Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Mar. 12, 2024 | Jun. 30, 2023 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2023 | ||
Document Transition Report | false | ||
Entity File Number | 001-38835 | ||
Entity Registrant Name | DESKTOP METAL, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 83-2044042 | ||
Entity Address, Postal Zip Code | 01803 | ||
Entity Address, Address Line One | 63 3rd Avenue | ||
Entity Address, City or Town | Burlington | ||
Entity Address, State or Province | MA | ||
City Area Code | 978 | ||
Local Phone Number | 224-1244 | ||
Title of 12(b) Security | Class A Common Stock, $0.0001 Par Value per Share | ||
Trading Symbol | DM | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Document Financial Statement Error Correction [Flag] | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 461 | ||
Entity Common Stock, Shares Outstanding | 329,636,513 | ||
Entity Central Index Key | 0001754820 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2023 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Auditor Name | Deloitte & Touche LLP | ||
Auditor Firm ID | 34 | ||
Auditor Location | Boston, Massachusetts |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 83,845 | $ 76,291 |
Current portion of restricted cash | 233 | 4,510 |
Short-term investments | 625 | 108,243 |
Accounts receivable | 37,690 | 38,481 |
Inventory | 82,639 | 91,736 |
Prepaid expenses and other current assets | 11,105 | 17,155 |
Total current assets | 216,137 | 336,416 |
Restricted cash, net of current portion | 612 | 1,112 |
Property and equipment, net | 35,840 | 56,271 |
Goodwill | 0 | 112,955 |
Intangible assets, net | 168,259 | 219,830 |
Other noncurrent assets | 37,153 | 27,763 |
Total Assets | 458,001 | 754,347 |
Current liabilities: | ||
Accounts payable | 18,190 | 25,105 |
Customer deposits | 5,356 | 11,526 |
Current portion of lease liability | 7,404 | 5,730 |
Accrued expenses and other current liabilities | 27,085 | 26,723 |
Current portion of deferred revenue | 11,739 | 13,719 |
Current portion of longterm debt, net of deferred financing costs | 330 | 584 |
Total current liabilities | 70,104 | 83,387 |
Long-term debt, net of current portion | 89 | 311 |
Convertible notes | 112,565 | 111,834 |
Lease liability, net of current portion | 23,566 | 17,860 |
Deferred revenue, net of current portion | 3,696 | 3,664 |
Deferred tax liability | 3,523 | 8,430 |
Other noncurrent liabilities | 2,806 | 1,359 |
Total liabilities | 216,349 | 226,845 |
Commitments and Contingencies (Note 17) | ||
Stockholders' Equity | ||
Preferred Stock, $0.0001 par value-authorized, 50,000,000 shares; no shares issued and outstanding as of December 31, 2023 and December 31, 2022, respectively | ||
Common Stock, $0.0001 par value-500,000,000 shares authorized; 325,277,419 and 318,235,106 shares issued as of December 31, 2023 and December 31, 2022, respectively, 325,271,670 and 318,133,434 shares outstanding as of December 31, 2023 and December 31, 2022, respectively | 33 | 32 |
Additional paidin capital | 1,908,504 | 1,874,792 |
Accumulated deficit | (1,632,225) | (1,308,954) |
Accumulated other comprehensive loss | (34,660) | (38,368) |
Total Stockholders' Equity | 241,652 | 527,502 |
Total Liabilities and Stockholders' Equity | $ 458,001 | $ 754,347 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2023 | Dec. 31, 2022 |
CONSOLIDATED BALANCE SHEETS | ||
Preferred stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 |
Preferred stock, shares, issued | 0 | 0 |
Preferred Stock, shares, outstanding | 0 | 0 |
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 500,000,000 | 500,000,000 |
Common stock, shares, issued | 325,277,419 | 318,235,106 |
Common stock, shares, outstanding | 325,271,670 | 318,133,434 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Revenues | |||
Total revenues | $ 189,698 | $ 209,023 | $ 112,408 |
Cost of sales | |||
Total cost of sales | 199,788 | 193,952 | 94,115 |
Gross profit (loss) | (10,090) | 15,071 | 18,293 |
Operating expenses | |||
Research and development | 85,096 | 96,878 | 68,131 |
Sales and marketing | 40,334 | 68,091 | 47,995 |
General and administrative | 66,272 | 83,065 | 78,041 |
In-process research and development assets acquired | 25,581 | ||
Impairment charges | 8,518 | ||
Goodwill impairment | 112,911 | 498,800 | |
Total operating expenses | 313,131 | 746,834 | 219,748 |
Loss from operations | (323,221) | (731,763) | (201,455) |
Change in fair value of warrant liability | (56,576) | ||
Interest expense | (4,099) | (1,743) | (149) |
Interest and other (expense) income, net | 944 | (8,335) | (11,822) |
Loss before income taxes | (326,376) | (741,841) | (270,002) |
Income tax benefit | 3,105 | 1,498 | 29,668 |
Net loss | $ (323,271) | $ (740,343) | $ (240,334) |
Net loss per share-basic | $ (1) | $ (2.35) | $ (0.92) |
Net loss per share-diluted | $ (1) | $ (2.35) | $ (0.92) |
Weighted average shares outstanding, basic | 322,196 | 314,817 | 260,770 |
Weighted average shares outstanding, diluted | 322,196 | 314,817 | 260,770 |
Products | |||
Revenues | |||
Total revenues | $ 168,091 | $ 190,248 | $ 105,994 |
Cost of sales | |||
Total cost of sales | 184,614 | 178,952 | 87,450 |
Services | |||
Revenues | |||
Total revenues | 21,607 | 18,775 | 6,414 |
Cost of sales | |||
Total cost of sales | $ 15,174 | $ 15,000 | $ 6,665 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |||
Net loss | $ (323,271) | $ (740,343) | $ (240,334) |
Other comprehensive (loss) income, net of taxes: | |||
Unrealized loss | (203) | (290) | (40) |
Foreign currency translation adjustment | 3,911 | (31,664) | (6,365) |
Total comprehensive (loss) income, net of taxes of $0 | $ (319,563) | $ (772,297) | $ (246,739) |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |||
Taxes | $ 0 | $ 0 | $ 0 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock Restricted Stock awards | Common Stock Restricted Stock Units | Common Stock | Additional Paid-In Capital Restricted Stock awards | Additional Paid-In Capital Restricted Stock Units | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive (Loss) | Restricted Stock awards | Restricted Stock Units | Total |
BALANCE at Dec. 31, 2020 | $ 23 | $ 844,188 | $ (328,277) | $ (9) | $ 515,925 | ||||||
BALANCE (in shares) at Dec. 31, 2020 | 224,626,597 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of Common Stock options | $ 1 | 6,425 | 6,426 | ||||||||
Exercise of Common Stock options (in shares) | 5,732,247 | ||||||||||
Vesting of restricted Common Stock (in shares) | 491,293 | ||||||||||
Vesting of restricted share units (in shares) | 650,777 | ||||||||||
Repurchase of shares for employee tax withholdings | $ (958) | $ (541) | $ (958) | $ (541) | |||||||
Repurchase of shares for employee tax withholdings (in shares) | (109,150) | (61,498) | |||||||||
Issuance of Common Stock in connection with acquisitions | $ 5 | 620,585 | 620,590 | ||||||||
Issuance of Common Stock in connection with acquisitions (in shares) | 57,267,401 | ||||||||||
Issuance of Common Stock in connection with acquired in-process research and development | 4,300 | 4,300 | |||||||||
Issuance of Common Stock in connection with acquired in-process research and development (in shares) | 334,370 | ||||||||||
Stock-based compensation expense | 28,778 | 28,778 | |||||||||
Vesting of Trine Founder shares (in shares) | 1,850,938 | ||||||||||
Common Stock issued in connection with warrants exercised | $ 2 | 320,567 | 320,569 | ||||||||
Common stock issued in connection with warrants exercised (in shares) | 20,690,975 | ||||||||||
Net loss | (240,334) | (240,334) | |||||||||
Other comprehensive income (loss) | (6,405) | (6,405) | |||||||||
BALANCE at Dec. 31, 2021 | $ 31 | 1,823,344 | (568,611) | (6,414) | 1,248,350 | ||||||
BALANCE (in shares) at Dec. 31, 2021 | 311,473,950 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of Common Stock options | 3,190 | 3,190 | |||||||||
Exercise of Common Stock options (in shares) | 2,310,931 | ||||||||||
Vesting of restricted Common Stock (in shares) | 157,131 | ||||||||||
Vesting of restricted share units | $ 1 | 1 | |||||||||
Vesting of restricted share units (in shares) | 4,153,939 | ||||||||||
Repurchase of shares for employee tax withholdings | (243) | (243) | |||||||||
Repurchase of shares for employee tax withholdings (in shares) | (74,719) | ||||||||||
Issuance of Common Stock related to settlement of contingent consideration | 500 | 500 | |||||||||
Issuance of Common Stock related to settlement of contingent consideration (in shares) | 112,202 | ||||||||||
Stock-based compensation expense | 48,001 | 48,001 | |||||||||
Net loss | (740,343) | (740,343) | |||||||||
Other comprehensive income (loss) | (31,954) | (31,954) | |||||||||
BALANCE at Dec. 31, 2022 | $ 32 | 1,874,792 | (1,308,954) | (38,368) | 527,502 | ||||||
BALANCE (in shares) at Dec. 31, 2022 | 318,133,434 | ||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||
Exercise of Common Stock options | 1,203 | 1,203 | |||||||||
Exercise of Common Stock options (in shares) | 1,006,046 | ||||||||||
Vesting of restricted Common Stock (in shares) | 95,859 | ||||||||||
Vesting of restricted share units | $ 1 | (1) | |||||||||
Vesting of restricted share units (in shares) | 5,802,852 | ||||||||||
Repurchase of shares for employee tax withholdings | $ (250) | $ (250) | |||||||||
Repurchase of shares for employee tax withholdings (in shares) | (211,314) | ||||||||||
Issuance of Common Stock related to settlement of contingent consideration | 797 | 797 | |||||||||
Issuance of Common Stock related to settlement of contingent consideration (in shares) | 444,793 | ||||||||||
Stock-based compensation expense | 31,963 | 31,963 | |||||||||
Net loss | (323,271) | (323,271) | |||||||||
Other comprehensive income (loss) | 3,708 | 3,708 | |||||||||
BALANCE at Dec. 31, 2023 | $ 33 | $ 1,908,504 | $ (1,632,225) | $ (34,660) | $ 241,652 | ||||||
BALANCE (in shares) at Dec. 31, 2023 | 325,271,670 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Cash flows from operating activities: | |||
Net loss | $ (323,271) | $ (740,343) | $ (240,334) |
Adjustments to reconcile net loss to net cash used in operating activities: | |||
Depreciation and amortization | 53,632 | 50,767 | 24,854 |
Stockbased compensation | 33,177 | 48,001 | 28,778 |
Impairment charges | 8,518 | ||
Goodwill impairment | 112,911 | 498,800 | |
Inventory write-off | 28,966 | ||
Change in fair value of warrant liability | 56,576 | ||
Change in fair value of subscription agreement | 2,920 | ||
Amortization of capitalized commissions | 318 | ||
Amortization (accretion) of discount on investments | (490) | (888) | 3,021 |
Amortization of debt financing cost | 9 | ||
Amortization of deferred costs on convertible notes | 731 | 453 | |
Provision for bad debt | 2,215 | 975 | 447 |
Provision for slow-moving, obsolete, and lower of cost or net realizable value inventories, net | 17 | (45) | |
Acquired in-process research and development | 25,581 | ||
Loss on disposal of property and equipment | 209 | 224 | 74 |
Net increase (decrease) in accrued interest related to marketable securities | 238 | 847 | (819) |
Net unrealized (gain) loss on equity investment | 464 | 6,332 | 9,660 |
Net unrealized (gain) loss on other investments | 1,595 | (130) | |
Deferred tax benefit | (3,105) | (1,498) | (29,668) |
Change in fair value of contingent consideration | (1,567) | (429) | |
Foreign currency transaction (gain) loss | (613) | 303 | 189 |
Changes in operating assets and liabilities: | |||
Accounts receivable | (1,297) | 6,737 | (18,299) |
Inventory | (19,079) | (28,183) | (16,962) |
Prepaid expenses and other current assets | 5,205 | 1,787 | (8,937) |
Other assets | 4,265 | 2,505 | (3) |
Accounts payable | (6,894) | (6,595) | 12,797 |
Accrued expenses and other current liabilities | 1,966 | (10,613) | (8,761) |
Customer deposits | (6,169) | (2,037) | (2,569) |
Current portion of deferred revenue | (1,962) | (4,749) | 5,989 |
Change in right of use assets and lease liabilities, net | (6,626) | (4,298) | (641) |
Other liabilities | 1,679 | (41) | 1,609 |
Net cash used in operating activities | (114,995) | (181,531) | (155,048) |
Cash flows from investing activities: | |||
Purchases of property and equipment | (2,762) | (11,517) | (7,683) |
Purchase of other investments | (3,620) | ||
Proceeds from other investments | 4,089 | 3,155 | |
Purchase of equity investment | (20,000) | ||
Proceeds from sale of property and equipment | 9,942 | 6 | 44 |
Proceeds from policy buyout | 333 | ||
Purchase of marketable securities | (4,973) | (158,404) | (330,873) |
Proceeds from sales and maturities of marketable securities | 112,719 | 248,150 | 243,349 |
Proceeds from capital grant | 200 | ||
Cash paid to acquire in-process research and development | (21,220) | ||
Cash paid for acquisitions, net of cash acquired | (1,750) | (23) | (287,624) |
Net cash provided by (used in) investing activities | 117,265 | 81,567 | (427,294) |
Cash flows from financing activities: | |||
Proceeds from the exercise of stock options | 1,203 | 3,190 | 6,426 |
Proceeds from the exercise of stock warrants | 170,665 | ||
Payment of taxes related to net share settlement upon vesting of restricted stock units | (250) | (243) | (541) |
Repayment of loans | (419) | (542) | |
Proceeds from issuance of convertible notes | 115,000 | ||
Costs incurred in connection with the issuance of convertible notes | (3,619) | ||
Repayment of term loan | (10,000) | ||
Net cash provided by financing activities | 534 | 113,786 | 166,550 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (27) | (167) | (87) |
Net increase (decrease) in cash, cash equivalents, and restricted cash | 2,777 | 13,655 | (415,879) |
Cash, cash equivalents, and restricted cash at beginning of period | 81,913 | 68,258 | 484,137 |
Cash, cash equivalents, and restricted cash at end of period | 84,690 | 81,913 | 68,258 |
Supplemental disclosures of cash flow information | |||
Cash and cash equivalents | 83,845 | 76,291 | 65,017 |
Restricted cash included in other current assets | 233 | 4,510 | 2,129 |
Restricted cash included in other noncurrent assets | 612 | 1,112 | 1,112 |
Total cash, cash equivalents and restricted cash shown in the consolidated statements of cash flows | 84,690 | 81,913 | 68,258 |
Supplemental cash flow information: | |||
Interest paid | 6,900 | 3,488 | 148 |
Taxes paid | 150 | ||
Noncash investing and financing activities: | |||
Net unrealized (gain) loss on investments | (339) | 290 | 40 |
Exercise of private placement warrants | 149,904 | ||
Common Stock issued for acquisitions | 620,590 | ||
Common Stock issued for acquisition of in-process research and development | 4,300 | ||
Common Stock issued for settlement of contingent consideration | 797 | 500 | |
Accrued purchase price related to acquisitions | 1,800 | ||
Additions to right of use assets and lease liabilities | 13,926 | 10,812 | 5,582 |
Purchase of property and equipment included in accounts payable | 239 | 516 | 90 |
Purchase of property and equipment included in accrued expense | 31 | 38 | |
Transfers from property and equipment to inventory | 2,214 | 4,993 | 1,068 |
Transfers from inventory to property and equipment | $ 1,566 | 4,513 | 1,435 |
Accrued contingent consideration in connection with acquisitions | 6,083 | ||
Taxes related to net share settlement upon vesting of restricted stock awards in accrued expense | $ 958 | ||
Deferred contract costs | 1,341 | ||
Equipment financing | $ 175 |
ORGANIZATION, NATURE OF BUSINES
ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES | 12 Months Ended |
Dec. 31, 2023 | |
ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES | |
ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES | 1. ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES Organization and Nature of Business Desktop Metal, Inc. is a Delaware corporation headquartered in Burlington, Massachusetts. The company was founded in 2015 and is accelerating the transformation of manufacturing with 3D printing solutions for engineers, designers, and manufacturers. The Company designs, produces and markets 3D printing systems and services to a variety of end customers. Unless otherwise indicated or the context otherwise requires, references in this Annual Report on Form 10-K to the “Company” and “Desktop Metal” refer to the consolidated operations of Desktop Metal, Inc. and its subsidiaries. References to “Trine” refer to the company prior to the consummation of the Business Combination and references to “Legacy Desktop Metal” refer to Desktop Metal Operating, Inc. prior to the consummation of the Business Combination. Risks and Uncertainties The Company is subject to a number of risks similar to those of other companies of similar size in its industry, including, but not limited to, the need for successful development of products, the need for additional funding, competition from substitute products and services from larger companies, protection of proprietary technology, patent litigation, dependence on key individuals, and risks associated with changes in information technology. The Company has financed its operations to date primarily with proceeds from the sale of preferred stock, the Business Combination, and the sale of convertible senior notes due in 2027 (the “2027 Notes”) in May 2022. The Company’s long-term success is dependent upon its ability to successfully market its products and services; generate revenue; maintain or reduce its operating costs and expenses; meet its obligations; obtain additional capital when needed; and, ultimately, achieve profitable operations. Management believes that existing cash and investments as of December 31, 2023 will be sufficient to fund operating and capital expenditure requirements through at least twelve months from the date of issuance of these consolidated financial statements. Termination of Merger with Stratasys Ltd. On May 25, 2023, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among Stratasys Ltd. (“Stratasys”), Tetris Sub Inc., a Delaware corporation and a direct wholly owned subsidiary of Stratasys (“Merger Sub”), and the Company, pursuant to which Merger Sub was to merge with and into the Company, with the Company surviving the merger as a direct wholly owned subsidiary of Stratasys (the “Merger”). The Merger was subject to approval by shareholders of Stratsys and Desktop Metal. At an extraordinary general meeting of shareholders of Stratasys held on September 28, 2023, Stratasys shareholders did not approve the proposal related to the Merger Agreement. Accordingly, on September 28, 2023, Stratasys sent Desktop Metal a notice of termination of the Merger Agreement. As a result, and under the terms of the Merger Agreement, Stratasys paid $10.0 million to Desktop Metal for reimbursement of expenses, which is included in general and administrative expenses in the consolidated statements of operations. The $10.0 million of reimbursement was equal the expenses previously incurred; therefore, there was no gain recorded related to this item. The termination fee was paid on October 6, 2023. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The consolidated financial statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the regulations of the U.S Securities and Exchange Commission (“SEC”). Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The functional currency of all wholly owned subsidiaries is U.S. Dollars. All intercompany transactions and balances have been eliminated in consolidation. Assets Held for Sale The Company classifies long-lived assets or asset groups that the Company plans to sell as held for sale on its consolidated balance sheets only after certain criteria have been met including: (i) management has the authority and commits to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, (iii) an active program to locate a buyer and the plan to sell the asset have been initiated, (iv) the sale of the asset is probable within 12 months, (v) the asset is being actively marketed at a reasonable sales price relative to its current fair value, and (vi) it is unlikely that the plan to sell will be withdrawn or that significant changes to the plan will be made. The Company records assets or asset groups held for sale at the lower of their carrying value or fair value less costs to sell. Foreign Currency Translation The Company translates assets and liabilities of its foreign subsidiaries from their respective functional currencies to U.S. Dollars at the appropriate spot rates as of the balance sheet date. The functional currency of most wholly owned subsidiaries is U.S. Dollars, except for certain international subsidiaries, for which it is Euros, British Pound Sterling, or Japanese Yen, depending on the subsidiary’s location. The results of operations are translated into U.S. Dollars at a monthly average rate, calculated using daily exchange rates. Differences arising from the translation of opening balance sheets of these entities to the rate at the end of the fiscal period are recognized in accumulated other comprehensive loss. The differences arising from the translation of foreign results at the average rate are also recognized in accumulated other comprehensive loss. Such translation differences are recognized as income or expense in the period in which the Company disposes of the operations. Transactions in foreign currencies are recorded at the approximate rate of exchange at the transaction date. Assets and liabilities resulting from these transactions are translated at the rate of exchange in effect at the balance sheet date. All such differences are recorded in interest and other (expense) income, net in the consolidated statements of operations. Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires the Company’s management to make judgements, estimates and assumptions regarding uncertainties that affect the reported amounts of assets, liabilities and related disclosures of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, revenue recognition, realizability of inventory, goodwill, intangibles, stock-based compensation, and fair values of common stock. The Company bases its estimates on historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities. The Company assesses estimates on an ongoing basis; however, actual results could materially differ from those estimates. Cash and Cash Equivalents Cash and cash equivalents consist of standard checking accounts, money market accounts and certain investments. The Company classifies any marketable security with an original maturity date of 90 days or less at the time of purchase as a cash equivalent. Short-Term Investments The Company invests its excess cash in fixed income instruments denominated and payable in U.S. dollars including U.S. treasury securities, commercial paper, corporate bonds, government bonds, and asset-backed securities in accordance with the Company’s investment policy that primarily seeks to maintain adequate liquidity and preserve capital. Short-term investments represent holdings of available-for-sale marketable securities in accordance with the Company’s investment policy and cash management strategy. Investments in marketable securities are recorded at fair value, with any unrealized gains and losses reported within accumulated other comprehensive is loss as a separate component of stockholders’ equity until realized or until a determination is made that an other-than-temporary decline in market value has occurred. When such reductions occur, the cost of the investment is adjusted to fair value through recording a loss on investments in the consolidated statements of operations. All investments in marketable securities mature within one year. The Company also invests in equity securities which are carried at fair value based upon quoted prices in active markets. The Company’s recognizes unrealized gains (losses) on equity securities in interest and other (expense) income, net in the consolidated statements of operations. Restricted Cash Restricted cash represents cash and cash equivalents that are restricted to withdrawal or use as of the reporting date. Restricted cash typically relates to deposits to secure letters of credit, cash the Company is contractually obligated to maintain related to acquisitions, as well as contractually required security deposits. Financial Instruments The Company’s financial instruments are comprised of cash and cash equivalents, short-term investments, restricted cash, accounts receivable and accounts payable. The Company’s other current financial assets and current financial liabilities have fair values that approximate their carrying values due to the short maturity of these balances. Products Revenue and Services Revenue Products revenue include sales of the Company’s additive manufacturing systems, along with the sale of related accessories and consumables, as well as produced parts. Consumables are primarily comprised of materials, which are used by the 3D printers during the printing process to produce parts, as well as replacement parts for items consumed during system operations. Certain on-device software is embedded with the hardware and sold with the product bundle and is included within product revenue. Revenue from products is recognized upon transfer of control, which is generally at the point of shipment. If the Company cannot objectively determine that the product provided to the customer is in accordance with agreed-upon specifications, revenue is not recognized until customer acceptance is received. Services revenue consists of installation, training, and post-installation hardware and software support, as well as various software solutions the Company offers to facilitate the operation of the Company’s products. The Company offers multiple software products, which are licensed through either a cloud-based solution and/or on-device software, depending on the product. For the cloud-based solution, which the customer does not have the right to take possession of, the Company typically provides an annual subscription for customer access which is renewable at expiration. The revenue from the cloud-based solution is recognized ratably over the annual term as the Company considers the services provided under the cloud-based solution to be a series of distinct performance obligations, as the Company provides continuous daily access to the cloud solution. For on-device software subscriptions, the Company typically recognizes revenue once the customer has been given access to the software. When the Company enters into development contracts, control of the development service is transferred over time, and the related revenue is recognized as services are performed. For certain products, the Company offers customers an optional extended warranty beyond the initial warranty period. The optional extended warranty is accounted for as a service-type warranty. Extended warranty revenue is deferred and recognized on a straight-line basis over the service-type warranty period of the contract and the associated costs are recognized as incurred. For certain deferred maintenance contracts where sufficient historical evidence indicates that the costs of performing the related services under the contract are not incurred on a straight-line basis, the associated revenue is recognized at a point in time in proportion to the costs expected to be incurred. The Company generates certain revenues through the sale of research and development services. Revenue under research and development service contracts is generally recognized over time where progress is measured in a manner that reflects the transfer of control of the promised goods or services to the customer. Depending on the facts and circumstances surrounding each research and development service contract, revenue is recognized over time using either an input measure (based on the entity’s direct costs incurred in an effort to satisfy the performance obligations) or an output measure (specifically units or parts delivered, based upon certain customer acceptance and delivery requirements). In certain circumstances, the Company generates revenue through leases of machinery and equipment to customers. These leases are classified as either operating or sales-type leases and generally have lease terms ranging from one Revenue Recognition Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. The amount of consideration is typically a fixed price at the contract inception. Consideration from shipping and handling is recorded on a gross basis within product revenue. The Company determines revenue recognition through the following steps: • • • • • Nature of Products and Services The Company sells its products through authorized resellers, independent sales agents, and its own sales force. Revenue from hardware, consumables, and produced parts is recognized upon transfer of control, which is generally at the point of shipment. If the Company cannot objectively determine that the products provided to the customer are in accordance with agreed-upon specifications, revenue is not recognized until customer acceptance is received. The Company’s post-installation support is primarily sold through one-year annual contracts and such revenue is recognized ratably over the term of the agreement. For certain maintenance contracts, there is a detail of specified maintenance which is performed at predetermined intervals and is recognized when the professional services are performed. Service revenue from installation and training is recognized as performed. The Company’s terms of sale generally provide payment terms that are customary in the countries where the Company transacts business. To reduce credit risk in connection with certain sales, the Company may, depending upon the circumstances, require significant deposits or payment in full prior to shipment. When the Company has a noncancelable contract and the right to invoice prior to shipment based on payment terms, the Company records the receivable and related customer deposits in the consolidated balance sheets. Due to the short-term nature of the Company’s contracts, substantially all of the outstanding performance obligations are recognized within one year. Shipping and handling activities that occur after control over a product has transferred to a customer are accounted for as fulfillment activities rather than performance obligations, as allowed under a practical expedient provided by ASC 606. The shipping and handling fees charged to customers are recognized as revenue and the related costs are included in cost of revenue at the point in time when ownership of the product is transferred to the customer. Sales taxes and value added taxes collected concurrently with revenue generating activities are excluded from revenue. Significant Judgements The Company enters into contracts with customers that can include various combinations of hardware products, software licenses, and services, which are distinct and accounted for as separate performance obligations. Products or services that are promised to a customer can be considered distinct if both of the following criteria are met: (i) the customer can benefit from the products or services either on its own or together with other readily available resources and (ii) the Company’s promise to transfer the products, software, or services to the customer is separately identifiable from other promises in the contract. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgement. Judgement is required to determine the standalone selling price (“SSP”). The transaction price is allocated to each distinct performance obligation on a relative standalone selling price basis and revenue is recognized for each performance obligation when control has passed. In most cases, the Company is able to establish SSP based on historical transaction data of the observable prices of hardware products and consumables sold separately in comparable circumstances to similar customers, observable renewal rates for software and post-installation support, and the Company’s best estimate of the selling price at which the Company would have sold the product regularly on a stand-alone basis for training and installation. The Company reassesses the SSP on a periodic basis or when facts and circumstances change. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, customer deposits and deferred revenues (contract liabilities) on the consolidated balance sheets. Timing of revenue recognition may differ from the timing of invoicing to customers. The Company records a receivable at the time of invoicing. For most contracts, customers are invoiced a substantive portion of the arrangement prior to shipment of products or performance of services. The Company will typically bill in advance for post-installation support and cloud-based software licenses, resulting in deferred revenue. When products have been delivered, but the product revenue associated with the arrangement has been deferred the Company includes the costs for the delivered items in inventory on the consolidated balance sheets until recognition of the related revenue occurs, at which time it is recognized in cost of sales. The Company’s contracts are primarily one year or less, and as such, most of the deferred revenue outstanding at the end of the fiscal year is recognized during the following year. Purchases of post-installation customer support and maintenance may range from one The Company sells products directly to end-users as well as through a reseller network. Under the reseller arrangement, the reseller is determined to be the Company’s customer, and revenue is recognized based on the amounts the Company is entitled to, reduced by any payments owed to the resellers. On certain contracts, the Company utilizes external partners and an internal sales team to sell direct to the end user. The Company acts as a principal in the contracts with users when utilizing external partners because the Company controls the product, establishes the price, and bears the risk of nonperformance, until it is transferred to the end user. The Company records the revenue on a gross basis and commissions are recorded as a sales and marketing expense in the statement of operations. The Company recognizes its commission expense as a point-in-time expense as contract obligations are primarily completed within a one-year contract period. Allowance for Doubtful Accounts In evaluating the collectability of accounts receivable, the Company assesses a number of factors, including specific customers’ abilities to meet their financial obligations, the length of time receivables are past due, and historical collection experience. If circumstances related to specific customers change, or economic conditions deteriorate such that past collection experience is no longer relevant, the Company’s estimate of the recoverability of accounts receivable could be further reduced from the levels provided for in the consolidated financial statements. The Company evaluates specific accounts for which it is believed a customer may have an inability to meet their financial obligations. In these cases, judgment is applied, based on available facts and circumstances, and a specific reserve is recorded for that customer to reduce the receivable to an amount expected to be collected. These specific reserves are reevaluated and adjusted as additional information is received that impacts the amount reserved. Remaining Performance Obligations Remaining performance obligations are the aggregate amount of total contract transaction price that is unsatisfied or partially unsatisfied. The Company has elected to apply the practical expedient associated with incremental costs of obtaining a contract, and as such, sales commission expense is generally expensed when incurred because the amortization period would be one year or less. These costs are recorded within sales and marketing expense in the consolidated statements of operations. Net Loss Per Share The Company presents basic and diluted loss per share amounts. Basic loss per share is calculated by dividing net loss available to holders of Common Stock by the weighted average number of shares of Common Stock outstanding during the applicable period. The denominator for diluted earnings per share is a computation of the weighted-average number of ordinary shares and the potential dilutive ordinary shares outstanding during the period. Potential dilutive shares outstanding include the dilutive effect of in-the-money options, unvested Restricted Stock Awards (“RSAs”), and unvested Restricted Stock Units (“RSUs”) using the treasury stock method. In periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share because dilutive shares are not assumed to have been issued if their effect is anti-dilutive. Grants The Company recognizes grants or subsidies from governments and other organizations when there is reasonable assurance that the Company will comply with any conditions attached to the grant arrangement and the grant will be received. The Company evaluates the conditions of the grant as of each reporting period to ensure that the Company has reached reasonable assurance of meeting the conditions of each grant arrangement and that it is expected that the grant will be received as a result of meeting the necessary conditions. Grants are recognized in the consolidated statements of operations on a systematic basis over the periods in which the Company recognized the related costs for which the grant is intended to compensate. Specifically, when government grants are related to reimbursements for operating expenses, the grants are recognized as a reduction of the related expense in the consolidated statements of operations. During the years ended December 31, 2023, 2022 and 2021, the Company recognized $0.1 million, $0.4 million, and $1.0 million, respectively, related to grants in the research and development line within the consolidated statements of operations. The Company records grant receivables in the consolidated balance sheets in prepaid expenses and other current assets or other non-current assets, depending on when the amounts are expected to be received from the government agency. Proceeds received from grants prior to expenditures being incurred are recorded as restricted cash and other current liabilities or other long-term liabilities, depending on when the Company expects to use the proceeds. Warranty Reserve Substantially all of the Company’s hardware and software products are covered by a standard assurance warranty of one year within the United States and 13 months internationally, and estimated warranty obligations are recorded as an expense at the time of revenue recognition. In the event of a failure of hardware product or software covered by this warranty, the Company will repair or replace the software or hardware product. For certain products, the Company offers customers an optional extended warranty after the initial warranty period. The optional extended warranty is accounted for as a service-type warranty; therefore, costs are recognized as incurred and revenue is recognized over the service-type warranty period. The Company’s warranty reserve reflects estimated material and labor costs for potential or actual product issues in its installed base for which the Company expects to incur an obligation. The Company periodically assesses the adequacy of the warranty reserve and adjusts the amount as necessary. If the data used to calculate the adequacy of the warranty reserve is not indicative of future requirements, additional or reduced warranty reserves may be required. Substantially all of the Company’s produced parts are covered by standard warranties of one Inventory Inventory is stated at the lower of cost or net realizable value, approximating a first-in, first-out basis. The Company provides for inventory losses based on obsolescence and levels in excess of forecasted demand. Inventory is reduced to the estimated net realizable value based on historical usage and expected demand. Inventory provisions based on obsolescence and inventory in excess of forecasted demand are recorded through cost of sales in the consolidated statements of operations. Concentrations of Credit Risk and Off-Balance-Sheet Risk In the normal course of operations, ExOne GmbH issues short-term financial guarantees and letters of credit to third parties in connection with certain commercial transactions requiring security through a credit facility with a German bank. As of December 31, 2023, total outstanding financial guarantees and letters of credit issued were $0.1 million. The Company has no other significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents principally with accredited financial institutions of high-credit standing. As of December 31, 2023, 2022, and 2021, no single customer accounted for more than 10% of revenue. As of December 31, 2023 and 2022, no single customer accounted for more than 10% of total accounts receivable. Customer Deposits Payments received from customers who have placed reservations or purchase orders in advance of shipment are refundable upon cancellation or non-delivery by the Company and are included within customer deposits on the consolidated balance sheets. Other Investments The Company periodically makes investments in companies within the additive manufacturing industry. The Company monitors events or changes in circumstances that may have a significant effect on the fair value of investments, either due to impairment or based on observable price changes, and records necessary adjustments in interest and other (expense) income, net in the consolidated statements of operations. Property and Equipment Property and equipment is stated at cost. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is included in the determination of net income or loss. Depreciation is expensed using the straight-line method over the estimated useful lives of the assets as follows: Asset Classification Useful Life Equipment 2 - 20 years Buildings 6 - 50 years Automobiles 2 - 7 years Furniture and fixtures 2 - 10 years Computer equipment 2 - 7 years Tooling 3 years Software 2 - 5 years Leasehold improvements Shorter of asset’s useful life or remaining life of the lease Leases For lease arrangements in which the Company is the lessee, the Company determines if an arrangement is a lease at inception. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. The Company assesses it plans to renew its material leases on an annual basis. Operating leases are included in other assets, current portion of lease liability, and lease liability, net of current portion on the Company’s consolidated balance sheets. Right of use (“ROU”) assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the expected remaining lease term. As the interest rate implicit in the Company’s leases is typically not readily determinable, the Company uses its incremental borrowing rate for a similar term of lease payments based on the information available at commencement date in determining the present value of future payments. The Company elected the short-term lease recognition practical expedient and therefore, the Company does not recognize right of use assets or lease liabilities for leases with less than a twelve-month duration. The Company also elected the practical expedient to account for lease agreements which contain both lease and non-lease components as a single lease component. For lease arrangements in which the Company is the lessor, the Company determines whether the lease arrangement is classified as an operating lease or sales-type lease at inception. The Company’s operating lease arrangements have initial terms generally ranging from one The Company’s sales-type lease arrangements generally include transfer of ownership at the end of the lease term, and as such, the Company’s net investment in sales-type lease arrangements presented in the consolidated balance sheets generally does not include an amount of unguaranteed residual value. For certain of the arrangements, the Company separates and allocates certain non-lease components (principally maintenance services) from non-lease components. Sales, value add, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from lease income) basis. In determination of the lease term, the Company considers the likelihood of lease renewal options and lease termination provisions. Business Combinations The Company allocates the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The Company generally values the identifiable intangible assets acquired using a discounted cash flow model. The significant estimates used in valuing certain of the intangible assets, include, but are not limited to future expected cash flows of the asset, discount rates to determine the present value of the future cash flows and expected technology life cycles. Intangible assets are amortized over their estimated useful life; the period over which the Company anticipates generating economic benefit from the asset. Fair value adjustments subsequent to the acquisition date, that are not measurement period adjustments, are recognized in earnings. Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination that is not individually identified and separately recorded. The excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination is recognized as goodwill. Goodwill is not amortized but is tested for impairment at least annually (as of the first day of the fourth quarter) or as circumstances indicate the value may no longer be recoverable. To assess if goodwill is impaired, the Company performs a qualitative assessment to determine whether further impairment testing is necessary. The Company then compares the carrying amount of the single reporting unit to the fair value of the reporting unit. An excess carrying value over fair value would indicate that goodwill may be impaired. Due to sustained declines in the Company’s stock price and the stock prices of comparable companies, the Company performed interim quantitative assessments as of June 30, 2022 and December 31, 2022, utilizing a combination of the income and market approaches. The results of the quantitative analysis performed indicated that the carrying value of the reporting unit exceeded the fair value. As such, $498.8 million of goodwill impairment charges were recorded during the year ended December 31, 2022. The Company performed a quantitative assessment during its annual impairment review for 2023 as of October 1, 2023 and concluded that the fair value of the Company’s single reporting unit was not less than its carrying amount. Due to sustained declines in Company’s stock price and the stock prices of comparable companies, we performed a quantitative assessment as of December 31, 2023, utilizing a combination of the income and market approaches. The results of the quantitative analysis performed indicated that the carrying value of the reporting unit exceeded the fair value. As such, a goodwill impairment charge of Intangible Assets Intangible assets consist of identifiable intangible assets, including developed technology, trade names, and customer relationships, resulting from the Company’s acquisitions. The Company evaluates definite-lived intangible assets for impairment when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If indicators of impairment are present, the Company then compares the estimated undiscounted cash flows that the specific asset is expected to generate to its carrying value. If such assets are impaired, the impairment recognized is measured as the amount by which the carrying amount of the asset exceeds its fair value. During the year ended December 31, 2023, the Company recorded impairment charges of intangible assets of $1.6 million. Intangible assets are amortized over their useful life. Asset Acquisitions Acquisitions of assets or a group of assets that do not meet the definition of a business are accounted for as asset acquisitions using the cost accumulation method, whereby the cost of the acquisition, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. No goodwill is recognized in an asset acquisition. Intangible assets that are acquired in an asset acquisition for use in research and development activities which have an alternative future use are capitalized as in-process research and development (“IPR&D”). Acquired IPR&D which has no alternative future use is recorded as in-process research and development expense at acquisition. Impairment of Long-Lived Assets The Company evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets may warrant revision or that the carrying value of these assets may be impaired. The Company has concluded that through December 31, 2023, its long-lived assets are not impaired. Contingent Consideration Contingent consideration represents potential future payments that the Company may be required to pay in the event negotiated milestones are met in connection with a business acquisition. Contingent consideration is recorded as a liability at the date of acquisition at fair value. The fair value of contingent consideration related to revenue metrics is estimated using a Monte Carlo simulation in a risk-neutral framework. Under this approach, the value of contingent consideration related to revenue metrics is calculated as the average present value of contingent consideration payments over all simulated paths. The fair value of contingent consideration related to tec |
REVENUE RECOGNITION
REVENUE RECOGNITION | 12 Months Ended |
Dec. 31, 2023 | |
REVENUE RECOGNITION | |
REVENUE RECOGNITION | 3. REVENUE RECOGNITION Contract Balances The Company’s deferred revenue balance was $15.4 million and $17.4 million as of December 31, 2023 and 2022, respectively. During the year ended December 31, 2023, the Company recognized $5.8 million of existing deferred revenue from 2022. During the year ended December 31, 2022, the Company recognized $14.3 million of existing deferred revenue from 2021. The deferred revenue consists of billed post-installation customer support and maintenance, cloud-based software licenses that are recognized ratably over the term of the agreement, and contracts that have outstanding performance obligations or contracts that have acceptance terms that have not yet been fulfilled. Contract assets were not significant during the years ended December 31, 2023 and 2022. Remaining Performance Obligations As of December 31, 2023, the Company had $15.4 million of remaining performance obligations of which approximately $11.7 million is expected to be fulfilled over the next 12 months, notwithstanding uncertainty related to customer site readiness and unanticipated economic events, which could have an adverse effect on the timing of delivery and installation of products and or services to customers. In addition, the Company also had customer deposits of $5.4 million and $11.5 million as of December 31, 2023 and 2022. |
ACQUISITIONS
ACQUISITIONS | 12 Months Ended |
Dec. 31, 2023 | |
ACQUISITIONS | |
ACQUISITIONS | 4. ACQUISITIONS 2021 Acquisitions Acquisition of EnvisionTEC On February 16, 2021, the Company acquired EnvisionTEC, Inc. and its subsidiaries (“EnvisionTEC”) pursuant to a Purchase Agreement and Plan of Merger dated January 15, 2021. This acquisition added a comprehensive portfolio in additive manufacturing across metals, polymers and composites and grew distribution channels both in quantity and through the addition of a vertically-focused channel. The total purchase price was $303.6 million, consisting of $143.8 million paid in cash and 5,036,142 shares of the Company’s Common Stock with a fair value of $159.8 million as of the close of business on the transaction date. The acquisition is accounted for as a business combination using the acquisition method of accounting. The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s estimates of their fair values on the acquisition date. The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 143,795 Equity consideration 159,847 Total consideration transferred $ 303,642 The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At February 16, 2021 Assets acquired: Cash and cash equivalents $ 859 Restricted cash 5,004 Accounts receivable 2,982 Inventory 7,668 Prepaid expenses and other current assets 1,081 Restricted cash - noncurrent 285 Property and equipment 1,540 Intangible assets 137,300 Other noncurrent assets 1,801 Total assets acquired $ 158,520 Liabilities assumed: Accounts payable $ 1,442 Customer deposits 2,460 Current portion of lease liability 605 Accrued expenses and other current liabilities 13,706 Liability for income taxes 480 Deferred revenue 492 Current portion of long-term debt 898 Long-term debt 285 Deferred tax liability 29,009 Lease liability, net of current portion 1,189 Total liabilities assumed $ 50,566 Net assets acquired $ 107,954 Goodwill $ 195,688 Total net assets acquired $ 303,642 Subsequent to the acquisition date, the Company made certain measurement period adjustments to the preliminary purchase price allocation, which resulted in decrease to goodwill of $3.4 million. The decrease was primarily due to an increase in deferred income tax liabilities of $4.1 million, partially offset by a decrease in deferred revenue of $0.2 million related to the adoption of ASU 2021-08 and a decrease in inventory of $1.0 million related to obsolete inventory. Additionally, the Company recorded a measurement period adjustment of $0.3 million related to certain assets acquired and liabilities assumed due to clarification of information utilized to determine fair value during the measurement period. The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Acquired technology $ 77,800 7 – 14 years Trade name 8,600 14 years Customer relationships 50,900 12 years Total intangible assets $ 137,300 The goodwill resulting from the purchase price allocation is attributable to the workforce of the acquired business (which is not eligible for separate recognition as an identifiable intangible asset) and the expected synergistic benefits of expanding the combined companies’ target markets both geographically and across industries.The $16.4 million of the goodwill recognized is deductible for income tax purposes. The Company incurred $4.8 million of acquisition-related and other transactional charges related to this acquisition, which are included in general and administrative expenses in the consolidated statements of operations. EnvisionTEC’s results are included in the Company’s consolidated results for the partial year period from February 16, 2021 to December 31, 2021. For this period, EnvisionTEC’s net revenues were approximately $33.3 million and net loss was approximately $11.1 million. Acquisition of Adaptive 3D On May 7, 2021, the Company acquired Adaptive 3D Holdings, Inc. and its affiliates (“Adaptive 3D”) pursuant to a Purchase Agreement and Plan of Merger dated as of May 7, 2021. This acquisition expanded the Company’s materials library to include photopolymer elastomers for use in the production of end use parts. The total purchase price was $61.8 million, consisting of $24.1 million paid in cash and 3,133,276 shares of the Company’s Common Stock with a fair value of $37.7 million as of the close of business on the transaction date. The acquisition is accounted for as a business combination using the acquisition method of accounting. The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s estimates of their fair values on the acquisition date. The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 24,083 Equity consideration 37,693 Total consideration transferred $ 61,776 The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At May 7, 2021 Assets acquired: Cash and cash equivalents $ 2,852 Accounts receivable 504 Inventory 305 Prepaid expenses and other current assets 462 Property and equipment 558 Intangible assets 27,300 Other noncurrent assets 654 Total assets acquired $ 32,635 Liabilities assumed: Accounts payable $ 280 Current portion of lease liability 151 Accrued expenses and other current liabilities 100 PPP loan payable 311 Deferred revenue 12 Lease liability, net of current portion 502 Deferred tax liability 4,616 Total liabilities assumed $ 5,972 Net assets acquired $ 26,663 Goodwill $ 35,113 Total net assets acquired $ 61,776 Subsequent to the acquisition date, the Company made a measurement period adjustment to the preliminary purchase price allocation, which resulted in a decrease to goodwill of $0.2 million. The decrease was due to a decrease in deferred income tax liabilities of $0.2 million. The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Acquired technology $ 27,000 14 years Trade name 300 5 years Total intangible assets $ 27,300 The goodwill resulting from the purchase price allocation is attributable to the workforce of the acquired business (which is not eligible for separate recognition as an identifiable intangible asset) and the expected synergistic benefits of expanding the combined companies’ target markets both geographically and across industries. The goodwill recognized is not deductible for income tax purposes. The Company incurred $0.3 million of acquisition-related and other transactional charges related to this acquisition, which are included in general and administrative expenses in the consolidated statements of operations. Adaptive 3D’s results are included in the Company’s consolidated results for the partial year period from May 7, 2021 to December 31, 2021. For this period, Adaptive 3D’s revenues were approximately $1.1 million, and its net loss was approximately $4.9 million. Acquisition of Aerosint On June 24, 2021, the Company acquired all outstanding securities of Aerosint SA and its affiliates (“Aerosint”), which expanded the Company’s portfolio of technologies with the addition of multi-material printing capabilities. The total purchase price was $23.8 million, consisting of $6.2 million paid in cash, 879,922 shares of the Company’s Common Stock with a fair value of $11.5 million as of the close of business on the transaction date, and contingent consideration with a fair value of $6.1 million as of the acquisition date. The Company may be required to pay this contingent consideration based on the achievement of revenue metrics and technical milestones over the three-year The acquisition is accounted for as a business combination using the acquisition method of accounting. The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s estimates of their fair values on the acquisition date. The acquisition included contingent consideration related to revenue metrics and technical milestones, with a fair value of $6.1 million as of the date of acquisition and a fair value of $2.6 million as of December 31, 2022. The Company will pay up to $5.5 million of contingent consideration based on stated revenue metrics, which had a fair value of $4.6 million as of the date of acquisition. During the year ended December 31, 2022, based on the relevant revenues earned during the first year of the three-year contingent consideration period, the Company paid $1.0 million in cash and $0.5 million in shares to Aerosint shareholders, resulting in a reduction of the contingent consideration liability, which has a remaining fair value of $1.1 million as of December 31, 2022. If Aerosint reaches certain product mass production technical milestones, the Company will pay out a maximum of $2.0 million in contingent consideration, which had a fair value of $1.5 million as of the date of acquisition, and a fair value of $1.5 million as of December 31, 2023. As of the date of acquisition, the fair value of the short-term liability was $1.4 million, and the long-term liability was $4.7 million, which the Company recorded in accrued expenses and other current liabilities and in contingent consideration, net of current portion, on the consolidated balance sheets. As of December 31, 2023, contingent consideration is recorded in accrued expenses and other current liabilities, in the consolidated balance sheets. The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 6,220 Equity consideration 11,448 Contingent consideration 6,083 Total consideration transferred $ 23,751 The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At June 24, 2021 Assets acquired: Cash and cash equivalents $ 419 Accounts receivable 34 Inventory 166 Prepaid expenses and other current assets 697 Property and equipment 369 Intangible assets 11,726 Other noncurrent assets 336 Total assets acquired $ 13,747 Liabilities assumed: Accounts payable $ 58 Customer deposits 283 Current portion of lease liability 100 Accrued expenses and other current liabilities 169 Deferred revenue 810 Lease liability, net of current portion 226 Deferred tax liability 2,931 Total liabilities assumed $ 4,577 Net assets acquired $ 9,170 Goodwill $ 14,581 Total net assets acquired $ 23,751 Subsequent to the acquisition date, the Company made a measurement period adjustment to the preliminary purchase price allocation, which resulted in a decrease to goodwill of $0.6 million. The decrease was due to a decrease in deferred income tax liabilities. The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Acquired technology $ 11,547 11.5 years Trade name 179 4.5 years Total intangible assets $ 11,726 The goodwill resulting from the purchase price allocation is attributable to the workforce of the acquired business (which is not eligible for separate recognition as an identifiable intangible asset) and the expected synergistic benefits of expanding the combined companies’ target markets both geographically and across industries. The goodwill recognized is not deductible for income tax purposes. The Company incurred $0.9 million of acquisition-related and other transactional charges related to this acquisition, which are included in general and administrative expenses in the consolidated statements of operations. Aerosint’s results are included in the Company’s consolidated results for the partial year period from June 24, 2021 to December 31, 2021. For this period, Aerosint’s revenues were $0.6 million and net loss was $0.4 million. On September 29, 2023, the Company completed the sale of Aerosint SA to Schaeffler AG. Acquisition of Dental Arts Labs On July 30, 2021, the Company acquired Dental Arts Laboratories, Inc., (“Dental Arts Labs”), which expanded the Company’s portfolio in additive and conventional manufacturing within the healthcare industry. The purchase price was $26.0 million paid in cash. The Company also issued 1,190,468 restricted stock units with a grant date fair value of $11.0 million, which are subject to a four-year The acquisition is accounted for as a business combination using the acquisition method of accounting. The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s estimates of their fair values on the acquisition date. The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 26,042 Total consideration transferred $ 26,042 The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At July 30, 2021 Assets acquired: Cash and cash equivalents $ 858 Accounts receivable 3,707 Inventory 2,438 Prepaid expenses and other current assets 3,853 Property and equipment 8,643 Intangible assets 5,000 Other noncurrent assets 4,636 Total assets acquired $ 29,135 Liabilities assumed: Accounts payable $ 1,949 Current portion of lease liability 535 Accrued expenses and other current liabilities 1,795 Current portion of long‑term debt 3,888 Long‑term debt 3 Lease liability, net of current portion 3,762 Total liabilities assumed $ 11,932 Net assets acquired $ 17,203 Goodwill $ 8,839 Total net assets acquired $ 26,042 Subsequent to the acquisition date, the Company made a working capital adjustment to the preliminary purchase price allocation, which resulted in decrease to goodwill of $0.3 million. The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Trade name $ 1,300 8.5 years Customer relationships 3,700 9.5 years Total intangible assets $ 5,000 The goodwill resulting from the purchase price allocation is attributable to the workforce of the acquired business (which is not eligible for separate recognition as an identifiable intangible asset) and the expected synergistic benefits of expanding the combined companies’ target markets both geographically and across industries. The goodwill recognized is deductible for income tax purposes. The Company incurred $0.6 million of acquisition-related and other transactional charges related to this acquisition, which are included in general and administrative expenses in the consolidated statements of operations. Dental Arts Labs’ results are included in the Company’s consolidated results for the partial year period from July 30, 2021 to December 31, 2021. For this period, Dental Arts Labs’ revenues were $14.1 million and net loss was $0.3 million. Acquisition of A.I.D.R.O. On September 7, 2021, the Company purchased the entire corporate capital of A.I.D.R.O. Srl (“A.I.D.R.O.”). This acquisition expanded the Company’s parts production capabilities and application expertise in the hydraulics industry. The purchase price for the A.I.D.R.O. acquisition was $5.7 million paid in cash, of which $4.9 million was paid at closing and the remaining $0.8 million was deposited to an escrow account subsequent to December 31, 2022. The Company also issued 364,050 restricted stock units with a grant date fair value of $3.2 million, which are subject to a four-year The acquisition is accounted for as a business combination using the acquisition method of accounting. The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s estimates of their fair values on the acquisition date. The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 5,683 Total consideration transferred $ 5,683 The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At September 7, 2021 Assets acquired: Cash and cash equivalents $ 855 Accounts receivable 966 Inventory 906 Prepaid expenses and other current assets 412 Property and equipment 691 Intangible assets 1,080 Other noncurrent assets 1,100 Total assets acquired $ 6,010 Liabilities assumed: Accounts payable $ 1,307 Current portion of lease liability 72 Accrued expenses and other current liabilities 508 Current portion of long-term debt, net of deferred financing costs 138 Long‑term debt 764 Lease liability, net of current portion 750 Deferred tax liability 75 Other noncurrent liabilities 228 Total liabilities assumed $ 3,842 Net assets acquired $ 2,168 Goodwill $ 3,515 Total net assets acquired $ 5,683 Subsequent to the acquisition date, the Company made a working capital adjustment to the preliminary purchase price allocation, which resulted in an immaterial decrease to goodwill. The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Trade name $ 142 4 years Customer relationships 938 15 years Total intangible assets $ 1,080 The goodwill resulting from the purchase price allocation is attributable to the workforce of the acquired business (which is not eligible for separate recognition as an identifiable intangible asset) and the expected synergistic benefits of expanding the combined companies’ target markets both geographically and across industries. The goodwill recognized is not deductible for income tax purposes. The Company incurred $0.4 million of acquisition-related and other transactional charges related to this acquisition, which are included in general and administrative expenses in the consolidated statements of operations. A.I.D.R.O.’s results are included in the Company’s consolidated results for the partial year period from September 7, 2021 to December 31, 2021. For this period, A.I.D.R.O.’s revenues were $1.7 million and net loss was $0.2 million. Acquisition of Brewer Dental On October 14, 2021, the Company acquired Larry Brewer Dental Lab, Inc. (“Brewer Dental”), which expanded the Company’s portfolio in additive manufacturing within the healthcare and dental industry. The purchase price was $7.6 million paid in cash, of which $7.0 million was paid at closing and the remaining $0.5 million will be paid 24 months after closing. The Company also issued 252,096 restricted stock units with a grant date fair value of $1.8 million, which are subject to a four-year The acquisition is accounted for as a business combination using the acquisition method of accounting. The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s estimates of their fair values on the acquisition date. The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 7,613 Total consideration transferred $ 7,613 The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At October 14, 2021 Assets acquired: Cash and cash equivalents $ 1,574 Accounts receivable 524 Inventory 226 Property and equipment 375 Intangible assets 2,630 Other noncurrent assets 706 Total assets acquired $ 6,035 Liabilities assumed: Accounts payable $ 34 Current portion of lease liability 87 Accrued expenses and other current liabilities 145 Lease liability, net of current portion 619 Total liabilities assumed $ 885 Net assets acquired $ 5,150 Goodwill $ 2,463 Total net assets acquired $ 7,613 The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Trade name $ 230 8 years Customer relationships 2,400 8 years Total intangible assets $ 2,630 The goodwill resulting from the purchase price allocation is attributable to the workforce of the acquired business (which is not eligible for separate recognition as an identifiable intangible asset) and the expected synergistic benefits of expanding the combined companies’ target markets both geographically and across industries. The goodwill recognized is deductible for income tax purposes. The Company incurred immaterial acquisition-related and other transactional charges related to this acquisition, which are included in general and administrative expenses in the consolidated statements of operations. Brewer Dental’s results are included in the Company’s consolidated results for the partial year period from October 14, 2021 to December 31, 2021. For this period, Brewer Dental’s revenues were $1.4 million and net income was $0.1 million. Acquisition of May Dental On October 29, 2021, the Company acquired May Dental Lab, Inc. (“May Dental”), which expanded the Company’s portfolio in additive manufacturing within the healthcare and dental industry. The aggregate purchase price was $12.5 million paid in cash, of which $11.8 million was paid at closing and the remaining $0.8 million will be paid 24 months after closing, subject to the Limited Liability Interest Purchase Agreement. The Company also issued 357,642 restricted stock units with a grant date fair value of $2.5 million, which are subject to a four-year The acquisition is accounted for as a business combination using the acquisition method of accounting. The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s estimates of their fair values on the acquisition date. The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 12,522 Total consideration transferred $ 12,522 The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At October 29, 2021 Assets acquired: Cash and cash equivalents $ 230 Accounts receivable 677 Inventory 343 Prepaid expenses and other current assets 98 Property and equipment 495 Intangible assets 4,340 Other noncurrent assets 1,416 Total assets acquired $ 7,599 Liabilities assumed: Accounts payable $ 209 Current portion of lease liability 201 Accrued expenses and other current liabilities 255 Lease liability, net of current portion 1,216 Total liabilities assumed $ 1,881 Net assets acquired $ 5,718 Goodwill $ 6,804 Total net assets acquired $ 12,522 The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Trade name $ 3,900 9 years Customer relationships 440 10 years Total intangible assets $ 4,340 The goodwill resulting from the purchase price allocation is attributable to the workforce of the acquired business (which is not eligible for separate recognition as an identifiable intangible asset) and the expected synergistic benefits of expanding the combined companies’ target markets both geographically and across industries. The goodwill recognized is deductible for income tax purposes. The Company incurred immaterial acquisition-related and other transactional charges related to this acquisition, which are included in general and administrative expenses in the consolidated statements of operations. May Dental’s results are included in the Company’s consolidated results for the partial year period from October 29, 2021 to December 31, 2021. For this period, May Dental’s revenues were $1.3 million and net loss was $0.1 million. Acquisition of ExOne On November 12, 2021, the Company acquired The ExOne Company and its affiliates (“ExOne”). The acquisition of ExOne extended the Company’s product platforms with complementary solutions to create a comprehensive portfolio combining throughput, flexibility, and materials breadth while allowing customers to optimize production based on their specific application needs. The Company acquired all of ExOne’s outstanding common stock for an aggregate purchase price of $613.0 million, consisting of $201.4 paid in cash and 48,218,063 shares of Common Stock with a fair value of $411.6 million as of the close of business on the transaction date. The Company also granted 86,020 incentive stock options with a weighted-average exercise price of $4.47 to certain employees of ExOne in exchange for unvested ExOne stock options. The acquisition is accounted for as a business combination using the acquisition method of accounting. The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s estimates of their fair values on the acquisition date. The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 201,399 Equity consideration 411,603 Total consideration transferred $ 613,002 The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At November 12, 2021 Assets acquired: Cash and cash equivalents $ 119,068 Restricted cash - current 3,007 Accounts receivable 13,611 Inventory 27,200 Prepaid expenses and other current assets 5,165 Property and equipment 33,991 Intangible assets 82,100 Other noncurrent assets 2,734 Total assets acquired $ 286,876 Liabilities assumed: Accounts payable $ 5,830 Accrued expenses and other current liabilities 10,368 Current portion of deferred revenue 15,331 Customer deposits 10,168 Current portion of operating lease liability 1,919 Deferred tax liability 3,465 Lease liability, net of current portion 332 Deferred revenue, net of current portion 147 Other noncurrent liabilities 321 Total liabilities assumed $ 47,881 Net assets acquired $ 238,995 Goodwill $ 374,007 Total net assets acquired $ 613,002 The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Developed Technology $ 72,900 8 years Trade name 1,300 4 years Customer relationships 7,900 12 years Total intangible assets $ 82,100 The goodwill resulting from the purchase price allocation is attributable to the workforce of the acquired business (which is not eligible for separate recognition as an identifiable intangible asset) and the expected synergistic benefits of expanding the combined companies’ target markets both geographically and across industries. The goodwill recognized is not deductible for income tax purposes. The Company incurred $8.5 million of acquisition-related and other transactional charges related to this acquisition, which are included in general and administrative expenses in the consolidated statements of operations. ExOne’s results are included in the Company’s consolidated results for the partial year period from November 12, 2021 to December 31, 2021. For this period, ExOne’s revenues were $15.5 million and net loss was $6.9 million. Pro Forma Information (unaudited) The following unaudited pro forma financial information is based on the historical financial statements of the Company and presents the Company’s results as if the acquisitions of EnvisionTEC, Adaptive 3D, Aerosint, Dental Arts Labs, A.I.D.R.O., Brewer Dental, May Dental, and ExOne had occurred on January 1, (in thousands): Year Ended December 31, 2021 2020 (unaudited) (unaudited) Net revenues $ 207,688 $ 164,947 Net income (loss) $ (273,319) $ (138,346) The unaudited pro forma financial information was computed by combining the historical financial information of the Company and EnvisionTEC, Adaptive 3D, Aerosint, Dental Arts, A.I.D.R.O., Brewer Dental, May Dental, and ExOne along with the effects of the acquisition method of accounting for business combinations as though the companies were combined on January 1, 2020. The unaudited pro forma information does not reflect the potential benefits of cost and funding synergies, opportunities to earn additional revenues, or other factors, and therefore does not represent what the actual net revenues and net loss would have been had the companies been combined as of this date. 2021 Asset Acquisitions Acquisition of Beacon Bio On June 10, 2021, the Company acquired Beacon Bio, Inc. (“Beacon Bio”) pursuant to a Stock Purchase Agreement. The purchase price consisted of cash consideration of $6.1 million, including transaction costs of $0.2 million, and 334,370 shares of Common Stock with a fair value of $4.3 million as of the close of business on the transaction date. The cash consideration includes a simple agreement for future equity investment of $1.0 million made by the Company in advance of the acquisition that was settled in the acquisition. Beacon Bio is engaged in research and development of PhonoGraft technology. The Company concluded the arrangement did not result in the acquisition of a business, as substantially all of the fair value of the gross assets acquired was concentrated in in-process research and development for which there was no alternative future use. Therefore, the Company accounted for the arrangement as an asset acquisition. In connection with the acquisition, the Company issued additional restricted stock units to retain research and development employees and contractors of Beacon Bio through the expected term to complete the development, which vest over a service period of 3 years and are accounted for as post-combination expense. The acquired in-process research and development asset consists of a license to commercialize the PhonoGraft technology. At the date of the acquisition, significant research, development, and risk related to the license remained, and it was deemed not yet probable that there was future economic benefit from this asset. Absent successful clinical results and regulatory approval for this asset, there was no alternative future use associated with this asset. Accordingly, the value of the asset was expensed in the consolidated statements of operations and no deferred tax liability has been recorded. Acquisition of Meta Additive On September 9, 2021, the Company acquired Meta Additive Ltd (“Meta Additive”), pursuant to a Stock Purchase Agreement of the same date. Meta Additive is engaged in research and development of binder jet printing. The purchase price consisted of cash consideration of $15.2 million, including transaction costs of $0.2 million. The Company concluded the arrangement did not result in the acquisition of a business, as substantially all of the fair value of the gross assets acquired was concentrated in in-process research and development for which there was no alternative future use. The Company accounted for the arrangement as an asset acquisition. In connection with the acquisition, the Company issued 1,101,592 restricted stock units with a fair value of $9.0 million as of the acquisition date to retain key employees of Meta Additive through the expected term to complete the development, which vest over a service period of 4 years and are accounted for as post-combination expense. In June 2022, per the terms of the acquisi |
