Materialise NV 6-K, filed Mar 9, 2021
Materialise NV (MTLS)
About this 6-K
Materialise NV filed this 6-K on March 9, 2021.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OFFOREIGN PRIVATE ISSUER
PURSUANT TO RULE 13a-16 OR15d-16
UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of March 2021
Commission File Number: 001-36515
Materialise NV
Technologielaan 15
3001Leuven
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 ☒ Form 40-F ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ☐
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ☐
EXHIBIT INDEX
| Exhibit | Description | |
|---|---|---|
| 99.1 | Press Release dated March 9, 2021 |
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/ Wilfried Vancraen |
| Name: | Wilfried Vancraen |
| Title: | Chief Executive Officer |
Date: March 9, 2021 ****
EX-99.1
Exhibit 99.1
Materialise Reports Fourth Quarter and Full Year 2020 Results
LEUVEN, Belgium—(BUSINESS WIRE)—March 9, 2021 — 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 fourth quarter and full year ended December 31, 2020.
Highlights – Fourth Quarter and Full Year 2020
Fourth Quarter 2020:
| • | Total revenue was 45,301 kEUR, a decrease of 10.7% compared to the fourth quarter of 2019, but an increase of<br>11.1% compared to the third quarter of 2020. |
|---|---|
| • | Adjusted EBITDA was 7,370 kEUR; Adjusted EBITDA margin was 16.3%. |
| --- | --- |
| • | Net loss was (2,118) kEUR, or (0.04) EUR per diluted share, compared to 1,246 kEUR, or 0.03 EUR per diluted<br>share, for the same period last year; the net loss was impacted by non-cash impairment charges and revaluations totaling (3,836) kEUR. |
| --- | --- |
Full Year 2020:
| • | Total revenue was 170,449 kEUR in 2020, compared to 196,679 kEUR in 2019. |
|---|---|
| • | Adjusted EBITDA was 20,378 kEUR in 2020, compared to 26,656 kEUR in 2019. |
| --- | --- |
| • | Total deferred revenue from annual software sales and maintenance contracts increased by 2,575 kEUR to 30,242<br>kEUR from 27,667 kEUR at the end of 2019. |
| --- | --- |
| • | Net loss for 2020 was (7,272) kEUR, or (0.13) EUR per diluted share, compared to 1,644 kEUR, or 0.03 EUR per<br>diluted share, last year. |
| --- | --- |
| • | Cash flow from operating activities was 29,978 kEUR in 2020, compared to 28,402 kEUR in 2019. Total cash was<br>111,538 kEUR at December 31, 2020. |
| --- | --- |
Executive Chairman Peter Leys commented, “The COVID-19 pandemic made 2020 an incredibly challenging year for economies worldwide, our customers, our business and our employees. For the first time in Materialise’s 30-year history, revenues decreased year over year. While uncertainty remains, we are encouraged by the fact that our fourth-quarter-2020 revenues grew double digits sequentially and that, over the same period, our deferred revenues from software license and maintenance fees grew by 3.4 million EUR. In 2020, we increased our R&D expenses by 7.1% compared to last year, in spite of the COVID-19 related decline of our revenues, and still posted a healthy Adjusted Ebitda of 20.4 million EUR. We closed 2020 with cash and cash equivalents on our balance sheet of over 111 million EUR, a decrease of 17 million EUR compared to year-end 2019, caused mainly by our investments in 2020 in our strategic eyewear-related collaboration with Ditto, Inc and our acquisition of RS Scan to bolster our footwear initiative. In spite of the pandemic headwinds, we believe our continued R&D efforts and strategic investments position us well to expand our existing business and capture new growth opportunities as our company enters its fourth decade and the additive manufacturing market continues to develop.”
RSPrint Acquisition
On November 9, 2020 Materialise, which already owned 50% of RS Print, the owner of the Phits personalized insole product line, acquired the remaining shares of RS Print and substantially all of the assets of RS Scan, a market leader in the development and supply of intelligent foot measurement technology and systems. The acquisition increased the scope of our Materialise Manufacturing segment and impacted our results of operations for the fourth quarter of 2020 as well as the year ended December 31, 2020, increasing our revenues by 762 kEUR and decreasing our operating result by (562) kEUR.
