accounts payable	12,075	12,718
Accrued expenses	36,476	30,905
Contract liabilities	10,600	7,863
Operating lease liabilities, current portion	5,898	5,549
Finance lease liabilities, current portion		2
Total current liabilities	65,049	57,037
Operating lease liabilities, net of current portion	13,513	16,920
Convertible notes	279,441
Income taxes payable	1,532	1,468
Other liabilities	1,787	1,678
Total liabilities	361,322	77,103
Commitments and contingencies (Note 13)
Stockholders' equity
Preferred stock, $0.000001 par value. Authorized; 50,000,000 shares; zero shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively
Additional paid-in capital	617,278	597,641
Accumulated other comprehensive income (loss)	(492)	149
Accumulated deficit	(224,943)	(173,341)
Total stockholders' equity	391,843	424,449
Noncontrolling interest	1,119	1,034
Total equity	392,962	425,483
Total liabilities and stockholders' equity	754,284	502,586
Class A Common Stock
Stockholders' equity
Common stock
Class B Common Stock
Stockholders' equity
Common stock

Disaggregated Revenue Information

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Disaggregated Revenue Information

(8) Disaggregated Revenue Information

The following table present our revenues disaggregated by line of business. Revenue from our marketplace primarily reflects the sales of parts and assemblies on our platform. Revenue from supplier services primarily includes the sale of advertising and to a lesser extent supplies, financial service products and SaaS products.

Revenue is presented in the following tables for the three and nine months ended September 30, 2022 (in thousands, supplier service revenue for the three and nine months ended September 30, 2021, was not considered material):


	For the Three Months Ended September 30,		For The Nine Months Ended September 30,
	2022		2022
Marketplace revenue	$	84,060	$	224,073
Supplier service revenue		19,511		58,784
Total revenue	$	103,571	$	282,857

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI https://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 10
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130551-203045

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 13
-Subparagraph (b)(2)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130556-203045

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 9
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130550-203045

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (e)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (d)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 15
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130558-203045

Reference 10: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-SubTopic 10
-Section 50
-Paragraph 12
-Subparagraph (c)
-URI https://asc.fasb.org/extlink&oid=126920106&loc=SL49130554-203045

+ Details

Debt Commitments and Contingencies - Schedule of Outstanding Principal Amount and Carrying Value of Notes (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Debt Instrument [Line Items]
Net carrying value	$ 279,441
2027 Notes
Debt Instrument [Line Items]
Principal	287,500
Unamortized debt discount	(7,475)
Unamortized debt issuance costs	(584)
Net carrying value	$ 279,441

Basis of Presentation and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Basis of Presentation

(a)

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in the financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes included in the Company's Annual Report on Form 10-K filed with the SEC on March 18, 2022.

The condensed consolidated balance sheet as of December 31, 2021, included herein, was derived from the audited financial statements as of that date, but may not include all disclosures including certain notes required by U.S. GAAP on an annual reporting basis. In the opinion of management, the accompanying condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, comprehensive loss, stockholders' equity (deficit) and cash flows for the interim periods, but are not necessarily indicative of the results of operations to be anticipated for the full year 2022 or any future period. The Company has two reporting segments which are referred to as: (1) the United States (“U.S.”) and (2) International.

Foreign Operations and Comprehensive Loss

The U.S. dollar (“USD”) is the functional currency for Xometry’s consolidated subsidiaries operating in the U.S. The primary functional currency for the Company's consolidated subsidiaries operating in Germany and to a lesser extent Japan is the Euro

("Euro") and the Yen, respectively. For the Company’s consolidated subsidiaries whose functional currencies are not the USD, the Company translates their financial statements into USDs. The Company translates assets and liabilities at the exchange rate in effect as of the financial statement date. Revenue and expense accounts are translated using an average exchange rate for the period. Gains and losses resulting from translation are included in accumulated other comprehensive income (“AOCI”), as a separate component of equity.

Noncontrolling Interest

In connection with the acquisition of Thomas on December 9, 2021, we assumed a 66.67% ownership in Incom Co., LTD. As we have a controlling interest in Incom Co., LTD, we have consolidated Incom Co., LTD into our financial statements. The portion of equity in Incom Co., LTD not owned by the Company is accounted for as a noncontrolling interest. We present the portion of any equity that we do not own in a consolidated entity as noncontrolling interest and classify their interest as a component of total equity, separate from total stockholders’ equity (deficit) on our Condensed Consolidated Balance Sheets. We include net income (loss) attributable to the noncontrolling interests in net income (loss) in our Condensed Consolidated Statements of Operations and Comprehensive Loss.

Use of Estimates

(b)

Use of Estimates

The preparation of the Company’s unaudited condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions, which affect the reported amounts in the financial statements and accompanying notes. Actual results could differ from those estimates.

In light of the current unknown duration and severity of the COVID-19 pandemic, we continue to face potential uncertainty which may impact the judgments and estimates needed to apply our significant accounting policies. As of the date these condensed consolidated financial statements were issued, the impacts of the COVID-19 pandemic did not have a significant impact on our estimates or judgments. Judgments and assumptions may change, as new events occur and additional information is obtained, as well as other factors related to COVID-19 and economic recovery that could result in a meaningful impact on our consolidated financial statements in future reporting periods.

Business Combinations

(c)

Business Combinations

The Company accounts for business combinations using the acquisition method of accounting, which requires, among other things, allocation of the fair value of purchase consideration to the tangible and intangible assets acquired and liabilities assumed at their estimated fair values on the acquisition date. The excess of the fair value of purchase consideration over the values of these identifiable assets and liabilities is recorded as goodwill. When determining the fair value of assets acquired and liabilities assumed, management makes significant estimates and assumptions, especially with respect to the valuation of intangible assets. Management’s estimates of fair value are based upon assumptions believed to be reasonable, but which are inherently uncertain and unpredictable and, as a result, actual results may differ from estimates. During the measurement period, not to exceed one year from the date of acquisition, the Company may record adjustments to the assets acquired and liabilities assumed, with a corresponding offset to goodwill if new information is obtained related to facts and circumstances that existed as of the acquisition date. Upon the conclusion of the measurement period or final determination of the fair value of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments are reflected in the condensed consolidated statements of operations. Acquisition costs, such as legal and consulting fees, are expensed as incurred.

Fair Value Measurements and Financial Instruments

(d)

Fair Value Measurements and Financial Instruments

The Company measures certain assets and liabilities at fair value on a recurring basis based on an expected exit price, which represents the amount that would be received on the sale of an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value may be based on assumptions that market participants would use in pricing an asset or liability.

The authoritative guidance on fair value measurements establishes a consistent framework for measuring fair value on either a recurring or nonrecurring basis, whereby inputs used in valuation techniques, are assigned a hierarchical level. The following are the hierarchical levels of inputs to measure fair value:

Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

Level 2 - Inputs reflect quoted prices for identical assets or liabilities in markets that are not active; quoted prices for similar assets or liabilities in active markets; inputs other than quoted prices that are observable for the assets or liabilities; or inputs that are derived principally from or corroborated by observable market data by correlation or other means.

Level 3 - Unobservable inputs reflecting the Company’s own assumptions incorporated in valuation techniques used to determine fair value. These assumptions are required to be consistent with market participant assumptions that are reasonably available.

The carrying amounts of certain of the Company’s financial instruments, which include cash and cash equivalents, accounts receivable, prepaid expenses and other assets, accounts payable, accrued expenses and contract liabilities approximate their fair values due to their short maturities. The Company's marketable securities are recorded at fair value.

