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6-K 1 tm2412668d1_6k.htm FORM 6-K

  

 

 

UNITED STATES 

SECURITIES AND EXCHANGE COMMISSION 

Washington, D.C. 20549

 

 

 

FORM 6-K

 

 

 

REPORT OF FOREIGN PRIVATE ISSUER 

PURSUANT TO RULE 13a-16 OR 15d-16 

UNDER THE SECURITIES EXCHANGE ACT OF 1934

 

For the month of April 2024

 

Commission File Number: 001-36515

 

 

 

Materialise NV

 

 

 

Technologielaan 15 

3001 Leuven 

Belgium 

(Address of principal executive office)

 

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F  x            Form 40-F  ¨

 

 

 

 


 

EXHIBIT INDEX

 

Exhibit   Description
   
99.1   Press Release dated April 25, 2024

 

 


 

SIGNATURE

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

  MATERIALISE NV

 

  By:  

/s/ Brigette de Vet-Veithen

  Name:   Brigette de Vet-Veithen
  Title:   Chief Executive Officer

 

Date: April 25, 2024

 

 

 

EX-99.1 2 tm2412668d1_ex99-1.htm EXHIBIT 99.1

 

Exhibit 99.1

 

Materialise Reports First Quarter 2024 Results

 

LEUVEN, Belgium--(BUSINESS WIRE)—April 25, 2024 -- Materialise NV (NASDAQ:MTLS), a leading provider of additive manufacturing and medical software and of sophisticated 3D printing services, today announced its financial results for the first quarter ended March 31, 2024.

 

Highlights – First Quarter 2024

 

· Total revenue decreased by 3.4% to 63,637 kEUR compared to 65,886 kEUR for the first quarter of 2023.
· Gross profit as a percentage of revenue increased to 56.5% for the first quarter of 2024 from 55.9% for the 2023 period.
· Adjusted EBIT decreased to 2,656 kEUR for the first quarter of 2024 from 4,998 kEUR for the 2023 period while Adjusted EBITDA decreased to 8,094 kEUR for the first quarter of 2024 from 10,310 kEUR for the 2023 period.
· Net profit for the first quarter of 2024 was 3,585 kEUR, or 0.06 EUR per diluted share, compared to 3,715 kEUR, or 0.06 EUR per diluted share, for the 2023 period.

 

CEO Brigitte de Vet-Veithen commented, “In line with expectations our consolidated revenue decreased by 3% compared to the same period of 2023, an exceptionally strong quarter which showed 24% growth. In the first quarter of 2024, our Materialise Medical segment continued to lead the way with 8% revenue growth, while revenue declined in our Manufacturing and Software segments amidst less favorable market conditions. While continued investments in sustainable growth and the ongoing conversion to a recurring revenue business model impacted our operational profitability, we delivered a positive net result and an improved net cash position.”

 

First Quarter 2024 Results

 

Total revenue for the first quarter of 2024 decreased 3.4% to 63,637 kEUR from 65,886 kEUR for the first quarter of 2023. Adjusted EBIT decreased to 2,656 kEUR for the first quarter of 2024 from 4,998 kEUR for the 2023 period. The Adjusted EBIT margin (Adjusted EBIT divided by total revenue) for the first quarter of 2024 was 4.2%, compared to 7.6% for the first quarter of 2023. Adjusted EBITDA decreased to 8,094 kEUR for the first quarter of 2024 from 10,310 kEUR for the 2023 period.

 

Revenue from our Materialise Medical segment increased 7.7% to 26,183 kEUR for the first quarter of 2024 compared to 24,317 kEUR for the same period in 2023. Segment Adjusted EBITDA increased to 7,921 kEUR for the first quarter of 2024 compared to 7,348 kEUR while the segment Adjusted EBITDA margin remained stable at 30.3% compared to 30.2% for the first quarter of 2023.

 

Revenue from our Materialise Software segment decreased by 8.0% to 10,438 kEUR for the first quarter of 2024 from 11,350 kEUR for the same quarter last year. Segment Adjusted EBITDA decreased to 1,090 kEUR from 2,427 kEUR while the segment Adjusted EBITDA margin was 10.4% compared to 21.4% for the prior-year period.