Fourth Quarter 2020 Results
Total revenue for the fourth quarter of 2020 was 45,301 kEUR, a 10.7% decrease compared to 50,712 kEUR for the fourth quarter of 2019. Adjusted EBITDA was 7,370 kEUR, compared to 7,749 kEUR for the same period in 2019. The Adjusted EBITDA margin (Adjusted EBITDA divided by total revenue) for the fourth quarter of 2020 was 16.3% compared to 15.3% for the fourth quarter of 2019.
Revenue from our Materialise Software segment was 10,216 kEUR, a 15.7% decrease compared to 12,124 kEUR for the same quarter last year. Adjusted EBITDA for the segment decreased to 3,867 kEUR from 5,026 kEUR while the Adjusted EBITDA margin was 37.9% compared to 41.5% for the prior-year period.
Revenue from our Materialise Medical segment was 17,188 kEUR for the fourth quarter of 2020, compared to 17,209 kEUR for the same period in 2019. Adjusted EBITDA for the segment increased 39.7% to 4,845 kEUR from 3,468 kEUR, while the Adjusted EBITDA margin increased to 28.2% from 20.2%. The segment’s EBITDA for the fourth quarter of 2020 amounted to 239 kEUR and was negatively impacted by the impairment of capitalized expenditures related to our tracheal splint development program and of goodwill and intangible assets of Engimplan, for an aggregate amount of (4.606) kEUR. Both impairment charges were non-cash. At December 1, 2020, Materialise acquired the remaining 25% shares of Engimplan in exchange for Engimplan spinal implant business line, which was non-strategic for Materialise.
Revenue from our Materialise Manufacturing segment was 17,889 kEUR, a decrease of 16.0% compared to 21,295 kEUR for the fourth quarter of 2019. Revenue increased 26.4%, however, compared to the third quarter of 2020. Adjusted EBITDA for the segment was 1,099 kEUR compared to 1,761 kEUR while the Adjusted EBITDA margin was 6.1% compared to 8.3% for the prior-year period.
Gross profit was 26,165 kEUR in the fourth quarter of 2020 compared to 28,578 kEUR in the same period last year. Gross profit as a percentage of revenue increased to 57.8% from 56.4%.
Research and development (“R&D”), sales and marketing (“S&M”) and general and administrative (“G&A”) expenses increased, in the aggregate, 1.4% to 27,843 kEUR for the fourth quarter of 2020 from 27,462 kEUR for the fourth quarter of 2019. Excluding the impairment charge for capitalized expenditures related to our tracheal splint development program of (2,090) kEUR expenses decreased by (6.2)%.
Net other operating result was (296) kEUR compared to 1,394 kEUR for the fourth quarter of 2019. Excluding non-recurring charges reflecting the impairment of goodwill and intangible assets of Engimplan, and a positive revaluation of our initial 50% interest in RS Print, net other operating result was 1,450 kEUR.
Operating result was (1,974) kEUR, compared to 2,509 kEUR for the fourth quarter of 2019. Excluding the non-recurring impairments and revaluation discussed in the two paragraphs above, our operating result was 1,862 kEUR.
Net financial result in the fourth quarter of 2020 was (596) kEUR compared to (558) kEUR for the fourth quarter of 2019. Due to our acquisition of all remaining shares of RS Print, there is no share in the result of a joint venture in the fourth quarter of 2020.
The fourth quarter of 2020 contained income tax income of 452 kEUR, compared to net tax expense of (562) kEUR in the fourth quarter of 2019.
As a result of the above, net profit for the fourth quarter of 2020 was (2,118) kEUR, compared to net profit of 1,246 kEUR for the same period in 2019. Total comprehensive income for the fourth quarter of 2020 was (1,260) kEUR compared to 1,251 kEUR for the 2019 period.
Full Year 2020 Results
Total revenues for the year ended December 31, 2020 were 170,449 kEUR, a decrease of 13.3% compared to 196,679 kEUR for the year ended December 31, 2019. Adjusted EBITDA for 2020 was 20,378 kEUR, compared to 26,656 kEUR for 2019. The Adjusted EBITDA margin was 12.0%, compared to 13.6% in 2019.
