UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
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(Exact Name of Registrant as Specified in Its Charter)
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Registrant’s Telephone Number, Including Area Code: |
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
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Trading |
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition.
On February 29, 2024, Xometry, Inc. (the “Company”) issued a press release announcing its fourth quarter and full year ended December 31, 2023 financial results. A copy of the press release is furnished as Exhibit 99.1 to this report.
Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.
On February 29, 2024, the Company announced that James Miln has been appointed to serve as the Company’s Chief Financial Officer, principal financial officer and principal accounting officer, effective as of March 1, 2024 (the “Effective Date”). Mr. Miln will succeed James Rallo, who notified the Company of his decision to retire from his position as the Company’s Chief Financial Officer on February 26, 2024, effective as of the Effective Date. To assist in the transition to Mr. Miln, Mr. Rallo will continue serving as an employee of the Company for a period of up to 60 days from the Effective Date.
Mr. Miln, age 50, served in various roles at Yelp Inc. (“Yelp”) from February 2019 to February 2024, including most recently as its Senior Vice President, Finance and Investor Relations from January 2021 to February 2024. Mr. Miln also served as Yelp’s Vice President, Financial Planning and Analysis, from February 2019 to January 2021, and as Yelp’s Interim Chief Financial Officer from September 2019 to February 2020. Prior to joining Yelp, Mr. Miln served as Senior Director, Investor Relations at eBay Inc. from August 2017 to January 2019. From May 2011 to July 2017, Mr. Miln held various positions at Yahoo Inc., including Senior Finance Director, Global Product Group (May 2011 to May 2012); Senior Finance Director, Global Revenue Planning, Reporting & Analysis (June 2012 to June 2014); and Senior Director, Investor Relations (July 2014 to July 2017, serving as department head from October 2016 to July 2017). Mr. Miln also served in various roles in Yahoo Inc.’s European business from 2007 until April 2011. Mr. Miln is a Chartered Management Accountant (ACMA, CGMA), holds the Investor Relations Charter and earned a B.A. in Classics from Cambridge University, England.
In connection with his appointment as our Chief Financial Officer, Mr. Miln has entered into an employment agreement with the Company, dated December 14, 2023 (the “Employment Agreement”). Pursuant to the Employment Agreement, Mr. Miln will receive an initial base salary of $425,000, a one-time sign-on bonus of $125,000 and an annual discretionary bonus with a target amount equal to 65% of his annual base salary. Within 30 days of the Effective Date, Mr. Miln will be granted an initial equity award of restricted stock units (“RSUs”) under the Company’s 2021 Equity Incentive Plan (the “Plan”) with an aggregate value of $1,750,000 (the “Initial RSU Award”) on the date of grant (the “Grant Date”), based on the trading-day average share price on the Nasdaq Global Select Market (“Nasdaq”) for the 20-trading-day period ending on the day prior to the Grant Date. The Initial RSU Award will vest over three years with 60% of the total shares subject to the award vesting on the first anniversary of the Effective Date, 30% of the total shares subject to the award vesting on the second anniversary of the Effective Date, and 10% of the total shares subject to the award vesting on the third anniversary of the Effective Date, in each case subject to Mr. Miln’s continued service with the Company through such vesting date. Mr. Miln will also be granted equity in a combination of RSUs and/or performance stock units under the Plan with an aggregate value of $1,750,000 (the “Refresh Award”) on the Grant Date, based on the trading-day average share price on Nasdaq for the 20-trading-day period ending on the day prior to the Grant Date. The vesting and other terms for the Refresh Award will be substantively consistent with such terms as applicable to the annual equity grants made to the Company’s other executive officers.
Pursuant to the Employment Agreement, Mr. Miln is also entitled to certain payments and benefits upon a qualifying termination of employment or a Change in Control (as defined in the Plan). If we terminate Mr. Miln’s employment without Cause or Mr. Miln resigns for Good Reason (each as defined in the Employment Agreement), in either case outside of the period beginning three months prior to and ending twelve months after a Change in Control (such period, the “Change In Control Measurement Period”), then he will be eligible to receive the following severance benefits: (1) twelve months of base salary, less applicable tax withholdings and paid in accordance with our regular payroll practices; (2) an amount equal to Mr. Miln’s prorated annual performance bonus for the calendar year in which the termination occurs, calculated based on the number of days Mr. Miln was employed during the applicable calendar year, less applicable tax withholdings; and (3) up to twelve months of the employer portion of COBRA premiums paid by us. In addition, if we terminate Mr. Miln’s employment without Cause or Mr. Miln resigns for Good Reason within the Change In Control Measurement Period, then, in addition to the foregoing benefits, (1) Mr. Miln will also be eligible to receive an amount equal to 100% of his target annual performance bonus for the calendar year in which the termination occurs, less applicable tax withholdings; (2) all of the outstanding and unvested time-based equity awards held by Mr. Miln immediately prior to the termination date will become fully vested and immediately exercisable; and (3) all of the outstanding and unvested performance-based equity awards held by Mr. Miln immediately prior to the termination date will become fully vested and immediately exercisable as if the performance metrics were achieved at 100%. As a condition to receiving the severance benefits set forth above, Mr. Miln must sign and comply with a separation agreement in a form presented by us, containing among other terms a general release of claims.
There is no arrangement or understanding between Mr. Miln and any other person pursuant to which he was selected as the Company’s Chief Financial Officer, and there is no family relationship between Mr. Miln and any of the Company’s other executive
officers or directors. Other than with respect to the Employment Agreement, there are no transactions between Mr. Miln and the Company that would be required to be reported under Item 404(a) of Regulation S-K.
In connection with his appointment as Chief Financial Officer, Mr. Miln and the Company will enter into the Company’s standard form of indemnification agreement, a copy of which was filed as Exhibit 10.15 to the Company’s Registration Statement on Form S-1 (File No. 333-256769), which requires the Company to indemnify Mr. Miln, to the fullest extent permitted by Delaware law, for certain liabilities to which he may become subject as a result of his affiliation with the Company.
The foregoing description of the Employment Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the complete text of the Employment Agreement, a copy of which the Company expects to file with its Quarterly Report on Form 10-Q for the quarter ending March 31, 2024, and upon filing will be incorporated herein by reference.
Item 7.01. Regulation FD Disclosure.
On February 29, 2024, the Company issued a press release announcing the appointment of Mr. Miln as the Company’s Chief Financial Officer. A copy of the press release is furnished as Exhibit 99.2 to this Current Report on Form 8-K.
The information set forth under Items 2.02 and 7.01 and in the accompanying Exhibits 99.1 and 99.2 is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in such filing, except as otherwise expressly stated in such filing.
Item 9.01 Financial Statements and Exhibits.
Exhibit No. |
Description |
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
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XOMETRY, INC. |
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Date: |
February 29, 2024 |
By: |
/s/ Randolph Altschuler |
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Randolph Altschuler |
Exhibit 99.1
Xometry Reports Fourth Quarter and Full Year 2023 Results
NORTH BETHESDA, MD., February 29, 2024 /Globe Newswire/-- Xometry, Inc. (NASDAQ:XMTR), the global AI-powered marketplace connecting enterprise buyers with suppliers of manufacturing services, today reported financial results for the fourth quarter and full year ended December 31, 2023.