 

Revenue from our Materialise Manufacturing segment decreased by 10.6% to 27,016 kEUR for the first quarter of 2024 from 30,219 kEUR for the first quarter of 2023. Segment Adjusted EBITDA decreased to 1,529 kEUR from 3,189 kEUR while the segment Adjusted EBITDA margin was 5.7% compared to 10.6% for the first quarter of 2023.

 

Gross profit decreased to 35,935 kEUR compared to 36,837 kEUR for the same period last year, while gross profit as a percentage of revenue increased to 56.5% compared to 55.9% for the first quarter of 2023.

 

Research and development (“R&D”), sales and marketing (“S&M”) and general and administrative (“G&A”) expenses increased, in the aggregate, 5.5% to 34,138 kEUR for the first quarter of 2024 from 32,358 kEUR for the first quarter of 2023.

 

Net other operating income increased to 789 kEUR from 519 kEUR for the first quarter of 2023.

 

Operating result amounted to 2,585 kEUR compared to 4,998 kEUR for the first quarter of 2023.

 

Net financial result increased to 1,510 kEUR compared to (566) kEUR for the first quarter of 2023.

 

The first quarter of 2024 contained income tax expenses of (510) kEUR, compared to (718) kEUR in the first quarter of 2023.

 

As a result of the above, net profit for the first quarter of 2024 was 3,585 kEUR, compared to 3,715 kEUR for the same period in 2023. Total comprehensive income for the first quarter of 2024, which includes exchange differences on translation of foreign operations, was 3,312 kEUR compared to 4,490 kEUR for the 2023 period.

 

At March 31, 2024, we had cash and cash equivalents of 128,899 kEUR compared to 127,573 kEUR at December 31, 2023. Gross debt amounted to 59,686 kEUR, compared to 64,398 kEUR at December 31, 2023. As a result, our net cash position (gross debt less cash and cash equivalents) increased by 6,038 kEUR to 69,213 kEUR.

 

 


 

Cash flow from operating activities for the first quarter of 2024 decreased to 9,970 kEUR from 11,044 kEUR for the same period in 2023. Total cash out from capital expenditures for the first quarter of 2024 amounted to 2,830 kEUR.

 

Net shareholders’ equity at March 31, 2024 was 239,977 kEUR compared to 236,594 kEUR at December 31, 2023.

 

2024 Guidance

 

Mrs. de Vet-Veithen concluded, “The fundamentals of our three business segments are strong and we remain confident that we are well positioned to deliver on our growth objectives. We continue to expect to report consolidated revenue for the full fiscal year 2024 within the 265,000 to 275,000 kEUR range we communicated in our year-end 2023 earnings announcement in February 2024. We are also maintaining our Adjusted EBIT guidance of 11,000 kEUR to 14,000 kEUR for fiscal year 2024.”

 

Non-IFRS Measures

 

Materialise uses EBIT, EBITDA, Adjusted EBIT and Adjusted EBITDA as supplemental financial measures of its financial performance. EBIT is calculated as net profit plus income taxes, financial expenses (less financial income) and shares of profit or loss in a joint venture. EBITDA is calculated as net profit plus income taxes, financial expenses (less financial income), shares of profit or loss in a joint venture and depreciation and amortization. Adjusted EBIT and Adjusted EBITDA are determined by adding share-based compensation expenses, acquisition-related expenses of business combinations, impairments and revaluation of fair value due to business combinations to EBIT and EBITDA, respectively. Management believes these non-IFRS measures to be important measures as they exclude the effects of items which primarily reflect the impact of financing decisions and, in the case of EBITDA and Adjusted EBITDA, long term investment, rather than the performance of the company’s day-to-day operations. The company also uses segment Adjusted EBITDA to evaluate the performance of its three business segments. As compared to net profit, these measures are limited in that they do not reflect the cash requirements necessary to service interest or principal payments on the company’s indebtedness and, in the case of EBITDA and Adjusted EBITDA, these measures are further limited in that they do not reflect the periodic costs of certain capitalized tangible and intangible assets used in generating revenues in the company’s business, or the changes associated with impairments. Management evaluates such items through other financial measures such as financial expenses, capital expenditures and cash flow provided by operating activities. The company believes that these measurements are useful to measure a company’s ability to grow or as a valuation measurement. The company’s calculation of EBIT, EBITDA, Adjusted EBIT and Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. EBIT, EBITDA, Adjusted EBIT and Adjusted EBITDA should not be considered as alternatives to net profit or any other performance measure derived in accordance with IFRS. The company’s presentation of EBIT, EBITDA, Adjusted EBIT and Adjusted EBITDA should not be construed to imply that its future results will be unaffected by unusual or non-recurring items.