Revenues from our Materialise Software segment were 39,055 kEUR for the year ended December 31, 2020, a decrease of 6.2% compared to 41,654 kEUR for the year ended December 31, 2019. The segment’s Adjusted EBITDA margin increased to 34.3% in 2020, compared to 33.2% in 2019.
Revenues from our Materialise Medical segment grew by 1.5% for the year ended December 31, 2020 to 61,729 kEUR from 60,809 kEUR for the year ended December 31, 2019. Medical software growth was 3.3%, and revenues from medical devices and services increased 0.7%. The segment’s Adjusted EBITDA margin increased to 22.5% in 2020, compared to 17.7% in 2019.
Revenues from our Materialise Manufacturing segment decreased 26.0% to 69,635 kEUR for the year ended December 31, 2020 from 94,156 kEUR for the year ended December 31, 2019. The segment’s Adjusted EBITDA margin decreased to 3.7% in 2020 from 12.9% for 2019.
Operating profit was (4,639) kEUR for the year ended December 31, 2020 compared to 6,936 kEUR in the prior year. Excluding the effect of the impairments and revaluation, our operating profit was (803) kEUR.
Net financial expenses amounted to (3,541) kEUR, compared to (2,305) kEUR for the year ended December 31, 2019. Income taxes amounted to 949 kEUR compared to (2,595) kEUR for the year ended December 31, 2019. Net result decreased to (7,272) kEUR for 2020 from a net profit of 1,644 kEUR in 2019.
At December 31, 2020, we had cash and equivalents of 111,538 kEUR compared to 128,897 kEUR at December 31, 2019. Gross debt amounted to 115,110 kEUR compared to 127,939 kEUR at December 31, 2019.
Cash flow from operating activities for the year ended December 31, 2020 was 29,978 kEUR compared to 28,402 kEUR in the year ended December 31, 2019. Total capital expenditures for the year ended December 31, 2020 amounted to 17,650 kEUR. This amount included 6,617 kEUR of capitalized R&D expenditures from intangible assets, of which 2,185 kEUR related to our ongoing internal digital transformation program.
Net shareholders’ equity at December 31, 2020 was 133,104 kEUR compared to 142,782 kEUR at December 31, 2019.
2021 Guidance
Mr. Leys concluded, “Although our fourth-quarter-2020 results and the customer feedback we have been receiving to date in 2021 are encouraging, our outlook is currently not sufficiently mature and is too diverse across our various segments and regions for us to provide quantitative guidance for our consolidated full-year-2021 performance. We do believe we have somewhat more visibility in the shorter term. In the first quarter of 2021, we currently expect both our Software and Medical segments will continue to recover steadily, with the potential of posting revenues that come close to their levels in the pre-pandemic first quarter of 2020. We do not expect our Manufacturing segment to recover to the same extent and at the same pace over that period. As a result, we believe that our consolidated revenues in the first quarter of 2021 will be 5% to 10% lower than our revenues in the same period of 2020. Based on the information we currently have, we believe that in the subsequent quarters of this year, as the COVID-19 crisis subsides, the entire group, including our Manufacturing segment, will perform well and grow sequentially. In line with our strategy we will continue to invest in our R&D programs and internal infrastructure, which will weigh on our overall results in 2021.”
Note on Comparability
The year 2019 has been restated to reflect certain reclassification adjustments and the final accounting of the Engimplan business combination. The fair value analysis with respect to the assets and liabilities acquired had not been finalized as of December 31, 2019. Within 12 months of acquisition, we completed the fair value analysis of the Engimplan business combination, with corresponding adjustments to intangible assets, goodwill, property, plant and equipment, inventories and contracts in progress. The impact has been accounted for as retrospective adjustments to our consolidated statement of financial position as of December 31, 2019 and our consolidated income statement for the year ended December 31, 2019. It concerned a fair value correction of the plant and equipment of 674 kEUR, goodwill of 567 kEUR and the related depreciation for an amount of (80) kEUR.