“In Q4 2023, we delivered record financial results including our highest revenue and gross profit in Xometry history,“ said Randy Altschuler, Xometry’s CEO. ”Xometry's strong 31% revenue growth was driven by accelerated 42% marketplace growth. We improved operating leverage, reducing Q4 Adjusted EBITDA loss by 32% quarter-over-quarter. Powered by AI, our marketplace continues to gain significant market share as buyers and suppliers realize the value, convenience and resiliency of our platform. While we have seen a softer start to the year as reflected in our outlook, we remain confident in our initiatives to drive long term profitable growth.”
Fourth Quarter 2023 Financial Highlights
1
Fourth Quarter 2023 Business Highlights
Full Year Financial Highlights
2
Full Year Business Highlights
3
Financial Summary(1)
(In thousands, except per share amounts)
(Unaudited)
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For the Three Months |
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For the Year |
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2023 |
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2022 |
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% Change |
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2023 |
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2022 |
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% Change |
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Consolidated |
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Revenue |
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$ |
128,145 |
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$ |
98,061 |
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31 |
% |
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$ |
463,406 |
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$ |
380,921 |
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22 |
% |
Gross profit |
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49,085 |
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35,202 |
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39 |
% |
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178,259 |
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145,991 |
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22 |
% |
Net loss attributable to common stockholders |
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(10,551 |
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(25,813 |
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59 |
% |
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(67,472 |
) |
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(79,059 |
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15 |
% |
EPS, basic and diluted, of Class A and Class B common stock |
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(0.22 |
) |
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(0.54 |
) |
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59 |
% |
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(1.41 |
) |
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(1.68 |
) |
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16 |
% |
Adjusted EBITDA(2) |
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(2,850 |
) |
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(15,639 |
) |
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82 |
% |
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(27,490 |
) |
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(44,799 |
) |
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39 |
% |
Non-GAAP net loss(2) |
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(400 |
) |
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(15,119 |
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97 |
% |
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(19,355 |
) |
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(43,131 |
) |
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55 |
% |
Non-GAAP EPS, basic and diluted(2), of Class A and Class B common stock |
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(0.01 |
) |
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(0.32 |
) |
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97 |
% |
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(0.40 |
) |
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(0.91 |
) |
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56 |
% |
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Marketplace |
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Revenue |
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$ |
112,090 |
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$ |
79,148 |
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42 |
% |
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$ |
394,754 |
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$ |
303,223 |
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30 |
% |
Cost of revenue |
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77,024 |
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58,323 |
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(32 |
)% |
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273,264 |
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217,779 |
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(25 |
)% |
Gross Profit |
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$ |
35,066 |
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$ |
20,825 |
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68 |
% |
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$ |
121,490 |
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$ |
85,444 |
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42 |
% |
Gross Margin |
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31.3 |
% |
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26.3 |
% |
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5.0 |
% |
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30.8 |
% |
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28.2 |
% |
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2.6 |
% |
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Supplier services |
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Revenue |
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$ |
16,055 |
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$ |
18,913 |
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(15 |
)% |
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$ |
68,652 |
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$ |
77,698 |
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(12 |
)% |
Cost of revenue |
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2,036 |
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4,536 |
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55 |
% |
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11,883 |
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17,151 |
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31 |
% |
Gross Profit |
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$ |
14,019 |
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$ |
14,377 |
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(2 |
)% |
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$ |
56,769 |
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$ |
60,547 |
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(6 |
)% |
Gross Margin |
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87.3 |
% |
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76.0 |
% |
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11.3 |
% |
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82.7 |
% |
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77.9 |
% |
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4.8 |
% |
Key Operating Metrics(3):
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As of December 31, |
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2023 |
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2022 |
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% |
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Active Buyers(4) |
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55,458 |
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40,664 |
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36 |
% |
Percentage of Revenue from Existing Accounts(4) |
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96 |
% |
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96 |
% |
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Accounts with Last Twelve-Months Spend of at Least $50,000(4) |
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1,331 |
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1,027 |
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30 |
% |
Active Paying Suppliers(4)(5) |
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7,271 |
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7,715 |
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(6 |
)% |
Financial Guidance and Outlook:
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Q1 2024 |
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(in millions) |
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Low |
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High |
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Revenue |
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$ |
118 |
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$ |
120 |
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Adjusted EBITDA |
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$ |
(9 |
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$ |
(7 |
) |
4
Xometry’s first quarter 2024 and full year 2024 financial outlook is based on a number of assumptions that are subject to change and many of which are outside of its control. If actual results vary from these assumptions, Xometry’s expectations may change. There can be no assurance that Xometry will achieve these results.
Reconciliation of Adjusted EBITDA on a forward-looking basis to net loss, the most directly comparable GAAP measure, is not available without unreasonable efforts due to the high variability and complexity and low visibility with respect to the charges excluded from this non-GAAP measure; in particular, the effects of stock-based compensation expense specific to equity compensation awards that are directly impacted by unpredictable fluctuations in Xometry’s stock price. Xometry expects the variability of the above charges to have a significant, and potentially unpredictable, impact on its future GAAP financial results.
Use of Non-GAAP Financial Measures
To supplement its consolidated financial statements, which are prepared and presented in accordance with generally accepted accounting principles in the United States of America (“GAAP”), Xometry, Inc. (“Xometry”, the “Company”, “we” or “our”) uses Adjusted EBITDA, non-GAAP net loss and non-GAAP Earnings Per Share, which are considered non-GAAP financial measures, as described below. These non-GAAP financial measures are presented to enhance the user’s overall understanding of Xometry’s financial performance and should not be considered a substitute for, nor superior to, the financial information prepared and presented in accordance with GAAP. The non-GAAP financial measures presented in this release, together with the GAAP financial results, are the primary measures used by the Company’s management and board of directors to understand and evaluate the Company’s financial performance and operating trends, including period-to-period comparisons, because they exclude certain expenses and gains that management believes are not indicative of the Company’s core operating results. Management also uses these measures to prepare and update the Company’s short and long term financial and operational plans, to evaluate investment decisions, and in its discussions with investors, commercial bankers, equity research analysts and other users of the Company’s financial statements. Accordingly, the Company believes that these non-GAAP financial measures provide useful information to investors and others in understanding and evaluating the Company’s operating results in the same manner as the Company’s management and in comparing operating results across periods and to those of Xometry’s peer companies. In addition, from time to time we may present adjusted information (for example, revenue growth) to exclude the impact of certain gains, losses or other changes that affect period-to-period comparability of our operating performance.
The use of non-GAAP financial measures has certain limitations because they do not reflect all items of income and expense, or cash flows, that affect the Company’s financial performance and operations. Additionally, non-GAAP financial measures do not have standardized meanings, and therefore other companies, including peer companies, may use the same or similarly named measures but exclude or include different items or use different computations. Management compensates for these limitations by reconciling these non-GAAP financial measures to their most comparable GAAP financial measures in the tables captioned “Reconciliations of Non-GAAP Financial Measures” included at the end of this release. Investors and others are encouraged to review the Company’s financial information in its entirety and not rely on a single financial measure.
5
Key Terms for our Key Metrics and Non-GAAP Financial Measures
Marketplace revenue: includes the sale of parts and assemblies on our platform.
Supplier service revenue: includes the sales of marketing and advertising services and, to a lesser extent, financial service products, SaaS-based solutions and the sale of supplies, which was discontinued during the second quarter of 2023.