Marketable Securities

(e)

Marketable Securities

The Company measures its marketable securities at fair value and recognizes any changes in fair value in net loss. Our marketable securities represent our investment in a short-term bond fund and a money market fund. We consider our marketable securities as available for use in current operations, and therefore classify these securities as current assets on the Condensed Consolidated Balance Sheets. As of September 30, 2022, and December 31, 2021, the Company's marketable securities of $310.7 million and $30.5 million, respectively were recorded at fair value, within Level 1 of the fair value hierarchy. The fair value of the Company’s Level 1 financial instruments is based on quoted prices in active markets, total fair value is the published market price per unit multiplied by the number of units held without consideration of transaction costs, discounts or blockage factors. During the three and nine months ended September 30, 2022, the Company recorded unrealized losses of $0.5 million and $1.7 million, respectively related to these securities. For the three months and nine months ended September 30, 2021, the Company recorded unrealized losses of $0.2 million related to these securities. These losses are recorded in other expenses on the Condensed Consolidated Statements of Operations and Comprehensive Loss.

Accounts Receivable

(f)

Accounts Receivable

Accounts receivable are stated at the amount the Company expects to collect from outstanding balances. For buyers for which Xometry provides credit, the Company performs credit inquiries, including references checks, and queries credit ratings services and other publicly available information. Amounts collected on accounts receivable are included in net cash provided by operating activities in the statements of cash flows. Management provides for probable uncollectible amounts through a provision for bad debt expense and an adjustment to a valuation allowance based on the age of the outstanding amounts, each customer’s expected ability to pay and collection history, current market conditions, and reasonable and supportable forecasts of future economic conditions to determine whether the allowance is appropriate. Balances that are still outstanding after management has used reasonable collection efforts are written off through a charge to the valuation allowance and a credit to accounts receivable.

Allowance For Credit Losses

The allowance for credit losses related to accounts receivable and changes were as follows (in thousands):



	2022			2021

Allowance for credit losses
Balance at beginning of year, January 1	$	809		$	569
Charge to provision accounts		1,020			295
Recoveries or other		(237	)		(55	)
Balance at period end, September 30 and December 31	$	1,592		$	809

Property and Equipment and Long-Lived Assets

(g)

Property and Equipment and Long-Lived Assets

Property and equipment are stated at cost. Equipment under finance leases is stated at the present value of minimum lease payments. Depreciation is calculated on the straight-line method over the estimated useful life of the assets, which range from three to seven years, or in the case of leasehold improvements, over the shorter of the remaining lease term or the useful life of the asset.

Property and equipment and intangible assets subject to amortization are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. If circumstances require a long-lived asset or asset group to be tested for possible impairment, the Company first compares undiscounted cash flows expected to be generated by that asset or asset group to its carrying amount. If the carrying amount of the long-lived asset or asset group is not recoverable on an undiscounted cash flow basis, an impairment is recognized to the extent that the carrying amount exceeds its fair value. Fair value is determined through various valuation techniques including discounted cash flow models, quoted market values and third-party independent appraisals, as considered necessary.

Property and equipment includes capitalized internal-use software development costs. Eligible internal-use software development costs are capitalized subsequent to the completion of the preliminary project stage. Such costs include internal and external direct development costs totaling $7.9 million for the nine months ended September 30, 2022 and $5.2 million for the year ended December 31, 2021. After all substantial testing and deployment is completed and the software is ready for its intended use, capitalization is discontinued and the internal-use software costs are placed in service and amortized using the straight-line method over the estimated useful life of the software, generally three years.

During the three and nine months ended September 30, 2022, the Company recorded impairments of approximately $0.3 million and $0.4 million, respectively related to abandoned software projects that were previously in development and/or other assets to be disposed. For the three and nine months ended September 30, 2022, $36,000 and $0.1 million, respectively of these impairments were recorded in our U.S. reporting segment. For the three and nine months ended September 30, 2022, $0.3 million, respectively of these impairments were recorded in our International reporting segment. No impairments were recorded during the three and nine months ended September 30, 2021.

Revenue

(h)

Revenue

The Company derives the majority of its marketplace revenue in the U.S. and Europe from the sale of parts and assemblies fulfilled using a vast network of suppliers. The Company recognizes revenue from the sales to our customers pursuant to Financial Accounting Standard Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 606, Revenue from Contracts with Customers (“ASC 606”).

The Company determines that a contract exists between the Company and the customer when the customer accepts the quote and places the order, all of which are governed by the Company’s standard terms and conditions or other agreed terms with Xometry’s buyers. Upon completion of an order through Xometry’s platform, the Company identifies the performance obligation(s) within that order to complete the sale of the manufactured part(s) or assembly. Using Xometry’s in-house technology, the Company determines the price for the manufactured part(s) or assembly on a stand-alone basis at order initiation. The Company recognizes revenue from sales to Xometry’s customers upon shipment, at which point control over the part(s) or assembly have transferred.

The Company has concluded that the Company is principal in the sale of part(s) and assemblies that use the Company’s network of third-party manufacturers because the Company controls the manufacturing by obtaining a right to direct a third-party manufacturer to fulfill the performance obligation Xometry has with the Company’s customers on Xometry’s behalf. The Company has considered the following conditions of the sale: (i) the Company has the obligation of providing the specified product to the customer, (ii) the Company has discretion with respect to establishing the price of the product and the price the Company pays the suppliers and the Company has margin risk on all of Xometry’s sales, (iii) the Company has discretion in determining how to fulfill each order, including selecting the supplier and (iv) Xometry bears certain risk for product quality to the extent the customer is not satisfied with the final product.

Xometry also derives revenue from its supplier services which is a suite of services offered to our suppliers. In connection with the acquisition of Thomas on December 9, 2021, our revenue also includes the sale of advertising. This revenue is generally recognized as control is transferred to the customer, in an amount reflecting the consideration we expect to be entitled to in exchange for such product or service. From time to time, a purchase order with a customer may involve multiple performance obligations, including a combination of some or all of our products. Judgment may be required in determining whether products are considered distinct performance obligations that should be accounted for separately or as one combined performance obligation. Revenue is recognized over the period or at the point in time in which the performance obligations are satisfied. Consideration is typically determined based on a fixed unit price for the quantity of product transferred. For purchase orders involving multiple performance obligations, the transaction price is allocated to each performance obligation based on relative standalone selling price, and recognized as revenue when each individual product or service is transferred to the customer.

Revenue is shown net of estimated returns, refunds, and allowances. As of September 30, 2022, and December 31, 2021, the Company has a $0.3 million and $0.2 million, respectively, provision for estimated returns, refunds or allowances.

Sales tax collected from customers and remitted to governmental authorities is excluded from revenue.

Contract Liabilities

Contract liabilities are primarily derived from payments received in advance or at the time an order is placed, for which the associated performance obligations have not been satisfied and revenue has not been recognized based on the Company’s revenue recognition criteria described above.

The following table is a summary of the contract liabilities as of December 31, 2021 and September 30, 2022 (in thousands):


Contract liabilities at December 31, 2021	$	7,863
Revenue recognized		(126,830	)
Payments received in advance		129,567
Contract liabilities at September 30, 2022	$	10,600

During the nine months ended September 30, 2022, the Company recognized approximately $7.2 million of revenue related to its contract liabilities at December 31, 2021.

Sales Contract Acquisition Costs

The Company’s incremental costs to obtain a contract may include a sales commission which is generally determined on a per order basis. For contracts in excess of one year, the Company amortizes such costs on a straight-line basis over the average customer life of two years for new customers and over the renewal period for existing customers which is generally one year. Sales commissions are included in Xometry’s sales and marketing expenses and cost of revenue in the Condensed Consolidated Statements of Operations and Comprehensive Loss. For the three months and nine months ended September 30, 2022, we recognized approximately $1.6 million and $3.1 million, respectively of amortization related to deferred sales commissions. The nine month ended amount includes a $1.9 million measurement period benefit related to our acquisition of Thomas. See Note 7 - Acquisitions.

Cost of Revenue

(i)

Cost of Revenue

Cost of revenue for marketplace primarily consists of the cost of the products that are manufactured or produced by the Company’s suppliers for delivery to buyers on the Company's platform, internal and external production costs, shipping costs, and certain internal depreciation.