Non-IFRS Measures
Materialise uses EBITDA and Adjusted EBITDA as supplemental financial measures of its financial performance. 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 EBITDA is determined by adding share-based compensation expenses, acquisition-related expenses of business combinations, impairments and revaluation of fair value due to business combinations to EBITDA. Management believes these non-IFRS measures to be important measures as they exclude the effects of items which primarily reflect the impact of long-term investment and financing decisions, rather than the performance of the company’s day-to-day operations. As compared to net profit, these measures are 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 charges associated with impairments. Management evaluates such items through other financial measures such as 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 EBITDA and Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. EBITDA 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 EBITDA 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 1.2271, the reference rate of the European Central Bank on December 31, 2020.
Conference Call and Webcast
Materialise will hold a conference call and simultaneous webcast to discuss its financial results for the fourth quarter of 2020 and other matters on Tuesday, March 9, 2021, at 8:30 a.m. ET/2:30 p.m. CET. Company participants on the call will include Wilfried Vancraen, Founder and Chief Executive Officer; Peter Leys, Executive Chairman; and Johan Albrecht, Chief Financial Officer. A question-and-answer session will follow management’s remarks.
| • | To access the conference call, please dial<br>844-469-2530 (U.S.) or 765-507-2679 (international), passcode 2875898.<br> |
|---|
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 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 the largest groups of software developers in the industry with one of the largest and most complete 3D printing facilities in the world.
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 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 COVID-19 pandemic and related public health measures, as well as the related actions we are taking in response), 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 endedDecember 31, | For the twelvemonths endedDecember 31, | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| In 000, except per share amounts | 2020 | 2020 | 2019 (*) | 2020 | 2019 (*) | |||||||||||
| U.S. | ||||||||||||||||
| Revenue | 55,589 | 45,301 | 50,712 | 170,449 | 196,679 | |||||||||||
| Cost of sales | (23,483 | ) | (19,137 | ) | (22,134 | ) | (76,446 | ) | (86,972 | ) | ||||||
| Gross profit | **** | 32,107 | **** | **** | 26,165 | **** | **** | 28,578 | **** | **** | 94,003 | **** | **** | 109,707 | **** | |
| Gross profit as % of revenue | 57.8 | % | 57.8 | % | 56.4 | % | 55.2 | % | 55.8 | % | ||||||
| Research and development expenses | (8,073 | ) | (6,579 | ) | (5,937 | ) | (25,014 | ) | (23,348 | ) | ||||||
| Research and development impairment | (2,565 | ) | (2,090 | ) | (2,090 | ) | ||||||||||
| Sales and marketing expenses | (13,422 | ) | (10,938 | ) | (14,192 | ) | (44,636 | ) | (52,989 | ) | ||||||
| General and administrative expenses | (10,106 | ) | (8,236 | ) | (7,333 | ) | (29,337 | ) | (31,786 | ) | ||||||
| Net other operating income (expenses) | 1,779 | 1,450 | 1,394 | 4,182 | 5,352 | |||||||||||
| Impairment of Engimplan goodwill & intangible assets | (3,087 | ) | (2,516 | ) | (2,516 | ) | ||||||||||
| Revaluation of 50% RS Print interest | 945 | 770 | 770 | |||||||||||||
| Operating (loss) profit | **** | (2,422 | ) | **** | (1,974 | ) | **** | 2,509 | **** | **** | (4,639 | ) | **** | 6,936 | **** | |
| Financial expenses | (1,317 | ) | (1,073 | ) | (1,035 | ) | (5,996 | ) | (3,682 | ) | ||||||
| Financial income | 585 | 477 | 477 | 2,453 | 1,377 | |||||||||||
| Share in loss of joint venture | (147 | ) | (39 | ) | (392 | ) | ||||||||||
| (Loss) profit before taxes | **** | (3,154 | ) | **** | (2,570 | ) | **** | 1,804 | **** | **** | (8,220 | ) | **** | 4,239 | **** | |
| Income taxes | 555 | 452 | (558 | ) | 949 | (2,595 | ) | |||||||||
| Net (loss) profit for the period | **** | (2,599 | ) | **** | (2,118 | ) | **** | 1,246 | **** | **** | (7,272 | ) | **** | 1,644 | **** | |
| Net (loss) profit attributable to: | ||||||||||||||||
| The owners of the parent | (2,617 | ) | (2,133 | ) | 1,260 | (7,124 | ) | 1,585 | ||||||||
| Non-controlling interest | 18 | 15 | (14 | ) | (148 | ) | 59 | |||||||||
| Earnings per share attributable to owners of the parent | **** | |||||||||||||||
| Basic | (0.05 | ) | (0.04 | ) | 0.03 | (0.13 | ) | 0.03 | ||||||||
| Diluted | (0.05 | ) | (0.04 | ) | 0.03 | (0.13 | ) | 0.03 | ||||||||
| Weighted average basic shares outstanding | 53,896 | 53,896 | 52,891 | 53,364 | 52,891 | |||||||||||
| Weighted average diluted shares outstanding | 53,896 | 53,896 | 53,797 | 53,364 | 53,779 |
All values are in US Dollars.