Active Buyers: The Company defines “buyers” as individuals who have placed an order to purchase on-demand parts or assemblies on our marketplace. The Company defines Active Buyers as the number of buyers who have made at least one purchase on our marketplace during the last twelve months.
Active Suppliers: The Company defines “suppliers” as individuals or businesses that have been approved by us to either manufacture a product on our platform for a buyer or have utilized our supplier services, including our digital marketing services, data services, financial services or supplies. The Company defines Active Suppliers as suppliers that have used our platform at least once during the last twelve months to manufacture a product or buy tools or supplies. We adjusted the number of our 2022 active suppliers in 2023 to reflect an immaterial correction.
Percentage of Revenue from Existing Accounts: The Company defines an “account” as an individual entity, such as a sole proprietor with a single buyer or corporate entities with multiple buyers, having purchased at least one part on our marketplace. The Company defines an existing account as an account where at least one buyer has made a purchase on our marketplace.
Accounts with Last Twelve-Month Spend of At Least $50,000: The Company defines Accounts with Last Twelve-Month Spend of At Least $50,000 as an account that has spent at least $50,000 on our marketplace in the most recent twelve-month period.
Active Paying Suppliers: The Company defines Active Paying Suppliers as individuals or businesses who have purchased one or more of our supplier services, including digital marketing services, data services, financial services or supplies on our platforms, during the last twelve months.
Adjusted earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA): The Company defines Adjusted EBITDA as net loss, adjusted for interest expense, interest and dividend income and other expenses, income tax provision (benefit), and certain other non-cash or non-recurring items impacting net loss from time to time, principally comprised of depreciation and amortization, amortization of lease intangible, stock-based compensation, charitable contributions of common stock, income from unconsolidated joint venture, impairment of assets, lease abandonment, restructuring charges, costs to exit the supplies business and acquisition and other adjustments not reflective of the Company’s ongoing business, such as adjustments related to purchase accounting, the revaluation of contingent consideration and transaction costs.
Non-GAAP net loss: The Company defines non-GAAP net loss as net loss adjusted for depreciation and amortization, stock-based compensation, amortization of lease intangible, amortization of deferred costs on convertible notes, loss on marketable securities, loss on sale of property and equipment, charitable contributions of common stock, impairment of assets, lease abandonment and termination costs, restructuring charges, costs to exit the supplies business and acquisition and other adjustments not reflective of the Company’s ongoing business, such as adjustments related to purchase accounting, the revaluation of contingent consideration and transaction costs.
Non-GAAP Earnings Per Share, basic and diluted (Non-GAAP EPS, basic and diluted): The Company calculates non-GAAP earnings per share, basic and diluted as non-GAAP net loss divided by weighted average number of common stock outstanding.
Management believes that the exclusion of certain expenses and gains in calculating Adjusted EBITDA, non-GAAP net loss and non-GAAP EPS, basic and diluted provides a useful measure for period-to-period comparisons of the Company’s underlying core revenue and operating costs that is focused more closely on the current costs necessary to operate the Company’s businesses and reflects its ongoing business in a manner that allows for meaningful analysis of trends. Management also believes that excluding certain non-cash charges can be useful because the amount of such expenses is the result of long-term investment decisions made in previous periods rather than day-to-day operating decisions.
6
About Xometry
Xometry’s (NASDAQ:XMTR) AI-powered marketplace, popular Thomasnet® industrial sourcing platform and suite of cloud-based services are rapidly digitizing the $2 trillion manufacturing industry. Xometry provides manufacturers the critical resources they need to grow their business and makes it easy for buyers to create locally resilient supply chains. The Xometry Instant Quoting Engine® leverages millions of pieces of data to analyze complex parts in real-time, matches buyers with the right suppliers globally, and provides accurate pricing and lead times. Learn more at www.xometry.com or follow @xometry.
Conference Call and Webcast Information
The Company will host a conference call and webcast to discuss the results at 8:30 a.m. ET (5:30 a.m. PT) on February 29, 2024. In addition to issuing a press release, the Company will post an earnings presentation to its investor website at investors.xometry.com.
Xometry, Inc. Fourth Quarter and Full Year 2023 Earnings Presentation and Conference Call
Cautionary Information Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which statements involve substantial risks and uncertainties. Forward-looking statements generally relate to future events or our future financial or operating performance. In some cases, you can identify forward-looking statements because they contain words such as “may,” “will,” “should,” “expect,” “plan,” “anticipate,” “could,” “would,” “intend,” “target,” “project,” “contemplate,” “believe,” “estimate,” “predict,” “potential” or “continue” or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements in this press release include, but are not limited to, our beliefs regarding our financial position and operating performance, including our outlook and guidance for the first quarter 2024, our expectations regarding our full year marketplace and supplier services revenue and our ability to achieve Adjusted EBITDA profitability in the third quarter of 2024; our initiatives for growth; the impact of the appointment of James Miln on our long-term growth and profitability; and statements regarding our strategy, products and platform capabilities. Our expectations and beliefs regarding these matters may not materialize, and actual results in future periods are subject to risks and uncertainties that could cause actual results to differ materially from those projected, including risks and uncertainties related to: competition, managing our growth, financial performance, our ability to forecast our performance due to our limited operating history, investments in new products or offerings, our ability to attract buyers and sellers to our marketplace, legal proceedings and regulatory matters and developments, any future changes to our business or our financial or operating model, our brand and reputation, and the impact of fluctuations in general macroeconomic conditions, such as the current inflationary environment and rising interest rates. The forward-looking statements contained in this press release are also subject to other risks and uncertainties that could cause actual results to differ from the results predicted, including those more fully described in our filings with the SEC, including our Annual Report on Form 10-K for the year ended December 31, 2023, our Quarterly Reports on Form 10-Q, and other filings and reports that we may file from time to time with the SEC. All forward-looking statements in this press release are based on information available to Xometry and assumptions and beliefs as of the date hereof, and we disclaim any obligation to update any forward-looking statements, except as required by law.
