We recommend that you review the reconciliation of this non-GAAP measure to the most directly comparable GAAP financial measure provided in the financial statement tables included below in this press release, and that you not rely on any single financial measure to evaluate our business.
Adjusted EBITDA
We define Adjusted EBITDA, a non-GAAP financial measure, as net profit (loss) and comprehensive loss less interest income, interest expense, income tax expense, depreciation and amortization expense, stock-based compensation expense, net change in fair value of warrant liabilities and contingent earnout liabilities, and non-recurring transaction costs. We monitor Adjusted EBITDA as a measure of our overall business performance, which enables us to analyze our past and future performance without the effects of certain non-cash items and or one-time charges. While we believe that Adjusted EBITDA is useful in evaluating our business, Adjusted EBITDA is a non-GAAP financial measure that has limitations as an analytical tool. Adjusted EBITDA can be useful in evaluating our performance by eliminating the effect of financing, capital expenditures, and non-cash expenses such as stock-based compensation, however, we may incur such expenses in the future which could impact future results.
Special Note Regarding Forward-Looking Statements
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 growth rate, revenue and gross profit margin guidance; expected growth, the size of and opportunity to increase our addressable market; the rate and extent of adoption of our products, including, but not limited to, our most recently introduced products; the effects of the global supply chain disruptions; the contributions of individual executive team members; 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 Markforged’s most recent periodic 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 December 31, 2021 and 2020 | ||||||||
(In thousands, except share data and par value amounts) (Unaudited) | ||||||||
December 31, 2021 | December 31,
2020 |
|||||||
Assets | ||||||||
Current assets | ||||||||
Cash and cash equivalents | $ |
288,603 |
|
$ |
58,715 |
|
||
Accounts receivable, net |
|
26,777 |
|
|
16,601 |
|
||
Inventory |
|
10,377 |
|
|
6,553 |
|
||
Prepaid expenses |
|
3,921 |
|
|
1,496 |
|
||
Other current assets |
|
511 |
|
|
1,373 |
|
||
Total current assets |
|
330,189 |
|
|
84,738 |
|
||
Property and equipment, net |
|
6,349 |
|
|
4,281 |
|
||
Other assets |
|
776 |
|
|
584 |
|
||
Total assets | $ |
337,314 |
|
$ |
89,603 |
|
||
Liabilities, Convertible Preferred Stock, and Stockholders’ Equity (Deficit) | ||||||||
Current liabilities | ||||||||
Accounts payable | $ |
11,403 |
|
$ |
3,369 |
|
||
Accrued expenses |
|
7,411 |
|
|
8,168 |
|
||
Deferred revenue |
|
6,288 |
|
|
6,196 |
|
||
Other current liabilities |
|
310 |
|
|
300 |
|
||
Total current liabilities |
|
25,412 |
|
|
18,033 |
|
||
Long-term debt |
|
— |
|
|
5,022 |
|
||
Long-term deferred revenue |
|
3,742 |
|
|
2,905 |
|
||
Deferred rent |
|
1,623 |
|
|
1,073 |
|
||
Contingent earnout liability |
|
59,722 |
|
|
— |
|
||
Other liabilities |
|
2,646 |
|
|
545 |
|
||
Total liabilities |
|
93,145 |
|
|
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
on December 31, 2021 and 2020; 185,993,058 and 39,510,108 shares issued on December 31, 2021 and 2020, respectively |
|
19 |
|
|
4 |
|
||
Additional paid-in capital |
|
319,859 |
|
|
5,538 |
|
||
Treasury stock, 0 and 483,479 shares on December 31, 2021 and 2020, respectively |
|
— |
|
|
(1,450 |
) |
||
Accumulated deficit |
|
(75,709 |
) |
|
(79,564 |
) |
||
Total stockholders’ equity (deficit) |
|
244,169 |
|
|
(75,472 |
) |
||
Total liabilities, convertible preferred stock, and stockholders’ equity (deficit) | $ |