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination<br>(additional 80 kEUR deprecation in net other operating expenses). |
|---|
Consolidated statement of comprehensive income (Unaudited)
| For the three months endedDecember 31, | For the twelvemonths endedDecember 31, | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| In 000 | 2020 | 2020 | 2019 (*) | 2020 | 2019 (*) | |||||||||||
| U.S. | ||||||||||||||||
| Net profit (loss) for the period | **** | (2,599 | ) | **** | (2,118 | ) | **** | 1,246 | **** | **** | (7,272 | ) | **** | 1,644 | **** | |
| Other comprehensive income | ||||||||||||||||
| Exchange difference on translation of foreign operations | 453 | 369 | 5 | (6,176 | ) | 230 | ||||||||||
| Fair value remeasurement | 600 | 489 | — | 489 | — | |||||||||||
| Other comprehensive income (loss), net of taxes | 1.053 | 858 | 5 | (5,687 | ) | 230 | ||||||||||
| Total comprehensive income (loss) for the year, net of taxes | **** | (1,546 | ) | **** | (1,260 | ) | **** | 1,251 | **** | **** | (12,959 | ) | **** | 1,874 | **** | |
| Total comprehensive income (loss) attributable to: | ||||||||||||||||
| The owners of the parent | (1,678 | ) | (1,368 | ) | 1,406 | (11,896 | ) | 2,040 | ||||||||
| Non-controlling interest | 132 | 108 | (155 | ) | (1,063 | ) | (166 | ) |
All values are in US Dollars.
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination.<br> |
|---|
Consolidated statement of financial position (Unaudited)
| As ofDecember31, | As ofDecember31, | |||||||
|---|---|---|---|---|---|---|---|---|
| In 000 | 2020 | 2019 (*) | ||||||
| Assets | ||||||||
| Non-current assets | ||||||||
| Goodwill | 20,342 | 19,607 | ||||||
| Intangible assets | 32,981 | 27,395 | ||||||
| Property, plant & equipment | 88,267 | 91,006 | ||||||
| Right-of-Use<br>assets | 10,996 | 10,586 | ||||||
| Investments in joint ventures | — | 39 | ||||||
| Deferred tax assets | 201 | 192 | ||||||
| Other non-current assets | 14,138 | 9,390 | ||||||
| Total non-current assets | **** | 166,926 | **** | **** | 158,215 | **** | ||
| Current assets | ||||||||
| Inventories and contracts in progress | 10,043 | 12,696 | ||||||
| Trade receivables | 30,871 | 40,322 | ||||||
| Other current assets | 8,290 | 9,271 | ||||||
| Cash and cash equivalents | 111,538 | 128,897 | ||||||
| Total current assets | **** | 160,741 | **** | **** | 191,186 | **** | ||
| Total assets | **** | 327,667 | **** | **** | 349,401 | **** |
All values are in Euros.