CASH EQUIVALENTS AND SHORT-TERM
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | 12 Months Ended |
Dec. 31, 2023 | |
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | |
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | 5. CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS The Company’s cash equivalents and short-term investments are invested in the following (in thousands): December 31, 2023 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Money market funds $ 40,799 $ — $ — $ 40,799 Total cash equivalents 40,799 — — 40,799 Total cash equivalents and short-term investments $ 40,799 $ — $ — $ 40,799 December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Money market funds $ 51,274 $ — $ — $ 51,274 Total cash equivalents 51,274 — — 51,274 Commercial paper 39,781 — — 39,781 Corporate bonds 28,970 — (156) 28,814 U.S. Treasury securities 19,896 — (78) 19,818 Government bonds 14,846 — (102) 14,744 Asset-backed securities 4,000 — (2) 3,998 Total short-term investments 107,493 — (338) 107,155 Total cash equivalents and short-term investments $ 158,767 $ — $ (338) $ 158,429 During the year ended December 31, 2021, the Company made a $20.0 million investment in equity securities of a publicly-traded company. The Company records this investment at fair value within short-term investments, which was $0.6 million and $1.1 million as of the years ended December 31, 2023 and 2022. Prior to the investment, the Company entered into a subscription agreement to purchase the investment, resulting in a subscription agreement liability which was derecognized upon investment. During the years ended December 31, 2023 and 2022, the Company recorded an unrealized loss due to the change in fair value of the equity securities of $0.5 and $6.3 million, respectively, in interest and other (expense) income, net in the consolidated statements of operations. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2023 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | 6. FAIR VALUE MEASUREMENTS The Company uses the following three-tier fair value hierarchy, which prioritizes the inputs used in measuring the fair values for certain of its assets and liabilities: Level 1 is based on observable inputs, such as quoted prices in active markets; Level 2 is based on inputs other than the quoted prices in active markets that are observable either directly or indirectly; and Level 3 is based on unobservable inputs in which there is little or no market data, which requires the Company to develop its own assumptions. This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. Items measured at fair value on a recurring basis include money market funds. The following fair value hierarchy table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the fair value hierarchy of the inputs the Company utilized to determine such fair value (in thousands): December 31, 2023 Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Items Inputs Inputs (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 40,799 $ — $ — $ 40,799 Equity securities 625 — — 625 Other investments — — 2,000 2,000 Total assets $ 41,424 $ — $ 2,000 $ 43,424 December 31, 2022 Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Items Inputs Inputs (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 51,274 $ — $ — $ 51,274 Commercial paper — 39,781 — 39,781 Corporate bonds — 28,814 — 28,814 U.S. Treasury securities — 19,818 — 19,818 Government bonds — 14,744 — 14,744 Asset-backed securities — 3,998 — 3,998 Equity securities 1,088 — — 1,088 Other investments — — 2,000 2,000 Total assets $ 52,362 $ 107,155 $ 2,000 $ 161,517 Liabilities: Contingent consideration $ — $ — $ 2,587 $ 2,587 Total liabilities $ — $ — $ 2,587 $ 2,587 The Company has determined that the estimated fair value of its commercial paper, corporate bonds, U.S Treasury securities, government bonds, and asset-backed securities are reported as Level 2 financial assets as they are based on model-driven valuations in which all significant inputs are observable, or can be derived from or corroborated by observable market data for substantially the full term of the asset. Equity securities include investments made via publicly-traded securities. The Company has determined that the estimated fair value of its equity securities is reported as Level 1 financial assets as they are based on quoted market prices in active markets for identical assets. During the years ended December 31, 2023 and 2022, the Company recognized a loss on its equity security of $0.5 million and $6.3 million, respectively, due to the change in fair value of the equity securities in interest and other (expense) income, net in the consolidated statements of operations . Additionally, for the year ended December 31, 2021, the Company recorded an initial subscription agreement liability of $0.5 million related to this investment and recognized a loss on the subscription agreement liability of $2.4 million, for a total loss of $12.6 million on its equity security. The initial subscription liability was recorded as a Level 3 liability as a result of the discount for lack of marketability. Upon investment, the liability was derecognized and the Other investments include investments made via convertible debt instruments totaling $2.0 million and $2.0 million for the years ended December 31, 2023 and 2022. The other investments are reported as a Level 3 financial asset because the methodology used to develop the estimated fair values includes significant unobservable inputs reflecting management’s own assumptions. Assumptions used in determining the fair value of convertible debt instruments include the rights and obligations of the notes the Company holds as well as the probability of a qualified financing event, acquisition, or change in control. During the year ended December 31, 2023, the Company did not recognize a gain or loss on convertible debt instruments. During the year ended December 31, 2022, the Company recognized a loss of $1.6 million on convertible debt instruments. During the year ended December 31, 2022, $3.1 million of the outstanding convertible debt instruments was repaid in full. The Aerosint acquisition included contingent consideration related to revenue metrics and technical milestones, with a fair value of $6.1 million as of the date of acquisition and no three-year The fair value of the Private Placement Warrants, defined in Note 19. Stockholders’ Equity, There were no transfers between fair value measure levels during the years ended December 31, 2023 and 2022. The following table presents information about the Company’s movement in Level 3 assets measured at fair value (in thousands): Year Ended December 31, 2023 2022 Balance at beginning of period $ 2,000 $ 6,750 Changes in fair value — (1,650) Disposals — (3,100) Balance at end of period $ 2,000 $ 2,000 The following table presents information about the Company’s movement in Level 3 liabilities measured at fair value (in thousands): Year Ended December 31, 2023 2022 Balance at beginning of period $ 2,587 $ 5,654 Payment of contingent consideration liability (2,390) (1,500) Sale of Aerosint (197) — Changes in fair value — (1,567) Balance at end of period $ — $ 2,587 |
ACCOUNTS RECEIVABLE
ACCOUNTS RECEIVABLE | 12 Months Ended |
Dec. 31, 2023 | |
ACCOUNTS RECEIVABLE | |
ACCOUNTS RECEIVABLE | 7. ACCOUNTS RECEIVABLE The components of accounts receivable are as follows (in thousands): December 31, December 31, 2023 2022 Trade receivables $ 41,132 $ 40,121 Allowance for doubtful accounts (3,442) (1,640) Total accounts receivable $ 37,690 $ 38,481 The following table summarizes activity in the allowance for doubtful accounts (in thousands): December 31, December 31, 2023 2022 Balance at beginning of period $ 1,640 $ 665 Provision for uncollectible accounts, net of recoveries 2,215 1,393 Uncollectible accounts written off (413) (418) Balance at end of period $ 3,442 $ 1,640 |
INVENTORY
INVENTORY | 12 Months Ended |
Dec. 31, 2023 | |
INVENTORY | |
INVENTORY | 8. INVENTORY Inventory consists of the following (in thousands): December 31, December 31, 2023 2022 Raw materials $ 26,449 $ 41,971 Work in process 16,556 11,936 Finished goods: Deferred cost of sales 1,279 3,602 Manufactured finished goods 38,355 34,227 Total finished goods 39,634 37,829 Total inventory $ 82,639 $ 91,736 |
PREPAID EXPENSES AND OTHER CURR
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | 9. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets consists of the following (in thousands): December 31, December 31, 2023 2022 Prepaid operating expenses $ 4,618 $ 5,705 Prepaid dues and subscriptions 1,959 2,674 Property and equipment held for sale, net of accumulated depreciation — 830 Prepaid insurance 842 798 Government grants receivable — 429 Prepaid taxes 796 395 Prepaid rent 471 383 Other 2,419 5,941 Total prepaid expenses and other current assets $ 11,105 $ 17,155 |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2023 | |
PROPERTY AND EQUIPMENT | |
PROPERTY AND EQUIPMENT | 10. PROPERTY AND EQUIPMENT Property and equipment, net consists of the following (in thousands): December 31, 2023 2022 Equipment $ 46,351 $ 48,632 Leasehold improvements 20,303 18,527 Land and buildings 7,840 15,893 Construction in process 3,374 5,008 Furniture and fixtures 1,950 2,396 Software 1,899 2,183 Tooling 2,287 2,145 Computer equipment 2,166 2,076 Automobiles 1,032 1,180 Property and equipment, gross 87,202 98,040 Less: accumulated depreciation (51,362) (41,769) Total property and equipment, net $ 35,840 $ 56,271 For the years ended years ended December 31, 2023, 2022 and 2021, depreciation expense was $12.0 million, $12.1 million, and $8.5 million, respectively. |
GOODWILL & INTANGIBLE ASSETS
GOODWILL & INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
GOODWILL & INTANGIBLE ASSETS | |
GOODWILL & INTANGIBLE ASSETS | 11. GOODWILL & INTANGIBLE ASSETS There was no goodwill balance at December 31, 2023. The carrying amount of goodwill as of December 31, 2022 was $113.0 million, and was recorded in connection with the Company’s acquisitions. The goodwill activity is as follows (in thousands): 2023 2022 Balance, beginning of year $ 112,955 $ 639,301 Goodwill impairment (112,911) (498,800) Foreign currency translation adjustment (44) (26,940) Measurement period adjustments (1) — (606) Balance, end of year $ — $ 112,955 (1) Note 4. Acquisitions The Company performed a quantitative assessment during its annual impairment review for 2023 as of October 1, 2023 and concluded that the fair value of the Company’s single reporting unit was not less than its carrying amount. Due to sustained declines in Company’s stock price and the stock prices of comparable companies, we performed a quantitative assessment as of December 31, 2023, utilizing a combination of the income and market approaches. The results of the quantitative analysis performed indicated that the carrying value of the reporting unit exceeded the fair value. As such, a goodwill impairment charge of Due to sustained declines in the Company’s stock price and the stock prices of comparable companies, we performed interim quantitative assessments as of June 30, 2022 and December 31, 2022, utilizing a combination of the income and market approaches. The results of the quantitative analysis performed indicated that the carrying value of the reporting unit exceeded the fair value. As such, $498.8 million of goodwill impairment charges was recorded during the year ended December 31, 2022. The Company did not record any goodwill impairment charges during the years ended December 31, 2021. The Company estimated the fair value using a weighted average of the income and market approaches. Specifically, the discounted cash flow method was used under the income approach and the guideline public company and guideline merged and acquired company methods were used under the market approach. The significant assumptions used under the income approach include management’s forecasts of future revenues and EBITDA margins used to calculate projected future cash flows, discount rates, and the terminal growth rate. The terminal value is based on an exit revenue multiple which requires significant assumptions regarding the selections of appropriate multiples that consider relevant market trading data. The Company bases its estimates and assumptions on its knowledge of the additive manufacturing industry, recent performance, expectations of future performance and other assumptions the Company believes to be reasonable. The significant assumptions used under the market approach include the control premium and selection of comparable companies and comparable transactions. Comparable companies and transactions are chosen based on factors including industry classification, geographic region, product offerings, earnings growth and profitability. The following table sets forth the major categories of intangible assets and the weighted-average remaining useful lives for those assets that are not already fully amortized (in thousands): December 31, 2023 December 31, 2022 Weighted Average Gross Net Gross Net Remaining Useful Carrying Accumulated Carrying Carrying Accumulated Carrying Lives (in years) Amount Amortization Amount Amount Amortization Amount Acquired technology (1) 7.7 $ 185,222 $ 65,724 $ 119,498 $ 196,367 36,919 159,448 Trade name 9.8 12,302 3,952 8,350 12,459 2,374 10,085 Customer relationships 8.9 68,378 27,968 40,410 67,915 17,663 50,252 Capitalized software - 518 518 — 518 473 45 Total intangible assets $ 266,421 $ 98,162 $ 168,259 $ 277,259 $ 57,429 $ 219,830 (1) impairment The Company recognized amortization expense for years ended December 31, 2023, 2022 and 2021, respectively, as follows (in thousands): Statement of Year Ended December 31, Category Operations Line Item 2023 2022 2021 Acquired technology Cost of Sales $ 27,789 $ 23,707 $ 8,569 Acquired technology Research and Development 2,000 1,748 1,761 Trade name General and Administrative 1,648 1,688 685 Customer relationships Sales and Marketing 10,135 11,412 6,339 Capitalized software Research and Development 45 107 161 $ 41,617 $ 38,662 $ 17,515 The Company expects to recognize the following amortization expense (in thousands): Amortization Expense 2024 $ 39,597 2025 37,202 2026 27,488 2027 19,627 2028 13,512 2029 and after 30,833 Total intangible amortization $ 168,259 |
OTHER NONCURRENT ASSETS
OTHER NONCURRENT ASSETS | 12 Months Ended |
Dec. 31, 2023 | |
OTHER NONCURRENT ASSETS | |
OTHER NONCURRENT ASSETS | 12. OTHER NONCURRENT ASSETS The following table summarizes the Company’s components of other noncurrent assets (in thousands): December 31, December 31, 2023 2022 Right of use asset $ 29,724 $ 22,147 Other investments 2,000 2,000 Long-term deposits 491 573 Cloud computing arrangements 3,409 — Other 1,529 3,043 Total other noncurrent assets $ 37,153 $ 27,763 |
ACCRUED EXPENSES AND OTHER CURR
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2023 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 13. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES The following table summarizes the Company’s components of accrued expenses and other current liabilities (in thousands): December 31, 2023 2022 Compensation and benefits related $ 9,052 $ 8,058 Warranty reserve 4,602 4,301 Current portion of contingent consideration — 2,587 Current portion of acquisition consideration 358 1,750 Franchise and royalty fees 2,267 1,448 Inventory purchases 1,372 925 Professional services 890 917 2027 Notes Interest 882 901 Commissions 816 897 Income tax payable 1,316 761 Sales and use and franchise taxes 573 286 Other 4,957 3,892 Total accrued expenses and other current liabilities $ 27,085 $ 26,723 The Company recorded warranty reserve for the years ended December 31, 2023, 2022 and 2021, respectively, as follows (in thousands): Years Ended December 31, 2023 2022 2021 Warranty reserve, at the beginning of the period $ 4,301 $ 4,048 $ 1,553 Warranty reserve assumed in acquisition — — 1,389 Additions to warranty reserve 4,174 4,484 2,576 Claims fulfilled (3,873) (4,231) (1,470) Warranty reserve, at the end of the period $ 4,602 $ 4,301 $ 4,048 |
DEBT
DEBT | 12 Months Ended |
Dec. 31, 2023 | |
DEBT | |
DEBT | 14. DEBT 2027 Convertible Notes — The 2027 Notes are senior unsecured obligations. The 2027 Notes accrue interest at a rate of 6.0% per annum, payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2022. The 2027 Notes will mature on May 15, 2027, unless earlier repurchased, redeemed or converted in accordance with their terms prior to such date. Before November 15, 2026, holders of the 2027 Notes will have the right to convert their 2027 Notes only upon the occurrence of certain events and during specified periods, including: ● if the last reported sale price per share of the Company’s Common Stock, par value $0.0001 per share exceeds 130% of the conversion price for each of at least 20 trading days during the 30 consecutive trading days ending on, and including, the last trading day of the immediately preceding calendar quarter; ● if during the five consecutive business days immediately after any 10 consecutive trading day period (such 10 consecutive trading day period, the “measurement period”) in which the trading price per $1,000 principal amount of 2027 Notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price per share of the Company’s Common Stock on such trading day and the conversion rate on such trading day; ● upon the occurrence of certain corporate events or distributions on the Company’s Class A common stock; or ● if the Company calls the 2027 Notes for redemption. From and after November 15, 2026, holders of the 2027 Notes may convert their 2027 Notes at any time at their election until the close of business on the second scheduled trading day immediately before the maturity date. The Company will settle conversions by paying or delivering cash and, if applicable, shares of its Class A common stock. The initial conversion rate is 601.5038 shares of Class A common stock per $1,000 principal amount of 2027 Notes, which represents an initial conversion price of approximately $1.66 per share of Class A common stock. The conversion rate is subject to customary adjustments for certain events as described in the indenture governing the 2027 Notes. In addition, if certain corporate events that constitute a “Make-Whole Fundamental Change” (as defined in the indenture governing the 2027 Notes) occur, then the conversion rate will, in certain circumstances, be increased for a specified period of time. The Company may redeem for cash all or any portion of the 2027 Notes, at the Company’s option, on or after May 20, 2025, and on or before the 40 th However, the Company may not redeem less than all of the outstanding 2027 Notes unless at least $100.0 million aggregate principal amount of 2027 Notes are outstanding and not called for redemption as of the time the Company sends the related redemption notice. The redemption price will be a cash amount equal to the principal amount of the 2027 Notes to be redeemed, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. In addition, calling any 2027 Note for redemption will constitute a Make-Whole Fundamental Change with respect to that 2027 Note, in which case the conversion rate applicable to the conversion of that 2027 Note will be increased in certain circumstances if it is converted after it is called for redemption. If certain corporate events that constitute a “Fundamental Change” (as defined in the indenture governing the 2027 Notes) occur, then, subject to a limited exception for certain cash mergers, holders of the 2027 Notes may require the Company to repurchase their 2027 Notes at a cash repurchase price equal to the principal amount of the 2027 Notes to be repurchased, plus accrued and unpaid interest, if any, to, but excluding, the fundamental change repurchase date. The definition of Fundamental Change includes certain business combination transactions involving the Company and certain de-listing events with respect to the Company’s Class A common stock. The 2027 Notes are valued as a single liability measured at amortized cost, which approximates fair value, as no other 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 date indicated (in thousands): December 31, December 31, 2023 2022 Principal $ 115,000 $ 115,000 Unamortized debt discount (1,924) (2,502) Unamortized debt issuance costs (511) (664) Net carrying value $ 112,565 $ 111,834 The annual effective interest rate for the 2027 Notes was approximately 6.1%. Interest expense related to the 2027 Notes for the periods presented below are as follows (in thousands): Year Ended Year Ended December 31, 2023 December 31, 2022 Coupon interest $ 6,995 $ 4,389 Amortization of debt discount 576 358 Amortization of transaction costs 152 95 Total interest expense $ 7,723 $ 4,842 Bank Debt— In connection with the acquisition of A.I.D.R.O., the Company acquired three loans (“Bank Loans”) totaling $1.1 million in aggregate. The Bank Loans have a term of 4.5 years and mature from September 2024 through September 2025, with interest rates ranging from 1.70% to 2.10% . Payments of principal and interest are made quarterly. During the year ended December 31, 2022, the Company paid $0.3 million and $0.6 million remains outstanding, and as of December 31, 2022, $0.3 million of the outstanding debt is recorded within current portion of long-term debt, net of deferred financing costs, and $0.3 million is recorded within long-term debt, net of current portion, in the consolidated balance sheets . During the year ended December 31, 2023, the Company paid $0.3 million and $0.3 million remains outstanding, and as of December 31, 2023, $0.2 million of the outstanding debt is recorded within current portion of long-term debt, net of deferred financing costs, and $0.1 million is recorded within long-term debt, net of current portion, in the consolidated balance sheets. |
OTHER NONCURRENT LIABILITIES
OTHER NONCURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2023 | |
OTHER NONCURRENT LIABILITIES | |
OTHER NONCURRENT LIABILITIES | 15. OTHER NONCURRENT LIABILITIES The following table summarizes the Company’s components of other noncurrent liabilities (in thousands): December 31, December 31, 2023 2022 Taxes payable $ 776 $ 1,034 Acquisition consideration — — Other 2,030 325 Total other noncurrent liabilities $ 2,806 $ 1,359 |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2023 | |
LEASES | |
LEASES | 16. LEASES Lessee As of December 31, 2023, the Company recorded $29.7 million as a right The Company reviews all supplier, vendor, and service provider contracts to determine whether any service arrangements contain a lease component. The Company identified two service agreements that contain an embedded lease. The agreements do not contain fixed or minimum payments, and the variable lease expense was immaterial during the years ended December 31, 2023 and 2022. Information about other lease-related balances is as follows (in thousands): Years Ended December 31, 2023 2022 Lease cost Operating lease cost $ 7,421 $ 5,718 Short‑term lease cost 104 292 Variable lease cost 235 245 Finance lease cost 141 92 Total lease cost $ 7,901 $ 6,347 Other Information Operating cash flows used in operating leases $ 8,073 $ 6,352 Operating cash flows used in finance leases 25 81 Weighted‑average remaining lease term—operating leases (years) 4.3 5.0 Weighted‑average remaining lease term—finance leases (years) 6.3 7.8 Weighted‑average discount rate—operating leases 6 % 4.3 % Weighted‑average discount rate—finance leases 3.1 % 3.1 % The rate implicit in the lease is not readily determinable in most of the Company’s leases, and therefore the Company uses its incremental borrowing rate as the discount rate when measuring operating lease liabilities. The incremental borrowing rate represents an estimate of the interest rate the Company would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of the lease. Future minimum lease payments under noncancelable operating leases as of December 31, 2023, are as follows (in thousands): Operating Leases Finance Leases 2024 $ 9,117 $ 79 2025 8,613 78 2026 6,818 78 2027 4,992 78 2028 3,285 78 2029 and after 1,695 243 Total lease payments 34,520 634 Less amount representing interest (4,114) (70) Total lease liability 30,406 564 Less current portion of lease liability (7,341) (63) Lease liability, net of current portion $ 23,065 $ 501 In February 2022, the Company amended its existing facility lease for the ExOne European headquarters and operating facility in Gersthofen, Germany, extending the lease term set to expire in December 2022 through December 2027, with the option to extend for two additional five-year extension periods. The rent is fixed through December 31, 2024 for an aggregate annual rent totaling $1.7 million, plus applicable taxes and is subject to adjustment on an annual basis thereafter (in accordance with the consumer price index for Germany) through December 31, 2027. In June 2023, the Company amended its existing facility lease for the headquarters and operating facility in Burlington, MA, extending the lease term set to expire in April 2024 through April 2029. The rent is not fixed and increases each year of the lease extension . As of December 31, 2023, the Company does not have material operating leases that have not commenced. Lessor The Company leases machinery and equipment to customers (principally 3D printing machines and related equipment) under immaterial lease arrangements classified as either operating leases or sales-type leases. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2023 | |
COMMITMENTS AND CONTINGENCIES. | |
COMMITMENTS AND CONTINGENCIES | 17. COMMITMENTS AND CONTINGENCIES Legal Proceedings From time to time, the Company may face legal claims or actions in the normal course of business. At each reporting date, the Company evaluates whether a potential loss amount or a potential range of loss is probable and reasonably estimable under the provisions of the authoritative guidance that addresses accounting for contingencies. The Company expenses as incurred the costs related to its legal proceedings. While the outcome of these claims cannot be predicted with certainty, management does not believe the outcome of any current legal proceedings will have a material adverse impact on the Company’s consolidated financial statements. On October 20, 2023, purported stockholder Pietro Campanella filed an amendment to the November 21, 2021 class action complaint in Delaware Court of Chancery (Campanella v. Rockwell, Case No. 2021-1013-LWW). Campanella asserts breach of fiduciary duty claims against former directors and officers of The ExOne Company and aiding and abetting claims against Desktop Metal in connection with the ExOne Merger. Campanella generally alleges that ExOne’s merger proxy statement and supplemental disclosures did not adequately disclose information related to Desktop Metal’s whistleblower investigation at one of its subsidiaries, EnvisionTEC, and resignation of EnvisionTEC CEO and Desktop Metal Board member, Ali El-Siblani, prior to the stockholder vote on the merger. Defendants filed a motion to dismiss the amended class action complaint on January 12, 2024. Plaintiff’s opposition to Defendants’ motion is due April 5, 2024, and Defendants’ reply is due May 10, 2024. On November 21, 2023, alleged stockholders Denish Bhavsar and Samhita Gera filed a derivative complaint in the United States District Court for the District of Delaware on behalf of Desktop Metal against current and former directors and officers of Desktop Metal (C.A. No. 23-1339-GBW). The complaint alleges claims for breach of fiduciary duty, unjust enrichment, waste, abuse of control, gross mismanagement, violations of Section 14(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), SEC Rule 14a-9, and contribution under Sections 10(b) and 21D of the Exchange Act. On January 9, 2024, the court granted the parties’ joint stipulation to stay the case and consolidate the case with another derivative action pending in the United States District Court for the District of Delaware, Cherry v. Fulop, et al., C.A. No. 22-962-GBW. As previously disclosed, four alleged shareholders of Desktop Metal stock filed purported securities class action complaints in the United States District Court for the District of Massachusetts, alleging that Desktop Metal and certain of its officers and directors violated Sections 10(b) and 20(a) of the Securities and Exchange Act by making false or misleading statements regarding EnvisionTEC’s manufacturing and product compliance practices and procedures. Plaintiffs filed a Consolidated Complaint on December 19, 2022. The parties completed briefing on the motion to dismiss in May 2023, and Judge Indira Talwani held oral argument on September 13, 2023. The Court issued a decision dismissing the Consolidated Complaint with prejudice and entered Judgment for defendants on September 21, 2023. On October 13, 2023, Lead Plaintiff Sophia Zhou (“Appellant”) filed a Notice of Appeal. Appellant filed her opening brief on February 28, 2024, and the parties anticipate that they will complete briefing by May 2024. On September 6, 2023, and September 11, 2023, purported stockholders Catherine Coffman, Ryan O’Dell, and Elaine Wang filed actions in the United States District Court for the Southern District of New York (Coffman v. Desktop Metal, et al., Case No. 1:23-cv-07900; O’Dell v. Desktop Metal, et al., Case No. 1:23-cv-07992; Wang v. Desktop Metal, et al., Case No. 1:23-cv-08041). On September 7, 2023, purported stockholder Michael Kent filed an action in the United States District Court for the District of Delaware (Kent v. Desktop Metal, et al., Case No. 1:23-cv-00991). The complaints generally allege that certain officers and directors of Desktop Metal violated Sections 14(a) and 20(a) of the Exchange Act by causing a materially incomplete and misleading registration statement to be filed with the SEC on June 20, 2023 in connection with Desktop Metal’s proposed merger with Stratasys. Ms. Coffman dismissed her complaint on October 2, 2023. Mr. Kent dismissed his complaint on October 5, 2023. Mr. O’Dell dismissed his complaint on October 18, 2023. Ms. Wang dismissed her complaint on October 19, 2023. The Company believes that these complaints are all without merit and intends to defend against them vigorously. Whistleblower Complaint On November 4, 2021, the Audit Committee of the Board of Directors engaged a third party to conduct an independent internal investigation as a result of a whistleblower complaint relating to manufacturing and product compliance practices at its EnvisionTEC US LLC facility in Dearborn, Michigan. In response, and to address the issues identified in the investigation, the Company implemented changes in the management of the Dearborn facility and improvements in manufacturing and compliance policies and procedures for the applicable products. Following notification to the FDA, the Company also initiated voluntary recalls of certain shipments of Flexcera resins and the PCA4000 curing box. The investigation is now closed, and the matters subject to the investigation and the Company’s responsive actions did not have, and are not anticipated to have, a material impact on the Company’s financial statements or its business. Commitments The Company has also entered into licensing and royalty agreements with certain manufacturing and software companies and universities related to the use of patented technology. Under the terms of each agreement, the Company has made initial, immaterial one-time payments and is obligated to pay a set percentage, ranging from 4% - 13%, of all consideration received by the Company for sales of related products and services, until the agreements are terminated. The Company’s aggregate minimum annual commitment under these contracts is $0.6 million. During the years ended December 31, 2023 and 2022, the Company recorded immaterial licensing and royalty fees. Within the Company’s normal course of operations, it issues short-term financial guarantees and letters of credit through credit facilities with German banks to third parties in connection with certain commercial transactions requiring security. The credit facility provides a capacity amount of $11.6 million for the issuance of financial guarantees and letters of credit for commercial transactions requiring security. The credit facilities do not require cash collateral for the issuance of financial guarantees and letters of credit for commercial transactions requiring security for amounts up to $3.3 million. Amounts in excess of $3.3 million require cash collateral under the credit facility. As of December 31, 2023, total outstanding financial guarantees and letters of credit issued by the Company under the credit facility were $0.1 million, which have expiration dates ranging from January 2024 to September 2024. As of December 31, 2023, cash collateral of $0.1 million was required for financial guarantees and letters of credit issued under the credit facility, and is included in current portion of restricted cash in the consolidated balance sheets. As of December 31, 2023, the Company has a future purchase commitment through December 31, 2024 of $15.8 million for equipment that it plans to lease to customers in connection with digital dentistry solution offerings related to our Desktop Labs platform. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2023 | |
INCOME TAXES | |
