10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2022

OR

☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 001-38835

DESKTOP METAL, INC.

(Exact name of registrant as specified in its charter)

Delaware	83-2044042
(State of Other Jurisdiction of incorporation or Organization)	(I.R.S. Employer Identification No.)
63 3rd Avenue, Burlington, MA	01803
(Address of principal executive offices)	(Zip code)

Registrant’s telephone number, including area code: (978) 224-1244

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.

Yes ☒ No ☐

Indicate by check mark whether the Registrant has submitted electronically; every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.0405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒	Accelerated filer ☐
Non-accelerated filer ☐	Smaller reporting company ☐	Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

		Name Of Each Exchange
Title of Each Class	Trading Symbol(s)	On Which Registered
Common Stock, $0.0001 Par Value per Share	DM	New York Stock Exchange

As of May 6, 2022, there were 313,461,320 shares of the registrant’s common stock outstanding.

TABLE OF CONTENTS

	Page
PART I
Part I. Financial Information	3
Item 1. Financial Statements	3
Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021	3
Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021	4
Condensed Consolidated Statements of Comprehensive Loss for the three months ended March 31, 2022 and 2021	5
Condensed Consolidated Statements of Stockholders’ Equity for the three months ended March 31, 2022 and 2021	6
Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2022 and 2021	7
Notes to Condensed Consolidated Financial Statements	9
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations	47
Item 3. Quantitative and Qualitative Disclosures About Market Risk	58
Item 4. Controls and Procedures	58
Part II. Other Information	59
Item 1. Legal Proceedings	59
Item 1A. Risk Factors	60
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds	88
Item 3. Defaults Upon Senior Securities	88
Item 4. Mine Safety Disclosures	88
Item 5. Other Information	88
Item 6. Exhibits	88
Exhibit Index	89
Signatures	90

2

PART I – FINANCIAL INFORMATION

Item 1. Financial Statements

DESKTOP METAL, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

(in thousands, except share and per share amounts)

	March 31,		December 31,
	2022		2021
Assets
Current assets:
Cash and cash equivalents	$	103,590	$	65,017
Current portion of restricted cash		2,166		2,129
Short‑term investments		102,895		204,569
Accounts receivable		36,661		46,687
Inventory		81,876		65,399
Prepaid expenses and other current assets		22,446		18,208
Total current assets		349,634		402,009
Restricted cash, net of current portion		1,112		1,112
Property and equipment, net		58,082		58,710
Goodwill		630,022		639,301
Intangible assets, net		251,000		261,984
Other noncurrent assets		32,143		25,480
Total Assets	$	1,321,993	$	1,388,596
Liabilities and Stockholders’ Equity
Current liabilities:
Accounts payable	$	30,431	$	31,558
Customer deposits		16,911		14,137
Current portion of lease liability		5,326		5,527
Accrued expenses and other current liabilities		31,615		33,829
Current portion of deferred revenue		19,261		18,189
Current portion of long‑term debt, net of deferred financing costs		731		825
Total current liabilities		104,275		104,065
Long-term debt, net of current portion		523		548
Warrant liability		—		—
Contingent consideration, net of current portion		2,596		4,183
Lease liability, net of current portion		19,856		13,077
Deferred revenue, net of current portion		4,047		4,508
Deferred tax liability		9,506		10,695
Other noncurrent liabilities		3,165		3,170
Total liabilities		143,968		140,246
Commitments and Contingencies (Note 17)
Stockholders’ Equity
Preferred Stock, $0.0001 par value—authorized, 50,000,000 shares; no shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively		—		—
Common Stock, $0.0001 par value—500,000,000 shares authorized; 312,999,991 and 311,737,858 shares issued at March 31, 2022 and December 31, 2021, respectively, 312,825,572 and 311,473,950 shares outstanding at March 31, 2022 and December 31, 2021, respectively		31		31
Additional paid‑in capital		1,833,998		1,823,344
Accumulated deficit		(638,555)		(568,611)
Accumulated other comprehensive loss		(17,449)		(6,414)
Total Stockholders’ Equity		1,178,025		1,248,350
Total Liabilities and Stockholders’ Equity	$	1,321,993	$	1,388,596

See notes to condensed consolidated financial statements

3

DESKTOP METAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(UNAUDITED)

(in thousands, except per share amounts)

	Three Months Ended
	March 31,
	2022		2021
Revenues
Products	$	39,476	$	10,311
Services		4,230		1,002
Total revenues		43,706		11,313
Cost of sales
Products		41,902		10,487
Services		3,132		1,413
Total cost of sales		45,034		11,900
Gross profit/(loss)		(1,328)		(587)
Operating expenses
Research and development		24,605		10,858
Sales and marketing		19,689		5,449
General and administrative		23,857		13,846
Total operating expenses		68,151		30,153
Loss from operations		(69,479)		(30,740)
Change in fair value of warrant liability		—		(56,576)
Interest expense		32		(73)
Interest and other (expense) income, net		(1,753)		361
Loss before income taxes		(71,200)		(87,028)
Income tax benefit		1,256		27,920
Net loss	$	(69,944)	$	(59,108)
Net loss per share—basic and diluted	$	(0.22)	$	(0.25)
Weighted average shares outstanding, basic and diluted		312,016,627		238,243,779

See notes to condensed consolidated financial statements.