 

Exchange Rate

 

This document contains translations of certain euro amounts into U.S. dollars at specified rates solely for the convenience of readers. Unless otherwise noted, all translations from euros to U.S. dollars in this document were made at a rate of EUR 1.00 to USD 1.0811, the reference rate of the European Central Bank on March 28, 2024.

 

Conference Call and Webcast

 

Materialise will hold a conference call and simultaneous webcast to discuss its financial results for the first quarter of 2024 on Thursday, April 25, 2024, at 8:30 a.m. ET/2:30 p.m. CET. Company participants on the call will include Brigitte de Vet-Veithen, Chief Executive Officer and Koen Berges, Chief Financial Officer. A question-and-answer session will follow management’s remarks.

 

To access the call by phone, please click the link below at least 15 minutes prior to the scheduled start time and you will be provided with dial-in details. Participants can choose to dial in or receive a call to connect to Materialise’s conference call.

 

· https://register.vevent.com/register/BIb413a8f0638448a2b9b49116612e00d9

 

The conference call will also be broadcast live over the Internet with an accompanying slide presentation, which can be accessed on the company’s website at http://investors.materialise.com. A webcast of the conference call will be archived on the company's website for one year.

 

About Materialise

 

Materialise incorporates over 30 years of 3D printing experience into a range of software solutions and 3D printing services, which form the backbone of the 3D printing industry. Materialise’s open and flexible solutions enable players in a wide variety of industries, including healthcare, automotive, aerospace, art and design, and consumer goods, to build innovative 3D printing applications that aim to make the world a better and healthier place. Headquartered in Belgium, with branches worldwide, Materialise combines one of the largest groups of software developers in the industry with one of the largest and most complete 3D printing facilities in the world. For additional information, please visit: www.materialise.com.

 

 


 

Cautionary Statement on Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, our intentions, beliefs, assumptions, projections, outlook, analyses or current expectations, plans, objectives, strategies and prospects, both financial and business, including statements concerning, among other things, our estimates for the current fiscal year’s revenue and Adjusted EBIT, our results of operations, cash needs, capital expenditures, expenses, financial condition, liquidity, prospects, growth and strategies (including how our business, results of operations and financial condition could be impacted by the current armed conflicts in the Middle East and Ukraine and governmental responses thereto, inflation, increased labor, energy and materials costs), and the trends and competition that may affect the markets, industry or us. Such statements are subject to known and unknown uncertainties and risks. When used in this press release, the words “estimate,” “expect,” “anticipate,” “project,” “plan,” “intend,” “believe,” “forecast,” “will,” “may,” “could,” “might,” “aim,” “should,” and variations of such words or similar expressions are intended to identify forward-looking statements. These forward-looking statements are based upon the expectations of management under current assumptions at the time of this press release. These expectations, beliefs and projections are expressed in good faith and the company believes there is a reasonable basis for them. However, the company cannot offer any assurance that our expectations, beliefs and projections will actually be achieved. By their nature, forward-looking statements involve risks and uncertainties because they relate to events, competitive dynamics and industry change, and depend on economic circumstances that may or may not occur in the future or may occur on longer or shorter timelines than anticipated. We caution you that forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors that are in some cases beyond our control. All of the forward-looking statements are subject to risks and uncertainties that may cause the company's actual results to differ materially from our expectations, including risk factors described in the company's most recent annual report on Form 20-F filed with the U.S. Securities and Exchange Commission. There are a number of risks and uncertainties that could cause the company's actual results to differ materially from the forward-looking statements contained in this press release.

 

The company is providing this information as of the date of this press release and does not undertake any obligation to update any forward-looking statements contained in this press release as a result of new information, future events or otherwise, unless it has obligations under the federal securities laws to update and disclose material developments related to previously disclosed information.

