Consolidated Balance Sheets |
||||||||
|
|
Period Ended |
|
|||||
|
|
June 30, 2023
|
|
|
December 31, 2022 |
|
||
Assets |
|
|
|
|
|
|
||
Current assets |
|
|
|
|
|
|
||
Cash |
|
$ |
10,733 |
|
|
$ |
10,713 |
|
Accounts receivable, net |
|
|
24,496 |
|
|
|
28,641 |
|
Inventory |
|
|
17,177 |
|
|
|
15,718 |
|
Prepaid expenses and other current assets |
|
|
2,618 |
|
|
|
3,588 |
|
Total current assets |
|
|
55,024 |
|
|
|
58,660 |
|
Property and equipment, net |
|
|
48,384 |
|
|
|
47,703 |
|
Right-of-use lease assets, net |
|
|
12,034 |
|
|
|
12,565 |
|
Intangible assets, net |
|
|
242,342 |
|
|
|
251,412 |
|
Other non-current assets |
|
|
144 |
|
|
|
175 |
|
Total assets |
|
$ |
357,928 |
|
|
$ |
370,515 |
|
Liabilities and Shareholders’ Equity |
|
|
|
|
|
|
||
Current liabilities |
|
|
|
|
|
|
||
Accounts payable |
|
$ |
10,311 |
|
|
$ |
7,982 |
|
Accrued expenses |
|
|
8,155 |
|
|
|
8,176 |
|
Current lease liability |
|
|
2,233 |
|
|
|
2,374 |
|
Other current liabilities |
|
|
3,478 |
|
|
|
4,828 |
|
Current portion of debt, net |
|
|
49,167 |
|
|
|
42,744 |
|
Total current liabilities |
|
|
73,344 |
|
|
|
66,104 |
|
Long-term debt, net |
|
|
109,551 |
|
|
|
114,327 |
|
Fathom earnout shares liability |
|
|
808 |
|
|
|
5,960 |
|
Sponsor earnout shares liability |
|
|
137 |
|
|
|
930 |
|
Warrant liability |
|
|
600 |
|
|
|
2,780 |
|
Payable to related parties pursuant to the tax receivable agreement (includes $4,050 and $4,000 at fair value, respectively) |
|
|
28,263 |
|
|
|
25,360 |
|
Noncurrent lease liability |
|
|
10,285 |
|
|
|
11,083 |
|
Total liabilities |
|
|
222,988 |
|
|
|
226,544 |
|
Commitments and Contingencies: |
|
|
|
|
|
|
||
Contingently Redeemable Preferred Equity: |
|
|
|
|
|
|
||
Redeemable non-controlling interest in Fathom OpCo |
|
|
80,059 |
|
|
|
92,207 |
|
Shareholders' Equity: |
|
|
|
|
|
|
||
Class A common stock, $0.0001 par value; 300,000,000 shares authorized; issued and outstanding 70,085,417 and 65,808,764 shares as of June 30, 2023 and December 31, 2022, respectively |
|
|
7 |
|
|
|
7 |
|
Class B common stock, $0.0001 par value; 180,000,000 shares authorized; issued and outstanding 66,547,589 and 70,153,051 shares as of June 30, 2023 and December 31, 2022, respectively |
|
|
7 |
|
|
|
7 |
|
Additional paid-in-capital |
|
|
592,068 |
|
|
|
587,941 |
|
Accumulated other comprehensive loss |
|
|
(107 |
) |
|
|
(107 |
) |
Accumulated deficit |
|
|
(537,094 |
) |
|
|
(536,084 |
) |
Shareholders’ equity attributable to Fathom Digital Manufacturing Corporation |
|
|
54,881 |
|
|
|
51,764 |
|
Total Liabilities, Shareholders’ Equity, and Redeemable Non-Controlling Interest |
|
$ |
357,928 |
|
|
$ |
370,515 |
|
Consolidated Statements of Comprehensive Income (Loss) |
||||||||||||||||||
Three Months Ended |
Six Months Ended |
|||||||||||||||||
|
June 30, 2023 |
June 30, 2022 |
June 30, 2023 |
June 30, 2022 |
||||||||||||||
|
|
|||||||||||||||||