Cost of revenue for supplier services primarily consists of internal and external production costs and website hosting.

Leases

(j)

Leases

The Company determines if an arrangement contains a lease and the classification of that lease, if applicable, at its inception. Operating leases are included in operating lease right-of-use ("ROU") assets, operating lease liabilities and operating lease liabilities (net of current portion) in the Condensed Consolidated Balance Sheets. The Company has finance leases as detailed in the Long-Lived Assets section above. For leases with terms of twelve months or less, the Company does not recognize ROU assets or lease liabilities on the Condensed Consolidated Balance Sheets. Additionally, the Company elected to use the practical expedient to not separate lease and non-lease components for leases of real estate, meaning that for these leases, the non-lease components are included in the associated ROU asset and lease liability balances on the Company’s Condensed Consolidated Balance Sheets.

ROU assets represent the Company’s right to use an underlying asset for the lease term and lease liabilities represent the Company’s obligation to make lease payments under the lease. Operating lease ROU assets and lease liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. The implicit rate within the Company’s operating leases is generally not determinable, as such the Company uses its incremental borrowing rate at lease commencement to determine the present value of lease payments. The operating lease ROU asset also includes any lease prepayments, offset by lease incentives. Certain of the Company’s leases include options to extend or terminate the lease. The expected lease term includes options to extend or terminate the lease when it is reasonably certain the Company will exercise such option.

Lease expense for lease payments is recognized on a straight-line basis over the term of the lease.

Sales and Marketing

(k)

Sales and Marketing

Sales and marketing expenses are expensed as incurred and include the costs of digital marketing strategies, branding costs and other advertising costs, certain depreciation and amortization expense, and compensation expenses, including stock-based compensation, to the Company’s sales and marketing employees. For the three and nine months ended September 30, 2022, the Company's advertising cost were $8.3 million and $23.3 million, respectively. For the three and nine months ended September 30, 2021, the Company's advertising cost were $5.5 million and $14.4 million, respectively.

Operations and Support

(l)

Operations and Support

Operations and support expenses are the costs the Company incurs in support of buyers and suppliers on Xometry’s platforms which are provided by phone, email and chat for purposes of resolving buyer and supplier related matters. These costs primarily consist of compensation expenses of the support staff, including stock-based compensation, certain depreciation and amortization expense and software costs used in delivering buyer and supplier services.

Product Development

(m)

Product Development

Product development costs which are not eligible for capitalization are expensed as incurred. This account also includes compensation expenses, including stock-based compensation to the Company’s employees performing these functions and certain depreciation and amortization expense.

General and Administrative

(n)

General and Administrative

General and administrative expenses primarily consist of compensation expenses, including stock-based compensation expenses, for executive, finance, legal and other administrative personnel, professional service fees and certain depreciation and amortization expense.

Stock Based Compensation

(o)

Stock Based Compensation

All stock-based compensation, including stock options and restricted stock units, are measured at the grant date fair value of the award. The Company estimates grant date fair value of stock options using the Black-Scholes option-pricing model. The fair value of stock options and restricted stock units is recognized as compensation expense on a straight-line basis over the requisite service period, which is typically four years. The fair value of the restricted stock units is determined using the fair value of the Company's Class A common stock on the date of grant. Forfeitures are recorded in the period in which they occur.

The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards.

These variables include:

•

expected annual dividend yield;

•

expected volatility over the expected term;

•

expected term;

•

risk free interest rate;

•

per share value of the underlying common stock; and

•

exercise price.

For all stock options granted, the Company calculated the expected term using the simplified method for “plain vanilla” stock option awards. The risk-free interest rate is based on the yield available on U.S. Treasury issuances similar in duration to the expected term of the stock-based award. As there was no public market for the Company's common stock prior to the initial public offering (“IPO”), the Company estimates its expected share price volatility based on the historical volatility of publicly traded peer companies and expects to continue to do so until such time as it has adequate historical data regarding the volatility of its own traded share price. The Company utilized a dividend yield of zero, as it had no history or plan of declaring dividends on its common stock.

Net Loss Per Share

(p)

Net Loss Per Share

Basic net loss per share is computed by dividing the net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. The diluted net loss per share is computed by giving effect to all potentially dilutive securities outstanding for the period. For periods in which the Company reports net losses, diluted net loss per common share is the same as basic net loss per common share, because all potentially dilutive securities are anti-dilutive. Vested RSUs that have not been settled have been included in the appropriate common share class used to calculate basic net loss per share.

Subsequent to the Company's IPO on July 2, 2021, the Company computes net loss per share using the two-class method required for multiple classes of common stock and participating securities. The two-class method requires income available to common stockholders for the period to be allocated between common stock and participating securities based upon their respective rights to receive dividends as if all income for the period had been distributed. Certain unvested share-based payment awards that contain nonforfeitable rights to dividends are treated as participating securities and therefore included in computing net income per share using the two-class method. The rights, including the liquidation and dividend rights, of the Class A common stock and Class B common stock are substantially identical, other than voting rights. Accordingly, the Class A common stock and Class B common stock shared proportionately in the Company’s net losses.

Reclassifications

(q)

Reclassifications

Certain line items on the Company’s condensed consolidated financial statements have been reclassified to conform to the current period presentation. These reclassifications have not changed the results of operations of prior periods.

Recently Issued Accounting Standards

(r)

Recently Issued Accounting Standards

New Accounting Pronouncements Adopted in the Current Year

In August 2020, the FASB issued Accounting Standards Update (“ASU”) 2020-06, Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815-40): Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06”), which reduced the number of models used to account for convertible instruments, amends the accounting for certain contracts in an entity’s own equity that would have previously been accounted for as derivatives and modifies the diluted earnings per share calculations for convertible instruments. We adopted ASU 2020-06 on January 1, 2022. As a result of the adoption of ASU 2020-06, the convertible notes issued in February 2022 were considered to be debt with no allocation to equity.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (“Topic 326”), Measurement of Credit Losses on Financial Instruments. Topic 326 changes the impairment model for most financial assets and certain other instruments. Under the new standard, entities holding financial assets and net investment in leases that are not accounted for at fair value through net income are to be presented at the net amount expected to be collected. An allowance for credit losses will be a valuation account that will be deducted from the amortized cost basis of the financial asset to present the net carrying value at the amount expected to be collected on the financial asset. Topic 326 was originally effective for the Company on January 1, 2023 given our Emerging Growth Company status. We will lose our Emerging Growth Company status on January 1, 2023 and will file our fiscal year Form 10-K as a non-Emerging Growth Company filer. Therefore, in preparation for fiscal year 2022 reporting, the Company applied Topic 326 as if we were not an Emerging Growth Company on July 1, 2022. The adoption of Topic 326 on July 1, 2022 did not have a material impact on the Company's consolidated financial statements and related disclosures.

There are currently no other accounting standards that have been issued, but not yet adopted, that are expected to have a significant impact on the Company’s consolidated financial position, results of operations or cash flows upon adoption.