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination.<br> | ||||||
|---|---|---|---|---|---|---|---|
| As ofDecember31, | As ofDecember31, | ||||||
| --- | --- | --- | --- | --- | --- | ||
| In 000 | 2020 | 2019 (*) | |||||
| Equity and liabilities | |||||||
| Equity | |||||||
| Share capital | 4,096 | 3,066 | |||||
| Share premium | 141,274 | 138,090 | |||||
| Retained earnings & reserves | (12,267 | ) | (1,650 | ) | |||
| Equity attributable to the owners of the parent | **** | 133,104 | **** | **** | 139,506 | **** | |
| Non-controlling interest | 3,276 | ||||||
| Total equity | **** | 133,104 | **** | **** | 142,782 | **** | |
| Non-current liabilities | |||||||
| Loans & borrowings | 90,502 | 104,673 | |||||
| Lease liabilities | 7,086 | 6,427 | |||||
| Deferred tax liabilities | 6,805 | 5,747 | |||||
| Deferred income | 5,327 | 5,031 | |||||
| Other non-current liabilities | 398 | 696 | |||||
| Total non-current liabilities | **** | 110,118 | **** | **** | 122,575 | **** | |
| Current liabilities | |||||||
| Loans & borrowings | 13,984 | 13,389 | |||||
| Lease liabilities | 3,538 | 3,449 | |||||
| Trade payables | 17,698 | 18,516 | |||||
| Tax payables | 974 | 3,363 | |||||
| Deferred income | 29,554 | 27,641 | |||||
| Other current liabilities | 18,695 | 17,686 | |||||
| Total current liabilities | **** | 84,445 | **** | **** | 84,044 | **** | |
| Total equity and liabilities | **** | 327,667 | **** | **** | 349,401 | **** |
All values are in Euros.
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination.<br> |
|---|
Consolidated statement of cash flows (Unaudited)
| For the twelve months endedDecember 31, | |||||||
|---|---|---|---|---|---|---|---|
| in 000 | 2020 | 2019 (*) | |||||
| Operating activities | |||||||
| Net profit for the period | (7,272 | ) | 1,644 | ||||
| Non-cash and operational adjustments | |||||||
| Depreciation of property, plant & equipment | 14,932 | 14,419 | |||||
| Amortization of intangible assets | 4,742 | 4,859 | |||||
| Impairment goodwill & development costs | 4,606 | — | |||||
| Share-based payment expense | 752 | (9 | ) | ||||
| Loss (gain) on disposal of property, plant & equipment | 9 | 165 | |||||
| Movement in provisions | 137 | 138 | |||||
| Movement reserve for bad debt | 516 | 121 | |||||
| Financial income | (2,300 | ) | (1,383 | ) | |||
| Financial expense | 5,822 | 3,693 | |||||
| Impact of foreign currencies | 60 | (176 | ) | ||||
| Share in loss of a joint venture (equity method) | 39 | 392 | |||||
| (Deferred) income taxes | (948 | ) | 2,593 | ||||
| Fair value and other | (1,093 | ) | 64 | ||||
| Working capital adjustment & income tax paid | |||||||
| Decrease (increase) in trade receivables and other receivables | 9,204 | 216 | |||||
| Decrease (increase) in inventories | 2,724 | (745 | ) | ||||
| Increase (decrease) in trade payables and other payables | 583 | 4,196 | |||||
| Income tax paid & interest received | (2,537 | ) | (1,783 | ) | |||
| Net cash flow from operating activities | **** | 29,978 | **** | **** | 28,402 | **** |
All values are in Euros.