Revenue |
$ |
34,474 |
|
|
$ |
41,985 |
|
$ |
69,481 |
|
|
$ |
82,526 |
|
||||
Cost of revenue |
|
23,940 |
|
|
|
26,437 |
|
|
47,002 |
|
|
|
54,981 |
|
||||
Gross profit |
|
10,534 |
|
|
|
15,548 |
|
|
22,479 |
|
|
|
27,545 |
|
||||
Operating expenses |
|
|
||||||||||||||||
Selling, general, and administrative |
|
9,445 |
|
|
|
11,617 |
|
|
20,217 |
|
|
|
26,381 |
|
||||
Depreciation and amortization |
|
4,643 |
|
|
|
4,452 |
|
|
9,218 |
|
|
|
8,968 |
|
||||
Restructuring |
|
1,406 |
|
|
|
- |
|
|
2,056 |
|
|
|
- |
|
||||
Total operating expenses |
|
15,494 |
|
|
|
16,069 |
|
|
31,491 |
|
|
|
35,349 |
|
||||
Operating loss |
|
(4,960 |
) |
|
|
(521 |
) |
|
(9,012 |
) |
|
|
(7,804 |
) |
||||
Interest expense and other (income) expense |
|
|
||||||||||||||||
Interest expense |
|
3,959 |
|
|
|
1,858 |
|
|
7,429 |
|
|
|
3,332 |
|
||||
Other expense |
|
65 |
|
|
|
129 |
|
|
138 |
|
|
|
195 |
|
||||
Other income |
|
(1,784 |
) |
|
|
(36,108 |
) |
|
(8,103 |
) |
|
|
(63,223 |
) |
||||
Total interest expense and other (income) expense, net |
|
2,240 |
|
|
|
(34,121 |
) |
|
(536 |
) |
|
|
(59,696 |
) |
||||
Net income (loss) before income tax |
$ |
(7,200 |
) |
|
$ |
33,601 |
|
$ |
(8,476 |
) |
|
$ |
51,892 |
|
||||
Income tax (benefit) expense |
|
64 |
|
|
|
(683 |
) |
|
119 |
|
|
|
(1,386 |
) |
||||
Net income (loss) |
$ |
(7,264 |
) |
|
$ |
34,284 |
|
$ |
(8,595 |
) |
|
$ |
53,278 |
|
||||
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average Class A common shares outstanding |
|
|
||||||||||||||||
Basic |
|
69,703,407 |
|
|
|
52,259,885 |
|
|
68,382,896 |
|
|
|
51,530,961 |
|
||||
Diluted |
|
136,302,053 |
|
|
|
135,524,773 |
|
|
136,213,635 |
|
|
|
135,305,168 |
|
Q2 2023 Revenue by Product Line |
|||||
|
|
|
|
|
|
|
Three Months Ended |
||||
($ in thousands) |
6/30/2023 |
% Revenue |
6/30/2022 |
% Revenue |
% Change |
Revenue By Product Line |
|
|
|
|
|
Additive manufacturing |
$3,287 |
9.5% |
$4,410 |
10.5% |
-25.5% |
Injection molding |
$6,064 |
17.6% |
$7,093 |
16.9% |
-14.5% |
CNC machining |
$13,240 |
38.4% |
$14,584 |
34.7% |
-9.2% |
Precision sheet metal |
$10,164 |
29.5% |
$14,751 |
35.1% |
-31.1% |
Other revenue |
$1,719 |
5.0% |
$1,147 |
2.7% |
49.9% |
Total |
$34,474 |
100.0% |
$41,985 |
100.0% |
-17.9% |
|
|
|
|
|
|
Six Months 2023 Revenue by Product Line |
|||||
|
|
|
|
|
|
|
Six Months Ended |
||||
($ in thousands) |
6/30/2023 |
% Revenue |
6/30/2022 |
% Revenue |
% Change |
Revenue By Product Line |
|
|
|
|
|
Additive manufacturing |
$6,875 |
9.9% |
$8,559 |
10.4% |
-19.7% |
Injection molding |
$10,743 |
15.5% |
$13,908 |
16.9% |
-22.8% |
CNC machining |
$27,470 |
39.5% |
$27,910 |
33.8% |
-1.6% |
Precision sheet metal |
$20,547 |
29.6% |
$29,434 |
35.7% |
-30.2% |
Other revenue |
$3,846 |
5.5% |
$2,715 |
3.3% |
41.7% |
Total |
$69,481 |
100.0% |
$82,526 |
100.0% |
-15.8% |
|
|
|
|
|
|
Reconciliation of GAAP Net Income (Loss) to Adjusted Net Income (Loss) | ||||||||||||