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Investor Contact: |
Media Contact: |
Shawn Milne VP Investor Relations 240-335-8132 shawn.milne@xometry.com |
Matthew Hutchison Corporate Communications for Xometry 415-583-2119 matthew.hutchison@xometry.com |
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7
Xometry, Inc. and Subsidiaries(1)
Consolidated Balance Sheets
(In thousands, except share and per share data)
(Unaudited)
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December 31, |
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December 31, |
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2023 |
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2022 |
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Assets |
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Current assets: |
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Cash and cash equivalents |
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$ |
53,424 |
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$ |
65,662 |
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Marketable securities |
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215,352 |
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253,770 |
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Accounts receivable, less allowance for credit losses of $2.4 million and $2.0 million as of December 31, 2023 and 2022 |
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70,102 |
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49,277 |
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Inventory |
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2,885 |
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1,571 |
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Prepaid expenses |
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5,571 |
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7,591 |
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Other current assets |
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8,897 |
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9,373 |
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Total current assets |
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356,231 |
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387,244 |
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Property and equipment, net |
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35,637 |
|
|
|
19,079 |
|
Operating lease right-of-use assets |
|
|
12,251 |
|
|
|
25,923 |
|
Investment in unconsolidated joint venture |
|
|
4,114 |
|
|
|
4,068 |
|
Intangible assets, net |
|
|
35,768 |
|
|
|
39,351 |
|
Goodwill |
|
|
262,915 |
|
|
|
258,036 |
|
Other assets |
|
|
471 |
|
|
|
413 |
|
Total assets |
|
$ |
707,387 |
|
|
$ |
734,114 |
|
Liabilities and stockholders’ equity |
|
|
|
|
|
|
||
Current liabilities: |
|
|
|
|
|
|
||
Accounts payable |
|
$ |
24,710 |
|
|
$ |
12,437 |
|
Accrued expenses |
|
|
41,845 |
|
|
|
33,433 |
|
Contract liabilities |
|
|
7,357 |
|
|
|
8,729 |
|
Income taxes payable |
|
|
2,484 |
|
|
|
3,956 |
|
Operating lease liabilities, current portion |
|
|
6,799 |
|
|
|
5,471 |
|
Total current liabilities |
|
|
83,195 |
|
|
|
64,026 |
|
Convertible notes |
|
|
281,769 |
|
|
|
279,909 |
|
Operating lease liabilities, net of current portion |
|
|
10,951 |
|
|
|
16,940 |
|
Deferred income taxes |
|
|
275 |
|
|
|
429 |
|
Other liabilities |
|
|
778 |
|
|
|
1,011 |
|
Total liabilities |
|
|
376,968 |
|
|
|
362,315 |
|
Commitments and contingencies |
|
|
|
|
|
|
||
Stockholders’ equity |
|
|
|
|
|
|
||
Preferred stock, $0.000001 par value. Authorized; 50,000,000 shares; zero shares issued and outstanding as of December 31, 2023 and 2022, respectively |
|
|
— |
|
|
|
— |
|
Class A Common stock, $0.000001 par value. Authorized; 750,000,000 shares; 45,489,379 shares and 44,822,264 shares issued and outstanding as of December 31, 2023 and 2022, respectively |
|
|
— |
|
|
|
— |
|
Class B Common stock, $0.000001 par value. Authorized; 5,000,000 shares; 2,676,154 shares issued and outstanding as of December 31, 2023 and 2022, respectively |
|
|
— |
|
|
|
— |
|
Additional paid-in capital |
|
|
648,317 |
|
|
|
623,081 |
|
Accumulated other comprehensive income |
|
|
855 |
|
|
|
28 |
|
Accumulated deficit |
|
|
(319,872 |
) |
|
|
(252,400 |
) |
Total stockholders’ equity |
|
|
329,300 |
|
|
|
370,709 |
|
Noncontrolling interest |
|
|
1,119 |
|
|
|
1,090 |
|
Total equity |
|
|
330,419 |
|
|
|
371,799 |
|
Total liabilities and stockholders’ equity |
|
$ |
707,387 |
|
|
$ |
734,114 |
|
|
|
|
|
|
|
|
(1) Our 2022 results have been revised to reflect immaterial corrections related to certain captions within the Consolidated Balance Sheet, Consolidated Statement of Operations and Comprehensive Loss and Consolidated Statement of Cash Flows. See tables below for additional details with respect to the line items impacted.
8
Xometry, Inc. and Subsidiaries(1)
Consolidated Statements of Operations and Comprehensive Loss
(In thousands, except share and per share amounts)
(Unaudited)
|
|
Three Months Ended |
|
|
Year Ended |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
|
|
|
|
|
|
|
|
|
|
|||||||
Revenue |
|
$ |
128,145 |
|
|
$ |
98,061 |
|
|
$ |
463,406 |
|
|
$ |
380,921 |
|
Cost of revenue |
|
|
79,060 |
|
|
|
62,859 |
|
|
|
285,147 |
|
|
|
234,930 |
|
Gross profit |
|
|
49,085 |
|
|
|
35,202 |
|
|
|
178,259 |
|
|
|
145,991 |
|
Sales and marketing |
|
|
25,373 |
|
|
|
24,664 |
|
|
|
93,688 |
|
|
|
84,371 |
|
Operations and support |
|
|
12,922 |
|
|
|
12,434 |
|
|
|
52,372 |
|
|
|
48,628 |
|
Product development |
|
|
8,892 |
|
|
|
8,315 |
|
|
|
34,462 |
|
|
|
31,013 |
|
General and administrative |
|
|
14,437 |
|
|
|
15,103 |
|
|
|
70,916 |
|
|
|
58,246 |
|
Impairment of assets |
|
|
- |
|
|
|
380 |
|
|
|
397 |
|
|
|
824 |
|
Total operating expenses |
|
|
61,624 |
|
|
|
60,896 |
|
|
|
251,835 |
|
|
|
223,082 |
|
Loss from operations |
|
|
(12,539 |
) |
|
|
(25,694 |
) |
|
|
(73,576 |
) |
|
|
(77,091 |
) |
Other income (expenses) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense |
|
|
(1,188 |
) |
|
|
(1,246 |
) |
|
|
(4,784 |
) |
|
|
(4,418 |
) |
Interest and dividend income |
|
|
2,959 |
|
|
|
2,201 |
|
|
|
11,607 |
|
|
|
4,115 |
|
Other expenses |
|
|
(355 |
) |
|
|
(450 |
) |
|
|
(1,511 |
) |
|
|
(2,183 |
) |
Income (loss) from unconsolidated joint venture |
|
|
9 |
|
|
|
(30 |
) |
|
|
446 |
|
|
|
570 |
|
Total other income (expenses) |
|
|
1,425 |
|
|
|
475 |
|
|
|
5,758 |
|
|
|
(1,916 |
) |
Loss before income taxes |
|
|
(11,114 |
) |
|
|
(25,219 |
) |
|
|
(67,818 |
) |
|
|
(79,007 |
) |
Benefit (provision) for income taxes |
|
|
561 |
|
|
|
(595 |
) |
|
|
353 |
|
|
|
(36 |
) |
Net loss |
|
|
(10,553 |
) |
|
|
(25,814 |
) |
|
|
(67,465 |
) |
|
|
(79,043 |
) |
Net (loss) income attributable to noncontrolling interest |
|
|
(2 |
) |
|
|
(1 |
) |
|
|
7 |
|
|
|
16 |
|
Net loss attributable to common stockholders |
|
$ |
(10,551 |
) |
|
$ |
(25,813 |
) |
|
$ |
(67,472 |
) |
|
$ |
(79,059 |
) |
Net loss per share, basic and diluted, of Class A and Class B common |
|
$ |
(0.22 |
) |
|
$ |
(0.54 |
) |
|
$ |
(1.41 |
) |
|
$ |
(1.68 |
) |
Weighted-average number of shares outstanding used to compute |
|
|
48,096,142 |
|
|
|
47,457,139 |
|
|
|
47,914,039 |
|
|
|
47,158,247 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Comprehensive loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency translation |
|
$ |
91 |
|
|
$ |
492 |
|
|
$ |
849 |
|
|
$ |
(81 |
) |
Total other comprehensive income (loss) |
|
|
91 |
|
|
|
492 |
|
|
|
849 |
|
|
|
(81 |
) |
Net loss |
|
|
(10,553 |
) |
|
|
(25,814 |
) |
|
|
(67,465 |
) |
|
|
(79,043 |
) |
Comprehensive loss |
|
|
(10,462 |
) |
|
|
(25,322 |
) |
|
|
(66,616 |
) |
|
|
(79,124 |
) |
Comprehensive (loss) income attributable to noncontrolling interest |
|
|
(16 |
) |
|
|
(29 |
) |
|
|
29 |
|
|
|
56 |
|
Total comprehensive loss attributable to common stockholders |
|
$ |
(10,446 |
) |
|
$ |
(25,293 |
) |
|
$ |
(66,645 |
) |
|
$ |
(79,180 |
) |
(1) Our 2022 results have been revised to reflect immaterial corrections related to certain captions within the Consolidated Balance Sheet, Consolidated Statement of Operations and Comprehensive Loss and Consolidated Statement of Cash Flows. See tables below for additional details with respect to the line items impacted.
