This press release contains forward-looking statements that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Although Markforged believes that it has a reasonable basis for each forward-looking statement contained in this press release, Markforged cautions you that these statements are based on a combination of facts and factors currently known by it and its projections of the future, about which it cannot be certain. Forward-looking statements in this press release include, but are not limited to, future revenue and gross profit margin guidance, expected growth, the size of and opportunity to increase our addressable market, the effects of the global supply chain disruptions, our new material qualification process, and the benefits to consumers, functionality and applications of Markforged’s products. Markforged cannot assure you that the forward-looking statements in this press release will prove to be accurate. These forward looking statements are subject to a number of risks and uncertainties, including, among others, general economic, political and business conditions; the ability of Markforged to maintain its listing on the New York Stock Exchange; the effect of COVID-19 on Markforged’s business and financial results; the outcome of any legal proceedings against Markforged; and those factors discussed under the header “Risk Factors” in the Proxy Statement and Prospectus filed pursuant to Rule 424B(3) with the SEC on June 24, 2021 and those included under the header “Risk Factors” in Markforged’s most recent periodic report on Form 10-Q and other filings with the SEC. Furthermore, if the forward-looking statements prove to be inaccurate, the inaccuracy may be material. In light of the significant uncertainties in these forward-looking statements, you should not regard these statements as a representation or warranty by us or any other person that Markforged will achieve its objectives and plans in any specified time frame, or at all. The forward-looking statements in this press release represent Markforged’s views as of the date of this press release. Markforged anticipates that subsequent events and developments will cause its views to change. However, while Markforged may elect to update these forward-looking statements at some point in the future, Markforged has no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing Markforged’s views as of any date subsequent to the date of this press release.
MARKFORGED HOLDING CORPORATION | ||||||||
CONDENSED CONSOLIDATED BALANCE SHEETS | ||||||||
As of September 30, 2021 and December 31, 2020 | ||||||||
(In thousands, except share data and par value amounts) (Unaudited) | ||||||||
September 30,
2021 |
December 31,
2020 |
|||||||
Assets | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ |
296,735 |
|
$ |
58,715 |
|
||
Accounts receivable, net |
|
24,071 |
|
|
16,601 |
|
||
Inventory |
|
11,270 |
|
|
6,553 |
|
||
Prepaid expenses |
|
5,397 |
|
|
1,496 |
|
||
Other current assets |
|
511 |
|
|
1,373 |
|
||
Total current assets |
|
337,984 |
|
|
84,738 |
|
||
Property and equipment, net |
|
5,335 |
|
|
4,281 |
|
||
Other assets |
|
773 |
|
|
584 |
|
||
Total assets | $ |
344,092 |
|
$ |
89,603 |
|
||
Liabilities, Convertible Preferred Stock, and Stockholders’ Equity (Deficit) | ||||||||
Current liabilities | ||||||||
Accounts payable | $ |
2,213 |
|
$ |
3,369 |
|
||
Accrued expenses |
|
13,641 |
|
|
8,168 |
|
||
Deferred revenue |
|
5,552 |
|
|
6,196 |
|
||
Other current liabilities |
|
294 |
|
|
300 |
|
||
Total current liabilities |
|
21,700 |
|
|
18,033 |
|
||
Long-term debt |
|
— |
|
|
5,022 |
|
||
Long-term deferred revenue |
|
3,130 |
|
|
2,905 |
|
||
Deferred rent |
|
1,426 |
|
|
1,073 |
|
||
Contingent earnout liability |
|
80,419 |
|
|
— |
|
||
Other liabilities |
|
4,284 |
|
|
545 |
|
||
Total liabilities |
|
110,959 |
|
|
27,578 |
|
||
Commitments and contingencies | ||||||||
Convertible preferred stock |
|
— |
|
|
137,497 |
|
||
Stockholders’ equity (deficit) | ||||||||