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination.<br> | ||||||
|---|---|---|---|---|---|---|---|
| For the twelve months endedDecember 31, | |||||||
| --- | --- | --- | --- | --- | --- | --- | |
| in 000 | 2020 | 2019 (*) | |||||
| Investing activities | |||||||
| Purchase of property, plant & equipment | (11,032 | ) | (13,472 | ) | |||
| Purchase of intangible assets | (6,618 | ) | (2,193 | ) | |||
| Proceeds from the sale of property, plant & equipment & intangible assets<br>(net) | 552 | 278 | |||||
| Other equity investments in non-listed entities | (300 | ) | (281 | ) | |||
| Investments in joint ventures | — | (875 | ) | ||||
| Convertible loan to third party | (2,836 | ) | (2,743 | ) | |||
| Investments in subsidiary, net of cash acquired | (8,031 | ) | (6,331 | ) | |||
| Interest received | — | — | |||||
| Net cash flow used in investing activities | **** | (28,265 | ) | **** | (25,617 | ) | |
| Financing activities | |||||||
| Proceeds from loans & borrowings | — | 29,000 | |||||
| Repayment of loans & borrowings | (13,736 | ) | (12,126 | ) | |||
| Repayment of finance leases | (3,640 | ) | (5,283 | ) | |||
| Capital increase in parent company | 4,112 | 1,268 | |||||
| Direct attributable expense of capital increase | — | — | |||||
| Interest paid | (2,268 | ) | (2,286 | ) | |||
| Other financial income (expense) | (1,356 | ) | 208 | ||||
| Net cash flow from (used in) financing activities | **** | (16,888 | ) | **** | 10,782 | **** | |
| Net increase of cash & cash equivalents | **** | (15,175 | ) | **** | 13,566 | **** | |
| Cash & cash equivalents at beginning of the year | 128,897 | 115,506 | |||||
| Exchange rate differences on cash & cash equivalents | (2,185 | ) | (173 | ) | |||
| Cash & cash equivalents at end of the period | **** | 111,538 | **** | **** | 128,897 | **** |
All values are in Euros.
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination.<br> |
|---|
Reconciliation of Net Profit (Loss) to EBITDA and Adjusted EBITDA (Unaudited)
| For the three monthsended December 31, | For the twelve monthsended December 31, | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| In 000 | 2020 | 2019 (*) | 2020 | 2019 (*) | ||||||||||||
| Net profit (loss) for the period | (2,118 | ) | 1,246 | (7,272 | ) | 1,644 | ||||||||||
| Income taxes | (452 | ) | 558 | (949 | ) | 2,595 | ||||||||||
| Financial expenses | 1,073 | 1,035 | 5,996 | 3,682 | ||||||||||||
| Financial income | (477 | ) | (477 | ) | (2,453 | ) | (1,377 | ) | ||||||||
| Share in loss of joint venture | 147 | 39 | 392 | |||||||||||||
| Depreciation and amortization | 5,160 | 5,196 | 19,775 | 19,278 | ||||||||||||
| EBITDA | **** | 3,188 | **** | **** | 7,705 | **** | **** | 15,136 | **** | **** | 26,214 | **** | ||||
| Share-based compensation expense (1) | 286 | 44 | 1,343 | 302 | ||||||||||||
| Acquisition-related expenses of business combinations (2) | 63 | 63 | 140 | |||||||||||||
| Impairments (3) | 4,606 | 4 606 | ||||||||||||||
| Re-valuation of 50% RS Print interest (4) | (770 | ) | (770 | ) | ||||||||||||
| ADJUSTED EBITDA | **** | 7,370 | **** | **** | 7,749 | **** | **** | 20,378 | **** | **** | 26,656 | **** |
All values are in Euros.
| (1) | Share-based compensation expense represents the cost of equity-settled and share-based payments to employees.<br> |
|---|---|
| (2) | Acquisition-related expenses of business combinations represents expenses incurred in connection with the RS<br>Print acquisition in 2020 and Engimplan acquisition in 2019. |
| --- | --- |
| (3) | Impairments represents the impairment of capitalized expenditures related to our tracheal splint development<br>program (2,090) kEUR) and the impairment of goodwill and intangible assets of Engimplan (2,516) kEUR). |
| --- | --- |
| (4) | Represents a positive revaluation of our initial 50% interest in RS Print after our acquisition of the<br>remaining interest in the joint venture. |
| --- | --- |
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination<br>(additional 80 kEUR deprecation in net other operating expenses). |
| --- | --- |
Segment P&L (Unaudited)
| **** | **** | **** | **** | **** | **** | ||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| In 000 | MaterialiseSoftware | MaterialiseMedical | MaterialiseManu-facturing | Totalsegments | Unallocated(1)(2) | Consoli-dated | |||||||||||||
| For the three months ended December 31, 2020 | |||||||||||||||||||
| Revenues | 10,216 | 17,188 | 17,889 | 45,293 | 8 | 45,301 | |||||||||||||
| Segment Adjusted EBITDA | 3,867 | 4,845 | 1,099 | 9,811 | (2,441 | ) | 7,370 | ||||||||||||
| Segment Adjusted EBITDA % | 37.9 | % | 28.2 | % | 6.1 | % | 21.7 | % | 16.3 | % | |||||||||
| For the three months ended December 31, 2019 (*) | |||||||||||||||||||
| Revenues | 12,124 | 17,209 | 21,295 | 50,628 | 84 | 50,712 | |||||||||||||
| Segment Adjusted EBITDA | 5,026 | 3,468 | 1,761 | 10,255 | (2,506 | ) | 7,749 | ||||||||||||
| Segment Adjusted EBITDA % | 41.5 | % | 20.2 | % | 8.3 | % | 20.3 | % | 15.3 | % |
All values are in Euros.