INCOME TAXES | 18. INCOME TAXES During the years ended December 31, 2023, 2022, and 2021, the Company recorded $3.1 million, $1.5 million and $29.7 million, respectively, of income tax benefit, which was primarily driven by book losses and a partial release of the valuation allowance related to the deferred tax liabilities acquired on various acquisitions during 2021. For financial reporting purposes, loss before provision for income taxes, includes the following components (in thousands): Years Ended December 31, 2023 2022 2021 Domestic $ (262,779) $ (474,942) $ (252,343) Foreign (63,597) (266,899) (17,659) Loss before income taxes $ (326,376) $ (741,841) $ (270,002) The provision (benefit) for income taxes consists of the following (in thousands): Years Ended December 31, 2023 2022 2021 Current: Federal $ (257) $ — $ (33) Foreign 657 368 — State 45 35 20 Total Current 445 403 (13) Deferred: Federal (892) 196 (23,378) State (148) 16 (5,494) Foreign (2,510) (2,113) (783) Total Deferred (3,550) (1,901) (29,655) Benefit for income taxes $ (3,105) $ (1,498) $ (29,668) A reconciliation of the expected income tax benefit computed using the federal statutory income tax rate to the Company’s effective income tax rate for the years ended December 31, 2023, 2022 and 2021, is as follows: Years Ended December 31, 2023 2022 2021 Effective income tax rate: Expected income tax benefit at the federal statutory rate 21 % 21 % 21 % State taxes 1 % 2 % (2) % Change in valuation allowance (15) % (9) % (4) % Goodwill impairment (9) % (15) % — % Research and development credit carryover — % — % (1) % Stock-based compensation expense (1) % (1) % 3 % Warrant Expense — % — % (5) % Permanent differences — % — % — % Other 4 % 2 % (1) % Effective income tax rate 1 % (0) % 11 % As of the years ended December 31, 2023 and 2022, deferred tax assets and liabilities consist of the following (in thousands): Years Ended December 31, 2023 2022 Deferred tax assets: Federal and state net operating carryforwards $ 181,666 $ 185,842 Research and development and other credits 10,974 10,974 Start-up costs 11,548 11,854 Stock-based compensation 3,630 3,554 Capitalized research and development 53,702 20,793 Reserves and accruals 4,034 3,311 Deferred lease liability 11,456 7,581 Depreciation 140 — Divisional foreign entity deferred — — Other deferred tax assets 7,885 7,960 Total gross deferred tax asset 285,035 251,869 Valuation allowance (244,400) (195,309) Net deferred tax asset 40,635 56,560 Deferred tax liabilities: Right‑of‑use asset (11,159) (7,234) Intangible assets (32,999) (56,794) Depreciation — (962) Other — — Total deferred tax liabilities (44,158) (64,990) Net deferred tax liability $ (3,523) $ (8,430) Realization of deferred tax assets is dependent upon the generation of future taxable income. As required by ASC 740 Income Taxes, the Company evaluated the positive and negative evidence bearing upon its ability to realize the deferred tax assets as of December 31, 2023. As a result of the fact that the Company has incurred tax losses from inception, the Company has determined that it was more likely than not that the Company would not realize the benefits of federal and state net deferred tax assets nor the benefits of deferred tax assets in certain non-U.S. jurisdictions. As a result of acquisitions in 2021, the Company recorded U.S. deferred tax liabilities in purchase accounting related to non-tax-deductible intangible assets recognized in the financial statements. The acquired deferred tax liabilities are a source of income to support recognition of the Company’s existing deferred tax assets. Pursuant to ASC 805, the impact on a Company’s existing deferred tax assets and liabilities caused by an acquisition should be recorded in the financial statements outside of acquisition accounting. Accordingly, in 2021 the Company recorded an income tax benefit of $29.6 million for the decrease in the valuation allowance as a result of such purchase accounting considerations. The Company maintains a valuation allowance on other U.S. deferred tax assets; and on non-U.S. deferred tax assets in certain jurisdictions. Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2023 and 2022 were as follows (in thousands): Years Ended December 31, 2023 2022 Valuation allowance at beginning of the year $ 195,309 $ 127,150 Increases recorded to income tax provision 52,420 68,159 Decreases recorded as a benefit to income tax provision (3,329) — Valuation allowance at end of year $ 244,400 $ 195,309 As of the years ended December 31, 2023 and 2022, the Company had federal net operating loss carryforwards of $700.0 and $692.8 million, respectively, which may be available to reduce future taxable income. $118.1 million of carryforwards generated in 2017 and prior expire at various dates through 2037. The $581.9 million in carryforwards generated from 2018 forward do not expire. As of the years ended December 31, 2023 and 2022, the Company had State net operating loss carryforwards of $420.8 million and $387.7 million, respectively, which may be available to reduce future taxable income. These carryforwards expire at various dates through 2043. In addition, the Company had federal and state research and development tax credit carryforwards of $10.9 million available to reduce future tax liabilities, which will expire at various dates through 2043. The Company has foreign net operating loss carryforwards available to reduce taxable income in Germany, Japan, and Italy. As of the years ended December 31, 2023 and 2022, the Company had total foreign net operating loss carryforwards of $23.4 million and $35.4 million, respectively. In Germany, the Company has $20.2 million of net operating loss carryforwards, which have an unlimited carryforward period and do not expire. The Company has smaller loss carryforwards in Italy and Japan. Utilization of the Company’s net operating loss (“NOL”) carryforwards and research and development (“R&D”) credit carryforwards may be subject to a substantial annual limitation due to ownership change limitations that have occurred previously or that could occur in the future in accordance with Section 382 of the Internal Revenue Code of 1986 (“Section 382”) as well as similar state provisions. These ownership changes may limit the amount of NOL and R&D credit carryforwards that can be utilized annually to offset future taxable income and taxes, respectively. In general, an ownership change as defined by Section 382 results from transactions increasing the ownership of certain shareholders or public groups in the stock of a corporation by more than 50% over a three year period. During the year ended December 31, 2022, the Company has completed a study to assess whether a change of control has occurred or whether there have been multiple changes of control since inception. The study concluded that multiple changes of control did occur since inception and that the net operating loss carryforwards and research and development tax credit carryforwards are subject to an annual limitation under Section 382. As of December 31, 2023, $434.7 million in federal carryforwards and $5.9 million of federal R&D credit carryforwards are subject to limitation. Beginning in 2022, the Tax Cuts and Jobs Act of 2017 (“TCJA”) eliminated the option to deduct research and development expenditures in the current year and requires taxpayers to capitalize and amortize them over five or fifteen years pursuant to Internal Revenue Code Section 174. The capitalization of research and development resulted in a decrease to the Company’s taxable loss however no tax benefit is recognized for the deferred tax asset established for these capitalized expenses due to the Company’s valuation allowance position in the U.S. The Company operates within multiple tax jurisdictions and could be subject to audit in those jurisdictions. Such audits can involve complex income tax issues, which may require an extended period of time to resolve and may cover multiple years. In management’s opinion, adequate provisions for income taxes have been made for all years subject to audit. In the U.S., the Company files income tax returns in the U.S. federal tax jurisdiction and various states. Since the Company is in a loss carryforward position, the Company is generally subject to examination by the U.S. federal, state and local income tax authorities for all tax years after 2019; and for 2019 and earlier years to the extent of the losses carried forward from such earlier years. The Company is currently not under examination by the Internal Revenue Service or any other jurisdiction for any tax years. The Company remains subject to non-U.S. income tax examinations in various jurisdictions for tax years 2018 through 2023. As of December 31, 2023, the Company has a liability of $0.8 million for uncertain tax positions acquired in various acquisitions during 2021. None of these positions are expected to reverse within twelve months. The Company recognizes accrued interest and penalties related to unrecognized tax benefits in the provision for income taxes. At December 31, 2023, the Company had a balance in accrued interest and penalties related to uncertain tax positions of $0.1 million. A reconciliation of the beginning and ending amount of unrecognized tax liabilities as of the years ended December 31, 2023 and 2022 is as follows (in thousands): Years Ended December 31, 2023 2022 Unrecognized tax liability, beginning of year $ 997 $ 997 Unrecognized tax liability acquired through purchase accounting — — Decreases for tax positions taken related to a prior period (221) — Unrecognized tax liability, end of year $ 776 $ 997 The Company intends to permanently reinvest all earnings of its international subsidiaries in order to support the current and future capital needs of their operations in the foreign jurisdictions. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
Dec. 31, 2023 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | 19. STOCKHOLDERS’ EQUITY The Company’s authorized shares consisted of 500,000,000 shares of Class A Common Stock, $0.0001 par value per share(the “Common Stock”) and 50,000,000 shares of Preferred Stock, $0.0001 par value (the “Preferred Stock”). During 2015, the Company issued 34,010,977 shares of Common Stock to the initial founders and certain employees of the Company at a purchase price of $0.0001 per share. These shares are fully vested. Trine Warrants In Trine’s initial public offering, it sold units at a price of $10.00 per unit, which consisted of one share of Common Stock, $0.0001 par value, and one The Warrant Agreement, dated as of March 14, 2019, by and between the Company and Continental Stock Transfer & Trust Company also obligated the Company to use its best efforts to file with the SEC a registration statement for the registration, under the Securities Act of 1933, as amended (the “Securities Act”), of the issuance of the shares of Common Stock issuable upon exercise of the Public Warrants, and to cause the same to become effective and remain effective while the Public Warrants remain outstanding. On February 4, 2021, the Company’s registration statement covering such shares became effective. Simultaneously with the consummation of Trine’s initial public offering, Trine Sponsor IH, LLC (the “Sponsor”) purchased an aggregate of 8,503,000 warrants to purchase one share of Common Stock at an exercise price of $11.50 (the “Private Placement Warrants”) at a price of $1.00 per warrant ($8,503,000) in the aggregate in a private placement. The Private Placement Warrants are identical to the Public Warrants except that the Private Placement Warrants are not redeemable by Desktop Metal, and may be exercised for cash or on a cashless basis so long as they are held by the Sponsor or any of its permitted transferees. Additionally, pursuant to the terms of the amended and restated registration rights agreement entered in connection with the Business Combination, the Sponsor had the right to have the resale of the shares of Common Stock acquired upon exercise of the Private Placement Warrants registered under the Securities Act. On February 4, 2021, the Company’s registration statement covering such shares became effective. On February 24, 2020, Trine issued an unsecured promissory note (the “2020 Note”) to the Sponsor. The 2020 Note bore no interest and was repayable in full upon consummation of the Business Combination. The Sponsor had the option to convert any unpaid balance of the 2020 Note into warrants equal to the principal amount of the 2020 Note so converted divided by $1.00. Upon closing of the Business Combination, the 2020 Note was converted into a Private Placement Warrant for 1,500,000 shares of Common Stock, with an exercise price of $11.50. The terms of these warrants are identical to the terms of the Private Placement Warrants. Pursuant to the terms of the amended and restated registration rights agreement entered in connection with the Business Combination, the Sponsor had the right to have the resale of the shares of Common Stock acquired upon exercise of such warrant registered under the Securities Act. On February 4, 2021, the Company’s registration statement covering such shares became effective. The Company’s Private Placement Warrants were classified as liabilities, and were measured at fair value through earnings. During the year ended December 31, 2021, the Company recorded a $56.6 million loss related to the change in fair value of the Private Placement Warrants, which were remeasured through the date of each exercise, calculated using the Black-Scholes warrant pricing model with the following assumptions: Year Ended December 31, 2021 Risk‑free interest rate 0.4% – 0.6 % Expected volatility 55.0 % Expected life (in years) 4.8 Expected dividend yield — Fair value of Common Stock $ 19.82 – 30.49 Exercise price $ 11.50 All of the Private Placement Warrants were exercised on a cashless basis prior to March 2, 2021, and an aggregate of 5,850,346 shares of the Company’s Common Stock were issued in connection with these exercises. Effective March 2, 2021, all Private Placement Warrants were exercised. |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2023 | |
STOCK BASED COMPENSATION | |
STOCK BASED COMPENSATION | 20. STOCK-BASED COMPENSATION The 2020 Incentive Award Plan (the “2020 Plan”) allows for the award of incentive and nonqualified stock options, restricted stock, and other stock-based awards to employees, officers, directors, consultants, and advisers of the Company. As of December 31, 2023, the number of shares available for future issuance is 28,210,509 under the 2020 Plan. In addition, the number of shares of common stock available for issuance under the 2020 Plan is subject to an annual increase on the first day of each calendar year beginning on January 1, 2021 and ending on and including January 1, 2030 equal to the lesser of (i) 5% of the aggregate number of shares of common stock outstanding on the final day of the immediately preceding calendar year and (ii) such smaller number of shares as is determined by the Board of Directors. On January 1, 2024, 16,263,584 shares were added as available for issuance to the 2020 Plan. Stock Options The Company grants stock options at exercise prices deemed by the Board of Directors to be equal to the fair value of the Common Stock at the time of grant. The fair value of Common Stock has been determined by the Board of Directors of the Company at each stock option measurement date based on a variety of different factors, including the results obtained from independent third-party appraisals, the Company’s consolidated financial position and historical financial performance, the status of technological development within the Company, the composition and ability of the current engineering and management team, an evaluation and benchmark of the Company’s competition, the current climate in the marketplace, the illiquid nature of the Common Stock, arm’s-length sales of the Company’s capital stock, and the prospects of a liquidity event, among others. During the years ended December 31, 2023, 2022 and 2021, the Company did not grant any options to purchase shares of Common Stock to employees or non-employees. The option activity of the Plans for the year ended December 31, 2023, is as follows (shares in thousands): Weighted-Average Weighted-Average Remaining Aggregate Number of Exercise Price Contractual Term Intrinsic Value Shares per Share (in years) (in thousands) Outstanding at January 1, 2023 8,423 $ 1.83 6.02 922 Granted — $ — — Exercised (1,006) $ 1.20 941 Forfeited/expired (1,253) $ 2.32 36 Outstanding as of December 31, 2023 6,164 $ 1.83 4.97 140 Options vested as of December 31, 2023 5,793 $ 1.85 4.87 140 Options vested or expected to vest as of December 31, 2023 6,162 $ 1.83 4.97 140 There were no options granted in 2023 and 2022; therefore, no weighted-average grant date fair value for the years ended December 31, 2023 and 2022. The weighted-average grant-date fair value for options granted during the years ended December 31, 2021 was approximately 5.24. The aggregate intrinsic value of options exercised during the years ended December 31, 2023, 2022, and 2021 was $0.9 million, $4.7 million, and $57.2 million, respectively. The total stock-based compensation expense related to stock options during the years ended December 31, 2023, 2022 and 2021 was $1.4 million, $2.8 million, and $6.9 million, respectively. Total unrecognized stock-based compensation expense related to unvested stock options as of December 31, 2023 aggregated $0.7 million and is expected to be recognized over a weighted-average period of 0.6 years. Performance-Based Stock Options (included above) During the year ended December 31, 2020, 560,256 performance-based stock options were granted to key employees of the Company. These awards vest upon the achievement of certain performance milestones by the Company and prescribed service milestones by the employee. During the year ended December 31, 2021, 83,958 performance-based stock options were forfeited due to employee termination. During the year ended December 31, 2022, 290,038 performance-based stock options were forfeited due to employee termination and the remaining 186,260 performance-based stock options outstanding expired without vesting as the performance milestones were not achieved by the Company. As of December 31, 2023, no unrecognized compensation cost remains. Assumed Stock Options In connection with the acquisition of ExOne, the Company assumed 86,020 unvested stock options which are considered post-combination expense and were valued using the Black-Scholes option-pricing model with the following assumptions: As of November 12, 2021 Risk‑free interest rate 0.5% – 0.8 % Expected volatility 57.2% – 59.4 % Expected life (in years) 1.0 – 2.8 Expected dividend yield — Fair value of Common Stock $ 8.61 The risk-free interest rate assumption is based upon observed interest rates appropriate for the term of the related stock options. The expected life of stock options was calculated using the average of the contractual term of the option and the weighted-average vesting period of the option, as the Company does not have sufficient history to use an alternative method to the simplified method to calculate an expected life for employees. The Company has not paid a dividend and is not expected to pay a dividend in the foreseeable future. Expected volatility for the Common Stock was determined based on an average of the historical volatility of a peer group of similar public companies. Restricted Stock Awards In connection with acquisitions, the Company has granted RSAs that are considered post-combination expense and accounted for as stock-based compensation as the shares vest. The activity for stock subject to vesting under the Plans for the year ended December 31, 2023 is as follows (shares in thousands): Shares Subject Weighted-Average to Vesting Grant Date Fair Value Balance of unvested shares as of January 1, 2023 102 $ 8.78 Cancelled/Forfeited — $ 8.78 Vested (96) $ 8.78 Balance of unvested shares as of December 31, 2023 6 $ 8.78 The total stock-based compensation expense related to RSAs during the years ended December 31, 2023, 2022 and 2021 was $0.8 million, $1.0 million, and $3.1 million, respectively. As of December 31, 2023, the total unrecognized stock-based compensation expense related to unvested RSAs aggregated $- million, and is expected to be recognized over a weighted-average period of 0.1 years. Restricted Stock Units Restricted Stock Units (“RSUs”) awarded to employees and non-employees generally vest over four years from the anniversary date of the grant, with one-year RSU activity under the 2020 Plan for the year ended December 31, 2023 is as follows (shares in thousands): Shares Subject Weighted-Average to Vesting Grant Date Fair Value Balance of unvested shares as of January 1, 2023 22,145 $ 4.15 Granted 10,800 $ 1.76 Vested (5,803) $ 4.94 Cancelled/Forfeited (4,087) $ 4.05 Balance of unvested shares as of December 31, 2023 23,055 $ 2.84 The total stock-based compensation expense related to RSUs during the years ended December 31, 2023, 2022 and 2021 was $31.0 million, $45.0 million, and $18.8 million, respectively. Total unrecognized compensation costs related to unvested RSUs as of December 31, 2023 was approximately $48.0 million and is expected to be recognized over a weighted-average period of 2.2 years. Restricted stock units include awards that vest subject to certain performance and market-based criteria. Performance-Based Restricted Stock Units (included above) During the year ended December 31, 2021, 670,000 performance-based RSUs were granted to key employees of the Company. These awards vest upon the achievement of certain performance milestones by the Company and prescribed service milestones by the employee. No performance-based RSUs vested during the year ended December 31, 2022 and 2021. During the year ended December 31, 2021, 120,000 awards expired due to performance milestones not being achieved. During the year ended December 31, 2022, no performance-based RSUs vested and 400,000 performance-based RSUs were forfeited due to employee termination. As of December 31, 2023, 150,000 performance-based RSUs remain outstanding. During the year ended December 31, 2020, 124,300 performance-based RSUs were granted to a key employee of the Company. This award vests upon the achievement of certain performance milestones by the Company and prescribed service milestones by the employee. No performance-based RSUs vested during the years ended December 31, 2023 and 2022. During the year ended December 31, 2023, 124,300 performance-based RSUs were forfeited. As of December 31, 2023, no performance-based RSUs remain outstanding. Market-Based Restricted Stock Units (included above) In October 2021 the Compensation Committee of the Company’s Board of Directors awarded certain executive officers a total of up to 9,070,269 market-based RSUs. These RSUs will vest and result in the issuance of shares of Common Stock based on continuing employment and the achievement of certain market conditions set by the Company. The Company used a Monte Carlo simulation model to estimate the grant-date fair value of the restricted stock units granted in October 2021. The fair value is recorded as stock compensation expense in the consolidated statements of operations over the period from the date of grant to October 2026 regardless of the actual outcome achieved. The table below sets forth the assumptions used to value the market-based awards and the estimated grant-date fair value: October 2021 Awards Risk-free interest rate 1.3 % Expected dividend yield — % Remaining performance period (in years) 7.0 Expected volatility 55.0 % Estimated grant date fair value (per share) $ 0.98 – 4.95 Target performance (number of shares) 9,070,269 During the year ended December 31, 2021, one of the executive officers resigned from the Company, forfeiting his market-based award. As the service condition was not met prior to his resignation, no stock-based compensation expense was recorded for this award. No market-based RSUs vested or were forfeited during the years ended December 31, 2023 and 2022. As of December 31, 2023, 6,802,702 market-based restricted share units remain outstanding. Liability-Classified Share-Based Arrangement During the year ended December 31, 2021, the Compensation Committee of the Company’s Board of Directors provided performance goals and achievement criteria to certain key employees. If these performance criteria are met, the Company has committed to issue RSU grants with a target fair value of $8.5 million on the future grant date. The awards will vest upon prescribed service milestones of the employee subsequent to the achievement of the specified performance criteria. During the year ended December 31, 2022, the designated employees terminated employment and the liability-classified awards were forfeited. As of December 31, 2023, there is no fair value associated with these awards. The liability-classified awards have been excluded from the potentially dilutive securities table. Bonus Program The Company’s bonus program allows the bonus to be paid out in RSUs, cash, or a combination. The Company’s 2022 bonus program ("2022 Bonus Program") was granted in dollar bonus amounts, which were paid out in RSUs during the three months ended March 31, 2023. The number of RSUs awarded was determined using the closing price of the Company's Common Stock on the date of the Board's final certification of the Company's performance attainment and awards to be issued to each employee. The Company accounted for these awards as liability-based awards until the awards were achieved, at which point the Company accounted for these awards as equity-based awards. The Company’s 2023 bonus program (“2023 Bonus Program”) is expected to be paid out in RSUs determined using the closing price of the Company's Common Stock on the date of the Board's final certification of the Company's performance attainment and awards to be issued to each employee. The Company has accounted for these awards as liability-based awards, since the monetary value of the obligation associated with the award is based predominantly on a fixed monetary amount known at inception, and it has an unconditional obligation that it must or may settle by issuing a variable number of its equity shares. The Company will recognize stock-based compensation expense over the employees’ requisite service period, based on the expected attainment of the Company-wide targets. As of December 31, 2023, the Company has accrued $2.0 million associated with these awards, which is recorded in accrued expenses and other current liabilities in the consolidated balance sheets. Stock-Based Compensation Expense Total stock-based compensation expense related to all of the Company’s stock-based awards granted is reported in the consolidated statements of operations as follows (in thousands): Years Ended December 31, 2023 2022 2021 Research and development (1) $ 14,877 $ 24,394 $ 11,446 General and administrative expense 13,486 16,748 10,939 Sales and marketing expense 2,552 5,386 4,593 Cost of sales 2,262 2,257 1,800 Total stock-based compensation expense $ 33,177 $ 48,785 $ 28,778 (1) Note 24. Restructuring Charges During the year ended December 31, 2023, the Company recognized $2.0 million of stock-based compensation expense associated with liability-classified awards related to the 2023 Bonus Program. During the year ended December 31, 2022, the Company recognized $0.8 million of stock-based compensation expense associated with liability-classified awards related to the 2022 Bonus Program. There were 28,210,509 shares available for award under the 2020 Plan as of December 31, 2023. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2023 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | 21. RELATED PARTY TRANSACTIONS As a result of the acquisition of EnvisionTEC, the Company entered into certain agreements with entities affiliated with Mr. El Siblani, who served as a director and executive officer of the Company until his resignation November 5, 2021. As of December 31, 2021, the Company recorded $0.5 million of right of use asset and $0.6 million of lease liability related to leases with Mr. El Siblani. During the year ended December 31, 2021, the Company paid $0.4 million of lease expense related to these leases. Additionally, during the year ended December 31, 2021, the Company paid $0.3 million of service expense to entities owned by Mr. El Siblani. As a result of other acquisitions, the Company assumed lease agreements with related parties for facilities located across the United States which extend through 2029. As of December 31, 2023, the Company recorded $3.8 million of right of use asset and lease liabilities associated with these leases. As of December 31, 2022, the Company recorded $4.9 million of right of use asset and lease liabilities associated with these leases. During the years ended December 31, 2023, and 2022, the Company paid lease expense of $0.8 million and $0.8 million to the related parties, respectively. As of December 31, 2023, the Company’s annual commitment related to these lease agreements is $0.8 million. The Company sells products to Lightforce Orthodontics which is affiliated with a member of the Company’s Board of Directors. Management believes the sales were conducted on terms equivalent to those prevailing in an arm’s-length transaction. During the years ended December 31, 2023 and 2022, the Company recognized $1.3 million and $1.5 million of revenue, respectively. As of December 31, 2023, the Company has an account receivable balance of $0.2 million with Lightforce Orthodontics. The Company sells products to Bloom Energy which is affiliated with a member of the Company’s Board of Directors. Management believes the sales were conducted on terms equivalent to those prevailing in an arm’s-length transaction. During the year ended December 31, 2023, the Company recognized $0.5 million of revenue from Bloom Energy. As of December 31, 2023, the Company has an immaterial account receivable balance with Bloom Energy. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2023 | |
SEGMENT INFORMATION | |
SEGMENT INFORMATION | 22. SEGMENT INFORMATION In its operation of the business, management, including the Company’s chief operating decision maker, who is also Chief Executive Officer, reviews the business as one segment. The Company currently ships its product to markets in the Americas, Europe Middle East and Africa (“EMEA”), and Asia Pacific (“APAC”). Disaggregated revenue data for those markets is as follows (in thousands): Revenue during the year ended December 31, 2023 Americas EMEA APAC Total Products $ 107,000 $ 47,015 $ 14,076 $ 168,091 Services 12,769 7,380 1,458 21,607 Total $ 119,769 $ 54,395 $ 15,534 $ 189,698 Revenue during the year ended December 31, 2022 Americas EMEA APAC Total Products $ 124,778 $ 48,981 $ 16,489 $ 190,248 Services 11,324 6,159 1,292 18,775 Total $ 136,102 $ 55,140 $ 17,781 $ 209,023 Revenue during the year ended December 31, 2021 Americas EMEA APAC Total Products $ 71,875 $ 22,404 $ 11,715 $ 105,994 Services 4,087 1,693 634 6,414 Total $ 75,962 $ 24,097 $ 12,349 $ 112,408 During the years ended December 31, 2023, 2022 and 2021, the Company recognized the following revenue from service contracts and cloud-based software licenses over time, and hardware and consumable product shipments and subscription software at a point in time (in thousands): Years Ended December 31, 2023 2022 2021 Revenue recognized at a point in time $ 168,091 $ 190,248 $ 105,994 Revenue recognized over time 21,607 18,775 6,414 Total $ 189,698 $ 209,023 $ 112,408 The Company’s operations are principally in the United States. The locations of long-lived assets, including property, plant and equipment, net and operating lease right-of-use assets, are summarized as follows (in thousands): Years Ended December 31, 2023 2022 Americas $ 46,390 $ 56,145 EMEA 13,320 16,399 APAC 5,853 5,874 Total long-lived assets $ 65,563 $ 78,418 |
NET LOSS PER SHARE
NET LOSS PER SHARE | 12 Months Ended |
Dec. 31, 2023 | |
NET LOSS PER SHARE | |
NET LOSS PER SHARE | 23. NET LOSS PER SHARE The Company computes basic loss per share using net loss attributable to Common Stockholders and the weighted-average number of Common Stock shares outstanding during each period. Diluted earnings per share include shares issuable upon exercise of outstanding stock options and stock-based awards where the conversion of such instruments would be dilutive. Years Ended December 31, (in thousands, except per share amounts) 2023 2022 2021 Numerator for basic and diluted net loss per share: Net loss $ (323,271) $ (740,343) $ (240,334) Denominator for basic and diluted net loss per share: Weighted-average shares 322,196 314,817 260,770 Net loss per share—Basic and Diluted $ (1.00) $ (2.35) $ (0.92) The Company’s potential dilutive securities, which include outstanding Common Stock options, unvested restricted stock units, unvested restricted stock awards and outstanding Common Stock warrants, have been excluded from the computation of diluted net loss per share as the effect would be to reduce the net loss per share. Therefore, the weighted-average number of common shares outstanding used to calculate both basic and diluted net loss per share attributable to common stockholders is the same. The Company excluded the following potential common shares, presented based on amounts outstanding as of December 31, 2023, 2022, and 2021, from the computation of diluted net loss per share attributable to common stockholders because including them would have an anti-dilutive effect (in thousands): Years Ended December 31, 2023 2022 2021 Common Stock options outstanding 6,164 8,423 13,249 Unvested restricted stock units outstanding 23,055 22,145 16,395 Unvested restricted stock awards outstanding 6 102 264 6.0% Convertible Senior Notes due 2027 86,466 86,466 — Total shares 115,691 117,136 29,908 |
RESTRUCTURING CHARGES
RESTRUCTURING CHARGES | 12 Months Ended |
Dec. 31, 2023 | |
RESTRUCTURING CHARGES. | |
RESTRUCTURING CHARGES | 24. RESTRUCTURING CHARGES In June 2022, the Board of Directors approved a strategic integration and cost optimization initiative (the “2022 Initiative) that includes a global workforce reduction, facilities consolidation, and other operational savings measures. As part of the facilities consolidation, the Company approved plans to sell two facilities and relocate operations from those locations to existing facilities. The purpose of the 2022 Initiative is to streamline the Company’s operational structure, reducing its operating expenses and managing its cash flows. In January 2023, the Company committed to additional actions to continue and expand the 2022 Initiative, resulting in an estimated $19.6 million to $26.0 million of total restructuring costs. These additional actions included closing and consolidating select locations in the United States and Canada and reducing the Company’s workforce by an additional 15%, prioritizing investments and operations in line with near-term revenue generation, positioning us to achieve our long-term financial goals. On January 22, 2024, the Company committed to a strategic integration and cost optimization initiative (the “2024 Initiative”) that includes a global workforce reduction of approximately 20%, facilities consolidation, product rationalization and other operational savings measures. The Company has commenced workforce reductions in the United States and is reviewing workforce changes in other countries, the timing of which will vary according to local regulatory requirements. As a result of the 2024 Initiative, the Company anticipates at least $50 million of aggregate cost savings resulting in sequential cost reductions across the first half of 2024. During the year ended December 31, 2023, the Company recorded the following activity in accrued expenses and other current liabilities in the consolidated balance sheet (in thousands): Year Ended December 31, 2023 2022 Accrued expenses, beginning of period $ 1,095 $ — Restructuring charges 37,488 14,270 Cash payments (3,304) (2,829) Stock-based compensation - (7,312) Inventory write-off (28,966) (3,085) Restructuring accrual estimate adjustment - 51 Accrued expenses, end of period $ 6,313 $ 1,095 During the year ended December 31, 2023, the Company recorded restructuring charges of $37.5 million related to employee severance, benefits and related costs, inventory write-offs, royalty expenses associated with discontinued product offerings, and facility consolidations which were expensed as follows (in thousands): Year Ended Year Ended December 31, 2023 December 31, 2022 Cost of goods sold $ 30,205 $ 3,273 Research and development (1) 5,700 8,485 Sales and marketing 874 1,131 General and administrative 709 998 Interest and other (expense) income, net — 383 Total restructuring charges $ 37,488 $ 14,270 (1) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2023 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 25. SUBSEQUENT EVENTS On February 14, 2024, the Company entered into an Open Market Sale Agreement with Cantor Fitzgerald & Co. pursuant to which the Company may from time to time sell, through ATM offerings, common shares that would have an aggregate offering price of up to $75.0 million. On March 14, 2024, following a comprehensive review of the Company’s operating plan, the Board of Directors approved an additional cost reduction plan that includes a review of strategic alternatives for the Company’s industrial photopolymer business and a review of other potential cost saving actions. The Company is exploring alternatives for the industrial photopolymer business, which may include divestitures, curtailment of investment or winding down of the business. The Company will disclose the related costs and charges when they are estimable. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Basis of Presentation | Basis of Presentation The consolidated financial statements of the Company are prepared in conformity with accounting principles generally accepted in the United States of America (“US GAAP”) and pursuant to the regulations of the U.S Securities and Exchange Commission (“SEC”). |