9
Xometry, Inc. and Subsidiaries(1)
Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
|
|
Year Ended December 31, |
|
|||||||||
|
|
2023 |
|
|
2022 |
|
|
2021 |
|
|||
Cash flows from operating activities: |
|
|
|
|
|
|
|
|
|
|||
Net loss |
|
$ |
(67,465 |
) |
|
$ |
(79,043 |
) |
|
$ |
(61,381 |
) |
Adjustments to reconcile net loss to net cash used in operating activities: |
|
|
|
|
|
|
|
|
|
|||
Depreciation and amortization |
|
|
10,738 |
|
|
|
7,819 |
|
|
|
3,596 |
|
Impairment of assets |
|
|
397 |
|
|
|
824 |
|
|
|
— |
|
Reduction in carrying amount of right-of-use asset |
|
|
14,355 |
|
|
|
7,236 |
|
|
|
1,056 |
|
Stock based compensation |
|
|
22,118 |
|
|
|
19,172 |
|
|
|
7,395 |
|
Non-cash interest expense |
|
|
— |
|
|
|
— |
|
|
|
111 |
|
Loss on debt extinguishment |
|
|
— |
|
|
|
— |
|
|
|
272 |
|
Revaluation of contingent consideration |
|
|
571 |
|
|
|
817 |
|
|
|
— |
|
(Income) loss from unconsolidated joint venture |
|
|
(46 |
) |
|
|
130 |
|
|
|
(41 |
) |
Donation of common stock |
|
|
1,029 |
|
|
|
2,272 |
|
|
|
2,226 |
|
Losses on marketable securities |
|
|
— |
|
|
|
1,855 |
|
|
|
2,002 |
|
Loss on sale of property and equipment |
|
|
92 |
|
|
|
47 |
|
|
|
20 |
|
Inventory write-off |
|
|
223 |
|
|
|
133 |
|
|
|
— |
|
Amortization of deferred costs on convertible notes |
|
|
1,860 |
|
|
|
1,718 |
|
|
|
— |
|
Deferred taxes benefit |
|
|
(154 |
) |
|
|
(653 |
) |
|
|
(179 |
) |
Restructuring charge |
|
|
— |
|
|
|
1,549 |
|
|
|
— |
|
Changes in other assets and liabilities: |
|
|
|
|
|
|
|
|
|
|||
Accounts receivable, net |
|
|
(20,594 |
) |
|
|
(17,012 |
) |
|
|
(11,117 |
) |
Inventory |
|
|
(1,550 |
) |
|
|
351 |
|
|
|
293 |
|
Prepaid expenses |
|
|
1,669 |
|
|
|
(1,616 |
) |
|
|
(4,025 |
) |
Other assets |
|
|
(80 |
) |
|
|
(4,116 |
) |
|
|
464 |
|
Accounts payable |
|
|
6,743 |
|
|
|
(215 |
) |
|
|
5,215 |
|
Accrued expenses |
|
|
7,453 |
|
|
|
406 |
|
|
|
(12,008 |
) |
Contract liabilities |
|
|
(1,404 |
) |
|
|
735 |
|
|
|
(1,625 |
) |
Lease liabilities |
|
|
(5,520 |
) |
|
|
(5,727 |
) |
|
|
(845 |
) |
Income taxes payable |
|
|
(312 |
) |
|
|
743 |
|
|
|
— |
|
Net cash used in operating activities |
|
|
(29,877 |
) |
|
|
(62,575 |
) |
|
|
(68,571 |
) |
Cash flows from investing activities: |
|
|
|
|
|
|
|
|
|
|||
Purchases of marketable securities |
|
|
(11,582 |
) |
|
|
(284,096 |
) |
|
|
(267,467 |
) |
Proceeds from sale of marketable securities |
|
|
50,000 |
|
|
|
58,927 |
|
|
|
235,000 |
|
Purchases of property and equipment |
|
|
(18,486 |
) |
|
|
(13,650 |
) |
|
|
(6,262 |
) |
Proceeds from life insurance |
|
|
— |
|
|
|
— |
|
|
|
627 |
|
Proceeds from sale of property and equipment |
|
|
223 |
|
|
|
189 |
|
|
|
— |
|
Cash paid for business combination, net of cash acquired |
|
|
(3,349 |
) |
|
|
— |
|
|
|
(174,646 |
) |
Net cash provided by (used in) investing activities |
|
|
16,806 |
|
|
|
(238,630 |
) |
|
|
(212,748 |
) |
Cash flows from financing activities: |
|
|
|
|
|
|
|
|
|
|||
Proceeds from initial public offering, net of underwriters' discount |
|
|
— |
|
|
|
— |
|
|
|
325,263 |
|
Payments in connection with initial public offering |
|
|
— |
|
|
|
— |
|
|
|
(3,678 |
) |
Proceeds from stock options exercised |
|
|
1,909 |
|
|
|
3,715 |
|
|
|
2,291 |
|
Repayment of term loan |
|
|
— |
|
|
|
— |
|
|
|
(16,136 |
) |
Proceeds from the exercise of warrants |
|
|
— |
|
|
|
— |
|
|
|
40 |
|
Proceeds from issuance of convertible notes |
|
|
— |
|
|
|
287,500 |
|
|
|
— |
|
Costs incurred in connection with issuance of convertible notes |
|
|
— |
|
|
|
(9,309 |
) |
|
|
— |
|
Payment of contingent consideration |
|
|
(842 |
) |
|
|
(932 |
) |
|
|
— |
|
Payments on finance lease obligations |
|
|
— |
|
|
|
(2 |
) |
|
|
(12 |
) |
Net cash provided by financing activities |
|
|
1,067 |
|
|
|
280,972 |
|
|
|
307,768 |
|
Effect of foreign currency translation on cash and cash equivalents |
|
|
(234 |
) |
|
|
(367 |
) |
|
|
(61 |
) |
Net (decrease) increase in cash and cash equivalents |
|
|
(12,238 |
) |
|
|
(20,600 |
) |
|
|
26,388 |
|
Cash and cash equivalents at beginning of the year |
|
|
65,662 |
|
|
|
86,262 |
|
|
|
59,874 |
|
Cash and cash equivalents at end of the year |
|
$ |
53,424 |
|
|
$ |
65,662 |
|
|
$ |
86,262 |
|
Supplemental cash flow information: |
|
|
|
|
|
|
|
|
|
|||
Cash paid for interest |
|
$ |
2,875 |
|
|
$ |
1,414 |
|
|
$ |
907 |
|
Non-cash investing and financing activities: |
|
|
|
|
|
|
|
|
|
|||
Non-cash purchase of property and equipment |
|
|
5,353 |
|
|
|
279 |
|
|
|
— |
|
Non-cash consideration in connection with business combination |
|
|
1,593 |
|
|
|
(518 |
) |
|
|
2,339 |
|
Shares issued in business combinations |
|
|
— |
|
|
|
— |
|
|
|
102,888 |
|
(1) Our 2022 results have been revised to reflect immaterial corrections related to certain captions within the Consolidated Balance Sheet, Consolidated Statement of Operations and Comprehensive Loss and Consolidated Statement of Cash Flows. See tables below for additional details with respect to the line items impacted.