Three Months Ended |
Six Months Ended |
|||||||||||
|
June 30, 2023 |
June 30, 2022 |
June 30, 2023 |
June 30, 2022 |
||||||||
Net (loss) income |
$ |
(7,264) |
$ |
34,284 |
$ |
(8,595) |
$ |
53,278 |
||||
Stock compensation |
|
1,239 |
|
1,796 |
|
2,332 |
|
3,926 |
||||
Inventory step-up amortization |
|
- |
|
- |
|
- |
|
3,241 |
||||
Restructuring expense |
|
1,406 |
|
- |
|
2,056 |
|
- |
||||
Change in fair value of warrant liability (1) |
|
(400) |
|
(12,500) |
|
(2,180) |
|
(20,600) |
||||
Change in fair value of earnout share liabilities (1) |
|
(1,115) |
|
(22,930) |
|
(5,945) |
|
(41,900) |
||||
Change in fair value of tax receivable agreement (1) |
|
(250) |
|
(200) |
|
50 |
|
(200) |
||||
Integration, non-recurring, non-operating, cash, and non-cash costs (2) |
|
715 |
|
1,047 |
|
1,111 |
|
2,951 |
||||
Adjusted net loss |
$ |
(5,669) |
$ |
1,497 |
$ |
(11,171) |
$ |
696 |
||||
1 Represents the impacts from the change in fair value related to the earnout shares liability, the warrant liability and the tax receivable agreement associated with the business combination completed on December 23, 2021; 2 Represents adjustments for other integration, non-recurring, non-operating, cash, and non-cash costs related primarily to integration costs for acquisitions and severance. |
Reconciliation of GAAP Net Income (Loss) to Adjusted EBITDA |
||||||||||||
Three Months Ended |
Six Months Ended |
|||||||||||
|
June 30, 2023 |
June 30, 2022 |
June 30, 2023 |
June 30, 2022 |
||||||||
Net income (loss) |
$ |
(7,264) |
$ |
34,284 |
$ |
(8,595) |
$ |
53,278 |
||||
Depreciation and amortization |
|
6,465 |
|
5,996 |
|
12,543 |
|
12,204 |
||||
Interest expense, net |
|
3,959 |
|
1,858 |
|
7,429 |
|
3,332 |
||||
Income tax expense (benefit) |
|
64 |
|
(378) |
|
119 |
|
(1,386) |
||||
Stock compensation |
|
1,239 |
|
1,796 |
|
2,332 |
|
3,926 |
||||
Inventory step-up amortization |
|
- |
|
- |
|
- |
|
3,241 |
||||
Restructuring expense |
|
1,406 |
|
- |
|
2,056 |
|
- |
||||
Change in fair value of warrant liability (1) |
|
(400) |
|
(12,500) |
|
(2,180) |
|
(20,600) |
||||
Change in fair value of earnout shares liability (1) |
|
(1,115) |
|
(22,930) |
|
(5,945) |
|
(41,900) |
||||
Change in fair value of tax receivable agreement (1) |
|
(250) |
|
(200) |
|
50 |
|
(200) |
||||
Integration, non-recurring, non-operating, cash, and non-cash costs (2) |
|
715 |
|
1,047 |
|
1,111 |
|
2,951 |
||||
Adjusted EBITDA |
$ |
4,819 |
$ |
8,973 |
$ |
8,920 |
$ |
14,846 |
||||
1 Represents the impacts from the change in fair value related to the earnout shares liability, the warrant liability and the tax receivable agreement associated with the business combination completed on December 23, 2021; 2 Represents adjustments for other integration, non-recurring, non-operating, cash, and non-cash costs related primarily to integration costs for acquisitions and severance. |