  

 


 

Consolidated income statements (Unaudited)

 

    for the three months ended
March 31,
 
In '000   2024     2024     2023  
    U.S.$          
Revenue     68,798       63,637       65,886  
Cost of Sales     (29,949 )     (27,702 )     (29,049 )
Gross Profit     38,849       35,935       36,837  
Gross profit as % of revenue     56.5 %     56.5 %     55.9 %
                         
Research and development expenses     (11,061 )     (10,231 )     (9,014 )
Sales and marketing expenses     (15,782 )     (14,598 )     (14,288 )
General and administrative expenses     (10,064 )     (9,309 )     (9,056 )
Net other operating income (expenses)     853       789       519  
Operating (loss) profit     2,795       2,585       4,998  
                         
Financial expenses     (863 )     (798 )     (1,375 )
Financial income     2,495       2,308       809  
(Loss) profit before taxes     4,427       4,096       4,432  
                         
Income Taxes     (552 )     (510 )     (718 )
Net (loss) profit for the period     3,875       3,585       3,715  
Net (loss) profit attributable to:     -                  
The owners of the parent     3,883       3,591       3,721  
Non-controlling interest     (6 )     (6 )     (7 )
                         
Earning per share attributable to owners of the parent                        
Basic     0.07       0.06       0.06  
Diluted     0.07       0.06       0.06  
                         
Weighted average basic shares outstanding     59,067       59,067       59,067  
Weighted average diluted shares outstanding     59,088       59,088       59,070  

 

 


  

Consolidated statements of comprehensive income (Unaudited)

 

    for the three months ended
March 31,
 
In 000€   2024     2024     2023  
    U.S.$          
Net profit (loss) for the period     3,875       3,585       3,715  
Other comprehensive income                        
Recycling                        
Exchange difference on translation of foreign operations     (295 )     (273 )     776  
Other comprehensive income (loss), net of taxes     (295 )     (273 )     776  
Total comprehensive income (loss) for the year, net of taxes     3,581       3,312       4,490  
Total comprehensive income (loss) attributable to:                        
The owners of the parent     3,588       3,319       4,496  
Non-controlling interests     (7 )     (6 )     (6 )

 

 


  

Consolidated statement of financial position (Unaudited)

 

    As of
March 31,
    As of
December 31,
 
In 000€   2024     2023  
Assets                
Non-current assets                
Goodwill     43,238       43,158  
Intangible assets     30,275       31,464  
Property, plant & equipment     96,297       95,400  
Right-of-Use assets     8,203       8,102  
Deferred tax assets     2,773       2,797  
Investments in convertible loans     3,805       3,744  
Other non-current assets     6,052       5,501  
Total non-current assets     190,643       190,166  
Current assets                
Inventories     17,013       17,034  
Trade receivables     48,599       52,698  
Other current assets     9,084       9,160  
Cash and cash equivalents     128,899       127,573  
Total current assets     203,595       206,465  
Total assets     394,238       396,630  

  

 


 

    As of
March 31,
    As of
December 31,
 
In 000€   2024     2023  
Equity and liabilities                
Equity                
Share capital     4,487       4,487  
Share premium     234,013       233,942  
Retained earnings and other reserves     1,537       (1,783 )
Equity attributable to the owners of the parent     240,037       236,646  
Non-controlling interest     (60 )     (53 )
Total equity     239,977       236,594  
Non-current liabilities                
Loans & borrowings     29,099       33,582  
Lease liabilities     5,641       5,333  
Deferred tax liabilities     3,567       3,725  
Deferred income     7,927       10,701  
Other non-current liabilities     1,259       1,745  
Total non-current liabilities     47,493       55,086  
Current liabilities                
Loans & borrowings     22,502       22,873  
Lease liabilities     2,444       2,610  
Trade payables     19,744       21,196  
Tax payables     2,152       1,777  
Deferred income     44,228       40,791  
Other current liabilities     15,698       15,703  
Total current liabilities     106,768       104,950  
Total equity and liabilities     394,238       396,630  

  

 


 

Consolidated statement of cash flows (Unaudited)

 

    for the three months ended
March 31,
 
In 000€   2024     2023  
Operating activities                
Net (loss) profit for the period     3,585       3,715  
Non-cash and operational adjustments     4,637       6,112  
Depreciation of property plant & equipment     3,765       3,637  
Amortization of intangible assets     1,672       1,674  
Impairment of goodwill and intangible assets     -       -  
Share-based payment expense     71       -  
Loss (gain) on disposal of intangible assets and property, plant & equipment     (132 )     (22 )
Movement in provisions     79       (618 )
Movement reserve for bad debt and slow moving inventory     188       109  
Financial income     (2,309 )     (767 )
Financial expense     797       1,375  
Impact of foreign currencies     (5 )     6  
(Deferred) income taxes     510       717  
Working capital adjustments     1,029       850  
Decrease (increase) in trade receivables and other receivables     3,712       3,363  
Decrease (increase) in inventories and contracts in progress     (10 )     262  
Increase (decrease) in deferred revenue     643       1,368  
Increase (decrease) in trade payables and other payables     (3,315 )     (4,142 )
Income tax paid & Interest received     718       367  
Net cash flow from operating activities     9,970       11,044  