10
Xometry, Inc. and Subsidiaries
Reconciliations of Non-GAAP Financial Measures
(In thousands, except share and per share amounts)
(Unaudited)
|
|
For the Three Months |
|
|
For the Year |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
Adjusted EBITDA: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net loss(1) |
|
$ |
(10,553 |
) |
|
$ |
(25,814 |
) |
|
$ |
(67,465 |
) |
|
$ |
(79,043 |
) |
Add (deduct): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense, interest and dividend income and other expenses |
|
|
(1,416 |
) |
|
|
(505 |
) |
|
|
(5,312 |
) |
|
|
2,486 |
|
Depreciation and amortization(2) |
|
|
2,799 |
|
|
|
2,103 |
|
|
|
10,738 |
|
|
|
7,819 |
|
Amortization of lease intangible |
|
|
180 |
|
|
|
333 |
|
|
|
950 |
|
|
|
1,332 |
|
Provision (benefit) for income taxes |
|
|
(561 |
) |
|
|
595 |
|
|
|
(353 |
) |
|
|
36 |
|
Stock-based compensation(3) |
|
|
5,896 |
|
|
|
5,124 |
|
|
|
22,118 |
|
|
|
19,172 |
|
Lease abandonment(4) |
|
|
— |
|
|
|
— |
|
|
|
8,706 |
|
|
|
— |
|
Acquisition and other(5) |
|
|
481 |
|
|
|
566 |
|
|
|
824 |
|
|
|
(676 |
) |
Charitable contribution of common stock |
|
|
333 |
|
|
|
— |
|
|
|
1,029 |
|
|
|
2,272 |
|
Income (loss) from unconsolidated joint venture |
|
|
(9 |
) |
|
|
30 |
|
|
|
(446 |
) |
|
|
(570 |
) |
Impairment of assets |
|
|
— |
|
|
|
380 |
|
|
|
397 |
|
|
|
824 |
|
Restructuring charge(6) |
|
|
— |
|
|
|
1,549 |
|
|
|
738 |
|
|
|
1,549 |
|
Costs to exit the supplies business |
|
|
— |
|
|
|
— |
|
|
|
586 |
|
|
|
— |
|
Adjusted EBITDA |
|
$ |
(2,850 |
) |
|
$ |
(15,639 |
) |
|
$ |
(27,490 |
) |
|
$ |
(44,799 |
) |
|
|
For the Three Months |
|
|
For the Year |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
Non-GAAP Net Loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net loss(1) |
|
$ |
(10,553 |
) |
|
$ |
(25,814 |
) |
|
$ |
(67,465 |
) |
|
$ |
(79,043 |
) |
Add (deduct): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation and amortization(2) |
|
|
2,799 |
|
|
|
2,103 |
|
|
|
10,738 |
|
|
|
7,819 |
|
Stock-based compensation(3) |
|
|
5,896 |
|
|
|
5,124 |
|
|
|
22,118 |
|
|
|
19,172 |
|
Amortization of lease intangible |
|
|
180 |
|
|
|
333 |
|
|
|
950 |
|
|
|
1,332 |
|
Amortization of deferred costs on convertible notes |
|
|
464 |
|
|
|
468 |
|
|
|
1,860 |
|
|
|
1,718 |
|
Loss on marketable securities |
|
|
— |
|
|
|
196 |
|
|
|
— |
|
|
|
1,855 |
|
Acquisition and other(5) |
|
|
481 |
|
|
|
566 |
|
|
|
824 |
|
|
|
(676 |
) |
Loss on sale of property and equipment |
|
|
— |
|
|
|
(24 |
) |
|
|
92 |
|
|
|
47 |
|
Charitable contribution of common stock |
|
|
333 |
|
|
|
— |
|
|
|
1,029 |
|
|
|
2,272 |
|
Lease abandonment and termination(4) |
|
|
— |
|
|
|
— |
|
|
|
8,778 |
|
|
|
— |
|
Impairment of assets |
|
|
— |
|
|
|
380 |
|
|
|
397 |
|
|
|
824 |
|
Restructuring charge(6) |
|
|
— |
|
|
|
1,549 |
|
|
|
738 |
|
|
|
1,549 |
|
Costs to exit the supplies business |
|
|
— |
|
|
|
— |
|
|
|
586 |
|
|
|
— |
|
Non-GAAP Net Loss |
|
$ |
(400 |
) |
|
$ |
(15,119 |
) |
|
$ |
(19,355 |
) |
|
$ |
(43,131 |
) |
Weighted-average number of shares outstanding used to compute Non-GAAP Net Loss per share, basic and diluted, of Class A and Class B common stock |
|
|
48,096,142 |
|
|
|
47,457,139 |
|
|
|
47,914,039 |
|
|
|
47,158,247 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
EPS, basic and diluted, of Class A and Class B common stock |
|
$ |
(0.22 |
) |
|
$ |
(0.54 |
) |
|
$ |
(1.41 |
) |
|
$ |
(1.68 |
) |
Non-GAAP EPS, basic and diluted, of Class A and Class B common stock |
|
$ |
(0.01 |
) |
|
$ |
(0.32 |
) |
|
$ |
(0.40 |
) |
|
$ |
(0.91 |
) |
11
Xometry, Inc. and Subsidiaries(1)
Segment Results
(In thousands)
(Unaudited)
|
|
For the Three Months Ended December 31, |
|
|
For the Year Ended December 31, |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
Segment Revenue: |
|
|
|
|
|
|
|
|
|
|||||||
U.S. |
|
$ |
110,574 |
|
|
$ |
87,995 |
|
|
$ |
403,289 |
|
|
$ |
347,710 |
|
International |
|
|
17,571 |
|
|
|
10,066 |
|
|
|
60,117 |
|
|
|
33,211 |
|
Total revenue |
|
$ |
128,145 |
|
|
$ |
98,061 |
|
|
$ |
463,406 |
|
|
$ |
380,921 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Segment Net Loss: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
U.S. |
|
$ |
(5,947 |
) |
|
$ |
(21,899 |
) |
|
$ |
(49,689 |
) |
|
$ |
(61,792 |
) |
International |
|
|
(4,604 |
) |
|
|
(3,914 |
) |
|
|
(17,783 |
) |
|
|
(17,267 |
) |
Total net loss attributable to common stockholders |
|
$ |
(10,551 |
) |
|
$ |
(25,813 |
) |
|
$ |
(67,472 |
) |
|
$ |
(79,059 |
) |
12
Xometry, Inc. and Subsidiaries
Supplemental Information
(In thousands)
(Unaudited)
|
|
For the Three Months |
|
|
For the Year |
|
||||||||||
|
|
2023 |
|
|
2022 |
|
|
2023 |
|
|
2022 |
|
||||
Summary of Stock-based Compensation Expense |
|
|
|
|
|
|
|
|
|
|||||||
Sales and marketing |
|
$ |
1,456 |
|
|
$ |
804 |
|
|
$ |
4,909 |
|
|
$ |
3,875 |
|
Operations and support |
|
|
2,029 |
|
|
|
2,007 |
|
|
|
7,719 |
|
|
|
6,886 |
|
Product development |
|
|
1,455 |
|
|
|
1,181 |
|
|
|
5,345 |
|
|
|
4,300 |
|
General and administrative |
|
|
956 |
|
|
|
1,132 |
|
|
|
4,145 |
|
|
|
4,111 |
|
Total stock-based compensation expense |
|
$ |
5,896 |
|
|
$ |
5,124 |
|
|
$ |
22,118 |
|
|
$ |
19,172 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Summary of Depreciation and Amortization Expense |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of revenue |
|
$ |
52 |
|
|
$ |
(17 |
) |
|
$ |
172 |
|
|
$ |
82 |
|
Sales and marketing |
|
|
782 |
|
|
|
776 |
|
|
|
3,162 |
|
|
|
3,102 |