Principles of Consolidation | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. The functional currency of all wholly owned subsidiaries is U.S. Dollars. All intercompany transactions and balances have been eliminated in consolidation. |
Assets Held for Sale | Assets Held for Sale The Company classifies long-lived assets or asset groups that the Company plans to sell as held for sale on its consolidated balance sheets only after certain criteria have been met including: (i) management has the authority and commits to a plan to sell the asset, (ii) the asset is available for immediate sale in its present condition, (iii) an active program to locate a buyer and the plan to sell the asset have been initiated, (iv) the sale of the asset is probable within 12 months, (v) the asset is being actively marketed at a reasonable sales price relative to its current fair value, and (vi) it is unlikely that the plan to sell will be withdrawn or that significant changes to the plan will be made. The Company records assets or asset groups held for sale at the lower of their carrying value or fair value less costs to sell. |
Foreign Currency Translation | Foreign Currency Translation The Company translates assets and liabilities of its foreign subsidiaries from their respective functional currencies to U.S. Dollars at the appropriate spot rates as of the balance sheet date. The functional currency of most wholly owned subsidiaries is U.S. Dollars, except for certain international subsidiaries, for which it is Euros, British Pound Sterling, or Japanese Yen, depending on the subsidiary’s location. The results of operations are translated into U.S. Dollars at a monthly average rate, calculated using daily exchange rates. Differences arising from the translation of opening balance sheets of these entities to the rate at the end of the fiscal period are recognized in accumulated other comprehensive loss. The differences arising from the translation of foreign results at the average rate are also recognized in accumulated other comprehensive loss. Such translation differences are recognized as income or expense in the period in which the Company disposes of the operations. Transactions in foreign currencies are recorded at the approximate rate of exchange at the transaction date. Assets and liabilities resulting from these transactions are translated at the rate of exchange in effect at the balance sheet date. All such differences are recorded in interest and other (expense) income, net in the consolidated statements of operations. |
Use of Estimates | Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires the Company’s management to make judgements, estimates and assumptions regarding uncertainties that affect the reported amounts of assets, liabilities and related disclosures of contingent assets and liabilities at the date of the consolidated financial statements, and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions reflected in these consolidated financial statements include, but are not limited to, revenue recognition, realizability of inventory, goodwill, intangibles, stock-based compensation, and fair values of common stock. The Company bases its estimates on historical experience and various other factors believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying value of assets and liabilities. The Company assesses estimates on an ongoing basis; however, actual results could materially differ from those estimates. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of standard checking accounts, money market accounts and certain investments. The Company classifies any marketable security with an original maturity date of 90 days or less at the time of purchase as a cash equivalent. |
Short-Term Investments | Short-Term Investments The Company invests its excess cash in fixed income instruments denominated and payable in U.S. dollars including U.S. treasury securities, commercial paper, corporate bonds, government bonds, and asset-backed securities in accordance with the Company’s investment policy that primarily seeks to maintain adequate liquidity and preserve capital. Short-term investments represent holdings of available-for-sale marketable securities in accordance with the Company’s investment policy and cash management strategy. Investments in marketable securities are recorded at fair value, with any unrealized gains and losses reported within accumulated other comprehensive is loss as a separate component of stockholders’ equity until realized or until a determination is made that an other-than-temporary decline in market value has occurred. When such reductions occur, the cost of the investment is adjusted to fair value through recording a loss on investments in the consolidated statements of operations. All investments in marketable securities mature within one year. The Company also invests in equity securities which are carried at fair value based upon quoted prices in active markets. The Company’s recognizes unrealized gains (losses) on equity securities in interest and other (expense) income, net in the consolidated statements of operations. |
Restricted Cash | Restricted Cash Restricted cash represents cash and cash equivalents that are restricted to withdrawal or use as of the reporting date. Restricted cash typically relates to deposits to secure letters of credit, cash the Company is contractually obligated to maintain related to acquisitions, as well as contractually required security deposits. |
Financial Instruments | Financial Instruments The Company’s financial instruments are comprised of cash and cash equivalents, short-term investments, restricted cash, accounts receivable and accounts payable. The Company’s other current financial assets and current financial liabilities have fair values that approximate their carrying values due to the short maturity of these balances. |
Products Revenue and Services Revenue | Products Revenue and Services Revenue Products revenue include sales of the Company’s additive manufacturing systems, along with the sale of related accessories and consumables, as well as produced parts. Consumables are primarily comprised of materials, which are used by the 3D printers during the printing process to produce parts, as well as replacement parts for items consumed during system operations. Certain on-device software is embedded with the hardware and sold with the product bundle and is included within product revenue. Revenue from products is recognized upon transfer of control, which is generally at the point of shipment. If the Company cannot objectively determine that the product provided to the customer is in accordance with agreed-upon specifications, revenue is not recognized until customer acceptance is received. Services revenue consists of installation, training, and post-installation hardware and software support, as well as various software solutions the Company offers to facilitate the operation of the Company’s products. The Company offers multiple software products, which are licensed through either a cloud-based solution and/or on-device software, depending on the product. For the cloud-based solution, which the customer does not have the right to take possession of, the Company typically provides an annual subscription for customer access which is renewable at expiration. The revenue from the cloud-based solution is recognized ratably over the annual term as the Company considers the services provided under the cloud-based solution to be a series of distinct performance obligations, as the Company provides continuous daily access to the cloud solution. For on-device software subscriptions, the Company typically recognizes revenue once the customer has been given access to the software. When the Company enters into development contracts, control of the development service is transferred over time, and the related revenue is recognized as services are performed. For certain products, the Company offers customers an optional extended warranty beyond the initial warranty period. The optional extended warranty is accounted for as a service-type warranty. Extended warranty revenue is deferred and recognized on a straight-line basis over the service-type warranty period of the contract and the associated costs are recognized as incurred. For certain deferred maintenance contracts where sufficient historical evidence indicates that the costs of performing the related services under the contract are not incurred on a straight-line basis, the associated revenue is recognized at a point in time in proportion to the costs expected to be incurred. The Company generates certain revenues through the sale of research and development services. Revenue under research and development service contracts is generally recognized over time where progress is measured in a manner that reflects the transfer of control of the promised goods or services to the customer. Depending on the facts and circumstances surrounding each research and development service contract, revenue is recognized over time using either an input measure (based on the entity’s direct costs incurred in an effort to satisfy the performance obligations) or an output measure (specifically units or parts delivered, based upon certain customer acceptance and delivery requirements). In certain circumstances, the Company generates revenue through leases of machinery and equipment to customers. These leases are classified as either operating or sales-type leases and generally have lease terms ranging from one Revenue Recognition Revenue is measured as the amount of consideration expected to be received in exchange for transferring goods or providing services. The amount of consideration is typically a fixed price at the contract inception. Consideration from shipping and handling is recorded on a gross basis within product revenue. The Company determines revenue recognition through the following steps: • • • • • Nature of Products and Services The Company sells its products through authorized resellers, independent sales agents, and its own sales force. Revenue from hardware, consumables, and produced parts is recognized upon transfer of control, which is generally at the point of shipment. If the Company cannot objectively determine that the products provided to the customer are in accordance with agreed-upon specifications, revenue is not recognized until customer acceptance is received. The Company’s post-installation support is primarily sold through one-year annual contracts and such revenue is recognized ratably over the term of the agreement. For certain maintenance contracts, there is a detail of specified maintenance which is performed at predetermined intervals and is recognized when the professional services are performed. Service revenue from installation and training is recognized as performed. The Company’s terms of sale generally provide payment terms that are customary in the countries where the Company transacts business. To reduce credit risk in connection with certain sales, the Company may, depending upon the circumstances, require significant deposits or payment in full prior to shipment. When the Company has a noncancelable contract and the right to invoice prior to shipment based on payment terms, the Company records the receivable and related customer deposits in the consolidated balance sheets. Due to the short-term nature of the Company’s contracts, substantially all of the outstanding performance obligations are recognized within one year. Shipping and handling activities that occur after control over a product has transferred to a customer are accounted for as fulfillment activities rather than performance obligations, as allowed under a practical expedient provided by ASC 606. The shipping and handling fees charged to customers are recognized as revenue and the related costs are included in cost of revenue at the point in time when ownership of the product is transferred to the customer. Sales taxes and value added taxes collected concurrently with revenue generating activities are excluded from revenue. Significant Judgements The Company enters into contracts with customers that can include various combinations of hardware products, software licenses, and services, which are distinct and accounted for as separate performance obligations. Products or services that are promised to a customer can be considered distinct if both of the following criteria are met: (i) the customer can benefit from the products or services either on its own or together with other readily available resources and (ii) the Company’s promise to transfer the products, software, or services to the customer is separately identifiable from other promises in the contract. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgement. Judgement is required to determine the standalone selling price (“SSP”). The transaction price is allocated to each distinct performance obligation on a relative standalone selling price basis and revenue is recognized for each performance obligation when control has passed. In most cases, the Company is able to establish SSP based on historical transaction data of the observable prices of hardware products and consumables sold separately in comparable circumstances to similar customers, observable renewal rates for software and post-installation support, and the Company’s best estimate of the selling price at which the Company would have sold the product regularly on a stand-alone basis for training and installation. The Company reassesses the SSP on a periodic basis or when facts and circumstances change. Contract Balances The timing of revenue recognition, billings and cash collections results in billed accounts receivable, customer deposits and deferred revenues (contract liabilities) on the consolidated balance sheets. Timing of revenue recognition may differ from the timing of invoicing to customers. The Company records a receivable at the time of invoicing. For most contracts, customers are invoiced a substantive portion of the arrangement prior to shipment of products or performance of services. The Company will typically bill in advance for post-installation support and cloud-based software licenses, resulting in deferred revenue. When products have been delivered, but the product revenue associated with the arrangement has been deferred the Company includes the costs for the delivered items in inventory on the consolidated balance sheets until recognition of the related revenue occurs, at which time it is recognized in cost of sales. The Company’s contracts are primarily one year or less, and as such, most of the deferred revenue outstanding at the end of the fiscal year is recognized during the following year. Purchases of post-installation customer support and maintenance may range from one The Company sells products directly to end-users as well as through a reseller network. Under the reseller arrangement, the reseller is determined to be the Company’s customer, and revenue is recognized based on the amounts the Company is entitled to, reduced by any payments owed to the resellers. On certain contracts, the Company utilizes external partners and an internal sales team to sell direct to the end user. The Company acts as a principal in the contracts with users when utilizing external partners because the Company controls the product, establishes the price, and bears the risk of nonperformance, until it is transferred to the end user. The Company records the revenue on a gross basis and commissions are recorded as a sales and marketing expense in the statement of operations. The Company recognizes its commission expense as a point-in-time expense as contract obligations are primarily completed within a one-year contract period. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts In evaluating the collectability of accounts receivable, the Company assesses a number of factors, including specific customers’ abilities to meet their financial obligations, the length of time receivables are past due, and historical collection experience. If circumstances related to specific customers change, or economic conditions deteriorate such that past collection experience is no longer relevant, the Company’s estimate of the recoverability of accounts receivable could be further reduced from the levels provided for in the consolidated financial statements. The Company evaluates specific accounts for which it is believed a customer may have an inability to meet their financial obligations. In these cases, judgment is applied, based on available facts and circumstances, and a specific reserve is recorded for that customer to reduce the receivable to an amount expected to be collected. These specific reserves are reevaluated and adjusted as additional information is received that impacts the amount reserved. |
Remaining Performance Obligations | Remaining Performance Obligations Remaining performance obligations are the aggregate amount of total contract transaction price that is unsatisfied or partially unsatisfied. The Company has elected to apply the practical expedient associated with incremental costs of obtaining a contract, and as such, sales commission expense is generally expensed when incurred because the amortization period would be one year or less. These costs are recorded within sales and marketing expense in the consolidated statements of operations. |
Net Loss Per share | Net Loss Per Share The Company presents basic and diluted loss per share amounts. Basic loss per share is calculated by dividing net loss available to holders of Common Stock by the weighted average number of shares of Common Stock outstanding during the applicable period. The denominator for diluted earnings per share is a computation of the weighted-average number of ordinary shares and the potential dilutive ordinary shares outstanding during the period. Potential dilutive shares outstanding include the dilutive effect of in-the-money options, unvested Restricted Stock Awards (“RSAs”), and unvested Restricted Stock Units (“RSUs”) using the treasury stock method. In periods in which the Company reports a net loss, diluted net loss per share is the same as basic net loss per share because dilutive shares are not assumed to have been issued if their effect is anti-dilutive. |
Grants | Grants The Company recognizes grants or subsidies from governments and other organizations when there is reasonable assurance that the Company will comply with any conditions attached to the grant arrangement and the grant will be received. The Company evaluates the conditions of the grant as of each reporting period to ensure that the Company has reached reasonable assurance of meeting the conditions of each grant arrangement and that it is expected that the grant will be received as a result of meeting the necessary conditions. Grants are recognized in the consolidated statements of operations on a systematic basis over the periods in which the Company recognized the related costs for which the grant is intended to compensate. Specifically, when government grants are related to reimbursements for operating expenses, the grants are recognized as a reduction of the related expense in the consolidated statements of operations. During the years ended December 31, 2023, 2022 and 2021, the Company recognized $0.1 million, $0.4 million, and $1.0 million, respectively, related to grants in the research and development line within the consolidated statements of operations. The Company records grant receivables in the consolidated balance sheets in prepaid expenses and other current assets or other non-current assets, depending on when the amounts are expected to be received from the government agency. Proceeds received from grants prior to expenditures being incurred are recorded as restricted cash and other current liabilities or other long-term liabilities, depending on when the Company expects to use the proceeds. |
Warranty Reserve | Warranty Reserve Substantially all of the Company’s hardware and software products are covered by a standard assurance warranty of one year within the United States and 13 months internationally, and estimated warranty obligations are recorded as an expense at the time of revenue recognition. In the event of a failure of hardware product or software covered by this warranty, the Company will repair or replace the software or hardware product. For certain products, the Company offers customers an optional extended warranty after the initial warranty period. The optional extended warranty is accounted for as a service-type warranty; therefore, costs are recognized as incurred and revenue is recognized over the service-type warranty period. The Company’s warranty reserve reflects estimated material and labor costs for potential or actual product issues in its installed base for which the Company expects to incur an obligation. The Company periodically assesses the adequacy of the warranty reserve and adjusts the amount as necessary. If the data used to calculate the adequacy of the warranty reserve is not indicative of future requirements, additional or reduced warranty reserves may be required. Substantially all of the Company’s produced parts are covered by standard warranties of one |
Inventory | Inventory Inventory is stated at the lower of cost or net realizable value, approximating a first-in, first-out basis. The Company provides for inventory losses based on obsolescence and levels in excess of forecasted demand. Inventory is reduced to the estimated net realizable value based on historical usage and expected demand. Inventory provisions based on obsolescence and inventory in excess of forecasted demand are recorded through cost of sales in the consolidated statements of operations. |
Concentrations of Credit Risk and Off-Balance-Sheet Risk | Concentrations of Credit Risk and Off-Balance-Sheet Risk In the normal course of operations, ExOne GmbH issues short-term financial guarantees and letters of credit to third parties in connection with certain commercial transactions requiring security through a credit facility with a German bank. As of December 31, 2023, total outstanding financial guarantees and letters of credit issued were $0.1 million. The Company has no other significant off-balance-sheet risk, such as foreign exchange contracts, option contracts, or other foreign hedging arrangements. Financial instruments that potentially expose the Company to concentrations of credit risk consist mainly of cash and cash equivalents. The Company maintains its cash and cash equivalents principally with accredited financial institutions of high-credit standing. As of December 31, 2023, 2022, and 2021, no single customer accounted for more than 10% of revenue. As of December 31, 2023 and 2022, no single customer accounted for more than 10% of total accounts receivable. |
Customer Deposits | Customer Deposits Payments received from customers who have placed reservations or purchase orders in advance of shipment are refundable upon cancellation or non-delivery by the Company and are included within customer deposits on the consolidated balance sheets. |
Other Investments | Other Investments The Company periodically makes investments in companies within the additive manufacturing industry. The Company monitors events or changes in circumstances that may have a significant effect on the fair value of investments, either due to impairment or based on observable price changes, and records necessary adjustments in interest and other (expense) income, net in the consolidated statements of operations. |
Property and Equipment | Property and Equipment Property and equipment is stated at cost. Expenditures for repairs and maintenance are expensed as incurred. When assets are retired or disposed of, the assets and related accumulated depreciation are eliminated from the accounts and any resulting gain or loss is included in the determination of net income or loss. Depreciation is expensed using the straight-line method over the estimated useful lives of the assets as follows: Asset Classification Useful Life Equipment 2 - 20 years Buildings 6 - 50 years Automobiles 2 - 7 years Furniture and fixtures 2 - 10 years Computer equipment 2 - 7 years Tooling 3 years Software 2 - 5 years Leasehold improvements Shorter of asset’s useful life or remaining life of the lease |
Leases | Leases For lease arrangements in which the Company is the lessee, the Company determines if an arrangement is a lease at inception. The Company typically only includes an initial lease term in its assessment of a lease arrangement. Options to renew a lease are not included in the Company’s assessment unless there is reasonable certainty that the Company will renew. The Company assesses it plans to renew its material leases on an annual basis. Operating leases are included in other assets, current portion of lease liability, and lease liability, net of current portion on the Company’s consolidated balance sheets. Right of use (“ROU”) assets and lease liabilities are recognized based on the present value of the future minimum lease payments over the expected remaining lease term. As the interest rate implicit in the Company’s leases is typically not readily determinable, the Company uses its incremental borrowing rate for a similar term of lease payments based on the information available at commencement date in determining the present value of future payments. The Company elected the short-term lease recognition practical expedient and therefore, the Company does not recognize right of use assets or lease liabilities for leases with less than a twelve-month duration. The Company also elected the practical expedient to account for lease agreements which contain both lease and non-lease components as a single lease component. For lease arrangements in which the Company is the lessor, the Company determines whether the lease arrangement is classified as an operating lease or sales-type lease at inception. The Company’s operating lease arrangements have initial terms generally ranging from one The Company’s sales-type lease arrangements generally include transfer of ownership at the end of the lease term, and as such, the Company’s net investment in sales-type lease arrangements presented in the consolidated balance sheets generally does not include an amount of unguaranteed residual value. For certain of the arrangements, the Company separates and allocates certain non-lease components (principally maintenance services) from non-lease components. Sales, value add, and other taxes collected from customers and remitted to governmental authorities are accounted for on a net (excluded from lease income) basis. In determination of the lease term, the Company considers the likelihood of lease renewal options and lease termination provisions. |
Business Combinations | Business Combinations The Company allocates the purchase price of acquired companies to the tangible and intangible assets acquired and liabilities assumed based on their estimated fair values. The Company generally values the identifiable intangible assets acquired using a discounted cash flow model. The significant estimates used in valuing certain of the intangible assets, include, but are not limited to future expected cash flows of the asset, discount rates to determine the present value of the future cash flows and expected technology life cycles. Intangible assets are amortized over their estimated useful life; the period over which the Company anticipates generating economic benefit from the asset. Fair value adjustments subsequent to the acquisition date, that are not measurement period adjustments, are recognized in earnings. |
Goodwill | Goodwill Goodwill represents the future economic benefits arising from other assets acquired in a business combination that is not individually identified and separately recorded. The excess of the purchase price over the estimated fair value of net assets of businesses acquired in a business combination is recognized as goodwill. Goodwill is not amortized but is tested for impairment at least annually (as of the first day of the fourth quarter) or as circumstances indicate the value may no longer be recoverable. To assess if goodwill is impaired, the Company performs a qualitative assessment to determine whether further impairment testing is necessary. The Company then compares the carrying amount of the single reporting unit to the fair value of the reporting unit. An excess carrying value over fair value would indicate that goodwill may be impaired. Due to sustained declines in the Company’s stock price and the stock prices of comparable companies, the Company performed interim quantitative assessments as of June 30, 2022 and December 31, 2022, utilizing a combination of the income and market approaches. The results of the quantitative analysis performed indicated that the carrying value of the reporting unit exceeded the fair value. As such, $498.8 million of goodwill impairment charges were recorded during the year ended December 31, 2022. The Company performed a quantitative assessment during its annual impairment review for 2023 as of October 1, 2023 and concluded that the fair value of the Company’s single reporting unit was not less than its carrying amount. Due to sustained declines in Company’s stock price and the stock prices of comparable companies, we performed a quantitative assessment as of December 31, 2023, utilizing a combination of the income and market approaches. The results of the quantitative analysis performed indicated that the carrying value of the reporting unit exceeded the fair value. As such, a goodwill impairment charge of |
Intangible Assets | Intangible Assets Intangible assets consist of identifiable intangible assets, including developed technology, trade names, and customer relationships, resulting from the Company’s acquisitions. The Company evaluates definite-lived intangible assets for impairment when events or changes in circumstances indicate that the carrying amount of such assets may not be recoverable. If indicators of impairment are present, the Company then compares the estimated undiscounted cash flows that the specific asset is expected to generate to its carrying value. If such assets are impaired, the impairment recognized is measured as the amount by which the carrying amount of the asset exceeds its fair value. During the year ended December 31, 2023, the Company recorded impairment charges of intangible assets of $1.6 million. Intangible assets are amortized over their useful life. |
Asset Acquisitions | Asset Acquisitions Acquisitions of assets or a group of assets that do not meet the definition of a business are accounted for as asset acquisitions using the cost accumulation method, whereby the cost of the acquisition, including certain transaction costs, is allocated to the assets acquired on the basis of relative fair values. No goodwill is recognized in an asset acquisition. Intangible assets that are acquired in an asset acquisition for use in research and development activities which have an alternative future use are capitalized as in-process research and development (“IPR&D”). Acquired IPR&D which has no alternative future use is recorded as in-process research and development expense at acquisition. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company evaluates whether events or circumstances have occurred that indicate that the estimated remaining useful life of its long-lived assets may warrant revision or that the carrying value of these assets may be impaired. The Company has concluded that through December 31, 2023, its long-lived assets are not impaired. |
Contingent Consideration | Contingent Consideration Contingent consideration represents potential future payments that the Company may be required to pay in the event negotiated milestones are met in connection with a business acquisition. Contingent consideration is recorded as a liability at the date of acquisition at fair value. The fair value of contingent consideration related to revenue metrics is estimated using a Monte Carlo simulation in a risk-neutral framework. Under this approach, the value of contingent consideration related to revenue metrics is calculated as the average present value of contingent consideration payments over all simulated paths. The fair value of contingent consideration related to technical developments is estimated using a scenario-based approach, which is a special case of the income approach that uses several possible future scenarios. Under this approach, the value of the technical milestone payment is calculated as the probability-weighted payment across all scenarios. Significant increases or decreases in any of the probabilities of success or changes in expected timelines for achievement of any of the revenue or technical milestones could result in a significantly higher or lower fair value of the contingent consideration liability. The fair value of the contingent consideration at each reporting date is updated by reflecting the changes in fair value reflected within research and development expenses in the Company’s consolidated statements of operations. |
Research and Development | Research and Development Research and development costs are expensed as incurred. Research and development expense includes costs, primarily related to salaries and benefits for employees, prototypes and design expenses, incurred to develop intellectual property and is charged to expense as incurred. |
Capitalized Software | Capitalized Software Costs incurred internally in researching and developing a software product to be sold to customers are charged to expense until technological feasibility has been established for the product. Once technological feasibility is established, costs incurred during the application development phase are capitalized only when the Company believes it is probable the development will result in new or additional functionality, and such software costs are capitalized until the product is available for general release to customers. Judgment is required in determining when technological feasibility of a product is established. The Company has determined that technological feasibility for software products is reached after all high-risk development issues have been resolved through coding and testing. Generally, this occurs shortly before the products are released, such that there are no material costs to capitalize. The Company capitalizes certain costs related to the development of software within Intangible assets in the consolidated balance sheets and amortizes the costs on a straight-line basis over the estimated useful life of the asset, which is typically 3 years. The Company also capitalizes certain costs related to the implementation of cloud computing software within prepaid and other current assets and other noncurrent assets in the consolidated balance sheets. The types of costs capitalized during the application development phase include employee compensation, as well as consulting fees for third-party developers working on these projects. If a renewal option is included in the contract, the Company estimates the contractual term based on the renewal period. The capitalized costs are amortized on a straight-line basis over the estimated useful life of the asset, including any estimated renewal period. |
Stock-Based Compensation | Stock-Based Compensation The Company’s stock-based compensation cost is measured at the grant date based on the fair value of the award and is recognized as an expense over the requisite service period. The Company accounts for all stock options granted to employees and nonemployees using a fair value method. The fair value of options on the date of grant is calculated using the Black-Scholes option pricing model based on key assumptions such as stock price, expected volatility and expected term. The Company’s estimates of these assumptions are primarily based on the fair value of the Company’s stock, historical data, peer company data and judgment regarding future trends and factors. For awards with service conditions only, the Company recognizes stock-based compensation expense on a straight-line basis over the requisite service period. For awards with service and performance-based conditions, the Company recognizes stock-based compensation expense using the graded vesting method over the requisite service period. Estimates of stock-based compensation expense for an award with performance conditions are based on the probable outcome of the performance conditions and the cumulative effect of any changes in the probability outcomes are recorded in the period in which the changes occur. For awards with service and market-based conditions, the Company recognizes stock-based compensation expense on a straight-line based over the requisite service period for each tranche. Stock-based compensation expense for awards with a market condition is calculated using a Monte Carlo valuation approach. The Company estimates forfeitures that will occur based on a historical forfeiture rate in their determination of the expense recorded. |