Goodwill and Intangible Assets - Schedule of Amortization Expense (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Finite Lived Intangible Assets [Line Items]
Amortization Expense	$ 953	$ 68	$ 2,882	$ 204
Sales and Marketing
Finite Lived Intangible Assets [Line Items]
Amortization Expense	776	26	2,326	77
Product Development
Finite Lived Intangible Assets [Line Items]
Amortization Expense	86	40	257	120
General and Administrative
Finite Lived Intangible Assets [Line Items]
Amortization Expense	$ 91	$ 2	$ 299	$ 7

Goodwill and Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Finite Lived Intangible Assets [Line Items]
Gross carrying amount	$ 43,979	$ 43,418
Accumulated amortization	3,692	1,682
Net carrying amount	$ 40,287	$ 41,736
Customer Relationships
Finite Lived Intangible Assets [Line Items]
Weighted average amortization period in years	15 years	15 years
Gross carrying amount	$ 36,652	$ 37,139
Accumulated amortization	2,025	674
Net carrying amount	$ 34,627	$ 36,465
Trade Names
Finite Lived Intangible Assets [Line Items]
Weighted average amortization period in years	10 years	9 years
Gross carrying amount	$ 841	$ 973
Accumulated amortization	77	147
Net carrying amount	$ 764	$ 826
Developed Technology
Finite Lived Intangible Assets [Line Items]
Weighted average amortization period in years	4 years	4 years
Gross carrying amount	$ 1,218	$ 1,502
Accumulated amortization	592	605
Net carrying amount	$ 626	$ 897
Vendor Relationships
Finite Lived Intangible Assets [Line Items]
Weighted average amortization period in years	15 years	15 years
Gross carrying amount	$ 1,267	$ 1,404
Accumulated amortization	276	226
Net carrying amount	$ 991	$ 1,178
Database
Finite Lived Intangible Assets [Line Items]
Weighted average amortization period in years	5 years	5 years
Gross carrying amount	$ 2,400	$ 2,400
Accumulated amortization	390	30
Net carrying amount	$ 2,010	$ 2,370
In-place Lease Intangible Asset
Finite Lived Intangible Assets [Line Items]
Weighted average amortization period in years	4 years
Gross carrying amount	$ 548
Accumulated amortization	109
Net carrying amount	$ 439
Above Market Lease Intangible Asset
Finite Lived Intangible Assets [Line Items]
Weighted average amortization period in years	4 years
Gross carrying amount	$ 896
Accumulated amortization	183
Net carrying amount	$ 713
Patents
Finite Lived Intangible Assets [Line Items]
Weighted average amortization period in years	17 years
Gross carrying amount	$ 157
Accumulated amortization	40
Net carrying amount	$ 117

Debt Commitments and Contingencies - Additional Information (Details)			1 Months Ended		9 Months Ended
	Feb. 04, 2022	Jul. 09, 2021 USD ($)	Feb. 28, 2022 USD ($) BusinessDay TradingDays $ / shares	Jan. 30, 2020 USD ($) $ / shares shares	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)
Debt Instrument [Line Items]
Net proceeds from issuance of notes, net of debt issuance costs					$ 287,500,000
Loss on debt extinguishment						$ 272,000
2027 Notes
Debt Instrument [Line Items]
Indenture date	Feb. 04, 2022
Net proceeds from issuance of notes, net of debt issuance costs			$ 278,200,000
Debt instrument, interest rate			1.00%
Debt instrument, maturity date			Feb. 01, 2027
Debt instrument, convertible, stock price trigger \| $ / shares			$ 1,000
Debt instrument, convertible, threshold percentage of stock price trigger			130.00%
Debt instrument, redemption price, percentage of principal amount redeemed			100.00%
Number of trading days \| TradingDays			20
Number of consecutive trading days \| TradingDays			30
Debt instrument, effective interest rate					1.60%
2027 Notes \| Class A Common Stock
Debt Instrument [Line Items]
Debt instrument conversion rate			17.8213
Debt instrument, convertible, stock price trigger \| $ / shares			$ 1,000
Debt instrument conversion price \| $ / shares			$ 56.11
Number of consecutive trading days \| TradingDays			10
Number of business day \| BusinessDay			5
2027 Notes \| Maximum \| Class A Common Stock
Debt Instrument [Line Items]
Percentage of sales price and applicable conversion rate			98.00%
2027 Notes \| Initial Public Offering
Debt Instrument [Line Items]
Aggregate principal amount			$ 250,000,000
2027 Notes \| Private Offering
Debt Instrument [Line Items]
Aggregate principal amount			287,500,000
2027 Notes \| Over-Allotment Option
Debt Instrument [Line Items]
Aggregate principal amount			$ 37,500,000
Amended and Restated Loan and Security Agreement \| Hercules Capital, Inc \| Series B Convertible Preferred Stock
Debt Instrument [Line Items]
Warrants to purchase shares of Series B Convertible Preferred Stock \| shares				87,784
Strike price \| $ / shares				$ 5.13
Warrants agreement expiration date				2025-05
Amended and Restated Loan and Security Agreement \| Hercules Capital, Inc \| Term Loan
Debt Instrument [Line Items]
Loan agreement maximum borrowing capacity				$ 15,000,000
Interest rate terms					Prior to its repayment, the term loan accrued interest at the greater of (i) 8.7% per annum or (ii) 8.7% per annum plus the prime rate minus 4.75% per annum.
Interest rate					8.70%
Maturity date					May 01, 2022
Debt extinguishment amount paid		$ 16,100,000
Loss on debt extinguishment		$ 300,000
Amended and Restated Loan and Security Agreement \| Hercules Capital, Inc \| Term Loan \| Prime Rate
Debt Instrument [Line Items]
Variable interest rate					4.75%
Amended and Restated Loan and Security Agreement \| Hercules Capital, Inc \| Term Loan \| Maximum
Debt Instrument [Line Items]
Debt instrument fee amount					$ 1,200,000
Amended and Restated Loan and Security Agreement \| Hercules Capital, Inc \| If Repaid Prior to November 1, 2021
Debt Instrument [Line Items]
Debt instrument fee amount					$ 900,000

Stock Based Compensation - Schedule of Total Stock-based Compensation Costs (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock compensation expense	$ 5,113	$ 2,266	$ 14,048	$ 4,747
Sales and Marketing
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock compensation expense	1,135	335	3,071	690
Operations and Support
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock compensation expense	1,715	670	4,879	1,364
Product Development
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock compensation expense	1,097	488	3,119	979
General and Administrative
Employee Service Share Based Compensation Allocation Of Recognized Period Costs [Line Items]
Total stock compensation expense	$ 1,166	$ 773	$ 2,979	$ 1,714

Disaggregated Revenue Information (Tables)

9 Months Ended

Sep. 30, 2022

Revenue from Contract with Customer [Abstract]

Schedule of Disaggregated Revenue Information


	For the Three Months Ended September 30,		For The Nine Months Ended September 30,
	2022		2022
Marketplace revenue	$	84,060	$	224,073
Supplier service revenue		19,511		58,784
Total revenue	$	103,571	$	282,857

Basis of Presentation and Summary of Significant accounting Policies - Summary of Contract Liabilities (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2022 USD ($)
Accounting Policies [Abstract]
Contract Liabilities, Beginning balance	$ 7,863
Revenue recognized	(126,830)
Payments received in advance	129,567
Contract Liabilities, Ending balance	$ 10,600

Document and Entity Information - shares	9 Months Ended
Document and Entity Information - shares	Sep. 30, 2022	Nov. 02, 2022
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Sep. 30, 2022
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q3
Entity Registrant Name	XOMETRY, INC.
Entity Central Index Key	0001657573
Current Fiscal Year End Date	--12-31
Entity Filer Category	Non-accelerated Filer
Entity File Number	001-40546
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	32-0415449
Entity Address, Address Line One	7529 Standish Place
Entity Address, Address Line Two	Suite 200
Entity Address, City or Town	Derwood
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	20855
City Area Code	240
Local Phone Number	335-7914
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Small Business	false
Entity Emerging Growth Company	true
Entity Ex Transition Period	true
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		44,763,937
Document Quarterly Report	true
Document Transition Report	false
Title of 12(b) Security	Class A common stock, par value $0.000001 per share
Trading Symbol	XMTR
Security Exchange Name	NASDAQ