| In 000 | MaterialiseSoftware | MaterialiseMedical | MaterialiseManu-facturing | Totalsegments | Unallocated(1)(2) | Consoli-dated | |||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| For the twelve months ended December 31, 2020 | |||||||||||||||||||
| Revenues | 39,055 | 61,729 | 69,635 | 170,419 | 30 | 170,449 | |||||||||||||
| Segment Adjusted EBITDA | 13,383 | 13,915 | 2,548 | 29,847 | (9,468 | ) | 20,378 | ||||||||||||
| Segment Adjusted EBITDA % | 34.3 | % | 22.5 | % | 3.7 | % | 17.5 | % | 12.0 | % | |||||||||
| For the twelve months ended December 31, 2019 (*) | |||||||||||||||||||
| Revenues | 41,654 | 60,809 | 94,156 | 196,619 | 60 | 196,679 | |||||||||||||
| Segment Adjusted EBITDA | 13,812 | 10,774 | 12,154 | 36,740 | (10,085 | ) | 26,656 | ||||||||||||
| Segment Adjusted EBITDA % | 33.2 | % | 17.7 | % | 12.9 | % | 18.7 | % | 13.6 | % |
All values are in Euros.
| (1) | Unallocated Revenues consists of occasional one-off sales in<br>our core competencies not allocated to any of our segments. |
|---|---|
| (2) | Unallocated segment adjusted EBITDA consists of corporate research and development, corporate headquarter costs<br>and 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.<br> |
| --- | --- |
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination<br>(additional 80 kEUR deprecation on net other operating expenses). |
| --- | --- |
Reconciliation of Net Profit (Loss) to Segment (adjusted) EBITDA (Unaudited)
| For the three monthsended December 31, | For the twelve monthsended December 31, | |||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| In 000 | 2020 | 2019 (*) | 2020 | 2019 (*) | ||||||||||||
| Net profit (loss) for the period | (2,118 | ) | 1,246 | (7,272 | ) | 1,644 | ||||||||||
| Income taxes | (452 | ) | 558 | (949 | ) | 2,595 | ||||||||||
| Financial cost | 1,073 | 1,035 | 5,996 | 3,682 | ||||||||||||
| Financial income | (477 | ) | (477 | ) | (2,453 | ) | (1,377 | ) | ||||||||
| Share in loss of joint venture | 147 | 39 | 392 | |||||||||||||
| Operating profit | **** | (1,974 | ) | **** | 2,509 | **** | **** | (4,639 | ) | **** | 6,936 | **** | ||||
| Depreciation and amortization | 5,160 | 5,196 | 19,775 | 19,278 | ||||||||||||
| Corporate research and development | 772 | 456 | 2,824 | 1,798 | ||||||||||||
| Corporate headquarter costs | 3,382 | 2,573 | 11,719 | 10,547 | ||||||||||||
| Other operating income (expense) | (1,365 | ) | (479 | ) | (3,668 | ) | (1,819 | ) | ||||||||
| Fair value adjustment 50% RS Print | (770 | ) | (770 | ) | ||||||||||||
| Impairments | 4,606 | 4,606 | ||||||||||||||
| Segment (adjusted) EBITDA | **** | 9,811 | **** | **** | 10,255 | **** | **** | 29,847 | **** | **** | 36,740 | **** |
All values are in Euros.
| (*) | The year 2019 has been restated to reflect the final accounting of the Engimplan business combination<br>(additional 80 kEUR deprecation in net other operating expenses). |
|---|