  

 


  

    for the three months ended
March 31,
 
In 000€   2024     2023  
Investing activities                
Purchase of property, plant & equipment     (2,525 )     (2,532 )
Purchase of intangible assets     (306 )     (738 )
Proceeds from the sale of property, plant & equipment & intangible assets (net)     206       100  
Acquisition of subsidiary (net of cash)     -       -  
Net cash flow used in investing activities     (2,624 )     (3,171 )
Financing activities                
Repayment of loans & borrowings     (4,876 )     (5,635 )
Repayment of leases     (757 )     (859 )
Capital increase     -       -  
Interest paid     (358 )     (417 )
Other financial income (expense)     (5 )     (108 )
Net cash flow from (used in) financing activities     (5,997 )     (7,019 )
Net increase/(decrease) of cash & cash equivalents     1,348       854  
Cash & Cash equivalents at the beginning of the year     127,573       140,867  
Exchange rate differences on cash & cash equivalents     (22 )     (1 )
Cash & cash equivalents at end of the period     128,899       141,720  

  

 


 

Reconciliation of Net Profit (Loss) to EBIT and Adjusted EBIT (Unaudited)

 

    for the three months ended
March 31,
 
In 000€   2024     2023  
Net profit (loss) for the period     3,585       3,715  
Income taxes     510       718  
Financial expenses     798       1,375  
Financial income     (2,308 )     (809 )
EBIT     2,585       4,998  
Share-based compensation expense (1)     71       -  
Adjusted EBIT     2,656       4,998  

 

(1) Share-based compensation expense represents the cost of equity-settled and share-based payments to employees.

  

Reconciliation of Net Profit (Loss) to EBITDA and Adjusted EBITDA (Unaudited)

 

    for the three months ended
March 31,
 
In 000€   2024     2023  
Net profit (loss) for the period     3,585       3,715  
Income taxes     510       718  
Financial expenses     798       1,375  
Financial income     (2,308 )     (809 )
Depreciation and amortization     5,438       5,311  
EBITDA     8,023       10,310  
Share-based compensation expense (1)     71       -  
Adjusted EBITDA     8,094       10,310  

 

(1) Share-based compensation expense represents the cost of equity-settled and share-based payments to employees.

  

 


 

Segment P&L (Unaudited)

 

In 000€   Materialise
Medical
    Materialise
Software
    Materialise
Manufacturing
    Total
segments
    Unallocated (1)     Consolidated  
For the three months ended March 31, 2024                                                
Revenues     26,183       10,438       27,016       63,637       0       63,637  
Segment (adj) EBITDA     7,921       1,090       1,529       10,540       (2,446 )     8,094  
Segment (adj) EBITDA %     30.3 %     10.4 %     5.7 %     16.6 %             12.7 %
For the three months ended March 31, 2023                                                
Revenues     24,317       11,350       30,219       65,886       0       65,886  
Segment (adj) EBITDA     7,348       2,427       3,189       12,964       (2,655 )     10,310  
Segment (adj) EBITDA %     30.2 %     21.4 %     10.6 %     19.7 %             15.6 %

 

(1)  Unallocated segment adjusted EBITDA consists of corporate research and development and corporate other operating income (expense), and the added share-based compensation expenses, acquisition related expenses of business combinations, impairments and fair value of business combinations that are included in Adjusted EBITDA.

 

 


  

Reconciliation of Net Profit (Loss) to Segment adjusted EBITDA (Unaudited)

 

    for the three months ended
March 31,
 
In 000€   2024     2023  
Net profit (loss) for the period     3,585       3,715  
Income taxes     510       718  
Financial cost     798       1,375  
Financial income     (2,308 )     (809 )
Operating (loss) profit     2,585       4,998  
Depreciation and amortization     5,438       5,311  
Corporate research and development     808       722  
Corporate headquarter costs     2,484       2,640  
Other operating income (expense)     (776 )     (707 )
Segment adjusted EBITDA     10,540       12,964