Restructuring Charges | Restructuring Charges The Company incurs restructuring charges in connection with workforce reductions, facility closures or consolidations, inventory write-offs and other actions. Such costs include employee severance, benefits and related costs, termination of contractual obligations, non-cash asset charges, and other direct incremental costs. The Company records employee termination liabilities at the time the relevant employees are notified, unless the employees will be retained to render service beyond a minimum retention period for transition purposes, in which case the liability is recognized ratably over the future service period. Other costs associated with a restructuring plan, such as consulting or professional fees, facility exit costs, accelerated depreciation or asset impairments associated with a restructuring plan, are recognized in the period in which the liability is incurred or the asset is impaired. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method; under this method, deferred tax assets and liabilities are determined based on differences between financial reporting bases of assets and liabilities and are measured using enacted tax rates and laws that are expected to be in effect when the differences are expected to reverse. Realization of deferred tax assets is dependent upon future earnings, the timing and amount of which are uncertain. The Company utilizes a two-step approach to recognize and measure uncertain tax positions. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained upon tax authority examination, including resolution of related appeals or litigation processes, if any. The second step is to measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. The Company also recognizes accrued interest and penalties related to unrecognized tax benefits in the provision for income taxes. |
Comprehensive Loss | Comprehensive Loss The Company’s comprehensive loss consists of its net loss, unrealized gain and loss from investments in debt securities, and foreign currency translation adjustments. |
Recently Issued Accounting Standards | Recently Issued Accounting Standards Accounting Pronouncements Not Yet Adopted Improvements to Income Tax Disclosures |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of estimated useful lives of the assets | Asset Classification Useful Life Equipment 2 - 20 years Buildings 6 - 50 years Automobiles 2 - 7 years Furniture and fixtures 2 - 10 years Computer equipment 2 - 7 years Tooling 3 years Software 2 - 5 years Leasehold improvements Shorter of asset’s useful life or remaining life of the lease |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Business Acquisition | |
Schedule of proforma financial information is based on the historical financial statements | The following unaudited pro forma financial information is based on the historical financial statements of the Company and presents the Company’s results as if the acquisitions of EnvisionTEC, Adaptive 3D, Aerosint, Dental Arts Labs, A.I.D.R.O., Brewer Dental, May Dental, and ExOne had occurred on January 1, (in thousands): Year Ended December 31, 2021 2020 (unaudited) (unaudited) Net revenues $ 207,688 $ 164,947 Net income (loss) $ (273,319) $ (138,346) |
Schedule of reconciliation of business combination to Statement of Cash Flows and Statement of Changes in Equity | Recapitalization Cash – Trine's trust and cash (net of redemptions) $ 305,084,695 Cash – PIPE financing 274,975,000 Less: transaction costs and advisory fees paid (45,463,074) Net proceeds from reverse recapitalization 534,596,621 Plus: non-cash net liabilities assumed 1 (152,394,714) Less: accrued transaction costs and advisory fees (1,900,793) Net contributions from reverse recapitalization $ 380,301,114 |
Schedule of number of shares issued on consummation of business combination | Number of Shares Common stock, outstanding prior to Business Combination 30,015,000 Less: redemption of Trine shares (26,049) Common stock of Trine 29,988,951 Trine Founder Shares 5,552,812 Trine Director Shares 100,000 Shares issued in PIPE financing 27,497,500 Business Combination and PIPE financing shares 63,139,263 Legacy Desktop Metal shares (1) 161,487,334 Total shares of common stock immediately after Business Combination 224,626,597 (1) |
EnvisionTEC | |
Business Acquisition | |
Schedule of acquisition date fair value of the consideration transferred | The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 143,795 Equity consideration 159,847 Total consideration transferred $ 303,642 |
Schedule of estimated fair values of assets acquired and liabilities assumed | The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At February 16, 2021 Assets acquired: Cash and cash equivalents $ 859 Restricted cash 5,004 Accounts receivable 2,982 Inventory 7,668 Prepaid expenses and other current assets 1,081 Restricted cash - noncurrent 285 Property and equipment 1,540 Intangible assets 137,300 Other noncurrent assets 1,801 Total assets acquired $ 158,520 Liabilities assumed: Accounts payable $ 1,442 Customer deposits 2,460 Current portion of lease liability 605 Accrued expenses and other current liabilities 13,706 Liability for income taxes 480 Deferred revenue 492 Current portion of long-term debt 898 Long-term debt 285 Deferred tax liability 29,009 Lease liability, net of current portion 1,189 Total liabilities assumed $ 50,566 Net assets acquired $ 107,954 Goodwill $ 195,688 Total net assets acquired $ 303,642 |
Schedule of estimated useful life of identifiable intangible assets acquired | Gross Value Estimated Life Acquired technology $ 77,800 7 – 14 years Trade name 8,600 14 years Customer relationships 50,900 12 years Total intangible assets $ 137,300 |
Adaptive 3D Technologies Inc | |
Business Acquisition | |
Schedule of acquisition date fair value of the consideration transferred | The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 24,083 Equity consideration 37,693 Total consideration transferred $ 61,776 |
Schedule of estimated fair values of assets acquired and liabilities assumed | The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At May 7, 2021 Assets acquired: Cash and cash equivalents $ 2,852 Accounts receivable 504 Inventory 305 Prepaid expenses and other current assets 462 Property and equipment 558 Intangible assets 27,300 Other noncurrent assets 654 Total assets acquired $ 32,635 Liabilities assumed: Accounts payable $ 280 Current portion of lease liability 151 Accrued expenses and other current liabilities 100 PPP loan payable 311 Deferred revenue 12 Lease liability, net of current portion 502 Deferred tax liability 4,616 Total liabilities assumed $ 5,972 Net assets acquired $ 26,663 Goodwill $ 35,113 Total net assets acquired $ 61,776 |
Schedule of estimated useful life of identifiable intangible assets acquired | Gross Value Estimated Life Acquired technology $ 27,000 14 years Trade name 300 5 years Total intangible assets $ 27,300 |
Aerosint | |
Business Acquisition | |
Schedule of acquisition date fair value of the consideration transferred | The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 6,220 Equity consideration 11,448 Contingent consideration 6,083 Total consideration transferred $ 23,751 |
Schedule of estimated fair values of assets acquired and liabilities assumed | Total Acquisition Date Fair Value Cash consideration $ 6,220 Equity consideration 11,448 Contingent consideration 6,083 Total consideration transferred $ 23,751 |
Schedule of estimated useful life of identifiable intangible assets acquired | Gross Value Estimated Life Acquired technology $ 11,547 11.5 years Trade name 179 4.5 years Total intangible assets $ 11,726 |
Dental Arts Labs | |
Business Acquisition | |
Schedule of acquisition date fair value of the consideration transferred | The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 26,042 Total consideration transferred $ 26,042 |
Schedule of estimated fair values of assets acquired and liabilities assumed | The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At July 30, 2021 Assets acquired: Cash and cash equivalents $ 858 Accounts receivable 3,707 Inventory 2,438 Prepaid expenses and other current assets 3,853 Property and equipment 8,643 Intangible assets 5,000 Other noncurrent assets 4,636 Total assets acquired $ 29,135 Liabilities assumed: Accounts payable $ 1,949 Current portion of lease liability 535 Accrued expenses and other current liabilities 1,795 Current portion of long‑term debt 3,888 Long‑term debt 3 Lease liability, net of current portion 3,762 Total liabilities assumed $ 11,932 Net assets acquired $ 17,203 Goodwill $ 8,839 Total net assets acquired $ 26,042 |
Schedule of estimated useful life of identifiable intangible assets acquired | Gross Value Estimated Life Trade name $ 1,300 8.5 years Customer relationships 3,700 9.5 years Total intangible assets $ 5,000 |
AIDRO | |
Business Acquisition | |
Schedule of acquisition date fair value of the consideration transferred | The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 5,683 Total consideration transferred $ 5,683 |
Schedule of estimated fair values of assets acquired and liabilities assumed | The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At September 7, 2021 Assets acquired: Cash and cash equivalents $ 855 Accounts receivable 966 Inventory 906 Prepaid expenses and other current assets 412 Property and equipment 691 Intangible assets 1,080 Other noncurrent assets 1,100 Total assets acquired $ 6,010 Liabilities assumed: Accounts payable $ 1,307 Current portion of lease liability 72 Accrued expenses and other current liabilities 508 Current portion of long-term debt, net of deferred financing costs 138 Long‑term debt 764 Lease liability, net of current portion 750 Deferred tax liability 75 Other noncurrent liabilities 228 Total liabilities assumed $ 3,842 Net assets acquired $ 2,168 Goodwill $ 3,515 Total net assets acquired $ 5,683 |
Schedule of estimated useful life of identifiable intangible assets acquired | Gross Value Estimated Life Trade name $ 142 4 years Customer relationships 938 15 years Total intangible assets $ 1,080 |
Larry Brewer Dental Lab, Inc | |
Business Acquisition | |
Schedule of acquisition date fair value of the consideration transferred | The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 7,613 Total consideration transferred $ 7,613 |
Schedule of estimated fair values of assets acquired and liabilities assumed | The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At October 14, 2021 Assets acquired: Cash and cash equivalents $ 1,574 Accounts receivable 524 Inventory 226 Property and equipment 375 Intangible assets 2,630 Other noncurrent assets 706 Total assets acquired $ 6,035 Liabilities assumed: Accounts payable $ 34 Current portion of lease liability 87 Accrued expenses and other current liabilities 145 Lease liability, net of current portion 619 Total liabilities assumed $ 885 Net assets acquired $ 5,150 Goodwill $ 2,463 Total net assets acquired $ 7,613 |
Schedule of estimated useful life of identifiable intangible assets acquired | Gross Value Estimated Life Trade name $ 230 8 years Customer relationships 2,400 8 years Total intangible assets $ 2,630 |
May Dental Lab, Inc. | |
Business Acquisition | |
Schedule of acquisition date fair value of the consideration transferred | The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 12,522 Total consideration transferred $ 12,522 |
Schedule of estimated fair values of assets acquired and liabilities assumed | The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At October 29, 2021 Assets acquired: Cash and cash equivalents $ 230 Accounts receivable 677 Inventory 343 Prepaid expenses and other current assets 98 Property and equipment 495 Intangible assets 4,340 Other noncurrent assets 1,416 Total assets acquired $ 7,599 Liabilities assumed: Accounts payable $ 209 Current portion of lease liability 201 Accrued expenses and other current liabilities 255 Lease liability, net of current portion 1,216 Total liabilities assumed $ 1,881 Net assets acquired $ 5,718 Goodwill $ 6,804 Total net assets acquired $ 12,522 |
Schedule of estimated useful life of identifiable intangible assets acquired | Gross Value Estimated Life Trade name $ 3,900 9 years Customer relationships 440 10 years Total intangible assets $ 4,340 |
ExOne Company | |
Business Acquisition | |
Schedule of acquisition date fair value of the consideration transferred | The acquisition date fair value of the consideration transferred is as follows (in thousands): Total Acquisition Date Fair Value Cash consideration $ 201,399 Equity consideration 411,603 Total consideration transferred $ 613,002 |
Schedule of estimated fair values of assets acquired and liabilities assumed | The following table summarizes the allocation of the purchase price to the estimated fair values of assets acquired and liabilities assumed (in thousands): At November 12, 2021 Assets acquired: Cash and cash equivalents $ 119,068 Restricted cash - current 3,007 Accounts receivable 13,611 Inventory 27,200 Prepaid expenses and other current assets 5,165 Property and equipment 33,991 Intangible assets 82,100 Other noncurrent assets 2,734 Total assets acquired $ 286,876 Liabilities assumed: Accounts payable $ 5,830 Accrued expenses and other current liabilities 10,368 Current portion of deferred revenue 15,331 Customer deposits 10,168 Current portion of operating lease liability 1,919 Deferred tax liability 3,465 Lease liability, net of current portion 332 Deferred revenue, net of current portion 147 Other noncurrent liabilities 321 Total liabilities assumed $ 47,881 Net assets acquired $ 238,995 Goodwill $ 374,007 Total net assets acquired $ 613,002 |
Schedule of estimated useful life of identifiable intangible assets acquired | The estimated useful lives of the identifiable intangible assets acquired is as follows: Gross Value Estimated Life Developed Technology $ 72,900 8 years Trade name 1,300 4 years Customer relationships 7,900 12 years Total intangible assets $ 82,100 |
CASH EQUIVALENTS AND SHORT-TE_2
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | |
Schedule of cash equivalents and short-term investments | The Company’s cash equivalents and short-term investments are invested in the following (in thousands): December 31, 2023 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Money market funds $ 40,799 $ — $ — $ 40,799 Total cash equivalents 40,799 — — 40,799 Total cash equivalents and short-term investments $ 40,799 $ — $ — $ 40,799 December 31, 2022 Amortized Cost Unrealized Gains Unrealized Losses Fair Value Money market funds $ 51,274 $ — $ — $ 51,274 Total cash equivalents 51,274 — — 51,274 Commercial paper 39,781 — — 39,781 Corporate bonds 28,970 — (156) 28,814 U.S. Treasury securities 19,896 — (78) 19,818 Government bonds 14,846 — (102) 14,744 Asset-backed securities 4,000 — (2) 3,998 Total short-term investments 107,493 — (338) 107,155 Total cash equivalents and short-term investments $ 158,767 $ — $ (338) $ 158,429 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
FAIR VALUE MEASUREMENTS | |
Schedule of financial assets measured at fair value on a recurring basis | The following fair value hierarchy table presents information about the Company’s financial assets measured at fair value on a recurring basis and indicates the fair value hierarchy of the inputs the Company utilized to determine such fair value (in thousands): December 31, 2023 Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Items Inputs Inputs (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 40,799 $ — $ — $ 40,799 Equity securities 625 — — 625 Other investments — — 2,000 2,000 Total assets $ 41,424 $ — $ 2,000 $ 43,424 December 31, 2022 Quoted Prices in Significant Active Markets Other Significant for Identical Observable Unobservable Items Inputs Inputs (Level 1) (Level 2) (Level 3) Total Assets: Money market funds $ 51,274 $ — $ — $ 51,274 Commercial paper — 39,781 — 39,781 Corporate bonds — 28,814 — 28,814 U.S. Treasury securities — 19,818 — 19,818 Government bonds — 14,744 — 14,744 Asset-backed securities — 3,998 — 3,998 Equity securities 1,088 — — 1,088 Other investments — — 2,000 2,000 Total assets $ 52,362 $ 107,155 $ 2,000 $ 161,517 Liabilities: Contingent consideration $ — $ — $ 2,587 $ 2,587 Total liabilities $ — $ — $ 2,587 $ 2,587 |
Schedule of Level 3 assets measured at fair value | The following table presents information about the Company’s movement in Level 3 assets measured at fair value (in thousands): Year Ended December 31, 2023 2022 Balance at beginning of period $ 2,000 $ 6,750 Changes in fair value — (1,650) Disposals — (3,100) Balance at end of period $ 2,000 $ 2,000 |
Schedule of Level 3 liabilities measured at fair value | The following table presents information about the Company’s movement in Level 3 liabilities measured at fair value (in thousands): Year Ended December 31, 2023 2022 Balance at beginning of period $ 2,587 $ 5,654 Payment of contingent consideration liability (2,390) (1,500) Sale of Aerosint (197) — Changes in fair value — (1,567) Balance at end of period $ — $ 2,587 |
ACCOUNTS RECEIVABLE (Tables)
ACCOUNTS RECEIVABLE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
ACCOUNTS RECEIVABLE | |
Schedule of accounts receivable | The components of accounts receivable are as follows (in thousands): December 31, December 31, 2023 2022 Trade receivables $ 41,132 $ 40,121 Allowance for doubtful accounts (3,442) (1,640) Total accounts receivable $ 37,690 $ 38,481 |
Schedule of allowance for doubtful accounts | The following table summarizes activity in the allowance for doubtful accounts (in thousands): December 31, December 31, 2023 2022 Balance at beginning of period $ 1,640 $ 665 Provision for uncollectible accounts, net of recoveries 2,215 1,393 Uncollectible accounts written off (413) (418) Balance at end of period $ 3,442 $ 1,640 |
INVENTORY (Tables)
INVENTORY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INVENTORY | |
Schedule of Inventory | Inventory consists of the following (in thousands): December 31, December 31, 2023 2022 Raw materials $ 26,449 $ 41,971 Work in process 16,556 11,936 Finished goods: Deferred cost of sales 1,279 3,602 Manufactured finished goods 38,355 34,227 Total finished goods 39,634 37,829 Total inventory $ 82,639 $ 91,736 |
PREPAID EXPENSES AND OTHER CU_2
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | |
Schedule of prepaid expenses and other current assets | Prepaid expenses and other current assets consists of the following (in thousands): December 31, December 31, 2023 2022 Prepaid operating expenses $ 4,618 $ 5,705 Prepaid dues and subscriptions 1,959 2,674 Property and equipment held for sale, net of accumulated depreciation — 830 Prepaid insurance 842 798 Government grants receivable — 429 Prepaid taxes 796 395 Prepaid rent 471 383 Other 2,419 5,941 Total prepaid expenses and other current assets $ 11,105 $ 17,155 |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
PROPERTY AND EQUIPMENT | |
Schedule of property and equipment-net | Property and equipment, net consists of the following (in thousands): December 31, 2023 2022 Equipment $ 46,351 $ 48,632 Leasehold improvements 20,303 18,527 Land and buildings 7,840 15,893 Construction in process 3,374 5,008 Furniture and fixtures 1,950 2,396 Software 1,899 2,183 Tooling 2,287 2,145 Computer equipment 2,166 2,076 Automobiles 1,032 1,180 Property and equipment, gross 87,202 98,040 Less: accumulated depreciation (51,362) (41,769) Total property and equipment, net $ 35,840 $ 56,271 |
GOODWILL & INTANGIBLE ASSETS (T
GOODWILL & INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
GOODWILL & INTANGIBLE ASSETS | |
Schedule of goodwill activity | 2023 2022 Balance, beginning of year $ 112,955 $ 639,301 Goodwill impairment (112,911) (498,800) Foreign currency translation adjustment (44) (26,940) Measurement period adjustments (1) — (606) Balance, end of year $ — $ 112,955 (1) Note 4. Acquisitions |
Schedule of intangible assets | The following table sets forth the major categories of intangible assets and the weighted-average remaining useful lives for those assets that are not already fully amortized (in thousands): December 31, 2023 December 31, 2022 Weighted Average Gross Net Gross Net Remaining Useful Carrying Accumulated Carrying Carrying Accumulated Carrying Lives (in years) Amount Amortization Amount Amount Amortization Amount Acquired technology (1) 7.7 $ 185,222 $ 65,724 $ 119,498 $ 196,367 36,919 159,448 Trade name 9.8 12,302 3,952 8,350 12,459 2,374 10,085 Customer relationships 8.9 68,378 27,968 40,410 67,915 17,663 50,252 Capitalized software - 518 518 — 518 473 45 Total intangible assets $ 266,421 $ 98,162 $ 168,259 $ 277,259 $ 57,429 $ 219,830 (1) impairment |
Schedule of amortization expenses | The Company recognized amortization expense for years ended December 31, 2023, 2022 and 2021, respectively, as follows (in thousands): Statement of Year Ended December 31, Category Operations Line Item 2023 2022 2021 Acquired technology Cost of Sales $ 27,789 $ 23,707 $ 8,569 Acquired technology Research and Development 2,000 1,748 1,761 Trade name General and Administrative 1,648 1,688 685 Customer relationships Sales and Marketing 10,135 11,412 6,339 Capitalized software Research and Development 45 107 161 $ 41,617 $ 38,662 $ 17,515 |
Schedule of future amortization expense | The Company expects to recognize the following amortization expense (in thousands): Amortization Expense 2024 $ 39,597 2025 37,202 2026 27,488 2027 19,627 2028 13,512 2029 and after 30,833 Total intangible amortization $ 168,259 |
OTHER NONCURRENT ASSETS (Tables
OTHER NONCURRENT ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
OTHER NONCURRENT ASSETS | |
Schedule of components of other non current assets | The following table summarizes the Company’s components of other noncurrent assets (in thousands): December 31, December 31, 2023 2022 Right of use asset $ 29,724 $ 22,147 Other investments 2,000 2,000 Long-term deposits 491 573 Cloud computing arrangements 3,409 — Other 1,529 3,043 Total other noncurrent assets $ 37,153 $ 27,763 |
ACCRUED EXPENSES AND OTHER CU_2
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |
Schedule of accrued expenses and other current liabilities | The following table summarizes the Company’s components of accrued expenses and other current liabilities (in thousands): December 31, 2023 2022 Compensation and benefits related $ 9,052 $ 8,058 Warranty reserve 4,602 4,301 Current portion of contingent consideration — 2,587 Current portion of acquisition consideration 358 1,750 Franchise and royalty fees 2,267 1,448 Inventory purchases 1,372 925 Professional services 890 917 2027 Notes Interest 882 901 Commissions 816 897 Income tax payable 1,316 761 Sales and use and franchise taxes 573 286 Other 4,957 3,892 Total accrued expenses and other current liabilities $ 27,085 $ 26,723 |
Schedule of warranty reserve | The Company recorded warranty reserve for the years ended December 31, 2023, 2022 and 2021, respectively, as follows (in thousands): Years Ended December 31, 2023 2022 2021 Warranty reserve, at the beginning of the period $ 4,301 $ 4,048 $ 1,553 Warranty reserve assumed in acquisition — — 1,389 Additions to warranty reserve 4,174 4,484 2,576 Claims fulfilled (3,873) (4,231) (1,470) Warranty reserve, at the end of the period $ 4,602 $ 4,301 $ 4,048 |
DEBT (Tables)
DEBT (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
DEBT | |
Schedule of debt instruments | The 2027 Notes are valued as a single liability measured at amortized cost, which approximates fair value, as no other 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 date indicated (in thousands): December 31, December 31, 2023 2022 Principal $ 115,000 $ 115,000 Unamortized debt discount (1,924) (2,502) Unamortized debt issuance costs (511) (664) Net carrying value $ 112,565 $ 111,834 |
Schedule of interest expense on debt | The annual effective interest rate for the 2027 Notes was approximately 6.1%. Interest expense related to the 2027 Notes for the periods presented below are as follows (in thousands): Year Ended Year Ended December 31, 2023 December 31, 2022 Coupon interest $ 6,995 $ 4,389 Amortization of debt discount 576 358 Amortization of transaction costs 152 95 Total interest expense $ 7,723 $ 4,842 |
OTHER NONCURRENT LIABILITIES (T
OTHER NONCURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
OTHER NONCURRENT LIABILITIES | |
Components of other noncurrent liabilities | The following table summarizes the Company’s components of other noncurrent liabilities (in thousands): December 31, December 31, 2023 2022 Taxes payable $ 776 $ 1,034 Acquisition consideration — — Other 2,030 325 Total other noncurrent liabilities $ 2,806 $ 1,359 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
LEASES | |
Schedule of other lease related balances | Information about other lease-related balances is as follows (in thousands): Years Ended December 31, 2023 2022 Lease cost Operating lease cost $ 7,421 $ 5,718 Short‑term lease cost 104 292 Variable lease cost 235 245 Finance lease cost 141 92 Total lease cost $ 7,901 $ 6,347 Other Information Operating cash flows used in operating leases $ 8,073 $ 6,352 Operating cash flows used in finance leases 25 81 Weighted‑average remaining lease term—operating leases (years) 4.3 5.0 Weighted‑average remaining lease term—finance leases (years) 6.3 7.8 Weighted‑average discount rate—operating leases 6 % 4.3 % Weighted‑average discount rate—finance leases 3.1 % 3.1 % |
Schedule of future minimum operating lease payments | Future minimum lease payments under noncancelable operating leases as of December 31, 2023, are as follows (in thousands): Operating Leases Finance Leases 2024 $ 9,117 $ 79 2025 8,613 78 2026 6,818 78 2027 4,992 78 2028 3,285 78 2029 and after 1,695 243 Total lease payments 34,520 634 Less amount representing interest (4,114) (70) Total lease liability 30,406 564 Less current portion of lease liability (7,341) (63) Lease liability, net of current portion $ 23,065 $ 501 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
INCOME TAXES | |
Schedule of components of loss before provision for income taxes | Years Ended December 31, 2023 2022 2021 Domestic $ (262,779) $ (474,942) $ (252,343) Foreign (63,597) (266,899) (17,659) Loss before income taxes $ (326,376) $ (741,841) $ (270,002) |
Schedule of provision (benefit) for income taxes | The provision (benefit) for income taxes consists of the following (in thousands): Years Ended December 31, 2023 2022 2021 Current: Federal $ (257) $ — $ (33) Foreign 657 368 — State 45 35 20 Total Current 445 403 (13) Deferred: Federal (892) 196 (23,378) State (148) 16 (5,494) Foreign (2,510) (2,113) (783) Total Deferred (3,550) (1,901) (29,655) Benefit for income taxes $ (3,105) $ (1,498) $ (29,668) |
Schedule of reconciliation of the expected income tax benefit computed using the federal statutory income tax rate | Years Ended December 31, 2023 2022 2021 Effective income tax rate: Expected income tax benefit at the federal statutory rate 21 % 21 % 21 % State taxes 1 % 2 % (2) % Change in valuation allowance (15) % (9) % (4) % Goodwill impairment (9) % (15) % — % Research and development credit carryover — % — % (1) % Stock-based compensation expense (1) % (1) % 3 % Warrant Expense — % — % (5) % Permanent differences — % — % — % Other 4 % 2 % (1) % Effective income tax rate 1 % (0) % 11 % |
Schedule of deferred tax assets and liabilities | As of the years ended December 31, 2023 and 2022, deferred tax assets and liabilities consist of the following (in thousands): Years Ended December 31, 2023 2022 Deferred tax assets: Federal and state net operating carryforwards $ 181,666 $ 185,842 Research and development and other credits 10,974 10,974 Start-up costs 11,548 11,854 Stock-based compensation 3,630 3,554 Capitalized research and development 53,702 20,793 Reserves and accruals 4,034 3,311 Deferred lease liability 11,456 7,581 Depreciation 140 — Divisional foreign entity deferred — — Other deferred tax assets 7,885 7,960 Total gross deferred tax asset 285,035 251,869 Valuation allowance (244,400) (195,309) Net deferred tax asset 40,635 56,560 Deferred tax liabilities: Right‑of‑use asset (11,159) (7,234) Intangible assets (32,999) (56,794) Depreciation — (962) Other — — Total deferred tax liabilities (44,158) (64,990) Net deferred tax liability $ (3,523) $ (8,430) |
Schedule of changes in the valuation allowance for deferred tax assets | Changes in the valuation allowance for deferred tax assets during the years ended December 31, 2023 and 2022 were as follows (in thousands): Years Ended December 31, 2023 2022 Valuation allowance at beginning of the year $ 195,309 $ 127,150 Increases recorded to income tax provision 52,420 68,159 Decreases recorded as a benefit to income tax provision (3,329) — Valuation allowance at end of year $ 244,400 $ 195,309 |
Schedule of reconciliation unrecognized tax liabilities | Years Ended December 31, 2023 2022 Unrecognized tax liability, beginning of year $ 997 $ 997 Unrecognized tax liability acquired through purchase accounting — — Decreases for tax positions taken related to a prior period (221) — Unrecognized tax liability, end of year $ 776 $ 997 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
STOCKHOLDERS' EQUITY | |
Schedule of warrants-pricing model | Year Ended December 31, 2021 Risk‑free interest rate 0.4% – 0.6 % Expected volatility 55.0 % Expected life (in years) 4.8 Expected dividend yield — Fair value of Common Stock $ 19.82 – 30.49 Exercise price $ 11.50 |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Schedule of option activity | The option activity of the Plans for the year ended December 31, 2023, is as follows (shares in thousands): Weighted-Average Weighted-Average Remaining Aggregate Number of Exercise Price Contractual Term Intrinsic Value Shares per Share (in years) (in thousands) Outstanding at January 1, 2023 8,423 $ 1.83 6.02 922 Granted — $ — — Exercised (1,006) $ 1.20 941 Forfeited/expired (1,253) $ 2.32 36 Outstanding as of December 31, 2023 6,164 $ 1.83 4.97 140 Options vested as of December 31, 2023 5,793 $ 1.85 4.87 140 Options vested or expected to vest as of December 31, 2023 6,162 $ 1.83 4.97 140 |
Schedule of RSU activity under the Plan | The activity for stock subject to vesting under the Plans for the year ended December 31, 2023 is as follows (shares in thousands): Shares Subject Weighted-Average to Vesting Grant Date Fair Value Balance of unvested shares as of January 1, 2023 102 $ 8.78 Cancelled/Forfeited — $ 8.78 Vested (96) $ 8.78 Balance of unvested shares as of December 31, 2023 6 $ 8.78 |
Schedule of RSU activity | RSU activity under the 2020 Plan for the year ended December 31, 2023 is as follows (shares in thousands): Shares Subject Weighted-Average to Vesting Grant Date Fair Value Balance of unvested shares as of January 1, 2023 22,145 $ 4.15 Granted 10,800 $ 1.76 Vested (5,803) $ 4.94 Cancelled/Forfeited (4,087) $ 4.05 Balance of unvested shares as of December 31, 2023 23,055 $ 2.84 |
Schedule of stock-based compensation expense | Total stock-based compensation expense related to all of the Company’s stock-based awards granted is reported in the consolidated statements of operations as follows (in thousands): Years Ended December 31, 2023 2022 2021 Research and development (1) $ 14,877 $ 24,394 $ 11,446 General and administrative expense 13,486 16,748 10,939 Sales and marketing expense 2,552 5,386 4,593 Cost of sales 2,262 2,257 1,800 Total stock-based compensation expense $ 33,177 $ 48,785 $ 28,778 (1) Note 24. Restructuring Charges |
Assumed Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Schedule of assumptions using Black-Scholes option-pricing model | As of November 12, 2021 Risk‑free interest rate 0.5% – 0.8 % Expected volatility 57.2% – 59.4 % Expected life (in years) 1.0 – 2.8 Expected dividend yield — Fair value of Common Stock $ 8.61 |
Market Based Restricted Stock Units | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Schedule of assumptions using Black-Scholes option-pricing model | October 2021 Awards Risk-free interest rate 1.3 % Expected dividend yield — % Remaining performance period (in years) 7.0 Expected volatility 55.0 % Estimated grant date fair value (per share) $ 0.98 – 4.95 Target performance (number of shares) 9,070,269 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
SEGMENT INFORMATION | |
Schedule of disaggregation of revenue by geographic areas | Disaggregated revenue data for those markets is as follows (in thousands): Revenue during the year ended December 31, 2023 Americas EMEA APAC Total Products $ 107,000 $ 47,015 $ 14,076 $ 168,091 Services 12,769 7,380 1,458 21,607 Total $ 119,769 $ 54,395 $ 15,534 $ 189,698 Revenue during the year ended December 31, 2022 Americas EMEA APAC Total Products $ 124,778 $ 48,981 $ 16,489 $ 190,248 Services 11,324 6,159 1,292 18,775 Total $ 136,102 $ 55,140 $ 17,781 $ 209,023 Revenue during the year ended December 31, 2021 Americas EMEA APAC Total Products $ 71,875 $ 22,404 $ 11,715 $ 105,994 Services 4,087 1,693 634 6,414 Total $ 75,962 $ 24,097 $ 12,349 $ 112,408 |
Schedule of disaggregation of revenue | During the years ended December 31, 2023, 2022 and 2021, the Company recognized the following revenue from service contracts and cloud-based software licenses over time, and hardware and consumable product shipments and subscription software at a point in time (in thousands): Years Ended December 31, 2023 2022 2021 Revenue recognized at a point in time $ 168,091 $ 190,248 $ 105,994 Revenue recognized over time 21,607 18,775 6,414 Total $ 189,698 $ 209,023 $ 112,408 |
Schedule of long lived assets | The Company’s operations are principally in the United States. The locations of long-lived assets, including property, plant and equipment, net and operating lease right-of-use assets, are summarized as follows (in thousands): Years Ended December 31, 2023 2022 Americas $ 46,390 $ 56,145 EMEA 13,320 16,399 APAC 5,853 5,874 Total long-lived assets $ 65,563 $ 78,418 |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
NET LOSS PER SHARE | |
Schedule of Net Loss Per Share, Basic and Diluted | Years Ended December 31, (in thousands, except per share amounts) 2023 2022 2021 Numerator for basic and diluted net loss per share: Net loss $ (323,271) $ (740,343) $ (240,334) Denominator for basic and diluted net loss per share: Weighted-average shares 322,196 314,817 260,770 Net loss per share—Basic and Diluted $ (1.00) $ (2.35) $ (0.92) |
Schedule of antidilutive securities excluded from computation of earnings per share | Years Ended December 31, 2023 2022 2021 Common Stock options outstanding 6,164 8,423 13,249 Unvested restricted stock units outstanding 23,055 22,145 16,395 Unvested restricted stock awards outstanding 6 102 264 6.0% Convertible Senior Notes due 2027 86,466 86,466 — Total shares 115,691 117,136 29,908 |
RESTRUCTURING CHARGES (Tables)
RESTRUCTURING CHARGES (Tables) | 12 Months Ended |
Dec. 31, 2023 | |
RESTRUCTURING CHARGES. | |
Schedule of employee severance, benefits and related costs | During the year ended December 31, 2023, the Company recorded the following activity in accrued expenses and other current liabilities in the consolidated balance sheet (in thousands): Year Ended December 31, 2023 2022 Accrued expenses, beginning of period $ 1,095 $ — Restructuring charges 37,488 14,270 Cash payments (3,304) (2,829) Stock-based compensation - (7,312) Inventory write-off (28,966) (3,085) Restructuring accrual estimate adjustment - 51 Accrued expenses, end of period $ 6,313 $ 1,095 |
Schedule of restructuring and related costs | Year Ended Year Ended December 31, 2023 December 31, 2022 Cost of goods sold $ 30,205 $ 3,273 Research and development (1) 5,700 8,485 Sales and marketing 874 1,131 General and administrative 709 998 Interest and other (expense) income, net — 383 Total restructuring charges $ 37,488 $ 14,270 (1) |
ORGANIZATION, NATURE OF BUSIN_2
ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES (Details) - USD ($) | 12 Months Ended | |
Sep. 28, 2023 | Dec. 31, 2023 | |
Number of months cash and investments sufficient to fund operating and capital expenditure | 12 months | |
Stratasys Ltd | ||
Payment received for reimbursement of expenses upon termination of merger agreement | $ 10,000,000 | |
Termination fee receivable | 10,000,000 | |
Gain (loss) on termination of merger agreement | $ 0 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 USD ($) item | Dec. 31, 2022 USD ($) item | Dec. 31, 2021 USD ($) item | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Term of annual contract | 1 year | ||
Time period within substantially all outstanding performance obligations are recognized | false | ||
Grants in research and development | $ | $ 0.1 | $ 0.4 | $ 1 |
Number of clients representing 10% or more of the company's total revenue | item | 0 | 0 | 0 |
Number of customers represents more than 10% of total accounts receivable | item | 0 | 0 | |
Letter of Credit | |||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Total outstanding financial guarantees and letters of credit | $ | $ 0.1 | ||
Minimum | |||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Lease term (in years) | 1 year | ||
Customer support and maintenance service term (in years) | 1 year | ||
Maximum | |||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Lease term (in years) | 5 years | ||
Customer support and maintenance service term (in years) | 5 years | ||
Accounts receivables | Customer concentration risk | No Single Customer | |||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Concentrations of credit risk | 10% | 10% | |
Revenue | Customer concentration risk | No Single Customer | |||
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |||
Concentrations of credit risk | 10% | 10% | 10% |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Warranty Reserve (Details) | 12 Months Ended |