337,314 |
|
$ |
89,603 |
|
||
MARKFORGED HOLDING CORPORATION | |||||||||||||||
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND | |||||||||||||||
COMPREHENSIVE INCOME (LOSS) | |||||||||||||||
For the three months and years ended December 31, 2021 and 2020 | |||||||||||||||
(In thousands, except share data and per share data) (Unaudited) | |||||||||||||||
Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||
|
2021 |
|
|
2020 |
|
|
2021 |
|
|
2020 |
|
||||
Revenue | $ |
26,637 |
|
$ |
24,337 |
|
$ |
91,221 |
|
$ |
71,851 |
|
|||
Cost of revenue |
|
11,603 |
|
|
8,605 |
|
|
38,368 |
|
|
29,921 |
|
|||
Gross profit |
|
15,034 |
|
|
15,732 |
|
|
52,853 |
|
|
41,930 |
|
|||
Operating expenses | |||||||||||||||
Sales and marketing |
|
10,255 |
|
|
5,669 |
|
|
35,966 |
|
|
22,413 |
|
|||
Research and development |
|
10,691 |
|
|
4,293 |
|
|
32,155 |
|
|
17,176 |
|
|||
General and administrative |
|
13,015 |
|
|
8,942 |
|
|
45,772 |
|
|
20,080 |
|
|||
Total operating expenses |
|
33,961 |
|
|
18,904 |
|
|
113,893 |
|
|
59,669 |
|
|||
Loss from operations |
|
(18,927 |
) |
|
(3,172 |
) |
|
(61,040 |
) |
|
(17,739 |
) |
|||
Change in fair value of warrant liabilities |
|
1,638 |
|
|
(96 |
) |
|
1,808 |
|
|
(175 |
) |
|||
Change in fair value of contingent earnout liability |
|
20,697 |
|
|
— |
|
|
63,407 |
|
|
— |
|
|||
Other expense |
|
(97 |
) |
|
(20 |
) |
|
(265 |
) |
|
(9 |
) |
|||
Interest expense |
|
(1 |
) |
|
(47 |
) |
|
(16 |
) |
|
(98 |
) |
|||
Interest income |
|
8 |
|
|
1 |
|
|
17 |
|
|
147 |
|
|||
Profit (loss) before income taxes |
|
3,318 |
|
|
(3,334 |
) |
|
3,911 |
|
|
(17,874 |
) |
|||
Income tax (benefit) expense |
|
57 |
|
|
(2 |
) |
|
56 |
|
|
111 |
|
|||
Net profit (loss) and comprehensive income (loss) | $ |
3,261 |
|
$ |
(3,332 |
) |
$ |
3,855 |
|
$ |
(17,985 |
) |
|||
Deemed dividend - redemption of common stock |
|
— |
|
|
(826 |
) |
|
— |
|
|
(826 |
) |
|||
Net loss attributable to common stockholders | $ |
3,261 |
|
$ |
(4,158 |
) |
$ |
3,855 |
|
$ |
(18,811 |
) |
|||
Weighted average shares outstanding - basic |
|
185,857,298 |
|
|
39,324,355 |
|
|
108,088,115 |
|
|
38,336,659 |
|
|||
Weighted average shares outstanding - diluted |
|
190,535,066 |
|
|
39,324,355 |
|
|
113,963,424 |
|
|
38,336,659 |
|
|||
Net profit (loss) per share - basic | $ |
0.02 |
|
$ |
(0.11 |
) |
$ |
0.04 |
|
$ |
(0.49 |
) |
|||
Net profit (loss) per share - diluted | $ |
0.02 |
|
$ |
(0.11 |
) |
$ |
0.03 |
|
$ |
(0.49 |
) |
|||
MARKFORGED HOLDING CORPORATION | ||||||||||||||||
RECONCILIATION OF GAAP TO NON-GAAP MEASURES | ||||||||||||||||
For the three months and years ended December 31, 2021 and 2020 | ||||||||||||||||
(In thousands) (Unaudited) | ||||||||||||||||
| | Three Months Ended December 31, | | Year Ended December 31, | ||||||||||||
|
|
2021 |
|
|
2020 |
|
|
|
2021 |
|
|
2020 |
|
|||
Net profit (loss) and comprehensive income (loss) | | $ |
3,261 |
|
$ |
(3,332 |
) |
| $ |
3,855 |
|
$ |
(17,985 |
) |
||
Interest income | |
|
(8 |
) |
|
(1 |
) |
|
|
(17 |
) |
|
(147 |
) |
||
Interest expense | |
|
1 |
|
|
47 |
|
|
|
16 |
|
|
98 |
|
||
Income tax expense | |
|
57 |
|
|
(2 |
) |
|
|
56 |
|
|
111 |
|
||
Depreciation and amortization | |
|
451 |
|
|
434 |
|
|
|
1,720 |
|
|
1,795 |
|
||
EBITDA | | $ |
3,762 |
|
$ |
(2,854 |
) |
| $ |
5,630 |
|
$ |
(16,128 |
) |
||
Stock compensation expense | |
|
7,535 |
|
|
1,041 |
|
|
|
18,930 |
|
|
2,569 |
|
||
Change in fair value of warrant liabilities |
|
(1,638 |
) |
|
96 |
|
|
(1,808 |
) |
|
175 |
|
||||
Change in fair value of contingent earnout liability |
|
(20,697 |
) |
|
— |
|
|
(63,407 |
) |
|
— |
|
||||
Transaction costs expensed | |
|
— |
|
|
— |
|
|
|
1,996 |
|
|
— |
|
||
Adjusted EBITDA | | $ |
(11,038 |
) |
$ |
(1,717 |
) |
| $ |
(38,659 |
) |
$ |
(13,384 |
) |
||