Condensed Consolidated Statements of Operations and Comprehensive Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021
Statement of Comprehensive Income [Abstract]
Revenue	$ 103,571	$ 56,727	$ 282,857	$ 151,238
Cost of revenue	62,670	42,233	171,321	115,033
Gross profit	40,901	14,494	111,536	36,205
Sales and marketing	21,416	9,828	58,846	26,250
Operations and support	11,620	5,775	36,158	15,594
Product development	7,613	4,376	22,698	12,131
General and administrative	15,126	8,778	43,143	18,343
Impairment of assets	325	0	444	0
Total operating expenses	56,100	28,757	161,289	72,318
Loss from operations	(15,199)	(14,263)	(49,753)	(36,113)
Other (expenses) income
Interest expense	(1,194)	(79)	(3,172)	(799)
Interest and dividend income	1,344	417	1,914	457
Other expenses	(289)	(786)	(1,733)	(1,021)
Income from unconsolidated joint venture	297		600
Total other income (expenses)	158	(448)	(2,391)	(1,363)
Loss before income taxes	(15,041)	(14,711)	(52,144)	(37,476)
Benefit for income taxes			559
Net loss	(15,041)	(14,711)	(51,585)	(37,476)
Net (loss) income attributable to noncontrolling interest	(4)		17
Net loss attributable to common stockholders	$ (15,037)	$ (14,711)	$ (51,602)	$ (37,476)
Net loss per share, basic	$ (0.32)	$ (0.33)	$ (1.10)	$ (1.87)
Net loss per share, diluted	$ (0.32)	$ (0.33)	$ (1.10)	$ (1.87)
Weighted-average number of shares outstanding used to compute net loss per share, basic	47,303,090	43,962,863	47,057,521	20,092,600
Weighted-average number of shares outstanding used to compute net loss per share, diluted	47,303,090	43,962,863	47,057,521	20,092,600
Comprehensive loss:
Foreign currency translation	$ (559)	$ (41)	$ (573)	$ (24)
Total other comprehensive loss	(559)	(41)	(573)	(24)
Net loss	(15,041)	(14,711)	(51,585)	(37,476)
Comprehensive loss	(15,600)	(14,752)	(52,158)	(37,500)
Comprehensive income attributable to noncontrolling interest	14		85
Total comprehensive loss attributable to common stockholders	$ (15,614)	$ (14,752)	$ (52,243)	$ (37,500)

Credit Concentrations - Additional Information (Details) - Customer	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022	Sep. 30, 2021	Sep. 30, 2022	Sep. 30, 2021	Dec. 31, 2021
Revenue \| Customer Concentration Risk
Concentration Risk [Line Items]
Number of customer accounted for more than 10%	0	0	0	0
Accounts Receivable \| Credit Concentration Risk
Concentration Risk [Line Items]
Number of customer accounted for more than 10%			0		0

Inventory

9 Months Ended

Sep. 30, 2022

Inventory Disclosure [Abstract]

Inventory

(4) Inventory

Inventory consists of raw materials, work-in-process, tools inventory and finished goods. Raw materials (plastics and metals) become manufactured products in the additive and subtractive manufacturing processes. Work in progress represents manufacturing costs associated with buyer orders that are not yet complete and materials purchased for suppliers. The tools inventory primarily consists of small consumable machine tools, cutting devices, etc. Finished goods represents product awaiting shipment. Inventory consists of the following as of September 30, 2022 and December 31, 2021 (in thousands):


	September 30,		December 31,
	2022		2021

Raw materials	$	162	$	105
Work-in-progress		4,809		1,324
Tools inventory		553		365
Finished goods		108		239
Total	$	5,632	$	2,033

Credit Concentrations

9 Months Ended

Sep. 30, 2022

Risks and Uncertainties [Abstract]

Credit Concentrations

(3) Credit Concentrations

Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of cash and accounts receivable. The Company maintains its cash, which at times may exceed federally insured limits, in deposit accounts at major financial institutions. Most of the Company’s buyers are located in the United States.

For the three and nine months ended September 30, 2022 and 2021, no single buyer accounted for more than 10% of the Company's revenue. As of September 30, 2022, and December 31, 2021, no single buyer accounted for more than 10% of the Company’s accounts receivable.

Acquisitions - Schedule of Unaudited Pro Forma Condensed Combined Financial Information (Details) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2021
Business Acquisition [Line Items]
Revenue	$ 73,649	$ 201,602
Net loss attributable to common stockholders	$ (14,164)	$ (38,187)

Net Loss Per Share Attributable to Common Stockholders

9 Months Ended

Sep. 30, 2022

Earnings Per Share [Abstract]

Net Loss Per Share Attributable to Common Stockholders

(12) Net Loss Per Share Attributable to Common Stockholders

The Company computes net loss per share of Class A common stock, Class B common stock and participating securities using the two-class method. Basic and diluted EPS are the same for each class of common stock and participating securities because they are entitled to the same liquidation and dividend rights. The following table sets forth the computation of basic and diluted net loss per share attributable to common stockholders (in thousands, except share and per share data):


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Net loss	$	(15,041	)	$	(14,711	)	$	(51,585	)	$	(37,476	)
Net (loss) income attributable to noncontrolling interest		(4	)		—			17			—
Net loss attributable to common stockholders	$	(15,037	)	$	(14,711	)	$	(51,602	)	$	(37,476	)
Weighted-average number of shares outstanding used to compute net loss per share attributable to common stockholders, basic and diluted		47,303,090			43,962,863			47,057,521			20,092,600
Net loss per share attributable to common stockholders, basic and diluted	$	(0.32	)	$	(0.33	)	$	(1.10	)	$	(1.87	)


	September 30,
	2022		2021
Stock options outstanding		2,865,598		3,478,115
Unvested restricted stock units		841,153		106,754
Warrants outstanding		87,784		112,026
Shares reserved for charitable contribution		301,993		382,525
Convertible notes		5,123,624		—
Total shares		9,220,152		4,079,420

Property and Equipment and Long-Lived Assets - Summary of Components of Property and Equipment (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Dec. 31, 2021
Property Plant And Equipment [Line Items]
Total	$ 29,171	$ 20,826
Less accumulated depreciation	(12,868)	(10,539)
Property and Equipment, net	16,303	10,287
Patents
Property Plant And Equipment [Line Items]
Total	$ 0	157
Property and equipment, Useful life	17 years
Technology Hardware
Property Plant And Equipment [Line Items]
Total	$ 2,710	2,220
Property and equipment, Useful life	3 years
Manufacturing Equipment
Property Plant And Equipment [Line Items]
Total	$ 3,022	2,946
Property and equipment, Useful life	5 years
Capitalized Software Development
Property Plant And Equipment [Line Items]
Total	$ 21,145	13,126
Property and equipment, Useful life	3 years
Leasehold Improvements
Property Plant And Equipment [Line Items]
Total	$ 1,258	1,222
Property and equipment, Useful Life	Shorter of usefullife or lease term
Furniture and Fixtures
Property Plant And Equipment [Line Items]
Total	$ 1,036	$ 1,155
Property and equipment, Useful life	7 years

Acquisitions

9 Months Ended

Sep. 30, 2022

Business Combinations [Abstract]

Acquisitions

(7) Acquisitions

Big Blue Saw

On November 1, 2021, the Company acquired Big Blue Saw subject to an Asset Purchase Agreement. The acquisition of Big Blue Saw extends our marketplace capabilities in water jet and laser cutting. The Company accounted for the acquisition as a business combination. The aggregate non-contingent portion of the purchase price was $1.5 million and was paid in cash and Class A common stock on the acquisition date. In addition, the purchase price included a contingent consideration arrangement to the former owner of Big Blue Saw up to a maximum amount of $1.0 million (undiscounted) in two installments on the first and second anniversary of the acquisition and is based on client conversions. The initial fair value of the contingent consideration of $0.9 million was estimated by applying an income valuation approach. The measurement is based on inputs that are not observable in the market (Level 3 inputs). Key assumptions made include (a) discount rate and (b) probability weighted assumptions about client conversions.