Common stock, $0.0001 par value; 1,000,000,000 and 183,300,000 shares authorized at September 30, 2021 and December 31, 2020; 186,181,438 and 39,510,108 shares issued and outstanding at September 30, 2021 and December 31, 2020, respectively |
|
19 |
|
|
4 |
|
||
Additional paid-in capital |
|
309,865 |
|
|
5,538 |
|
||
Treasury stock, 0 shares at September 30, 2021 and 483,479 shares at December 31, 2020 |
|
— |
|
|
(1,450 |
) |
||
Accumulated deficit |
|
(76,751 |
) |
|
(79,564 |
) |
||
Total stockholders’ equity (deficit) |
|
233,133 |
|
|
(75,472 |
) |
||
Total liabilities, convertible preferred stock, and stockholders’ equity (deficit) | $ |
344,092 |
|
$ |
89,603 |
|
||
MARKFORGED HOLDING CORPORATION | |||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND | |||||||||||||||
COMPREHENSIVE INCOME (LOSS) | |||||||||||||||
For the three and nine months ended September 30, 2021 and 2020 | |||||||||||||||
(In thousands, except share data and per share data) (Unaudited) | |||||||||||||||
Three Months Ended September 30, | Nine Months Ended September 30, | ||||||||||||||
|
2021 |
|
|
|
2020 |
|
|
|
2021 |
|
|
|
2020 |
|
|
Revenue | $ |
24,045 |
|
$ |
15,639 |
|
$ |
64,584 |
|
$ |
47,514 |
|
|||
Cost of revenue |
|
10,330 |
|
|
6,319 |
|
|
26,729 |
|
|
21,316 |
|
|||
Gross profit |
|
13,715 |
|
|
9,320 |
|
|
37,855 |
|
|
26,198 |
|
|||
Operating expenses | |||||||||||||||
Sales and marketing |
|
10,110 |
|
|
4,982 |
|
|
25,422 |
|
|
16,744 |
|
|||
Research and development |
|
9,452 |
|
|
4,031 |
|
|
21,178 |
|
|
12,883 |
|
|||
General and administrative |
|
14,314 |
|
|
3,889 |
|
|
31,149 |
|
|
11,138 |
|
|||
Total operating expenses |
|
33,876 |
|
|
12,902 |
|
|
77,749 |
|
|
40,765 |
|
|||
Loss from operations |
|
(20,161 |
) |
|
(3,582 |
) |
|
(39,894 |
) |
|
(14,567 |
) |
|||
Change in fair value of warrant liabilities |
|
1,418 |
|
|
(66 |
) |
|
170 |
|
|
(79 |
) |
|||
Change in fair value of contingent earnout liability |
|
42,710 |
|
|
- |
|
|
42,710 |
|
|
- |
|
|||
Other (expense) income, net |
|
(48 |
) |
|
(25 |
) |
|
(168 |
) |
|
11 |
|
|||
Interest expense |
|
(6 |
) |
|
(23 |
) |
|
(15 |
) |
|
(51 |
) |
|||
Interest income |
|
6 |
|
|
3 |
|
|
9 |
|
|
146 |
|
|||
Profit (loss) before income taxes |
|
23,919 |
|
|
(3,693 |
) |
|
2,812 |
|
|
(14,540 |
) |
|||
Income tax (benefit) expense |
|
(3 |
) |
|
26 |
|
|
(1 |
) |
|
113 |
|
|||
Net profit (loss) and comprehensive income (loss) | $ |
23,922 |
|
$ |
(3,719 |
) |
$ |
2,813 |
|
$ |
(14,653 |
) |
|||
Weighted average shares outstanding - basic |
|
163,426,469 |
|
|
38,778,614 |
|
|
81,856,744 |
|
|
38,382,999 |
|
|||
Weighted average shares outstanding - diluted |
|
176,420,646 |
|
|
38,778,614 |
|
|
94,736,492 |
|
|
38,382,999 |
|
|||
Net profit (loss) per share - basic | $ |
0.15 |
|
$ |
(0.10 |
) |
$ |
0.03 |
|
$ |
(0.38 |
) |
|||
Net profit (loss) per share - diluted |
|
0.14 |
|
|
(0.10 |
) |
|
0.03 |
|
|
(0.38 |
) |
|||
MARKFORGED HOLDING CORPORATION | ||||||||
RECONCILIATION OF GAAP TO NON-GAAP MEASURES | ||||||||
For the Three and Nine Months Ended September 30, 2021 and 2020 | ||||||||
(In thousands, except share data) (Unaudited) | ||||||||
| | Three Months Ended
September 30, |
| For the Nine Months
Ended September 30, |
||||
(dollars in thousands) | | 2021 |
|
2020 |
|
2021 |
|
2020 |
Net profit (loss) and comprehensive income (loss) | | $ 23,922 |
$ (3,719) |
| $ 2,813 |
$ (14,653) |
||
Interest income | | (6) |
(3) |
| (9) |
(146) |
||
Interest expense | | 6 |
23 |
| 15 |
51 |
||
Income tax expense | | (3) |
26 |
| (1) |
113 |
||
Depreciation and amortization | | 429 |
455 |
| 1,269 |
1,361 |
||
EBITDA | | $ 24,348 |
$ (3,218) |
| $ 4,087 |
$ (13,274) |
||
Stock compensation expense | | 6,202 |
521 |
| 9,176 |
1,528 |
||
Change in fair value of warrant liabilities | (1,418) |
66 |
(170) |
79 |
||||
Change in fair value of contingent earnout liability | (42,710) |
- |
(42,710) |
- |
||||
Transaction costs expensed | | 1,996 |
- |
| 1,996 |
- |
||
Adjusted EBITDA | | $ (11,582) |
$ (2,631) |
| $ (27,621) |
$ (11,667) |