|
Operations and support |
|
|
32 |
|
|
|
15 |
|
|
|
174 |
|
|
|
57 |
|
Product development |
|
|
1,976 |
|
|
|
1,046 |
|
|
|
5,974 |
|
|
|
3,483 |
|
General and administrative |
|
|
(43 |
) |
|
|
283 |
|
|
|
1,256 |
|
|
|
1,095 |
|
Total depreciation and amortization expense |
|
$ |
2,799 |
|
|
$ |
2,103 |
|
|
$ |
10,738 |
|
|
$ |
7,819 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Restructuring Charge |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Sales and marketing |
|
$ |
- |
|
|
$ |
506 |
|
|
$ |
224 |
|
|
$ |
506 |
|
Operations and support |
|
|
- |
|
|
|
432 |
|
|
|
230 |
|
|
|
432 |
|
Product development |
|
|
- |
|
|
|
458 |
|
|
|
117 |
|
|
|
458 |
|
General and administrative |
|
|
- |
|
|
|
153 |
|
|
|
167 |
|
|
|
153 |
|
Total restructuring charge |
|
$ |
- |
|
|
$ |
1,549 |
|
|
$ |
738 |
|
|
$ |
1,549 |
|
13
Xometry, Inc. and Subsidiaries
Immaterial Corrections To Previously Issued Consolidated Financial Statements
(In thousands, except per share amounts)
(Unaudited)
|
|
December 31, 2022 |
|
|||||||||
Consolidated Balance Sheet |
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
|||
Assets |
|
|
|
|
|
|
|
|
|
|||
Accounts receivable |
|
$ |
49,188 |
|
|
$ |
89 |
|
|
$ |
49,277 |
|
Other current assets |
|
|
12,273 |
|
|
|
(2,900 |
) |
|
|
9,373 |
|
Total current assets |
|
|
390,055 |
|
|
|
(2,811 |
) |
|
|
387,244 |
|
Total assets |
|
|
736,925 |
|
|
|
(2,811 |
) |
|
|
734,114 |
|
Liabilities and stockholders’ equity |
|
|
|
|
|
|
|
|
- |
|
||
Accrued expenses |
|
|
33,430 |
|
|
|
3 |
|
|
|
33,433 |
|
Contract liabilities |
|
|
8,509 |
|
|
|
220 |
|
|
|
8,729 |
|
Total current liabilities |
|
|
63,803 |
|
|
|
223 |
|
|
|
64,026 |
|
Total liabilities |
|
|
362,092 |
|
|
|
223 |
|
|
|
362,315 |
|
Accumulated deficit |
|
|
(249,366 |
) |
|
|
(3,034 |
) |
|
|
(252,400 |
) |
Total liabilities and stockholders’ equity |
|
|
736,925 |
|
|
|
(2,811 |
) |
|
|
734,114 |
|
|
|
Three Months Ended December 31, 2022 |
|
|
Year Ended December 31, 2022 |
|
||||||||||||||||||
Consolidated Statement of Operations and Comprehensive Loss |
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Revenue |
|
$ |
98,196 |
|
|
$ |
(135 |
) |
|
$ |
98,061 |
|
|
$ |
381,053 |
|
|
$ |
(132 |
) |
|
$ |
380,921 |
|
Cost of revenue |
|
|
62,166 |
|
|
|
693 |
|
|
|
62,859 |
|
|
|
233,487 |
|
|
|
1,443 |
|
|
|
234,930 |
|
Gross profit |
|
|
36,030 |
|
|
|
(828 |
) |
|
|
35,202 |
|
|
|
147,566 |
|
|
|
(1,575 |
) |
|
|
145,991 |
|
Operating expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Sales and marketing |
|
|
24,376 |
|
|
|
288 |
|
|
|
24,664 |
|
|
|
83,222 |
|
|
|
1,149 |
|
|
|
84,371 |
|
Operations and support |
|
|
12,414 |
|
|
|
20 |
|
|
|
12,434 |
|
|
|
48,572 |
|
|
|
56 |
|
|
|
48,628 |
|
General and administrative |
|
|
14,849 |
|
|
|
254 |
|
|
|
15,103 |
|
|
|
57,992 |
|
|
|
254 |
|
|
|
58,246 |
|
Total operating expenses |
|
|
60,334 |
|
|
|
562 |
|
|
|
60,896 |
|
|
|
221,623 |
|
|
|
1,459 |
|
|
|
223,082 |
|
Loss from operations |
|
|
(24,304 |
) |
|
|
(1,390 |
) |
|
|
(25,694 |
) |
|
|
(74,057 |
) |
|
|
(3,034 |
) |
|
|
(77,091 |
) |
Loss before income taxes |
|
|
(23,829 |
) |
|
|
(1,390 |
) |
|
|
(25,219 |
) |
|
|
(75,973 |
) |
|
|
(3,034 |
) |
|
|
(79,007 |
) |
Net loss |
|
|
(24,424 |
) |
|
|
(1,390 |
) |
|
|
(25,814 |
) |
|
|
(76,009 |
) |
|
|
(3,034 |
) |
|
|
(79,043 |
) |
Net loss attributable to common stockholders |
|
|
(24,423 |
) |
|
|
(1,390 |
) |
|
|
(25,813 |
) |
|
|
(76,025 |
) |
|
|
(3,034 |
) |
|
|
(79,059 |
) |
Net loss per share, basic and diluted, of Class A and Class B common stock |
|
|
(0.51 |
) |
|
|
(0.03 |
) |
|
|
(0.54 |
) |
|
|
(1.61 |
) |
|
|
(0.07 |
) |
|
|
(1.68 |
) |
|
|
Year Ended December 31, 2022 |
|
|||||||||
Consolidated Statement of Cash Flow |
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
|||
Net loss |
|
$ |
(76,009 |
) |
|
$ |
(3,034 |
) |
|
$ |
(79,043 |
) |
Changes in operating assets and liabilities |
|
|
|
|
|
|
|
|
|
|||
Accounts receivable, net |
|
|
(16,923 |
) |
|
|
(89 |
) |
|
|
(17,012 |
) |
Other assets, current and long term |
|
|
(7,016 |
) |
|
|
2,900 |
|
|
|
(4,116 |
) |
Accrued expenses |
|
|
403 |
|
|
|
3 |
|
|
|
406 |
|
Contract liabilities |
|
|
515 |
|
|
|
220 |
|
|
|
735 |
|
14
Xometry, Inc. and Subsidiaries
Immaterial Corrections To Previously Issued Consolidated Financial Statements
(In thousands, except per share amounts)
(Unaudited)
|
|
Three Months Ended December 31, 2022 |
|
|
Year Ended December 31, 2022 |
|
||||||||||||||||||
|
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
||||||
Disaggregated Revenue and Cost of Revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Marketplace |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Revenue |
|
$ |
79,062 |
|
|
$ |
86 |
|
|
$ |
79,148 |
|
|
$ |
303,134 |
|
|
$ |
89 |
|
|
$ |
303,223 |
|
Cost of revenue |
|
|
57,630 |
|
|
|
693 |
|
|
|
58,323 |
|
|
|
216,336 |
|
|
|
1,443 |
|
|
|
217,779 |
|
Gross profit |
|
$ |
21,432 |
|
|
$ |
(607 |
) |
|
$ |
20,825 |
|
|
$ |
86,798 |
|
|
$ |
(1,354 |
) |
|
$ |
85,444 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Supplier Services |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Revenue |
|
$ |
19,134 |
|
|
$ |
(221 |
) |
|
$ |
18,913 |
|
|
$ |
77,919 |
|
|
$ |
(221 |
) |
|
$ |
77,698 |
|
Cost of revenue |
|
|
4,536 |
|
|
|
- |
|
|
|
4,536 |
|
|
|
17,151 |
|
|
|
- |
|
|
|
17,151 |
|
Gross profit |
|
$ |
14,598 |
|
|
$ |
(221 |
) |
|
$ |
14,377 |
|
|
$ |
60,768 |
|
|
$ |
(221 |
) |
|
$ |
60,547 |
|
|
|