During the nine months ended September 30, 2022, the Company recorded an approximate $31,000 increase to the contingent consideration liability with a corresponding expense recognized in general and administrative expense on our Condensed Consolidated Statement of Operations and Comprehensive Loss. The Company re-evaluated the fair value of the contingent consideration based on current information available to the Company subsequent to our acquisition using a similar methodology as described above. As of September 30, 2022, and December 31, 2021, the total contingent consideration had a fair value of $0.9 million and $0.9 million, respectively.

The Company performed a preliminary valuation analysis of the fair market value of the acquired assets and liabilities of Big Blue Saw during the fourth quarter of 2021. The Company completed its valuation of the acquired assets and liabilities during the second quarter of 2022 and expects to finalize the settlement of the working capital during the fourth quarter of 2022. The settlement of the working capital, which is not expected to be material, will impact goodwill. No changes to the initial purchase price allocation were made during 2022.

FactoryFour

On November 5, 2021, the Company acquired FactoryFour subject to an Asset Purchase Agreement. FactoryFour provides a SaaS based solution to help manufacturers improve lead times and make strong, data-driven decisions through real-time production tracking. The Company accounted for the acquisition as a business combination. The aggregate non-contingent portion of the purchase price was $3.3 million and was paid in cash and Class A common stock on the acquisition date. In addition, the purchase price includes a contingent consideration arrangement to the former owners of FactoryFour up to a maximum amount of $2.5 million (undiscounted) in three installments on the first, second and third anniversary of the acquisition and is based on gross total orders. The fair value of the initial contingent consideration of $1.5 million was estimated by applying an option pricing model. The measurement is based on inputs that are not observable in the market (Level 3 inputs). Key assumptions made include (a) discount rate, (b) time to expiration, (c) stock price, (d) hurdle rate, (e) risk free rate, (f) volatility, (g) dividend rate and (f) assumptions about gross total orders.

During the nine months ended September 30, 2022, the Company recorded an approximate $0.4 million increase to the contingent consideration liability with a corresponding expense recognized in general and administrative expense on our Condensed Consolidated Statement of Operations and Comprehensive Loss. The Company re-evaluated the fair value of the contingent consideration based on current information available to the Company subsequent to our acquisition. To estimate the current fair value, we applied an income valuation approach. The measurement is based on inputs that are not observable in the market (Level 3 inputs). Key assumptions made include (a) discount rate and (b) probability weighted assumptions about gross total orders. As of September 30, 2022, and December 31, 2021, the total contingent consideration had a fair value of $1.9 million and $1.5 million, respectively.

The Company performed its initial valuation analysis of the fair market value of the acquired assets and liabilities of FactoryFour during the fourth quarter of 2021. The Company finalized its valuation analysis in the first quarter of 2022. No changes to the initial purchase price allocation were made during 2022.

Thomas

On December 9, 2021, the Company acquired Thomas subject to the merger agreement. Xometry leverages Thomas’ marketing and data services to deliver a suite of end-to-end services for suppliers with additional financial services and digital marketing products. The Company accounted for the acquisition as a business combination. The goodwill of $252.0 million arising from the acquisition of Thomas related to certain expected synergies which includes the ability to drive buyers and suppliers on to our platform and provide additional products and services. This goodwill, which is included in our U.S. reporting segment, is not expected to be deductible for tax purposes. The aggregate non-contingent portion of the purchase price was approximately $276.3 million and was paid in cash and Class A common stock on the acquisition date.

The Company performed a preliminary valuation analysis of the fair market value of the acquired assets and liabilities of Thomas during the fourth quarter of 2021. During the three months ended March 31, 2022, the Company recorded additional goodwill of approximately $0.6 million in connection with the identification of a deferred tax liability. This deferred tax liability was subsequently recognized into income during the three months ended March 31, 2022.

During the nine months ended September 30, 2022, the Company recognized measurement period adjustments primarily related to certain other assets and lease intangibles which resulted in additional goodwill of approximately $4.7 million. During the nine months ended September 30, 2022, the Company recorded an approximate $1.9 million one-time non-cash benefit in sales and marketing expense. The Company substantially completed its valuation of the acquired assets and liabilities during the third quarter of 2022 and expects to finalize the settlement of the working capital during the fourth quarter of 2022. The settlement of the working capital, which may be material, will impact goodwill.

The following table (in thousands) summarizes the consideration paid for Thomas and the preliminary fair value of the assets acquired and liabilities assumed on the acquisition date:


	Previously Reported			Purchase Price Allocation
	As of			Measurement Period
	December 31, 2021			Adjustment			As Adjusted
Consideration:
Cash	$	174,838		$	—		$	174,838
Fair value of Class A common stock		101,499			—			101,499
Fair value of consideration		276,337			—			276,337

Recognized amounts of identifiable assets acquired and liabilities assumed:
Current assets		18,244			(5,978	)		12,266
Property and equipment		890			—			890
Intangible assets		40,400			1,444			41,844
Right-of-use assets		24,130			—			24,130
Other long-term assets		250			(206	)		44
Investment in unconsolidated joint venture		4,156			—			4,156
Lease liabilities		(18,690	)		—			(18,690	)
Deferred tax liability		—			(559	)		(559	)
Income taxes payable		(1,647	)		—			(1,647	)
Other long-term liabilities		(281	)		—			(281	)
Contract liabilities		(6,634	)		—			(6,634	)
Current liabilities		(30,183	)		—			(30,183	)
Noncontrolling interest		(1,036	)		—			(1,036	)
Total identifiable net assets assumed		29,599			(5,299	)		24,300
Goodwill		246,738			5,299			252,037
Total	$	276,337		$	—		$	276,337

The following table (in thousands) summarizes the fair value of the identifiable intangible assets:


	Total		Estimated life
Customer relationships	$	36,600	15
Database		2,400	5
Trade name		800	10
Developed technology		600	5
Lease intangible assets		1,444	4
Total intangible assets	$	41,844

The estimated fair value of the intangible assets acquired was determined by the Company. The Company engaged a third‑party expert to assist with the valuation analysis. The Company used a relief from royalty method to estimate the fair values of the developed technology, database and tradename and a multi-period excess earnings method to estimate the fair value of the customer relationships. To estimate the fair value of the lease intangible assets the company used a discounted cash flow analysis. To measure the fair value of the noncontrolling interest, the Company used a market approach which considered historical revenues of the investee and market multiples (Level 3 inputs).

Thomas’ results of operations were included in the Company's consolidated financial statements from the date of acquisition, December 9, 2021. The following unaudited pro forma condensed combined financial information gives effect to the acquisition of Thomas as if it was consummated on January 1, 2020 (the beginning of the comparable prior reporting period), and includes pro forma adjustments related to the amortization of acquired intangible assets.


	For the Three Months Ended September 30,			For the Nine Months Ended September 30,
	2021			2021
	(unaudited)
Revenue	$	73,649		$	201,602
Net loss attributable to common stockholders		(14,164	)		(38,187	)

Basis of Presentation and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2022

Accounting Policies [Abstract]

Basis of Presentation and Summary of Significant Accounting Policies

(2) Basis of Presentation and Summary of Significant Accounting Policies

(a)

Basis of Presentation

Foreign Operations and Comprehensive Loss

Noncontrolling Interest

(b)

Use of Estimates

(c)

Business Combinations

(d)

Fair Value Measurements and Financial Instruments

Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets.

(e)

Marketable Securities

(f)

Accounts Receivable

Allowance For Credit Losses

The allowance for credit losses related to accounts receivable and changes were as follows (in thousands):



	2022			2021

Allowance for credit losses
Balance at beginning of year, January 1	$	809		$	569
Charge to provision accounts		1,020			295
Recoveries or other		(237	)		(55	)
Balance at period end, September 30 and December 31	$	1,592		$	809

(g)

Property and Equipment and Long-Lived Assets

(h)

Revenue

Sales tax collected from customers and remitted to governmental authorities is excluded from revenue.