Dec. 31, 2023 | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Standard assurance warranty period | 1 year |
Internationally warranty period | 13 months |
Minimum | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Standard product warranty period | 1 year |
Maximum | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | |
Standard product warranty period | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Property and Equipment (Details) | Dec. 31, 2023 |
Equipment | Minimum | |
Property and Equipment | |
Property and Equipment | 2 years |
Equipment | Maximum | |
Property and Equipment | |
Property and Equipment | 20 years |
Buildings | Minimum | |
Property and Equipment | |
Property and Equipment | 6 years |
Buildings | Maximum | |
Property and Equipment | |
Property and Equipment | 50 years |
Automobiles | Minimum | |
Property and Equipment | |
Property and Equipment | 2 years |
Automobiles | Maximum | |
Property and Equipment | |
Property and Equipment | 7 years |
Furniture and fixtures | Minimum | |
Property and Equipment | |
Property and Equipment | 2 years |
Furniture and fixtures | Maximum | |
Property and Equipment | |
Property and Equipment | 10 years |
Computer equipment | Minimum | |
Property and Equipment | |
Property and Equipment | 2 years |
Computer equipment | Maximum | |
Property and Equipment | |
Property and Equipment | 7 years |
Tooling | |
Property and Equipment | |
Property and Equipment | 3 years |
Software | Minimum | |
Property and Equipment | |
Property and Equipment | 2 years |
Software | Maximum | |
Property and Equipment | |
Property and Equipment | 5 years |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Finite-Lived Intangible Assets | |||
Goodwill impairment | $ 2,500 | $ 112,911 | $ 498,800 |
Impairment of intangible assets | 1,600 | ||
Aerosint | |||
Finite-Lived Intangible Assets | |||
Goodwill impairment | 2,500 | ||
Quantitative analysis excluding Aerosint | |||
Finite-Lived Intangible Assets | |||
Goodwill impairment | $ 110,400 |
REVENUE RECOGNITION - Contract
REVENUE RECOGNITION - Contract Balances (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
REVENUE RECOGNITION | ||
Deferred revenue | $ 15.4 | $ 17.4 |
Revenue recognized from existing deferred revenue | $ 5.8 | $ 14.3 |
REVENUE RECOGNITION - Remaining
REVENUE RECOGNITION - Remaining Performance Obligations (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
REVENUE RECOGNITION | ||
Revenue remaining performance obligation | $ 15,400 | |
Customer deposits | 5,356 | $ 11,526 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-01 | ||
REVENUE RECOGNITION | ||
Revenue remaining performance obligation | $ 11,700 | |
Expected timing of satisfaction period | 12 months |
ACQUISITIONS - Acquisition of E
ACQUISITIONS - Acquisition of EnvisionTEC (Details) - USD ($) $ in Thousands | 11 Months Ended | 12 Months Ended | ||||
Feb. 17, 2021 | Feb. 16, 2021 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Liabilities assumed: | ||||||
Goodwill | $ 639,301 | $ 0 | $ 112,955 | $ 639,301 | ||
Business Combination, Consideration Transferred | ||||||
Decrease to goodwill | (606) | |||||
Decrease in deferred income tax liabilities | 3,523 | 8,430 | ||||
Decrease in deferred revenue | 15,400 | 17,400 | ||||
Decrease in inventory | 19,079 | 28,183 | 16,962 | |||
Gross Carrying Amount | 266,421 | 277,259 | ||||
Acquired technology | ||||||
Business Combination, Consideration Transferred | ||||||
Gross Carrying Amount | 185,222 | 196,367 | ||||
Trade name | ||||||
Business Combination, Consideration Transferred | ||||||
Gross Carrying Amount | 12,302 | 12,459 | ||||
Customer relationships | ||||||
Business Combination, Consideration Transferred | ||||||
Gross Carrying Amount | $ 68,378 | $ 67,915 | ||||
EnvisionTEC | ||||||
Assets acquired: | ||||||
Cash and cash equivalents | $ 859 | |||||
Restricted cash | 5,004 | |||||
Accounts receivable | 2,982 | |||||
Inventory | 7,668 | |||||
Prepaid expenses and other current assets | 1,081 | |||||
Restricted cash - noncurrent | 285 | |||||
Property and equipment | 1,540 | |||||
Intangible assets | 137,300 | |||||
Other noncurrent assets | 1,801 | |||||
Total assets acquired | 158,520 | |||||
Liabilities assumed: | ||||||
Accounts payable | 1,442 | |||||
Customer deposits | 2,460 | |||||
Current portion of lease liability | 605 | |||||
Accrued expenses and other current liabilities | 13,706 | |||||
Liability for income taxes | 480 | |||||
Deferred revenue | 492 | |||||
Current portion of long-term debt | 898 | |||||
Long-term debt | 285 | |||||
Deferred tax liability | 29,009 | |||||
Lease liability, net of current portion | 1,189 | |||||
Total liabilities assumed | 50,566 | |||||
Net assets acquired | 107,954 | |||||
Goodwill | 195,688 | 16,400 | 16,400 | |||
Total net assets acquired | 303,642 | |||||
Business Combination, Consideration Transferred | ||||||
Purchase consideration | 303,642 | |||||
Payment to acquire business | $ 143,795 | |||||
Common stock issued for acquisition | 5,036,142 | |||||
Common stock fair value issued for acquisition | $ 159,800 | |||||
Equity consideration | 159,847 | |||||
Decrease to goodwill | $ (3,400) | |||||
Decrease in inventory | (1,000) | |||||
Amount of adjustment related to assets acquired and liabilities assumed | 300 | |||||
Gross Carrying Amount | 137,300 | |||||
Transaction costs | $ 4,800 | |||||
Net revenues included in consolidated result | 33,300 | |||||
Net income (loss) included in consolidated result | $ (11,100) | |||||
EnvisionTEC | Cumulative Effect, Period of Adoption, Adjustment | ASU 2021-08 | ||||||
Business Combination, Consideration Transferred | ||||||
Decrease in deferred income tax liabilities | 4,100 | |||||
Decrease in deferred revenue | $ 200 | |||||
EnvisionTEC | Acquired technology | ||||||
Business Combination, Consideration Transferred | ||||||
Gross Carrying Amount | 77,800 | |||||
EnvisionTEC | Trade name | ||||||
Business Combination, Consideration Transferred | ||||||
Gross Carrying Amount | $ 8,600 | |||||
Estimated Life | 14 years | |||||
EnvisionTEC | Customer relationships | ||||||
Business Combination, Consideration Transferred | ||||||
Gross Carrying Amount | $ 50,900 | |||||
Estimated Life | 12 years | |||||
Minimum | EnvisionTEC | ||||||
Business Combination, Consideration Transferred | ||||||
Estimated Life | 7 years | |||||
Maximum | EnvisionTEC | ||||||
Business Combination, Consideration Transferred | ||||||
Estimated Life | 14 years |
ACQUISITIONS - Acquisition of A
ACQUISITIONS - Acquisition of Adaptive 3D (Details) - USD ($) $ in Thousands | 8 Months Ended | 12 Months Ended | |||
May 08, 2021 | May 07, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2023 | |
Business Combination, Consideration Transferred | |||||
Decrease to goodwill | $ (606) | ||||
Decrease in deferred income tax liabilities | 8,430 | $ 3,523 | |||
Gross Carrying Amount | 277,259 | 266,421 | |||
Liabilities assumed: | |||||
Goodwill | $ 639,301 | 112,955 | 0 | ||
Acquired technology | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | 196,367 | 185,222 | |||
Trade name | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 12,459 | $ 12,302 | |||
Adaptive 3D Technologies Inc | |||||
Business Combination, Consideration Transferred | |||||
Purchase consideration | $ 61,776 | ||||
Payment to acquire business | $ 24,083 | ||||
Common stock issued for acquisition | 3,133,276 | ||||
Common stock fair value issued for acquisition | $ 37,700 | ||||
Equity consideration | 37,693 | ||||
Decrease to goodwill | $ (200) | ||||
Decrease in deferred income tax liabilities | $ 200 | ||||
Gross Carrying Amount | 27,300 | ||||
Transaction costs | 300 | ||||
Net revenues included in consolidated result | 1,100 | ||||
Net income (loss) included in consolidated result | $ (4,900) | ||||
Assets acquired: | |||||
Cash and cash equivalents | 2,852 | ||||
Accounts receivable | 504 | ||||
Inventory | 305 | ||||
Prepaid expenses and other current assets | 462 | ||||
Property and equipment | 558 | ||||
Intangible assets | 27,300 | ||||
Other noncurrent assets | 654 | ||||
Total assets acquired | 32,635 | ||||
Liabilities assumed: | |||||
Accounts payable | 280 | ||||
Current portion of lease liability | 151 | ||||
Accrued expenses and other current liabilities | 100 | ||||
Deferred revenue | 12 | ||||
Lease liability, net of current portion | 502 | ||||
Deferred tax liability | 4,616 | ||||
Total liabilities assumed | 5,972 | ||||
Net assets acquired | 26,663 | ||||
Goodwill | 35,113 | ||||
Total net assets acquired | 61,776 | ||||
Adaptive 3D Technologies Inc | Paycheck Protection Program | |||||
Liabilities assumed: | |||||
PPP loan payable | 311 | ||||
Adaptive 3D Technologies Inc | Acquired technology | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 27,000 | ||||
Estimated Life | 14 years | ||||
Adaptive 3D Technologies Inc | Trade name | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 300 | ||||
Estimated Life | 5 years |
ACQUISITIONS - Acquisition of_2
ACQUISITIONS - Acquisition of Aerosint (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |||
Jun. 25, 2021 | Jun. 24, 2021 | Dec. 31, 2021 | Dec. 31, 2022 | Dec. 31, 2023 | |
Business Combination, Consideration Transferred | |||||
Decrease to goodwill | $ (606) | ||||
Gross Carrying Amount | 277,259 | $ 266,421 | |||
Current portion of contingent consideration | 2,587 | ||||
Liabilities assumed: | |||||
Goodwill | $ 639,301 | 112,955 | 0 | ||
Acquired technology | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | 196,367 | 185,222 | |||
Trade name | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 12,459 | 12,302 | |||
Aerosint | |||||
Business Combination, Consideration Transferred | |||||
Purchase consideration | $ 23,751 | ||||
Cash consideration | $ 6,220 | ||||
Common stock issued for acquisition | 879,922 | ||||
Common stock fair value issued for acquisition | $ 11,500 | ||||
Fair value of contingent consideration | $ 6,100 | ||||
Period to achieve revenue metrics and technical milestone | 3 years | 3 years | |||
Fair value of contingent consideration based on revenue metric | $ 4,600 | $ 2,600 | |||
Contingent consideration based on revenue metric | 5,500 | ||||
Payment for contingent consideration | 1,000 | ||||
Consideration liability paid In shares | 500 | ||||
Contingent consideration | 6,083 | $ 1,100 | |||
Contingent consideration based on production technical milestones | 2,000 | ||||
Fair value of contingent consideration based on production technical milestone | 1,500 | 1,500 | |||
Fair value of the short-term liability | 1,400 | ||||
Fair value of the long-term liability | 4,700 | ||||
Equity consideration | 11,448 | ||||
Decrease to goodwill | $ (600) | ||||
Gross Carrying Amount | 11,726 | ||||
Current portion of contingent consideration | $ 0 | ||||
Transaction costs | 900 | ||||
Net revenues included in consolidated result | 600 | ||||
Net income (loss) included in consolidated result | $ (400) | ||||
Assets acquired: | |||||
Cash and cash equivalents | 419 | ||||
Accounts receivable | 34 | ||||
Inventory | 166 | ||||
Prepaid expenses and other current assets | 697 | ||||
Property and equipment | 369 | ||||
Intangible assets | 11,726 | ||||
Other noncurrent assets | 336 | ||||
Total assets acquired | 13,747 | ||||
Liabilities assumed: | |||||
Accounts payable | 58 | ||||
Customer deposits | 283 | ||||
Current portion of lease liability | 100 | ||||
Accrued expenses and other current liabilities | 169 | ||||
Deferred revenue | 810 | ||||
Lease liability, net of current portion | 226 | ||||
Deferred tax liability | 2,931 | ||||
Total liabilities assumed | 4,577 | ||||
Net assets acquired | 9,170 | ||||
Goodwill | 14,581 | ||||
Total net assets acquired | 23,751 | ||||
Aerosint | Acquired technology | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 11,547 | ||||
Estimated Life | 11 years 6 months | ||||
Aerosint | Trade name | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 179 | ||||
Estimated Life | 4 years 6 months |
ACQUISITIONS - Acquisition of D
ACQUISITIONS - Acquisition of Dental Arts Labs (Details) - USD ($) $ in Thousands | 5 Months Ended | 12 Months Ended | |||
Jul. 31, 2021 | Jul. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Combination, Consideration Transferred | |||||
Decrease to goodwill | $ (606) | ||||
Gross Carrying Amount | $ 266,421 | 277,259 | |||
Liabilities assumed: | |||||
Goodwill | $ 639,301 | $ 0 | 112,955 | ||
Restricted Stock Units | |||||
Business Combination, Consideration Transferred | |||||
Issuance of additional shares (in shares) | 10,800,000 | ||||
Vesting period | 4 years | ||||
Trade name | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 12,302 | 12,459 | |||
Customer relationships | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 68,378 | $ 67,915 | |||
Dental Arts Labs | |||||
Business Combination, Consideration Transferred | |||||
Purchase consideration | $ 26,042 | ||||
Payment to acquire business | 26,042 | ||||
Decrease to goodwill | $ (300) | ||||
Gross Carrying Amount | 5,000 | ||||
Transaction costs | 600 | ||||
Net revenues included in consolidated result | 14,100 | ||||
Net income (loss) included in consolidated result | $ 300 | ||||
Assets acquired: | |||||
Cash and cash equivalents | 858 | ||||
Accounts receivable | 3,707 | ||||
Inventory | 2,438 | ||||
Prepaid expenses and other current assets | 3,853 | ||||
Property and equipment | 8,643 | ||||
Intangible assets | 5,000 | ||||
Other noncurrent assets | 4,636 | ||||
Total assets acquired | 29,135 | ||||
Liabilities assumed: | |||||
Accounts payable | 1,949 | ||||
Current portion of lease liability | 535 | ||||
Accrued expenses and other current liabilities | 1,795 | ||||
Current portion of long-term debt | 3,888 | ||||
Long-term debt | 3 | ||||
Lease liability, net of current portion | 3,762 | ||||
Total liabilities assumed | 11,932 | ||||
Net assets acquired | 17,203 | ||||
Goodwill | 8,839 | ||||
Total net assets acquired | $ 26,042 | ||||
Dental Arts Labs | Restricted Stock Units | |||||
Business Combination, Consideration Transferred | |||||
Issuance of additional shares (in shares) | 1,190,468 | ||||
Grant date fair value of stock issued for acquisition | $ 11,000 | ||||
Vesting period | 4 years | ||||
Dental Arts Labs | Trade name | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 1,300 | ||||
Estimated Life | 8 years 6 months | ||||
Dental Arts Labs | Customer relationships | |||||
Business Combination, Consideration Transferred | |||||
Gross Carrying Amount | $ 3,700 | ||||
Estimated Life | 9 years 6 months |
ACQUISITIONS - Acquisition of_3
ACQUISITIONS - Acquisition of A.I.D.R.O. (Details) - USD ($) $ in Thousands | 4 Months Ended | 12 Months Ended | ||
Sep. 07, 2021 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 266,421 | $ 277,259 | ||
Liabilities assumed: | ||||
Goodwill | $ 639,301 | $ 0 | 112,955 | |
Restricted Stock Units | ||||
Business Combination, Consideration Transferred | ||||
Issuance of additional shares (in shares) | 10,800,000 | |||
Vesting period | 4 years | |||
Trade name | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 12,302 | 12,459 | ||
Customer relationships | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 68,378 | $ 67,915 | ||
AIDRO | ||||
Business Combination, Consideration Transferred | ||||
Payment to acquire business | $ 5,683 | |||
Payments to acquire businesses, net of escrow deposit | 4,900 | |||
Amount deposited in escrow account | 800 | |||
Purchase consideration | 5,683 | |||
Gross Carrying Amount | 1,080 | |||
Transaction costs | 400 | |||
Net revenues included in consolidated result | 1,700 | |||
Net income (loss) included in consolidated result | $ (200) | |||
Assets acquired: | ||||
Cash and cash equivalents | 855 | |||
Accounts receivable | 966 | |||
Inventory | 906 | |||
Prepaid expenses and other current assets | 412 | |||
Property and equipment | 691 | |||
Intangible assets | 1,080 | |||
Other noncurrent assets | 1,100 | |||
Total assets acquired | 6,010 | |||
Liabilities assumed: | ||||
Accounts payable | 1,307 | |||
Current portion of lease liability | 72 | |||
Accrued expenses and other current liabilities | 508 | |||
Current portion of long-term debt, net of deferred financing costs | 138 | |||
Long-term debt | 764 | |||
Lease liability, net of current portion | 750 | |||
Deferred tax liability | 75 | |||
Other noncurrent liabilities | 228 | |||
Total liabilities assumed | 3,842 | |||
Net assets acquired | 2,168 | |||
Goodwill | 3,515 | |||
Total net assets acquired | $ 5,683 | |||
AIDRO | Restricted Stock Units | ||||
Business Combination, Consideration Transferred | ||||
Issuance of additional shares (in shares) | 364,050 | |||
Grant date fair value of stock issued for acquisition | $ 3,200 | |||
Vesting period | 4 years | |||
AIDRO | Trade name | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 142 | |||
Estimated Life | 4 years | |||
AIDRO | Customer relationships | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 938 | |||
Estimated Life | 15 years |
ACQUISITIONS - Acquisition of B
ACQUISITIONS - Acquisition of Brewer Dental Lab (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Oct. 14, 2021 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 266,421 | $ 277,259 | ||
Liabilities assumed: | ||||
Goodwill | $ 639,301 | $ 0 | 112,955 | |
Restricted Stock Units | ||||
Business Combination, Consideration Transferred | ||||
Issuance of additional shares (in shares) | 10,800,000 | |||
Vesting period | 4 years | |||
Trade name | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 12,302 | 12,459 | ||
Customer relationships | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 68,378 | $ 67,915 | ||
Larry Brewer Dental Lab, Inc | ||||
Business Combination, Consideration Transferred | ||||
Cash consideration | $ 7,613 | |||
Payments to acquire business, paid at closing | 7,000 | |||
Remaining amount payable | 500 | |||
Purchase consideration | 7,613 | |||
Gross Carrying Amount | 2,630 | |||
Net revenues included in consolidated result | 1,400 | |||
Net income (loss) included in consolidated result | $ 100 | |||
Assets acquired: | ||||
Cash and cash equivalents | 1,574 | |||
Accounts receivable | 524 | |||
Inventory | 226 | |||
Property and equipment | 375 | |||
Intangible assets | 2,630 | |||
Other noncurrent assets | 706 | |||
Total assets acquired | 6,035 | |||
Liabilities assumed: | ||||
Accounts payable | 34 | |||
Current portion of lease liability | 87 | |||
Accrued expenses and other current liabilities | 145 | |||
Lease liability, net of current portion | 619 | |||
Total liabilities assumed | 885 | |||
Net assets acquired | 5,150 | |||
Goodwill | 2,463 | |||
Total net assets acquired | $ 7,613 | |||
Larry Brewer Dental Lab, Inc | Restricted Stock Units | ||||
Business Combination, Consideration Transferred | ||||
Issuance of additional shares (in shares) | 252,096 | |||
Grant date fair value of stock issued for acquisition | $ 1,800 | |||
Vesting period | 4 years | |||
Larry Brewer Dental Lab, Inc | Trade name | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 230 | |||
Estimated Life | 8 years | |||
Larry Brewer Dental Lab, Inc | Customer relationships | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 2,400 | |||
Estimated Life | 8 years |
ACQUISITIONS - Acquisition of M
ACQUISITIONS - Acquisition of May Dental Lab (Details) - USD ($) $ in Thousands | 2 Months Ended | 12 Months Ended | ||
Oct. 29, 2021 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 266,421 | $ 277,259 | ||
Liabilities assumed: | ||||
Goodwill | $ 639,301 | $ 0 | 112,955 | |
Restricted Stock Units | ||||
Business Combination, Consideration Transferred | ||||
Issuance of additional shares (in shares) | 10,800,000 | |||
Vesting period | 4 years | |||
Trade name | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 12,302 | 12,459 | ||
Customer relationships | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 68,378 | $ 67,915 | ||
May Dental Lab, Inc. | ||||
Business Combination, Consideration Transferred | ||||
Payment to acquire business | $ 12,522 | |||
Payments to acquire business, paid at closing | 11,800 | |||
Remaining amount payable | 800 | |||
Purchase consideration | 12,522 | |||
Gross Carrying Amount | 4,340 | |||
Net revenues included in consolidated result | 1,300 | |||
Net income (loss) included in consolidated result | $ (100) | |||
Assets acquired: | ||||
Cash and cash equivalents | 230 | |||
Accounts receivable | 677 | |||
Inventory | 343 | |||
Prepaid expenses and other current assets | 98 | |||
Property and equipment | 495 | |||
Intangible assets | 4,340 | |||
Other noncurrent assets | 1,416 | |||
Total assets acquired | 7,599 | |||
Liabilities assumed: | ||||
Accounts payable | 209 | |||
Current portion of lease liability | 201 | |||
Accrued expenses and other current liabilities | 255 | |||
Lease liability, net of current portion | 1,216 | |||
Total liabilities assumed | 1,881 | |||
Net assets acquired | 5,718 | |||
Goodwill | 6,804 | |||
Total net assets acquired | $ 12,522 | |||
May Dental Lab, Inc. | Restricted Stock Units | ||||
Business Combination, Consideration Transferred | ||||
Issuance of additional shares (in shares) | 357,642 | |||
Grant date fair value of stock issued for acquisition | $ 2,500 | |||
Vesting period | 4 years | |||
May Dental Lab, Inc. | Trade name | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 3,900 | |||
Estimated Life | 9 years | |||
May Dental Lab, Inc. | Customer relationships | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 440 | |||
Estimated Life | 10 years |
ACQUISITIONS - Acquisition of_4
ACQUISITIONS - Acquisition of ExOne (Details) - USD ($) $ / shares in Units, $ in Thousands | 2 Months Ended | |||
Nov. 12, 2021 | Dec. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | |
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 266,421 | $ 277,259 | ||
Liabilities assumed: | ||||
Goodwill | $ 639,301 | 0 | 112,955 | |
Trade name | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | 12,302 | 12,459 | ||
Customer relationships | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 68,378 | $ 67,915 | ||
ExOne Company | ||||
Business Combination, Consideration Transferred | ||||
Purchase consideration | $ 613,002 | |||
Payment to acquire business | 201,399 | |||
Equity consideration | $ 411,603 | |||
Common stock issued for acquisition | 48,218,063 | |||
Common stock fair value issued for acquisition | $ 411,600 | |||
Number of incentive stock options granted | 86,020 | |||
Weighted average exercise price of incentive stock options | $ 4.47 | |||
Gross Carrying Amount | $ 82,100 | |||
Transaction costs | 8,500 | |||
Net revenues included in consolidated result | 15,500 | |||
Net income (loss) included in consolidated result | $ (6,900) | |||
Assets acquired: | ||||
Cash and cash equivalents | 119,068 | |||
Restricted cash - current | 3,007 | |||
Accounts receivable | 13,611 | |||
Inventory | 27,200 | |||
Prepaid expenses and other current assets | 5,165 | |||
Property and equipment | 33,991 | |||
Intangible assets | 82,100 | |||
Other noncurrent assets | 2,734 | |||
Total assets acquired | 286,876 | |||
Liabilities assumed: | ||||
Accounts payable | 5,830 | |||
Current portion of lease liability | 1,919 | |||
Accrued expenses and other current liabilities | 10,368 | |||
Current portion of deferred revenue | 15,331 | |||
Customer deposits | 10,168 | |||
Deferred tax liability | 3,465 | |||
Lease liability, net of current portion | 332 | |||
Deferred revenue, net of current portion | 147 | |||
Other noncurrent liabilities | 321 | |||
Total liabilities assumed | 47,881 | |||
Net assets acquired | 238,995 | |||
Goodwill | 374,007 | |||
Total net assets acquired | 613,002 | |||
ExOne Company | Developed Technology | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 72,900 | |||
Estimated Life | 8 years | |||
ExOne Company | Trade name | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 1,300 | |||
Estimated Life | 4 years | |||
ExOne Company | Customer relationships | ||||
Business Combination, Consideration Transferred | ||||
Gross Carrying Amount | $ 7,900 | |||
Estimated Life | 12 years |
ACQUISITIONS - Pro Forma Inform
ACQUISITIONS - Pro Forma Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Pro forma financial information | ||
Net revenues | $ 207,688 | $ 164,947 |
Net income (loss) | $ (273,319) | $ (138,346) |
ACQUISITIONS - Acquisition of_5
ACQUISITIONS - Acquisition of Beacon Bio and Business Combination (Details) | 1 Months Ended | 12 Months Ended | ||||
Jun. 10, 2021 USD ($) shares | Dec. 09, 2020 USD ($) $ / shares shares | Dec. 31, 2020 shares | Dec. 31, 2020 USD ($) | Dec. 31, 2023 $ / shares shares | Dec. 31, 2022 $ / shares shares | |
Business Acquisition | ||||||
Common stock, shares authorized | 500,000,000 | 500,000,000 | ||||
Common stock par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | ||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | ||||
2021 Acquisitions | ||||||
Business Acquisition | ||||||
Additional payment | $ | $ 1,000,000 | |||||
Beacon Bio | ||||||
Business Acquisition | ||||||
Cash consideration | $ | 6,100,000 | |||||
Transaction costs | $ | $ 200,000 | |||||
Asset acquisition, equity interest issued, number of shares | 334,370 | |||||
Vesting period | 3 years | |||||
Trine | ||||||
Business Acquisition | ||||||
Exchange ratio | 1.22122 | |||||
Shares authorized | 550,000,000 | |||||
Common stock, shares authorized | 500,000,000 | |||||
Common stock par value (in dollars per share) | $ / shares | $ 0.0001 | |||||
Preferred stock, shares authorized | 50,000,000 | |||||
Preferred stock par value (in dollars per share) | $ / shares | $ 0.0001 | |||||
Shares issued in PIPE financing | 27,497,500 | |||||
Price per share | $ / shares | $ 12.50 | |||||
Cash - PIPE financing | $ | $ 274,975,000 | |||||
Trine | Business Combination Subscription Agreement | ||||||
Business Acquisition | ||||||
Shares issued in PIPE financing | 27,497,500 | |||||
Price per share | $ / shares | $ 10 | |||||
Cash - PIPE financing | $ | $ 275,000,000 | |||||
Common Stock | Beacon Bio | ||||||
Business Acquisition | ||||||
Purchase consideration related to value of shares | $ | $ 4,300,000 |
ACQUISITIONS - Acquisition of_6
ACQUISITIONS - Acquisition of Meta Additive Ltd (Details) - USD ($) $ in Millions | 1 Months Ended | 12 Months Ended | |
Sep. 09, 2021 | Jun. 30, 2022 | Dec. 31, 2023 | |
Restricted Stock Units | |||
Business Combination, Consideration Transferred | |||
Issuance of additional shares (in shares) | 10,800,000 | ||
Vesting period | 4 years | ||
Meta Additive | |||
Business Combination, Consideration Transferred | |||
Payment to acquire business | $ 15.2 | ||
Transaction costs | $ 0.2 | ||
Meta Additive | Restricted Stock Units | |||
Business Combination, Consideration Transferred | |||
Issuance of additional shares (in shares) | 1,101,592 | ||
Grant date fair value of stock issued for acquisition | $ 9 | ||
Vesting period | 4 years | ||
Meta Additive | Restricted Stock Units | Employee Severance | |||
Business Combination, Consideration Transferred | |||
Number of RSUs accelerated for certain key employees | 895,044 |
ACQUISITIONS - Business Combina
ACQUISITIONS - Business Combination (Details) - Trine | 12 Months Ended |
Dec. 31, 2020 USD ($) | |
Business Acquisition | |
Cash - Trine's trust and cash (net of redemptions) | $ 305,084,695 |
Cash - PIPE financing | 274,975,000 |
Less: transaction costs and advisory fees paid | (45,463,074) |
Net proceeds from reverse recapitalization | 534,596,621 |
Plus: non-cash net liabilities assumed | (152,394,714) |
Less: accrued transaction costs and advisory fees | (1,900,793) |
Net contributions from reverse recapitalization | $ 380,301,114 |
ACQUISITIONS - Business Combi_2
ACQUISITIONS - Business Combination common stock issued (Details) | 1 Months Ended | 12 Months Ended | |
Dec. 09, 2020 USD ($) $ / shares shares | Dec. 31, 2020 shares | Dec. 31, 2023 USD ($) shares | |
Business Acquisition [Line Items] | |||
Number of trading days | $ | 20 | ||
Number of days window by fifth anniversary of business combination | $ | 30 | ||
Number of trading days not yet passed since the date of business combination | $ | 20 | ||
Tranche One | |||
Business Acquisition [Line Items] | |||
Trine Founder Shares | 5,552,812 | ||
Vesting percentage | 75% | ||
Tranche Two | |||
Business Acquisition [Line Items] | |||
Trine Founder Shares | 1,850,938 | ||
Vesting percentage | 25% | ||
Trine | |||
Business Acquisition [Line Items] | |||
BALANCE (in shares) | 30,015,000 | 30,015,000 | |
Less: redemption of Trine shares | (26,049) | ||
Common stock of Trine | 29,988,951 | ||
Trine Founder Shares | 5,552,812 | 7,403,750 | |
Trine Director Shares | 100,000 | ||
Shares issued in PIPE financing | 27,497,500 | ||
Business Combination and PIPE financing shares | 63,139,263 | ||
Legacy Desktop Metal shares (1) | 161,487,334 | ||
BALANCE (in shares) | 224,626,597 | ||
Price per share | $ / shares | $ 12.50 |
ACQUISITIONS - Divestitures (De
ACQUISITIONS - Divestitures (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |||
Sep. 29, 2023 | Sep. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Divestitures | |||||
Assets held for sale | $ 830 | ||||
Proceeds from sale of property and equipment | $ 9,942 | 6 | $ 44 | ||
Proceeds from disposal of subsidiaries | $ 4,100 | ||||
Goodwill impairment | $ 2,500 | 112,911 | 498,800 | ||
Impairment charge related to asset group value | 6,900 | 8,518 | |||
Cumulative foreign currency translation adjustment included in impairment charges | $ 2,600 | ||||
Disposal Group, Held-for-sale or Disposed of by Sale, Not Discontinued Operations [Member] | |||||
Divestitures | |||||
Assets held for sale | $ 800 | ||||
Proceeds from sale of property and equipment | $ 6,900 |
CASH EQUIVALENTS AND SHORT-TE_3
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Debt Securities, Available-for-sale | ||
Cash equivalents | $ 40,799 | $ 51,274 |
Unrealized Losses | (338) | |
Total cash equivalents and short-term investments, Amortized Cost | 40,799 | 158,767 |
Total cash equivalents and short-term investments, Fair Value | 40,799 | 158,429 |
Commercial paper | ||
Debt Securities, Available-for-sale | ||
Amortized Cost | 39,781 | |
Fair Value | 39,781 | |
Corporate bonds | ||
Debt Securities, Available-for-sale | ||
Amortized Cost | 28,970 | |
Unrealized Losses | (156) | |
Fair Value | 28,814 | |
U.S Treasury securities | ||
Debt Securities, Available-for-sale | ||
Amortized Cost | 19,896 | |
Unrealized Losses | (78) | |
Fair Value | 19,818 | |
Government bonds | ||
Debt Securities, Available-for-sale | ||
Amortized Cost | 14,846 | |
Unrealized Losses | (102) | |
Fair Value | 14,744 | |
Money market funds | ||
Debt Securities, Available-for-sale | ||
Cash equivalents | $ 40,799 | 51,274 |
Short-term investments | ||
Debt Securities, Available-for-sale | ||
Amortized Cost | 107,493 | |
Unrealized Losses | (338) | |
Fair Value | 107,155 | |
Short-term investments | Asset-backed securities | ||
Debt Securities, Available-for-sale | ||
Amortized Cost | 4,000 | |
Unrealized Losses | (2) | |
Fair Value | $ 3,998 |
CASH EQUIVALENTS AND SHORT-TE_4
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS | |||
Equity investment | $ 20,000 | ||
Fair value of investments | $ 600 | $ 1,100 | |
Unrealized gain (loss) due to change in fair value of equity securities | $ (464) | $ (6,332) | $ (9,660) |
FAIR VALUE MEASUREMENTS - Asset
FAIR VALUE MEASUREMENTS - Assets and Liability Measured on Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Assets | ||
Total assets | $ 43,424 | $ 161,517 |
Total liabilities | 2,587 | |
Contingent Consideration | ||
Assets | ||
Total liabilities | 2,587 | |
Money market funds | ||
Assets | ||
Total assets | 40,799 | 51,274 |
Commercial paper | ||
Assets | ||
Total assets | 39,781 | |
Corporate bonds | ||
Assets | ||
Total assets | 28,814 | |
U.S Treasury securities | ||
Assets | ||
Total assets | 19,818 | |
Government bonds | ||
Assets | ||
Total assets | 14,744 | |
Asset-backed securities | ||
Assets | ||
Total assets | 3,998 | |
Equity securities | ||
Assets | ||
Total assets | 625 | 1,088 |
Other investments | ||
Assets | ||
Total assets | 2,000 | 2,000 |
Level 1 | ||
Assets | ||
Total assets | 41,424 | 52,362 |
Level 1 | Money market funds | ||
Assets | ||
Total assets | 40,799 | 51,274 |
Level 1 | Equity securities | ||
Assets | ||
Total assets | 625 | 1,088 |
Level 2 | ||
Assets | ||
Total assets | 107,155 | |
Level 2 | Commercial paper | ||
Assets | ||
Total assets | 39,781 | |
Level 2 | Corporate bonds | ||
Assets | ||
Total assets | 28,814 | |
Level 2 | U.S Treasury securities | ||
Assets | ||
Total assets | 19,818 | |
Level 2 | Government bonds | ||
Assets | ||
Total assets | 14,744 | |
Level 2 | Asset-backed securities | ||
Assets | ||
Total assets | 3,998 | |
Level 3 | ||
Assets | ||
Total assets | 2,000 | 2,000 |
Total liabilities | 2,587 | |
Level 3 | Contingent Consideration | ||
Assets | ||
Total liabilities | 2,587 | |
Level 3 | Other investments | ||
Assets | ||
Total assets | $ 2,000 | $ 2,000 |
FAIR VALUE MEASUREMENTS - Narra
FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jun. 24, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
FAIR VALUE MEASUREMENTS | ||||
Unrealized gain (loss) due to change in fair value of equity securities | $ (464) | $ (6,332) | $ (9,660) | |
Subscription liability | 500 | |||
Other investments in convertible debt instruments | 2,000 | 2,000 | ||
Recognized gains on convertible debt instruments | (1,600) | |||
Repayment in full of outstanding convertible debt instruments | 419 | 542 | ||
Change in fair value of contingent consideration | 1,567 | 429 | ||
Change in fair value of warrant liabilities | (56,576) | |||
Transfers from Level 1 to Level 2 | 0 | 0 | ||
Transfers from Level 2 to Level 1 | 0 | 0 | ||
Transfer into Level 3 | 0 | 0 | ||
Transfer out of Level 3 | 0 | 0 | ||
Business Combination, Consideration Transferred [Abstract] | ||||
Current portion of contingent consideration | 2,587 | |||
Convertible Notes | ||||
FAIR VALUE MEASUREMENTS | ||||
Repayment in full of outstanding convertible debt instruments | 3,100 | |||
Subscription Agreement | ||||
FAIR VALUE MEASUREMENTS | ||||
Recognized loss on investments in equity securities | 2,400 | |||
Recognized losses on equity investment | (12,600) | |||
Private Placement Warrants | ||||
FAIR VALUE MEASUREMENTS | ||||
Change in fair value of warrant liabilities | $ 56,600 | |||
Aerosint | ||||
FAIR VALUE MEASUREMENTS | ||||
Change in fair value of contingent consideration | $ 6,100 | 0 | 1,600 | |
Remaining contingent consideration | 200 | |||
Business Combination, Consideration Transferred [Abstract] | ||||
Amount paid on achievement of technical milestones | 1,600 | 1,000 | ||
Value of shares paid on achievement of technical milestones | 800 | $ 500 | ||
Period to achieve revenue metrics and technical milestone | 3 years | 3 years | ||
Current portion of contingent consideration | $ 0 |
FAIR VALUE MEASUREMENTS - Movem
FAIR VALUE MEASUREMENTS - Movements of Level 3 Assets (Details) - Level 3 - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Movement in Level 3 assets measured at fair value | ||
Balance at beginning of period | $ 2,000 | $ 6,750 |
Changes in fair value | 0 | (1,650) |
Disposals | (3,100) | |
Balance at end of period | $ 2,000 | $ 2,000 |
FAIR VALUE MEASUREMENTS - Mov_2
FAIR VALUE MEASUREMENTS - Movements of Level 3 Liabilities (Details) - Level 3 - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Movement in Level 3 liabilities measured at fair value | ||
Balance at beginning of period | $ 2,587 | $ 5,654 |
Payment of contingent consideration liability | (2,390) | (1,500) |
Sale of Aerosint | $ (197) | |
Changes in fair value | (1,567) | |
Balance at end of period | $ 2,587 |
ACCOUNTS RECEIVABLE (Details)
ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
ACCOUNTS RECEIVABLE | |||
Trade receivables | $ 41,132 | $ 40,121 | |
Allowance for doubtful accounts | (3,442) | (1,640) | $ (665) |
Total accounts receivable | $ 37,690 | $ 38,481 |
ACCOUNTS RECEIVABLE - Allowance
ACCOUNTS RECEIVABLE - Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
ACCOUNTS RECEIVABLE | ||
Balance at beginning of period | $ 1,640 | $ 665 |
Provision for uncollectible accounts, net of recoveries | 2,215 | 1,393 |
Uncollectible accounts written off | (413) | (418) |
Balance at end of period | $ 3,442 | $ 1,640 |
INVENTORY (Details)
INVENTORY (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
INVENTORY | ||
Raw materials | $ 26,449 | $ 41,971 |
Work in process | 16,556 | 11,936 |
Finished goods: | ||
Deferred cost of sales | 1,279 | 3,602 |
Manufactured finished goods | 38,355 | 34,227 |
Total finished goods | 39,634 | 37,829 |
Total inventory | $ 82,639 | $ 91,736 |
PREPAID EXPENSES AND OTHER CU_3
PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
PREPAID EXPENSES AND OTHER CURRENT ASSETS | ||
Prepaid operating expenses | $ 4,618 | $ 5,705 |
Prepaid dues and subscriptions | 1,959 | 2,674 |
Property and equipment held for sale, net of accumulated depreciation | 830 | |
Prepaid insurance | 842 | 798 |
Government grants receivable | 429 | |
Prepaid taxes | 796 | 395 |
Prepaid rent | 471 | 383 |
Other | 2,419 | 5,941 |
Total prepaid expenses and other current assets | $ 11,105 | $ 17,155 |
PROPERTY AND EQUIPMENT - Proper
PROPERTY AND EQUIPMENT - Property and Equipment - Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Property and Equipment | |||
Property and equipment, gross | $ 87,202 | $ 98,040 | |
Less: accumulated depreciation | (51,362) | (41,769) | |
Total property and equipment, net | 35,840 | 56,271 | |
Depreciation expense | 12,000 | 12,100 | $ 8,500 |
Equipment | |||
Property and Equipment | |||
Property and equipment, gross | 46,351 | 48,632 | |
Leasehold improvements | |||
Property and Equipment | |||
Property and equipment, gross | 20,303 | 18,527 | |
Land and buildings | |||