Three Months Ended December 31, 2022 |
|
|
Year Ended December 31, 2022 |
|
||||||||||||||||||
|
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
||||||
Segments Results |
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Revenues |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
U.S. |
|
$ |
88,130 |
|
|
$ |
(135 |
) |
|
$ |
87,995 |
|
|
$ |
347,842 |
|
|
$ |
(132 |
) |
|
$ |
347,710 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Losses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
U.S. |
|
$ |
(20,509 |
) |
|
$ |
(1,390 |
) |
|
$ |
(21,899 |
) |
|
$ |
(58,758 |
) |
|
$ |
(3,034 |
) |
|
$ |
(61,792 |
) |
|
|
Three Months Ended December 31, 2022 |
|
|
Year Ended December 31, 2022 |
|
||||||||||||||||||
Non-GAAP Financial Measurements |
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
|
As Reported |
|
|
Corrections |
|
|
As Adjusted |
|
||||||
|
|
|
|
|
|
|
||||||||||||||||||
Adjusted EBITDA |
|
$ |
(14,249 |
) |
|
$ |
(1,390 |
) |
|
$ |
(15,639 |
) |
|
$ |
(41,765 |
) |
|
$ |
(3,034 |
) |
|
$ |
(44,799 |
) |
Non-GAAP net loss |
|
|
(13,729 |
) |
|
|
(1,390 |
) |
|
|
(15,119 |
) |
|
|
(40,097 |
) |
|
|
(3,034 |
) |
|
|
(43,131 |
) |
Non-GAAP net loss EPS, basic and diluted, of Class A and Class B common stock |
|
|
(0.29 |
) |
|
|
(0.03 |
) |
|
|
(0.32 |
) |
|
|
(0.85 |
) |
|
|
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Exhibit 99.2
Xometry Appoints James Miln as New Chief Financial Officer
NORTH BETHESDA, Md., February 29, 2024 – Xometry, Inc. (NASDAQ:XMTR), the global AI-powered marketplace connecting enterprise buyers with suppliers of manufacturing services, today announced the appointment of James Miln as the company’s new Chief Financial Officer effective March 1, 2024.
A veteran of big-name tech and consumer brands, Miln brings considerable financial planning, operational and investor relations expertise to Xometry. He joins from Yelp (NYSE: YELP), where, as Senior Vice President of Finance and Investor Relations, he helped steer the company through a period of strong, product-driven growth, including the introduction of new AI-powered search experiences. Miln succeeds retiring CFO Jim Rallo, who will remain as an advisor with Xometry through April. Rallo will work closely with Miln and the rest of the leadership team to ensure a smooth transition.
“James’ significant experience across marketplaces, search and advertising will help us capitalize on our leadership position in digitizing manufacturing,” said Randy Altschuler, Chief Executive Officer of Xometry. “He brings extensive operational excellence to Xometry and will help us drive to our long-term operating margin targets.”
“With its leading marketplace, Thomasnet industrial sourcing platform and suite of cloud-based services, Xometry stands out for its comprehensive approach to driving the rapid digital transformation of manufacturing,” Miln said. “I look forward to working closely with Randy and the rest of the Xometry team to further build on the company’s momentum and help Xometry realize additional operating leverage and efficiency as it continues its rapid growth.”
Throughout his career, Miln has served as a trusted business partner to leaders at all levels of an organization, using data to inform decision-making to drive growth and operational efficiencies. While at Yelp, Miln led financial planning and analysis and investor relations, as the company invested in new products and ultimately reached new revenue records. Miln previously held key roles at eBay, Yahoo! and Unilever and has also led global teams in Europe for Yahoo! and Unilever.
Miln is a Chartered Management Accountant (ACMA, CGMA). He holds the Investor Relations Charter (IRC) and earned a B.A. in Classics from Cambridge University, England.
Jim Rallo, who has served as Xometry’s CFO since April 2020, led its public offering on the NASDAQ stock exchange. “All of us at Xometry thank Jim Rallo for his efforts to help scale our marketplace, expand
globally and lead the transition to a public company, and we wish him the best in his retirement,” Altschuler said.
Xometry’s two-sided marketplace plays a vital role in the rapid digital transformation of the manufacturing industry. Xometry’s proprietary technology shortens development cycles, drives efficiencies within corporate environments and helps companies create resilient supply chains. Xometry’s product portfolio includes: its industry leading digital marketplace; popular Thomasnet® industrial sourcing platform, and cloud-based tools, including Xometry Teamspace, centralized project management software for large, mission-critical projects.
About Xometry
Xometry’s (NASDAQ:XMTR) AI-powered marketplace, popular Thomasnet® industrial sourcing platform and suite of cloud-based services are rapidly digitizing the $2 trillion manufacturing industry. Xometry provides manufacturers the critical resources they need to grow their business and makes it easy for buyers to create locally resilient supply chains. The Xometry Instant Quoting Engine® leverages millions of pieces of data to analyze complex parts in real-time, matches buyers with the right suppliers globally, and provides accurate pricing and lead times. Learn more at www.xometry.com or follow @xometry.
Investor Contact:
Shawn Milne
VP, Investor Relations
240-335-8132
Shawn.Milne@xometry.com
Media Contact:
Matthew Hutchison
VP, Global Corporate Communications
Matthew.Hutchison@xometry.com
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