Contract Liabilities

The following table is a summary of the contract liabilities as of December 31, 2021 and September 30, 2022 (in thousands):


Contract liabilities at December 31, 2021	$	7,863
Revenue recognized		(126,830	)
Payments received in advance		129,567
Contract liabilities at September 30, 2022	$	10,600

During the nine months ended September 30, 2022, the Company recognized approximately $7.2 million of revenue related to its contract liabilities at December 31, 2021.

Sales Contract Acquisition Costs

(i)

Cost of Revenue

Cost of revenue for supplier services primarily consists of internal and external production costs and website hosting.

(j)

Leases

Lease expense for lease payments is recognized on a straight-line basis over the term of the lease.

(k)

Sales and Marketing

(l)

Operations and Support

(m)

Product Development

(n)

General and Administrative

(o)

Stock Based Compensation

The Black-Scholes model considers several variables and assumptions in estimating the fair value of stock-based awards.

These variables include:

•

expected annual dividend yield;

•

expected volatility over the expected term;

•

expected term;

•

risk free interest rate;

•

per share value of the underlying common stock; and

•

exercise price.

(p)

Net Loss Per Share

(q)

Reclassifications

(r)

Recently Issued Accounting Standards

New Accounting Pronouncements Adopted in the Current Year

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2022	Sep. 30, 2021
Cash flows from operating activities:
Net loss	$ (51,585)	$ (37,476)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5,716	2,304
Impairment of assets	444	0
Reduction in carrying amount of right-of-use asset	5,351	912
Stock based compensation	14,048	4,747
Non-cash interest expense		111
Loss on debt extinguishment		272
Revaluation of contingent consideration	434
Income from unconsolidated joint venture	(100)
Donation of common stock	2,272	1,157
Unrealized loss on marketable securities	1,659	239
Non-cash income tax benefit	(559)
Loss on sale of property and equipment	71
Amortization of deferred costs on convertible notes	1,250
Deferred taxes benefit	(2)	0
Changes in other assets and liabilities:
Accounts receivable, net	(19,032)	(10,645)
Inventory	(3,680)	842
Prepaid expenses	(1,784)	(4,080)
Other assets	(3,922)	580
Accounts payable	(240)	(400)
Accrued expenses	5,591	3,931
Contract liabilities	2,777	1,053
Lease liabilities	(4,219)	(917)
Net cash used in operating activities	(45,510)	(37,370)
Cash flows from investing activities:
Purchase of marketable securities	(281,897)	(266,978)
Proceeds from sale of marketable securities	4
Purchases of property and equipment	(9,608)	(4,625)
Proceeds from sale of property and equipment	165
Net cash used in investing activities	(291,336)	(271,603)
Cash flows from financing activities:
Proceeds from initial public offering, net of underwriters' discount		325,263
Payments in connection with initial public offering		(3,995)
Proceeds from stock options exercised	3,317	1,787
Repayment of term loan		(16,136)
Proceeds from issuance of convertible notes	287,500
Costs incurred in connection with issuance of convertible notes	(9,309)
Payments on finance lease obligations	(2)	(9)
Net cash provided by financing activities	281,506	306,910
Effect of foreign currency translation on cash and cash equivalents	(425)	(33)
Net decrease in cash and cash equivalents	(55,765)	(2,096)
Cash and cash equivalents at beginning of the period	86,262	59,874
Cash and cash equivalents at end of the period	30,497	57,778
Supplemental cash flow information:
Cash paid for interest	$ 1,414	907
Non-cash investing activity:
Non-cash purchase of property and equipment		$ (19)

Property and Equipment and Long-Lived Assets

9 Months Ended

Sep. 30, 2022

Property, Plant and Equipment [Abstract]

Property and Equipment and Long-Lived Assets

(5) Property and Equipment and Long-Lived Assets

Property and equipment consist of the following as of September 30, 2022 and December 31, 2021 (in thousands):


		September 30,			December 31,
	Useful Life	2022			2021

Technology hardware	3 years	$	2,710		$	2,220
Manufacturing equipment	5 years		3,022			2,946
Capitalized software development	3 years		21,145			13,126
Patent	17 years		—			157
Leasehold improvements	Shorter of useful life or lease term		1,258			1,222
Furniture and fixtures	7 years		1,036			1,155
Total			29,171			20,826
Less accumulated depreciation			(12,868	)		(10,539	)
Property and Equipment, net		$	16,303		$	10,287

Depreciation expense for the three and nine months ended September 30, 2022 and 2021 was as follows (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Cost of revenue	$	41	$	21	$	99	$	70
Sales and marketing		-		-		-		11
Operations and support		15		31		43		118
Product development		753		632		2,180		1,793
General and administrative		147		64		512		108
Total depreciation expense	$	956	$	748	$	2,834	$	2,100

Income Taxes

9 Months Ended

Sep. 30, 2022

Income Tax Disclosure [Abstract]

Income Taxes

(11) Income Taxes

A full valuation allowance has been established against our net U.S. federal and state deferred tax assets and foreign deferred tax assets, including net operating loss carryforwards.

During the nine months ended September 30, 2022, the Company has a $0.6 million income tax benefit in the U.S. The Company had no current or deferred income tax benefit or expense in the U.S. or outside the U.S. for the nine months ended September 30, 2021. This estimated annual effective tax rate of 0%, which excludes the impact of the $0.6 million discrete adjustment, differs from the U.S. federal statutory rate primarily due to the effects of certain permanent items, foreign tax rate differences, and increases in the valuation allowance against deferred tax assets.

Net Operating Loss and Credit Carryforwards

As of December 31, 2021, the Company has net operating loss (“NOL”) carryforwards for U.S. federal income tax purposes, and similar state amounts, of approximately $195.7 million available to reduce future income subject to income taxes before limitations. As of December 31, 2021, the Company had a net operating loss carryforward for tax purposes related to its foreign subsidiary of $20.5 million. U.S. federal net operating carryforwards generated prior to 2018 in the approximate amount of $71.9 million will begin to expire, if not utilized, in 2022. Our non-U.S. net operating loss and U.S. federal net operating losses post 2017 have an indefinite life. The Company expects $128.4 million of legacy Xometry U.S. federal net operating losses to be available to offset future taxable income. During the three months ended September 30, 2022, management completed its evaluation of any limitations on the ability of the Company to utilize the Thomas subsidiary net operating loss carryforward of $67.3 million. As a result of this evaluation, management has determined that the annual limitation, as determined under Section 382 of the Internal Revenue Code, would not prevent the Company from utilizing the net operating losses before expiration to the extent the Company is able to generate sufficient future taxable income.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI https://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI https://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI https://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI https://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI https://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI https://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Debt Commitments and Contingencies - Schedule of Carrying Value and Estimated Fair Value of Notes (Details) $ in Thousands	Sep. 30, 2022 USD ($)
Debt Instrument [Line Items]
Carrying Value	$ 279,441
2027 Notes
Debt Instrument [Line Items]
Carrying Value	279,441
2027 Notes \| Level 3
Debt Instrument [Line Items]
Fair Value	$ 265,609

Segments (Tables)

9 Months Ended

Sep. 30, 2022

Segment Reporting [Abstract]

Summary of Segment Information

The following tables reflect certain segment information for the three and the nine months ended September 30, 2022 and 2021 (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2022		2021		2022		2021
Revenue
U.S.	$	94,829	$	51,739	$	258,553	$	140,266
International		8,742		4,988		24,304		10,972
Total	$	103,571	$	56,727	$	282,857	$	151,238


	Three Months Ended September 30,						Nine Months Ended September 30,
	2022			2021			2022			2021
Segment Losses
U.S.	$	(10,732	)	$	(12,550	)	$	(36,977	)	$	(30,152	)
International		(4,305	)		(2,161	)		(14,625	)		(7,324	)
Total	$	(15,037	)	$	(14,711	)	$	(51,602	)	$	(37,476	)