Property and Equipment | |||
Property and equipment, gross | 7,840 | 15,893 | |
Construction in process | |||
Property and Equipment | |||
Property and equipment, gross | 3,374 | 5,008 | |
Furniture and fixtures | |||
Property and Equipment | |||
Property and equipment, gross | 1,950 | 2,396 | |
Software | |||
Property and Equipment | |||
Property and equipment, gross | 1,899 | 2,183 | |
Tooling | |||
Property and Equipment | |||
Property and equipment, gross | 2,287 | 2,145 | |
Computer equipment | |||
Property and Equipment | |||
Property and equipment, gross | 2,166 | 2,076 | |
Automobiles | |||
Property and Equipment | |||
Property and equipment, gross | $ 1,032 | $ 1,180 |
GOODWILL & INTANGIBLE ASSETS -
GOODWILL & INTANGIBLE ASSETS - Goodwill (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
GOODWILL & INTANGIBLE ASSETS | |||
Goodwill, Beginning Balance | $ 112,955 | $ 112,955 | $ 639,301 |
Goodwill impairment | $ (2,500) | (112,911) | (498,800) |
Foreign currency translation adjustment | (44) | (26,940) | |
Measurement period adjustments | (606) | ||
Goodwill, Ending Balance | $ 0 | $ 112,955 |
GOODWILL & INTANGIBLE ASSETS _2
GOODWILL & INTANGIBLE ASSETS - Narrative (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Goodwill impairment charge | $ 2,500 | $ 112,911 | $ 498,800 |
Aerosint | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Goodwill impairment charge | 2,500 | ||
Quantitative analysis excluding Aerosint | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Goodwill impairment charge | $ 110,400 |
GOODWILL & INTANGIBLE ASSETS _3
GOODWILL & INTANGIBLE ASSETS - Components (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 266,421 | $ 277,259 |
Accumulated Amortization | 98,162 | 57,429 |
Total intangible amortization | $ 168,259 | 219,830 |
Acquired technology | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 7 years 8 months 12 days | |
Gross Carrying Amount | $ 185,222 | 196,367 |
Accumulated Amortization | 65,724 | 36,919 |
Total intangible amortization | 119,498 | 159,448 |
Impairment changes | $ 1,600 | |
Impairment, Intangible Asset, Finite-Lived, Statement of Income or Comprehensive Income [Extensible Enumeration] | Other Asset Impairment Charges | |
Trade name | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 9 years 9 months 18 days | |
Gross Carrying Amount | $ 12,302 | 12,459 |
Accumulated Amortization | 3,952 | 2,374 |
Total intangible amortization | $ 8,350 | 10,085 |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 8 years 10 months 24 days | |
Gross Carrying Amount | $ 68,378 | 67,915 |
Accumulated Amortization | 27,968 | 17,663 |
Total intangible amortization | $ 40,410 | 50,252 |
Capitalized software | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Useful Lives (in years) | 0 years | |
Gross Carrying Amount | $ 518 | 518 |
Accumulated Amortization | $ 518 | 473 |
Total intangible amortization | $ 45 |
GOODWILL & INTANGIBLE ASSETS _4
GOODWILL & INTANGIBLE ASSETS - Amortization Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 41,617 | $ 38,662 | $ 17,515 |
Acquired technology | Cost of sales | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | 27,789 | 23,707 | 8,569 |
Acquired technology | Research and development(1) | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | 2,000 | 1,748 | 1,761 |
Trade name | General and administrative expense | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | 1,648 | 1,688 | 685 |
Customer relationships | Sales and marketing expense | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | 10,135 | 11,412 | 6,339 |
Capitalized software | Research and development(1) | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expense | $ 45 | $ 107 | $ 161 |
GOODWILL & INTANGIBLE ASSETS _5
GOODWILL & INTANGIBLE ASSETS - Expected Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
Expected amortization expense | ||
2024 | $ 39,597 | |
2025 | 37,202 | |
2026 | 27,488 | |
2027 | 19,627 | |
2028 | 13,512 | |
2029 and after | 30,833 | |
Total intangible amortization | $ 168,259 | $ 219,830 |
OTHER NONCURRENT ASSETS - Compo
OTHER NONCURRENT ASSETS - Components of Other Noncurrent Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
OTHER NONCURRENT ASSETS | ||
Right of use asset | $ 29,724 | $ 22,147 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Total other noncurrent assets | Total other noncurrent assets |
Other investments | $ 2,000 | $ 2,000 |
Long-term deposits | 491 | 573 |
Cloud computing arrangements | 3,409 | |
Other | 1,529 | 3,043 |
Total other noncurrent assets | $ 37,153 | $ 27,763 |
ACCRUED EXPENSES AND OTHER CU_3
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES - Components (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | ||||
Compensation and benefits related | $ 9,052 | $ 8,058 | ||
Warranty reserve | 4,602 | 4,301 | $ 4,048 | $ 1,553 |
Current portion of contingent consideration | 2,587 | |||
Current portion of acquisition consideration | 358 | 1,750 | ||
Franchise and royalty fees | 2,267 | 1,448 | ||
Inventory purchases | 1,372 | 925 | ||
Professional services | 890 | 917 | ||
2027 Notes Interest | 882 | 901 | ||
Commissions | 816 | 897 | ||
Income tax payable | 1,316 | 761 | ||
Sales and use and franchise taxes | 573 | 286 | ||
Other | 4,957 | 3,892 | ||
Total accrued expenses and other current liabilities | $ 27,085 | $ 26,723 |
ACCRUED EXPENSES AND OTHER CU_4
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES - Movement of Warranty Reserve (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | |||
Warranty reserve, at the beginning of the period | $ 4,301 | $ 4,048 | $ 1,553 |
Warranty reserve assumed in acquisition | 1,389 | ||
Additions to warranty reserve | 4,174 | 4,484 | 2,576 |
Claims fulfilled | (3,873) | (4,231) | (1,470) |
Warranty reserve, at the end of the period | $ 4,602 | $ 4,301 | $ 4,048 |
DEBT (Details)
DEBT (Details) | 1 Months Ended | 12 Months Ended | |||
May 31, 2022 USD ($) D $ / shares | Dec. 31, 2023 USD ($) loan $ / shares | Dec. 31, 2022 USD ($) $ / shares | Dec. 31, 2021 | Jul. 30, 2021 USD ($) | |
DEBT | |||||
Proceeds from convertible debt | $ 115,000,000 | ||||
Accrued interest rate | 6% | 6% | 6% | ||
Common stock par value (in dollars per share) | $ / shares | $ 0.0001 | $ 0.0001 | |||
Current portion of long term debt | $ 330,000 | $ 584,000 | |||
AIDRO | |||||
DEBT | |||||
Number of bank loans acquired | loan | 3 | ||||
Loan acquired | $ 1,100,000 | ||||
Term of loan | 4 years 6 months | ||||
Bank loan paid | $ 300,000 | 300,000 | |||
Outstanding amount | 300,000 | 600,000 | |||
Current portion of long term debt | 200,000 | 300,000 | |||
Long-term debt, net of current portion | 100,000 | 300,000 | |||
AIDRO | Minimum | |||||
DEBT | |||||
Accrued interest rate | 1.70% | ||||
AIDRO | Maximum | |||||
DEBT | |||||
Accrued interest rate | 2.10% | ||||
Dental Arts Labs | |||||
DEBT | |||||
Loan acquired | $ 3,888,000 | ||||
2027 Convertible Notes | |||||
DEBT | |||||
Nominal amount | $ 115,000,000 | 115,000,000 | 115,000,000 | ||
Debt instrument principal amount under initial placement | 100,000,000 | ||||
Debt instrument principal amount under over allotment | 15,000,000 | ||||
Proceeds from convertible debt | $ 111,400,000 | ||||
Accrued interest rate | 6% | ||||
Common stock par value (in dollars per share) | $ / shares | $ 0.0001 | ||||
Debt instrument convertible threshold percentage of stock price trigger | 130% | ||||
Debt instrument convertible threshold trading days | D | 20 | ||||
Debt instrument convertible threshold consecutive trading days | 30 | ||||
Debt instrument convertible threshold consecutive business days | D | 5 | ||||
Debt instrument convertible threshold consecutive trading day period | D | 10 | ||||
Debt instrument convertible threshold sale price of common stock conversion rate product percentage maximum | 98% | ||||
Debt Instrument convertible conversion Ratio | 601.5038 | ||||
Debt instrument convertible conversion price | $ / shares | $ 1.66 | ||||
Debt instrument redemption price percentage | 130% | ||||
Interest rate | 6.10% | ||||
Outstanding amount | $ 112,565,000 | $ 111,834,000 | |||
2027 Convertible Notes | Maximum | |||||
DEBT | |||||
Debt instrument convertible threshold consecutive trading days | 20 |
DEBT - Net carrying value (Deta
DEBT - Net carrying value (Details) - 2027 Convertible Notes - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | May 31, 2022 |
DEBT | |||
Principal | $ 115,000 | $ 115,000 | $ 115,000 |
Unamortized debt discount | (1,924) | (2,502) | |
Unamortized debt issuance costs | (511) | (664) | |
Net carrying value | $ 112,565 | $ 111,834 |
DEBT - Interest expense (Detail
DEBT - Interest expense (Details) - 2027 Convertible Notes - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Interest expense | ||
Coupon interest | $ 6,995 | $ 4,389 |
Amortization of debt discount | 576 | 358 |
Amortization of transaction costs | 152 | 95 |
Total interest expense | $ 7,723 | $ 4,842 |
OTHER NONCURRENT LIABILITIES -
OTHER NONCURRENT LIABILITIES - Summary of Other Noncurrent Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 |
OTHER NONCURRENT LIABILITIES | ||
Taxes payable | $ 776 | $ 1,034 |
Other | 2,030 | 325 |
Total other noncurrent liabilities | $ 2,806 | $ 1,359 |
LEASES - Lessee (Details)
LEASES - Lessee (Details) | 1 Months Ended | 12 Months Ended | |
Feb. 28, 2022 USD ($) | Dec. 31, 2023 USD ($) agreement | Dec. 31, 2022 USD ($) | |
Leases | |||
Right of use asset | $ 29,724,000 | $ 22,147,000 | |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Other Assets, Noncurrent | Other Assets, Noncurrent | |
Total lease liability | $ 31,000,000 | $ 23,600,000 | |
Impairments | $ 0 | $ 0 | |
Number of service agreements contained embedded lease | agreement | 2 | ||
Operating lease not yet commenced | $ 0 | ||
ExOne Company | |||
Leases | |||
Number of additional extensions | 2 | ||
Extension lease term | 5 years | ||
Annual rent | $ 1,700,000 |
LEASES - Other Lease Related Ba
LEASES - Other Lease Related Balances (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Lease cost | ||
Operating lease cost | $ 7,421 | $ 5,718 |
Short-term lease cost | 104 | 292 |
Variable lease cost | 235 | 245 |
Finance lease cost | 141 | 92 |
Total lease cost | 7,901 | 6,347 |
Operating cash flows used in operating leases | 8,073 | 6,352 |
Operating cash flows used in finance leases | $ 25 | $ 81 |
Weighted-average remaining lease term-operating leases (years) | 4 years 3 months 18 days | 5 years |
Weighted-average remaining lease term-finance leases (years) | 6 years 3 months 18 days | 7 years 9 months 18 days |
Weighted-average discount rate-operating leases | 6% | 4.30% |
Weighted-average discount rate- finance leases | 3.10% | 3.10% |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2023 USD ($) |
Operating Leases | |
2024 | $ 9,117 |
2025 | 8,613 |
2026 | 6,818 |
2027 | 4,992 |
2028 | 3,285 |
2029 and after | 1,695 |
Total lease payments | 34,520 |
Less amount representing interest | (4,114) |
Total lease liability | $ 30,406 |
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Lease Liability Current, Lease Liability Non Current |
Less current portion of lease liability | $ (7,341) |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Lease Liability Current |
Lease liability, net of current portion | $ 23,065 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Lease Liability Non Current |
Finance Leases | |
2024 | $ 79 |
2025 | 78 |
2026 | 78 |
2027 | 78 |
2028 | 78 |
2029 and after | 243 |
Total lease payments | 634 |
Less amount representing interest | (70) |
Total lease liability | $ 564 |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Lease Liability Current, Lease Liability Non Current |
Less current portion of lease liability | $ (63) |
Less current portion of lease liability | Current portion of lease liability |
Lease liability, net of current portion | $ 501 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Lease Liability Non Current |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2023 | Nov. 12, 2021 | |
COMMITMENTS AND CONTINGENCIES | ||
Minimum annual commitment | $ 0.6 | |
Purchase commitment for equipment that plans to lease to customers | 15.8 | |
Letter of Credit | ||
COMMITMENTS AND CONTINGENCIES | ||
Line of credit facility, borrowing capacity | $ 11.6 | |
Total outstanding financial guarantees and letters of credit | 0.1 | |
Letter of Credit | Restricted Cash | ||
COMMITMENTS AND CONTINGENCIES | ||
Line of credit facility, Cash collateral | $ 0.1 | |
Minimum | ||
COMMITMENTS AND CONTINGENCIES | ||
Obligation to pay (as percentage) | 4% | |
Minimum | Letter of Credit | ||
COMMITMENTS AND CONTINGENCIES | ||
Line of credit facility, collateral amount | 3.3 | |
Maximum | ||
COMMITMENTS AND CONTINGENCIES | ||
Obligation to pay (as percentage) | 13% | |
Maximum | Letter of Credit | ||
COMMITMENTS AND CONTINGENCIES | ||
Line of credit facility, collateral amount | $ 3.3 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
INCOME TAXES | |||
Income tax benefit | $ (3,105) | $ (1,498) | $ (29,668) |
Domestic | (262,779) | (474,942) | (252,343) |
Foreign | (63,597) | (266,899) | (17,659) |
Loss before income taxes | $ (326,376) | $ (741,841) | $ (270,002) |
INCOME TAXES - Provision (benef
INCOME TAXES - Provision (benefit) for income taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Current: | |||
Federal | $ (257) | $ (33) | |
Foreign | 657 | $ 368 | |
State | 45 | 35 | 20 |
Total Current | 445 | 403 | (13) |
Deferred: | |||
Federal | (892) | 196 | (23,378) |
State | (148) | 16 | (5,494) |
Foreign | (2,510) | (2,113) | (783) |
Total Deferred | (3,550) | (1,901) | (29,655) |
Benefit for income taxes | $ (3,105) | $ (1,498) | $ (29,668) |
INCOME TAXES - Components of In
INCOME TAXES - Components of Income (Loss) before provision for income taxes (Details) | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Effective income tax rate: | |||
Expected income tax benefit at the federal statutory rate | 21% | 21% | 21% |
State taxes | 1% | 2% | (2.00%) |
Change in valuation allowance | (15.00%) | (9.00%) | (4.00%) |
Goodwill impairment | (9.00%) | (15.00%) | |
Research and development credit carryover | (1.00%) | ||
Stock-based compensation expense | (1.00%) | (1.00%) | 3% |
Warrant Expense | (5.00%) | ||
Other | 4% | 2% | (1.00%) |
Effective income tax rate | 1% | 0% | 11% |
INCOME TAXES - Components of de
INCOME TAXES - Components of deferred tax assets and liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 |
Deferred tax assets: | |||
Federal and state net operating carryforwards | $ 181,666 | $ 185,842 | |
Research and development and other credits | 10,974 | 10,974 | |
Startup costs | 11,548 | 11,854 | |
Stock-based compensation | 3,630 | 3,554 | |
Capitalized research and development | 53,702 | 20,793 | |
Reserves and accruals | 4,034 | 3,311 | |
Deferred lease liability | 11,456 | 7,581 | |
Depreciation | 140 | ||
Other deferred tax assets | 7,885 | 7,960 | |
Total gross deferred tax asset | 285,035 | 251,869 | |
Valuation allowance | (244,400) | (195,309) | $ (127,150) |
Net deferred tax asset | 40,635 | 56,560 | |
Deferred tax liabilities: | |||
Right-of-use asset | (11,159) | (7,234) | |
Intangible assets | (32,999) | (56,794) | |
Depreciation | (962) | ||
Total deferred tax liabilities | (44,158) | (64,990) | |
Net deferred tax liability | $ (3,523) | $ (8,430) |
INCOME TAXES - Valuation allowa
INCOME TAXES - Valuation allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
INCOME TAXES | ||
Valuation allowance at beginning of the year | $ 195,309 | $ 127,150 |
Increases recorded to income tax provision | 52,420 | 68,159 |
Decreases recorded as a benefit to income tax provision | (3,329) | |
Valuation allowance at end of year | $ 244,400 | $ 195,309 |
INCOME TAXES - Narrative (Detai
INCOME TAXES - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2021 | Dec. 31, 2022 | |
Operating Loss Carryforwards | |||
Income tax benefit from acquisitions | $ (29.6) | ||
Operating loss carryforwards, subject to expiration | $ 118.1 | ||
Operating loss carryforwards, not subject to expiration | 581.9 | ||
Federal and state research and development tax credit carryforwards | 10.9 | ||
Federal R&D credit carryforwards | 5.9 | ||
Unrecognized tax liability acquired through purchase accounting | 0.8 | ||
Accrued interest and penalties | 0.1 | ||
Germany | |||
Operating Loss Carryforwards | |||
Operating loss carryforwards, not subject to expiration | 20.2 | ||
Federal tax | |||
Operating Loss Carryforwards | |||
Operating loss carryforwards | 700 | $ 692.8 | |
Federal carryforwards | 434.7 | ||
State and local jurisdiction | |||
Operating Loss Carryforwards | |||
Operating loss carryforwards | 420.8 | 387.7 | |
Foreign | |||
Operating Loss Carryforwards | |||
Operating loss carryforwards | $ 23.4 | $ 35.4 |
INCOME TAXES - Reconciliation o
INCOME TAXES - Reconciliation of unrecognized tax liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2023 | Dec. 31, 2022 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Unrecognized tax liability, beginning of year | $ 997 | $ 997 |
Unrecognized tax liability acquired through purchase accounting | 800 | |
Decreases for tax positions taken related to a prior period | (221) | 0 |
Unrecognized tax liability, end of year | $ 776 | $ 997 |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) - $ / shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2023 | Dec. 31, 2022 | |
Convertible Preferred Stock and Stockholders' Equity | |||
Common stock, shares authorized | 500,000,000 | 500,000,000 | |
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |
Preferred stock, shares authorized | 50,000,000 | 50,000,000 | |
Restricted Stock awards | |||
Convertible Preferred Stock and Stockholders' Equity | |||
Shares issued | 34,010,977 | ||
Share price | $ 0.0001 | ||
Common Class A | |||
Convertible Preferred Stock and Stockholders' Equity | |||
Common stock, shares authorized | 500,000,000 | ||
Common stock par value (in dollars per share) | $ 0.0001 | ||
Preferred Stock | |||
Convertible Preferred Stock and Stockholders' Equity | |||
Preferred stock, shares authorized | 50,000,000 | ||
Preferred stock par value (in dollars per share) | $ 0.0001 |
STOCKHOLDERS' EQUITY - Common S
STOCKHOLDERS' EQUITY - Common Stock and Trine Warrants Narrative (Details) | 12 Months Ended | ||||
Feb. 24, 2020 $ / shares shares | Dec. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2021 USD ($) shares | Dec. 31, 2022 $ / shares | Mar. 29, 2021 $ / shares shares | |
Class of Warrant or Right | |||||
Common stock par value (in dollars per share) | $ 0.0001 | $ 0.0001 | |||
Net proceeds from warrant exercises | $ | $ 170,665,000 | ||||
Divisional factor for conversion of debt to warrants | $ 1 | ||||
Change in fair value of warrant liabilities | $ | $ 56,576,000 | ||||
Common Class A | |||||
Class of Warrant or Right | |||||
Common stock par value (in dollars per share) | 0.0001 | ||||
Trine Warrants | |||||
Class of Warrant or Right | |||||
Share price | 10 | ||||
Exercise price | $ 11.50 | $ 11.50 | |||
Warrant exercisable term | 30 days | ||||
Term of Public Warrants | 5 years | ||||
Warrant redemption price | $ 0.01 | ||||
Debt instrument convertible threshold trading days | $ | 20 | ||||
Debt instrument convertible threshold consecutive trading days | $ | 30 | ||||
Common stock issued in connection with warrants exercised (in shares) | shares | 14,840,589 | ||||
Net proceeds from warrant exercises | $ | $ 170,700,000 | ||||
Public Warrants redeemed | shares | 166,905 | ||||
Redemption price per warrant | $ 0.01 | ||||
Private Placement Warrant conversion to number of shares of common stock | shares | 1,500,000 | ||||
Trine Warrants | Common Class A | |||||
Class of Warrant or Right | |||||
Number of common stock purchased by each warrant | shares | 1 | ||||
Common stock par value (in dollars per share) | $ 0.0001 | ||||
Trine Warrants | Warrants | |||||
Class of Warrant or Right | |||||
Number of common stock purchased by each warrant | shares | 0.5 | ||||
Private Placement Warrants | |||||
Class of Warrant or Right | |||||
Number of common stock purchased by each warrant | shares | 1 | ||||
Exercise price | $ 11.50 | ||||
Warrant redemption price | $ 1 | ||||
Warrants to purchase shares | shares | 8,503,000 | ||||
Warrant aggregate price | $ | $ 8,503,000 | ||||
Change in fair value of warrant liabilities | $ | $ (56,600,000) | ||||
Number of shares issued during the period upon exercise of cashless basis for Private Placement Warrants | shares | 5,850,346 | ||||
Minimum | Trine Warrants | Common Class A | |||||
Class of Warrant or Right | |||||
Share price | $ 18 |
STOCKHOLDERS' EQUITY - Warrants
STOCKHOLDERS' EQUITY - Warrants Other (Details) - Private Placement Warrants | Dec. 31, 2023 $ / shares USD ($) |
Expected volatility | |
Class of Warrant or Right | |
Warrants and rights outstanding, measurement input | 55 |
Expected life (in years) | |
Class of Warrant or Right | |
Warrants and rights outstanding, measurement input | $ | 4.8 |
Exercise price | |
Class of Warrant or Right | |
Warrants and rights outstanding, measurement input | 11.50 |
Minimum | Risk-free interest rate | |
Class of Warrant or Right | |
Warrants and rights outstanding, measurement input | 0.4 |
Minimum | Fair value of Common stock | |
Class of Warrant or Right | |
Warrants and rights outstanding, measurement input | 19.82 |
Maximum | Risk-free interest rate | |
Class of Warrant or Right | |
Warrants and rights outstanding, measurement input | 0.6 |
Maximum | Fair value of Common stock | |
Class of Warrant or Right | |
Warrants and rights outstanding, measurement input | 30.49 |
STOCK BASED COMPENSATION - Stoc
STOCK BASED COMPENSATION - Stock Incentive Plan (Details) - shares | 1 Months Ended | 12 Months Ended | |||
Jan. 01, 2024 | Dec. 31, 2020 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Granted (in shares) | 0 | 0 | |||
Additional shares added to the plan | 16,263,584 | ||||
Employee | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Granted (in shares) | 0 | 0 | 0 | ||
2020 Plan | |||||
Share-based Compensation Arrangement by Share-based Payment Award | |||||
Common stock available for future issuance | 28,210,509 | ||||
Percentage of stock outstanding | 5% |
STOCK BASED COMPENSATION - Opti
STOCK BASED COMPENSATION - Option activity of the Plan (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Number of Shares | |||
Outstanding at beginning of period (in shares) | 8,423,000 | ||
Granted (in shares) | 0 | 0 | |
Exercised (in shares) | (1,006,000) | ||
Forfeited/expired (in shares) | (1,253,000) | ||
Outstanding as of end of period (in shares) | 6,164,000 | 8,423,000 | |
Options vested as of end of period (in shares) | 5,793,000 | ||
Options vested or expected to vest as of end of period (in shares) | 6,162,000 | ||
Weighted-Average Exercise Price per share | |||
Outstanding at beginning of period (in dollars per share) | $ 1.83 | ||
Exercised (in dollars per share) | 1.20 | ||
Forfeited/expired (in dollars per share) | 2.32 | ||
Outstanding at end of period (in dollars per share) | 1.83 | $ 1.83 | |
Options vested at end of period (in dollars per share) | 1.85 | ||
Options vested or expected to vest at end of period | $ 1.83 | ||
Options vested at end of period (in years) | 4 years 10 months 13 days | ||
Aggregate intrinsic value of options vested or expected to vest | $ 140 | ||
Aggregate intrinsic value of options vested | $ 140 | ||
Options vested or expected to vest at end of period (in years) | 4 years 11 months 19 days | ||
Aggregate intrinsic value of options outstanding | $ 140 | $ 922 | |
Weighted average grant date fair value for options granted | $ 0 | $ 0 | $ 5.24 |
Weighted-average remaining contractual term (in years) | 4 years 11 months 19 days | 6 years 7 days | |
Aggregate intrinsic value of options exercised | $ 941 | $ 4,700 | $ 57,200 |
Aggregate Intrinsic Value Forfeited/expired | 36 | ||
Stock-based compensation expense | 33,177 | 48,785 | 28,778 |
Unrecognized stock-based compensation expense, stock options | $ 700 | ||
Weighted-average period | 7 months 6 days | ||
Employee Stock Option [Member] | |||
Weighted-Average Exercise Price per share | |||
Stock-based compensation expense | $ 1,400 | $ 2,800 | $ 6,900 |
STOCK BASED COMPENSATION - Perf
STOCK BASED COMPENSATION - Performance-Based Stock Options (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Granted (in shares) | 0 | 0 | ||
Options forfeited (in shares) | 1,253,000 | |||
Unrecognized stock-based compensation expense, stock options | $ 700 | |||
Performance-Based Stock Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Granted (in shares) | 560,256 | |||
Options forfeited (in shares) | 290,038 | 83,958 | ||
Number of non-vested options expired | 186,260 | |||
Unrecognized stock-based compensation expense, stock options | $ 0 |
STOCK BASED COMPENSATION - Assu
STOCK BASED COMPENSATION - Assumed Stock Options (Details) - ExOne Company | Nov. 12, 2021 $ / shares shares |
Share-based Compensation Arrangement by Share-based Payment Award | |
Number of unvested stock options | 86,020 |
Assumed Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award | |
Number of unvested stock options | 86,020 |
Risk-free interest rate, Minimum | 0.50% |
Risk-free interest rate, Maximum | 0.80% |
Expected volatility, Minimum | 57.20% |
Expected volatility, Maximum | 59.40% |
Expected life, Minimum (in years) | 1 year |
Expected life, Maximum (in years) | 2 years 9 months 18 days |
Fair value of Common Stock | $ / shares | $ 8.61 |
STOCK BASED COMPENSATION - Rest
STOCK BASED COMPENSATION - Restricted Stock Awards (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Weighted Average Grant Date Fair Value | |||
Total stock based compensation expense | $ 33,177 | $ 48,785 | $ 28,778 |
Weighted-average period | 7 months 6 days | ||
Restricted Stock awards | |||
Shares Subject to Vesting | |||
Balance at beginning of period, unvested shares (in shares) | 102 | ||
Vested (in shares) | (96) | ||
Balance at end of period, unvested shares (in shares) | 6 | 102 | |
Weighted Average Grant Date Fair Value | |||
Balance at beginning of Period, unvested shares (in dollars per share) | $ 8.78 | ||
Cancelled/Forfeited (in dollars per share) | 8.78 | ||
Vested (in dollars per share) | 8.78 | ||
Balance at end of Period, unvested shares (in dollars per share) | $ 8.78 | $ 8.78 | |
Total stock based compensation expense | $ 800 | $ 1,000 | $ 3,100 |
Weighted-average period | 1 month 6 days |
STOCK BASED COMPENSATION - Re_2
STOCK BASED COMPENSATION - Restricted Stock Units (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Weighted-average period | 7 months 6 days | ||
Weighted Average Grant Date Fair Value | |||
Stock-based compensation expense | $ 33,177 | $ 48,785 | $ 28,778 |
Restricted Stock Units | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Vesting period | 4 years | ||
Cliff vesting period | 1 year | ||
Unrecognized compensation costs, non-vested RSUs | $ 48,000 | ||
Weighted-average period | 2 years 2 months 12 days | ||
Shares Subject to Vesting | |||
Balance at beginning of period, unvested shares (in shares) | 22,145 | ||
Granted (in shares) | 10,800 | ||
Vested (in shares) | (5,803) | ||
Cancelled/Forfeited (in shares) | (4,087) | ||
Balance at end of period, unvested shares (in shares) | 23,055 | 22,145 | |
Weighted Average Grant Date Fair Value | |||
Balance at beginning of Period, unvested shares (in dollars per share) | $ 4.15 | ||
Granted (in dollars per share) | 1.76 | ||
Vested (in dollars per share) | 4.94 | ||
Cancelled/Forfeited (in dollars per share) | 4.05 | ||
Balance at end of Period, unvested shares (in dollars per share) | $ 2.84 | $ 4.15 | |
Stock-based compensation expense | $ 31,000 | $ 45,000 | $ 18,800 |
STOCK BASED COMPENSATION - Pe_2
STOCK BASED COMPENSATION - Performance-Based Restricted Stock Units (Details) - Performance-Based Restricted Stock Units - shares | 12 Months Ended | |||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | Dec. 31, 2020 | |
2020 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vested (in shares) | 0 | 0 | ||
Forfeited (in shares) | 400,000 | 120,000 | ||
2020 Plan | Awards Granted During 2020 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Vested (in shares) | 0 | 0 | ||
Forfeited (in shares) | 124,300 | |||
Outstanding (in shares) | 0 | |||
2020 Plan | Awards Granted During 2021 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Outstanding (in shares) | 150,000 | |||
Employee | Awards Granted During 2020 | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Granted (in shares) | 124,300 | |||
Employee | 2020 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Granted (in shares) | 670,000 |
STOCK BASED COMPENSATION - Mark
STOCK BASED COMPENSATION - Market-Based Restricted Stock Units (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Oct. 31, 2021 | Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Total stock based compensation expense | $ 33,177 | $ 48,785 | $ 28,778 | |
Market Based Restricted Stock Units | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Risk-free interest rate | 1.30% | |||
Remaining performance period (in years) | 7 years | |||
Expected volatility | 55% | |||
Estimated grant date fair value, Minimum (per share) | $ 0.98 | |||
Estimated grant date fair value, Maximum (per share) | $ 4.95 | |||
Target performance (number of shares) | 9,070,269 | |||
Vested (in shares) | 0 | 0 | ||
Outstanding (in shares) | 6,802,702 | |||
Market Based Restricted Stock Units | Mr. Sibalani | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Total stock based compensation expense | $ 0 | |||
Market Based Restricted Stock Units | Employee | ||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||
Granted (in shares) | 9,070,269 |
STOCK BASED COMPENSATION - Liab
STOCK BASED COMPENSATION - Liability-Classified Share-Based Arrangement and Bonus Program (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2021 | Dec. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Accrued stock based compensation expense | $ 27,085 | $ 26,723 | |
2023 Bonus Program | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Accrued stock based compensation expense | 2,000 | ||
Liability-Classified Share-Based Arrangement | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Target fair value | $ 8,500 | ||
Fair value of awards | $ 0 |
STOCK BASED COMPENSATION - St_2
STOCK BASED COMPENSATION - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award | |||
Total stock based compensation expense | $ 33,177 | $ 48,785 | $ 28,778 |
Restructuring charges | $ 37,488 | 14,270 | |
2020 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Shares available for grant | 28,210,509 | ||
2022 Bonus Program | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Total stock based compensation expense | $ 2,000 | 800 | |
Research and development | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Total stock based compensation expense | 14,877 | 24,394 | 11,446 |
Restructuring charges | 5,700 | 8,485 | |
General and administrative expense | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Total stock based compensation expense | 13,486 | 16,748 | 10,939 |
Restructuring charges | 709 | 998 | |
Sales and marketing expense | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Total stock based compensation expense | 2,552 | 5,386 | 4,593 |
Restructuring charges | 874 | 1,131 | |
Cost of sales | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Total stock based compensation expense | 2,262 | 2,257 | $ 1,800 |
Restructuring charges | $ 30,205 | 3,273 | |
Stock-based compensation expense | |||
Share-based Compensation Arrangement by Share-based Payment Award | |||
Restructuring charges | $ 7,300 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
RELATED PARTY TRANSACTIONS | |||
Lease liability | $ 30,406 | ||
Right of use asset | 29,724 | $ 22,147 | |
Affiliated Entity | Lightforce Orthodontics | |||
RELATED PARTY TRANSACTIONS | |||
Revenues, related parties | 1,300 | 1,500 | |
Accounts receivable, related parties | 200 | ||
Affiliated Entity | Bloom Energy | |||
RELATED PARTY TRANSACTIONS | |||
Revenues, related parties | 500 | ||
Affiliated Entity | Other Acquisitions with Related Parties | |||
RELATED PARTY TRANSACTIONS | |||
Lease liability | 4,900 | $ 600 | |
Right of use asset | 3,800 | 4,900 | 500 |
Lease expense paid | 800 | $ 800 | 400 |
Service expense | $ 300 | ||
Annual commitment | $ 800 |
SEGMENT INFORMATION - Revenue (
SEGMENT INFORMATION - Revenue (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 USD ($) segment | Dec. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | |
Segment Information | |||
Number of segments | segment | 1 | ||
Revenue | $ 189,698 | $ 209,023 | $ 112,408 |
Total long-lived assets | 65,563 | 78,418 | |
Revenue recognized at a point in time | |||
Segment Information | |||
Revenue | 168,091 | 190,248 | 105,994 |
Revenue recognized over time | |||
Segment Information | |||
Revenue | 21,607 | 18,775 | 6,414 |
Products | |||
Segment Information | |||
Revenue | 168,091 | 190,248 | 105,994 |
Services | |||
Segment Information | |||
Revenue | 21,607 | 18,775 | 6,414 |
Americas | |||
Segment Information | |||
Revenue | 119,769 | 136,102 | 75,962 |
Total long-lived assets | 46,390 | 56,145 | |
Americas | Products | |||
Segment Information | |||
Revenue | 107,000 | 124,778 | 71,875 |
Americas | Services | |||
Segment Information | |||
Revenue | 12,769 | 11,324 | 4,087 |
EMEA | |||
Segment Information | |||
Revenue | 54,395 | 55,140 | 24,097 |
Total long-lived assets | 13,320 | 16,399 | |
EMEA | Products | |||
Segment Information | |||
Revenue | 47,015 | 48,981 | 22,404 |
EMEA | Services | |||
Segment Information | |||
Revenue | 7,380 | 6,159 | 1,693 |
APAC | |||
Segment Information | |||
Revenue | 15,534 | 17,781 | 12,349 |
Total long-lived assets | 5,853 | 5,874 | |
APAC | Products | |||
Segment Information | |||
Revenue | 14,076 | 16,489 | 11,715 |
APAC | Services | |||
Segment Information | |||
Revenue | $ 1,458 | $ 1,292 | $ 634 |
NET LOSS PER SHARE (Details)
NET LOSS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Numerator for basic and diluted net loss per share: | |||
Net loss | $ (323,271) | $ (740,343) | $ (240,334) |
Denominator for basic and diluted net loss per share: | |||
Weighted-average shares basic | 322,196 | 314,817 | 260,770 |
Weighted-average shares diluted | 322,196 | 314,817 | 260,770 |
Net loss per share-basic | $ (1) | $ (2.35) | $ (0.92) |
Net loss per share-diluted | $ (1) | $ (2.35) | $ (0.92) |
NET LOSS PER SHARE - Antidiluti
NET LOSS PER SHARE - Antidilutive Securities Excluded from Computation of Earnings per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded | 115,691 | 117,136 | 29,908 |
Interest rate | 6% | 6% | 6% |
Stock Options | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded | 6,164 | 8,423 | 13,249 |
Restricted Stock Units | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded | 23,055 | 22,145 | 16,395 |
Restricted Stock awards | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded | 6 | 102 | 264 |
6.0% Convertible Senior Notes due 2027 | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share | |||
Antidilutive securities excluded | 86,466 | 86,466 |
RESTRUCTURING CHARGES - Employe
RESTRUCTURING CHARGES - Employee Severance Benefits and Related Costs (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jan. 31, 2023 USD ($) | Jun. 30, 2022 facility | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | |
RESTRUCTURING CHARGES | ||||
Number of facilities to be sold | facility | 2 | |||
Reduction percentage | 15% | |||
Accrued expenses, beginning of period | $ 1,095 | $ 1,095 | ||
Restructuring charges | 37,488 | $ 14,270 | ||
Cash payments | (3,304) | (2,829) | ||
Stock-based compensation | (7,312) | |||
Inventory write-off | (28,966) | |||
Inventory write-off | (3,085) | |||
Restructuring accrual estimate adjustment | 51 | |||
Accrued expenses, end of period | $ 6,313 | $ 1,095 | ||
Employee Severance | Maximum | ||||
RESTRUCTURING CHARGES | ||||
Restructuring charges | 26,000 | |||
Employee Severance | Minimum | ||||
RESTRUCTURING CHARGES | ||||
Restructuring charges | $ 19,600 |
RESTRUCTURING CHARGES (Details)
RESTRUCTURING CHARGES (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Jan. 22, 2024 | Jan. 31, 2023 | Dec. 31, 2023 | Dec. 31, 2022 | |
RESTRUCTURING CHARGES | ||||
Reduction percentage | 15% | |||
Restructuring charges | $ 37,488 | $ 14,270 | ||
Subsequent Event | ||||
RESTRUCTURING CHARGES | ||||
Restructuring and related activities, minimum anticipated cost savings amount | $ 50,000 | |||
Employee severance | Subsequent Event | ||||
RESTRUCTURING CHARGES | ||||
Reduction percentage | 20% | |||
Cost of goods sold | ||||
RESTRUCTURING CHARGES | ||||
Restructuring charges | 30,205 | 3,273 | ||
Research and development | ||||
RESTRUCTURING CHARGES | ||||
Restructuring charges | 5,700 | 8,485 | ||
Sales and marketing | ||||
RESTRUCTURING CHARGES | ||||
Restructuring charges | 874 | 1,131 | ||
General and administrative | ||||
RESTRUCTURING CHARGES | ||||
Restructuring charges | $ 709 | 998 | ||
Interest and other (expense) income, net | ||||
RESTRUCTURING CHARGES | ||||
Restructuring charges | 383 | |||
Stock-based compensation expense | ||||
RESTRUCTURING CHARGES | ||||
Restructuring charges | $ 7,300 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ in Millions | Feb. 14, 2024 USD ($) |
Subsequent Event | Common Stock | ATM Offering | |
SUBSEQUENT EVENTS | |
Aggregate offering price of common shares through ATM offerings | $ 75 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2023 | Dec. 31, 2022 | Dec. 31, 2021 | |
Pay vs Performance Disclosure | |||
Net Income (Loss) | $ (323,271) | $ (740,343) | $ (240,334) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Dec. 31, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |