Non-GAAP Financial Information
In addition to Shapeways’ results determined in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), Shapeways believes that Adjusted EBITDA, a non-U.S. GAAP financial measure, is useful in evaluating our operational performance. Shapeways uses this non-U.S. GAAP financial information to evaluate our ongoing operations and for internal planning and forecasting purposes. Shapeways believes that this non-U.S. GAAP financial information, when taken collectively, may be helpful to investors in assessing our operating performance.
Shapeways defines Adjusted EBITDA as net income (loss) excluding debt forgiveness, interest expense, net of interest income, income tax benefit, depreciation and amortization, stock-based compensation, change in fair value of warrant liabilities, and other non-operating gains and losses.
Shapeways believes that the use of Adjusted EBITDA provides an additional tool for investors to use in evaluating ongoing operating results and trends because it eliminates the effect of financing and capital expenditures and provides investors with a means to compare its financial measures with those of comparable companies, which may present similar non-U.S. GAAP financial measures to investors. However, you should be aware that when evaluating Adjusted EBITDA Shapeways may incur future expenses similar to those excluded when calculating these measures. In addition, Shapeways’ presentation of these measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items.
Because of these limitations, Adjusted EBITDA should not be considered in isolation or as a substitute for performance measures calculated in accordance with U.S. GAAP. Shapeways compensates for these limitations by relying primarily on our U.S. GAAP results and using Adjusted EBITDA on a supplemental basis. You should review the reconciliation of net income (loss) to Adjusted EBITDA below and not rely on any single financial measure to evaluate Shapeways’ business.
BALANCE SHEET As of December 31, 2021 and December 31, 2020 |
||||||||
|
|
December 31, |
||||||
|
|
|
2021 |
|
|
|
2020 |
|
|
|
|
|
|
||||
Assets |
|
|
|
|
||||
Current assets |
|
|
|
|
||||
Cash and cash equivalents |
|
$ |
79,677 |
|
|
$ |
8,564 |
|
Restricted cash |
|
|
142 |
|
|
|
145 |
|
Accounts receivable |
|
|
1,372 |
|
|
|
185 |
|
Inventory |
|
|
927 |
|
|
|
727 |
|
Promissory note due from related party |
|
|
— |
|
|
|
151 |
|
| Prepaid expenses and other current assets |
|
|
4,360 |
|
|
|
1,910 |
|
| Total current assets |
|
|
86,478 |
|
|
|
11,682 |
|
| Property and equipment, net |
|
|
4,388 |
|
|
|
948 |
|
| Right-of-use assets, net |
|
|
842 |
|
|
|
2,102 |
|
| Goodwill |
|
|
1,835 |
|
|
|
1,835 |
|
| Security deposits |
|
|
175 |
|
|
|
175 |
|
| Total assets |
|
$ |
93,718 |
|
|
$ |
16,742 |
|
| Liabilities and Stockholders' Equity (Deficit) |
|
|
|
|
||||
| Current liabilities |
|
|
|
|
||||
| Accounts payable |
|
$ |
1,909 |
|
|
$ |
1,633 |
|
| Accrued expenses and other liabilities |
|
|
2,645 |
|
|
|
3,319 |
|
| Current portion of long-term debt |
|
|
— |
|
|
|
8,332 |
|
| Operating lease liabilities, current |
|
|
639 |
|
|
|
1,222 |
|
| Deferred revenue |
|
|
921 |
|
|
|
753 |
|
| Total current liabilities |
|
|
6,114 |
|
|
|
15,259 |
|
| Operating lease liabilities, net of current portion |
|
|
326 |
|
|
|
1,094 |
|
| Warrant liabilities |
|
|
2,274 |
|
|
|
— |
|
| Long-term debt |
|
|
— |
|
|
|
2,236 |
|
| Total liabilities |
|
|
8,714 |
|
|
|
18,589 |
|
| Commitments and contingencies |
|
|
|
|
||||
| Stockholders' equity (deficit) |
|
|
|
|
||||
| Preferred stock ($0.0001 par value; 10,000,000 shares authorized; none issued and outstanding as of December 31, 2021 and 2020, respectively) |
|
|
— |
|
|
|
— |
|
| Common stock ($0.0001 par value; 120,000,000 shares authorized; 48,627,739 and 32,184,263 shares issued and outstanding as of December 31, 2021 and 2020, respectively) |
|
|
5 |
|
|
|
3 |
|
| Additional paid-in capital |
|
|
198,179 |
|
|
|
112,994 |
|
| Accumulated deficit |
|
|
(112,811 |
) |
|
|
(114,567 |
) |
| Accumulated other comprehensive loss |
|
|
(369 |
) |
|
|
(277 |
) |
| Total stockholders' equity (deficit) |
|
|
85,004 |
|
|
|
(1,847 |
) |
| Total liabilities and stockholders' equity (deficit) |
|
$ |
93,718 |
|
|
$ |
16,742 |
|
| STATEMENT OF OPERATIONS Twelve Months Ended December 31, 2021 and 2020 |
||||||||
|
|
Year Ended December 31, |
|||||||
|
|
|
|
2021 |
|
|
|
2020 |
|
| Revenue, net |
|
$ |
33,623 |
|
|
$ |
31,775 |
|
| Cost of revenue |
|
|
17,673 |
|
|
|
17,903 |
|
| Gross profit |
|
|
15,950 |
|
|
|
13,872 |
|
| Operating expenses |
|
|
|
|
||||
| Selling, general and administrative |
|
|
17,561 |
|
|
|
10,752 |
|
| Research and development |
|
|
6,281 |
|
|
|
5,592 |
|
| Amortization and depreciation |
|
|
133 |
|
|
|
149 |
|
| Total operating expenses |
|
|
23,975 |
|
|
|
16,493 |
|
| Loss from operations |
|
|
(8,025 |
) |
|
|
(2,621 |
) |
| Other income (expense) |
|
|
|
|
||||
| Long-term debt forgiveness |
|
|
2,000 |
|
|
|
— |
|
| Change in fair value of warrant liabilities |
|
|
8,106 |
|
|
|
— |
|
| Interest expense |
|
|
(404 |
) |
|
|
(582 |
) |
| Interest income |
|
|
1 |
|
|
|
1 |
|
| Other income |
|
|
7 |
|
|
|
9 |
|
| Loss on disposal of assets |
|
|
— |
|
|
|
(4 |
) |
| Total other income (expense), net |
|
|
9,710 |
|
|
|
(576 |
) |
| Income (loss) before income tax benefit |
|
|
1,685 |
|
|
|
(3,197 |
) |
| Income tax benefit |
|
|
(71 |
) |
|
|
(29 |
) |
| Net income (loss) |
|
|
1,756 |
|
|
|
(3,168 |
) |
| Deemed dividend - Earnout Shares |
|
|
(18,132 |
) |
|
|
— |
|
| Net loss attributable to common stockholders |
|
$ |
(16,376 |
) |
|
$ |
(3,168 |
) |
| Net income (loss) per share: |
|
|
|
|
||||
| Basic |
|
$ |
0.04 |
|
|
$ |
(0.09 |
) |
| Diluted |
|
$ |
0.04 |
|
|
$ |
(0.09 |
) |
| Net loss per share attributable to common stockholders: |
|
|
|
|
||||
| Basic |
|
$ |
(0.40 |
) |
|
$ |
(0.09 |
) |
| Diluted |
|
$ |
(0.40 |
) |
|
$ |
(0.09 |
) |
| Weighted average common shares outstanding: |
|
|
|
|
||||
| Basic |
|
|
41,040,637 |
|
|
|
35,713,913 |
|
| Diluted |
|
|
41,040,637 |
|
|
|
35,713,913 |
|
| Other comprehensive (loss) income |
|
|
|
|
||||
| Foreign currency translation adjustment |
|
|
(92 |
) |
|
|
83 |
|
| Comprehensive loss |
|
$ |
(16,468 |
) |
|
$ |
(3,085 |
) |
| STATEMENT OF CASH FLOWS For the Twelve Months Ended December 31, 2021 and 2020 |
||||||||
|
|
|
Year Ended December 31, |
||||||
|
|
|
|
2021 |
|
|
|
2020 |
|
| Cash flows from operating activities: |
|
|
|
|
||||
| Net income (loss) |
|
$ |
1,756 |
|
|
$ |
(3,168 |
) |
| Adjustments to reconcile net income (loss) to net cash used in operating activities: |
|
|
|
|
||||
| Depreciation and amortization |
|
|
593 |
|
|
|
473 |
|
| Loss on disposal of assets |
|
|
— |
|
|
|
4 |
|
| Stock-based compensation expense |
|
|
2,907 |
|
|
|
721 |
|
| Non-cash lease expense |
|
|
763 |
|
|
|
2,056 |
|
| Non-cash debt forgiveness |
|
|
(2,000 |
) |
|
|
— |
|
| Change in fair value of warrant liabilities |
|
|
(8,106 |
) |
|
|
— |
|
| Change in operating assets and liabilities: |
|
|
|
|
||||
| Accounts receivable |
|
|
(1,180 |
) |
|
|
(40 |
) |
| Inventory |
|
|
(175 |
) |
|
|
(310 |
) |
| Prepaid expenses and other assets |
|
|
(2,355 |
) |
|
|
(5 |
) |
| Interest on promissory note due from related party |
|
|
— |
|
|
|
49 |
|
| Security deposits |
|
|
— |
|
|
|
259 |
|
| Accounts payable |
|
|
207 |
|
|
|
(379 |
) |
| Accrued expenses and other liabilities |
|
|
223 |
|
|
|
814 |
|
| Lease liabilities |
|
|
(854 |
) |
|
|
(2,129 |
) |
| Deferred revenue |
|
|
162 |
|
|
|
345 |
|
| Deferred rent |
|
|
— |
|
|
|
(283 |
) |
| Net cash used in operating activities |
|
|
(8,059 |
) |
|
|
(1,593 |
) |
| Cash flows from investing activities: |
|
|
|
|
||||
| Purchases of property and equipment |
|
|
(3,960 |
) |
|
|
(104 |
) |
| Net cash used in investing activities |
|
|
(3,960 |
) |
|
|
(104 |
) |
| Cash flows from financing activities: |
|
|
|
|
||||
| Principal payments on capital leases |
|
|
— |
|
|
|
(18 |
) |
| Proceeds from issuance of common stock |
|
|
595 |
|
|
|
86 |
|
| Proceeds received from exercise of preferred stock warrants |
|
|
60 |
|
|
|
— |
|
| Tax payments related to shares withheld for vested restricted stock units |
|
|
(594 |
) |
|
|
— |
|
| Effect of Merger, net of transaction costs |
|
|
86,792 |
|
|
|
— |
|
| Repayments of loans payable |
|
|
(3,586 |
) |
|
|
(1,318 |
) |
| Proceeds from loans payable |
|
|
— |
|
|
|
1,982 |
|
| Net cash provided by financing activities |
|
|
83,267 |
|
|
|
732 |
|
| Net change in cash and cash equivalents and restricted cash |
|
$ |
71,248 |
|
|
$ |
(965 |
) |
| Effect of change in foreign currency exchange rates on cash and cash equivalents and restricted cash |
|
|
(138 |
) |
|
|
69 |
|
| Cash and cash equivalents and restricted cash at beginning of year |
|
|
8,709 |
|
|
|
9,605 |
|
| Cash and cash equivalents and restricted cash at end of year |
|
$ |
79,819 |
|
|
$ |
8,709 |
|
| Supplemental disclosure of cash and non-cash transactions: |
|
|
|
|
||||
| Cash paid for interest |
|
$ |
85 |
|
|
$ |
182 |
|
| Issuance of Legacy Shapeways common stock upon conversion of convertible notes |
|
$ |
5,913 |
|
|
$ |
— |
|
| Repurchase of Legacy Shapeways common stock |
|
$ |
(152 |
) |
|
$ |
— |
|
|
RECONCILIATION OF GAAP TO NON-GAAP MEASURES
|
||||||||
|
|
|
Three Months Ended December 31, |
||||||
| (Dollars in thousands) |
|
|
2021 |
|
|
|
2020 |
|
| Net income (loss) |
|
$ |
(2,369 |
) |
|
$ |
(237 |
) |
| Debt forgiveness |
|
|
- |
|
|
|
- |
|
| Interest expense, net |
|
|
- |
|
|
|
138 |
|
| Depreciation and amortization |
|
|
169 |
|
|
|
110 |
|
| Stock-based compensation |
|
|
2,125 |
|
|
|
177 |
|
| Change in fair value of warrant liabilities |
|
|
(3,019 |
) |
|
|
- |
|
| Income tax benefit |
|
|
- |
|
|
|
(29 |
) |
| Other |
|
|
(7 |
) |
|
|
25 |
|
| Adjusted EBITDA |
|
$ |
(3,101 |
) |
|
$ |
184 |
|
|
|
|
Year Ended December 31, |
||||||
| (Dollars in thousands) |
|
|
2021 |
|
|
|
2020 |
|
| Net income (loss) |
|
$ |
1,756 |
|
|
$ |
(3,168 |
) |
| Debt forgiveness |
|
|
(2,000 |
) |
|
|
— |
|
| Interest expense, net |
|
|
403 |
|
|
|
581 |
|
| Depreciation and amortization |
|
|
593 |
|
|
|
473 |
|
| Stock-based compensation |
|
|
2,907 |
|
|
|
721 |
|
| Change in fair value of warrant liabilities |
|
|
(8,106 |
) |
|
|
— |
|
| Income tax benefit |
|
|
(71 |
) |
|
|
(29 |
) |
| Other |
|
|
15 |
|
|
|
30 |
|
| Adjusted EBITDA |
|
$ |
(4,503 |
) |
|
$ |
(1,392 |
) |