Condensed Consolidated Statements of Changes in Convertible Preferred Stock and Stockholders' Equity (Deficit) (Unaudited) - USD ($) $ in Thousands	Total	Initial Public Offering	Common Stock	Common Stock Initial Public Offering	Additional Paid-In Capital	Additional Paid-In Capital Initial Public Offering	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit	Total Stockholders' (Deficit) Equity	Total Stockholders' (Deficit) Equity Initial Public Offering	Noncontrolling Interest	Convertible Preferred Stock Seed-1, Seed-2, Series A-1, Series A-2, Series B, Series C, Series D, Series E	Convertible Preferred Stock Seed-1, Seed-2, Series A-1, Series A-2, Series B, Series C, Series D, Series E Initial Public Offering	Class A - Common Stock	Class A - Common Stock Initial Public Offering	Class B - Common Stock	Class B - Common Stock Initial Public Offering
Temporary equity, Balance at Dec. 31, 2020												$ 160,713
Temporary equity, Balance, Shares at Dec. 31, 2020												27,758,941
Balance at Dec. 31, 2020	$ (111,249)				$ 503		$ 210	$ (111,962)	$ (111,249)
Balance, Shares at Dec. 31, 2020			7,755,782
Conversion of convertible preferred stock in connection with the initial public offering		$ 160,713				$ 160,713				$ 160,713			$ (160,713)
Conversion of convertible preferred stock in connection with the initial public offering, Shares													(27,758,941)		27,351,633		407,308
Exercise of common stock options	1,787				1,787				1,787
Exercise of common stock options, Shares			910,015											39,744
Conversion of common stock in connection with the initial public offering, Shares				(8,665,797)											6,396,951		2,268,846
Issuance of common stock in connection with the initial public offering, net of underwriters' discount		325,263				325,263				325,263
Issuance of common stock in connection with the initial public offering, net of underwriters' discount, Shares															7,906,250
Donated common stock	1,157				1,157				1,157
Donated common stock, Shares														20,133
Costs of initial public offering	(3,995)				(3,995)				(3,995)
Stock based compensation	4,747				4,747				4,747
Comprehensive loss:
Foreign currency translation	(24)						(24)		(24)
Net loss	(37,476)							(37,476)	(37,476)
Comprehensive loss	(37,500)								(37,500)
Balance at Sep. 30, 2021	340,923				490,175		186	(149,438)	340,923
Balance, Shares at Sep. 30, 2021														41,714,711		2,676,154
Temporary equity, Balance at Jun. 30, 2021												$ 160,713
Temporary equity, Balance, Shares at Jun. 30, 2021												27,758,941
Balance at Jun. 30, 2021	(130,185)				4,315		227	(134,727)	(130,185)
Balance, Shares at Jun. 30, 2021			8,665,797
Conversion of convertible preferred stock in connection with the initial public offering		160,713				160,713				160,713			$ (160,713)
Conversion of convertible preferred stock in connection with the initial public offering, Shares													(27,758,941)		27,351,633		407,308
Exercise of common stock options	$ 456				$ 456				$ 456
Exercise of common stock options, Shares														39,744
Conversion of common stock in connection with the initial public offering, Shares				(8,665,797)											6,396,951		2,268,846
Issuance of common stock in connection with the initial public offering, net of underwriters' discount		$ 325,263				$ 325,263				$ 325,263
Issuance of common stock in connection with the initial public offering, net of underwriters' discount, Shares															7,906,250
Donated common stock, Shares	1,157				1,157				1,157					20,133
Costs of initial public offering	$ (3,995)				$ (3,995)				$ (3,995)
Stock based compensation	2,266				2,266				2,266
Comprehensive loss:
Foreign currency translation	(41)						(41)		(41)
Net loss	(14,711)							(14,711)	(14,711)
Comprehensive loss	(14,752)								(14,752)
Balance at Sep. 30, 2021	340,923				490,175		186	(149,438)	340,923
Balance, Shares at Sep. 30, 2021														41,714,711		2,676,154
Balance at Dec. 31, 2021	425,483				597,641		149	(173,341)	424,449		$ 1,034
Balance, Shares at Dec. 31, 2021														43,998,404		2,676,154
Exercise of common stock options	$ 3,317				3,317				3,317
Exercise of common stock options, Shares	607,114													662,606
Donated common stock	$ 2,272				2,272				2,272
Donated common stock, Shares														60,399
Stock based compensation	14,048				14,048				14,048
Comprehensive loss:
Foreign currency translation	(573)						(641)		(641)		68
Net loss	(51,585)							(51,602)	(51,602)		17
Comprehensive loss	(52,158)								(52,243)		85
Balance at Sep. 30, 2022	392,962				617,278		(492)	(224,943)	391,843		1,119
Balance, Shares at Sep. 30, 2022														44,721,409		2,676,154
Balance at Jun. 30, 2022	401,615				610,331		85	(209,906)	400,510		1,105
Balance, Shares at Jun. 30, 2022														44,545,080		2,676,154
Exercise of common stock options	847				847				847
Exercise of common stock options, Shares														156,196
Donated common stock	987				987				987
Donated common stock, Shares														20,133
Stock based compensation	5,113				5,113				5,113
Comprehensive loss:
Foreign currency translation	(559)						(577)		(577)		18
Net loss	(15,041)							(15,037)	(15,037)		(4)
Comprehensive loss	(15,600)								(15,614)		14
Balance at Sep. 30, 2022	$ 392,962				$ 617,278		$ (492)	$ (224,943)	$ 391,843		$ 1,119
Balance, Shares at Sep. 30, 2022														44,721,409		2,676,154

Basis of Presentation and Summary of Significant Accounting Policies - Additional Information (Details)	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2022 USD ($)	Sep. 30, 2021 USD ($)	Sep. 30, 2022 USD ($) Segment	Sep. 30, 2021 USD ($)	Dec. 31, 2021 USD ($)	Dec. 09, 2021
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Number of reportable segments \| Segment			2
Marketable securities	$ 310,694,000		$ 310,694,000		$ 30,465,000
Unrealized losses related to marketable securities			1,659,000	$ 239,000
Property and equipment includes capitalized internal-use software development costs			7,900,000		5,200,000
Impairment of assets	325,000	$ 0	444,000	0
Revenue, net of estimated returns, refunds and allowances	300,000		300,000		200,000
Revenue recognized related to contract liabilities			7,200,000
Amortization of deferred sales commissions	1,600,000		3,100,000
Advertising costs	8,300,000	5,500,000	$ 23,300,000	14,400,000
Requisite service period			4 years
Software Projects
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Property, plant and equipment, useful life			3 years
Impairments related to abandoned assets	300,000		$ 400,000
Software Projects \| U.S.
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Impairments related to abandoned assets	36,000		100,000
Software Projects \| International
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Impairments related to abandoned assets	$ 300,000		300,000
Thomas
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Benefit related to adjustments in fair value of assets			$ 1,900,000
Sales Contract Acquisition Costs \| New Customers
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Sales contract acquisition costs, amortization period	2 years		2 years
Sales Contract Acquisition Costs \| Existing Customers
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Sales contract acquisition costs, amortization period over contract renewal	1 year		1 year
Accounting Standards Update 2020-06
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true		true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jan. 01, 2022		Jan. 01, 2022
Accounting Standards Update 2016-13
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]	true		true
Change in Accounting Principle, Accounting Standards Update, Adoption Date	Jul. 01, 2022		Jul. 01, 2022
Change in Accounting Principle, Accounting Standards Update, Immaterial Effect [true false]	true		true
Other Expenses
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Unrealized losses related to marketable securities	$ (500,000)	$ (200,000)	$ (1,700,000)	$ (200,000)
Level 1
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Marketable securities	$ 310,700,000		$ 310,700,000		$ 30,500,000
Incom Co., LTD
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Ownership percentage						66.67%
Maximum
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Property, plant and equipment, useful life			7 years
Minimum
Basis of Presentation and Summary of Significant Accounting Policies [Abstract]
Property, plant and equipment, useful life			3 years