4

DESKTOP METAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(UNAUDITED)

(in thousands)

	Three Months Ended
	March 31,
	2022		2021
Net loss	$	(69,944)	$	(59,108)
Other comprehensive (loss) income, net of taxes:
Unrealized gain (loss) on available-for-sale marketable securities, net		12		1
Foreign currency translation adjustment		(11,047)		(13)
Total comprehensive (loss) income, net of taxes of $0	$	(80,979)	$	(59,120)

See notes to condensed consolidated financial statements.

5

DESKTOP METAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY

(UNAUDITED)

(in thousands, except share amounts)

	Three Months Ended March 31, 2022
								Accumulated
								Other
	Common Stock			Additional				Comprehensive		Total
	Voting			Paid‑in		Accumulated		(Loss)		Stockholders’
	Shares	Amount		Capital		Deficit		Income		Equity
BALANCE—January 1, 2022	311,473,950	$	31	$	1,823,344	$	(568,611)	$	(6,414)	$	1,248,350
Exercise of Common Stock options	786,693		—		900		—		—		900
Vesting of restricted Common Stock	84,384		—		—		—		—		—
Vesting of restricted stock units	520,265		—		—		—		—		—
Repurchase of shares for employee tax withholdings	(39,720)		—		(158)		—		—		(158)
Issuance of Common Stock for acquisitions	—		—		—		—		—		—
Stock‑based compensation expense	—		—		9,912		—		—		9,912
Vesting of Trine Founder shares	—		—		—		—		—		—
Exercise of warrants	—		—		—		—		—		—
Net loss	—		—		—		(69,944)		—		(69,944)
Other comprehensive income (loss)	—		—		—		—		(11,035)		(11,035)
BALANCE—March 31, 2022	312,825,572	$	31	$	1,833,998	$	(638,555)	$	(17,449)	$	1,178,025

	Three Months Ended March 31, 2021
								Accumulated
								Other
	Common Stock			Additional				Comprehensive		Total
	Voting			Paid‑in		Accumulated		(Loss)		Stockholders’
	Shares	Amount		Capital		Deficit		Income		Equity
BALANCE—January 1, 2021	224,626,597	$	23	$	844,188	$	(328,277)	$	(9)	$	515,925
Exercise of Common Stock options	163,228		—		180		—		—		180
Vesting of restricted Common Stock	56,015		—		—		—		—		—
Vesting of restricted stock units	15,265		—		—		—		—		—
Repurchase of shares for employee tax withholdings	(2,241)		—		(54)		—		—		(54)
Issuance of Common Stock for acquisitions	5,036,142		—		159,847		—		—		159,847
Stock‑based compensation expense	—		—		2,217		—		—		2,217
Vesting of Trine Founder shares	1,850,938		—		—		—		—		—
Exercise of warrants	20,690,975		2		320,567		—		—		320,569
Net loss	—		—		—		(59,108)		—		(59,108)
Other comprehensive income (loss)	—		—		—		—		(12)		(12)
BALANCE—March 31, 2021	252,436,919	$	25	$	1,326,945	$	(387,385)	$	(21)	$	939,564

See notes to condensed consolidated financial statements.

6

DESKTOP METAL, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(UNAUDITED)

(in thousands)

	Three Months Ended March 31,
	2022		2021
Cash flows from operating activities:
Net loss	$	(69,944)	$	(59,108)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization		12,883		3,892
Stock‑based compensation		9,912		2,217
Change in fair value of warrant liability		—		56,576
Amortization (accretion) of discount on investments		413		406
Amortization of debt financing cost		—		4
Provision for bad debt		419		72
Loss on disposal of property and equipment		2		—
Foreign exchange (gains) losses on intercompany transactions, net		185		—
Net increase (decrease) in accrued interest related to marketable securities		949		(240)
Net unrealized (gain) loss on marketable securities		—		(25)
Net unrealized (gain) loss on equity investment		1,700		—
Deferred tax benefit		(1,256)		(27,921)
Change in fair value of contingent consideration		(114)		—
Foreign currency transaction (gain) loss		10		—
Changes in operating assets and liabilities:
Accounts receivable		9,489		(61)
Inventory		(15,506)		(2,381)
Prepaid expenses and other current assets		(4,087)		(4,276)
Other assets		(210)		(30)
Accounts payable		(1,333)		(3,856)
Accrued expenses and other current liabilities		(3,391)		(5,247)
Customer deposits		2,980		(1,234)
Current portion of deferred revenue		721		105
Change in right of use assets and lease liabilities, net		(108)		(22)
Other liabilities		12		—
Net cash used in operating activities		(56,274)		(41,129)
Cash flows from investing activities:
Purchases of property and equipment		(4,074)		(262)
Proceeds from sale of property and equipment		6		—
Purchase of marketable securities		—		(92,386)
Proceeds from sales and maturities of marketable securities		98,625		48,241
Cash paid for acquisitions, net of cash acquired		(23)		(137,646)
Net cash provided by (used in) investing activities		94,534		(182,053)
Cash flows from financing activities:
Proceeds from reverse recapitalization, net of issuance costs		—		(1,239)
Proceeds from the exercise of stock options		900		180
Proceeds from the exercise of stock warrants		—		158,308
Payment of taxes related to net share settlement upon vesting of restricted stock units		(158)		(54)
Repayment of term loan		(43)		—
Net cash provided by financing activities		699		157,195
Effect of exchange rate changes on cash, cash equivalents and restricted cash		(349)		26
Net increase (decrease) in cash, cash equivalents, and restricted cash		38,610		(65,961)
Cash, cash equivalents, and restricted cash at beginning of period		68,258		484,137
Cash, cash equivalents, and restricted cash at end of period	$	106,868	$	418,176

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Supplemental disclosures of cash flow information
Reconciliation of cash, cash equivalents and restricted cash reported within the condensed consolidated balance sheets that sum to the total shown in the condensed consolidated statements of cash flows:
Cash and cash equivalents	$	103,590		416,379
Restricted cash included in other current assets		2,166		1,021
Restricted cash included in other noncurrent assets		1,112		776
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows	$	106,868	$	418,176
Supplemental cash flow information:
Interest paid	$	—	$	73
Non‑cash investing and financing activities:
Net unrealized (gain) loss on investments	$	(12)	$	(1)
Exercise of private placement warrants	$	—	$	149,904
Common Stock issued for acquisitions	$	—	$	159,847
Additions to right of use assets and lease liabilities	$	7,784	$	364
Purchase of property and equipment included in accounts payable	$	313	$	50
Transfers from property and equipment to inventory	$	1,721	$	—
Transfers from inventory to property and equipment	$	605	$	—
Receivable for warrants exercised	$	—	$	12,357

See notes to condensed consolidated financial statements.

8

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 to a variety of end customers.

On December 9, 2020 (the “Closing Date”), Trine Acquisition Corp. (“Trine”) consummated the previously announced merger pursuant to the Agreement and Plan of Merger, dated August 26, 2020, by and among Trine, Desktop Metal, Inc. and Sparrow Merger Sub, Inc., pursuant to which Sparrow Merger Sub, Inc. merged with and into Desktop Metal, Inc., with Desktop Metal, Inc. becoming our wholly owned subsidiary (the “Business Combination”). Upon the closing of the Business Combination, Trine changed its name to Desktop Metal, Inc. and Desktop Metal, Inc. changed its name to Desktop Metal Operating, Inc.

Unless otherwise indicated or the context otherwise requires, references in this Quarterly Report on Form 10-Q 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.

Legacy Desktop Metal was deemed the accounting acquirer in the Business Combination based on an analysis of the criteria outlined in Accounting Standards Codification (“ASC”) 805. This determination was primarily based on Legacy Desktop Metal’s stockholders prior to the Business Combination having a majority of the voting power in the combined company, Legacy Desktop Metal having the ability to appoint a majority of the Board of Directors of the combined company, Legacy Desktop Metal’s existing management comprising the senior management of the combined company, Legacy Desktop Metal comprising the ongoing operations of the combined company, Legacy Desktop Metal being the larger entity based on historical revenues and business operations, and the combined company assuming Legacy Desktop Metal’s name. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Legacy Desktop Metal issuing stock for the net assets of Trine, accompanied by a recapitalization. The net assets of Trine are stated at historical cost, with no goodwill or other intangible assets recorded.

While Trine was the legal acquirer in the Business Combination, because Legacy Desktop Metal was deemed the accounting acquirer, the historical financial statements of Legacy Desktop Metal became the historical financial statements of the combined company upon the consummation of the Business Combination. As a result, the financial statements included in this report reflect (i) the historical operating results of Legacy Desktop Metal prior to the Business Combination; (ii) the combined results of Trine and Legacy Desktop Metal following the close of the Business Combination; (iii) the assets and liabilities of Legacy Desktop Metal at their historical cost; and (iv) the Company’s equity structure for all periods presented.

In accordance with guidance applicable to these circumstances, the equity structure has been restated in all comparative periods up to the Closing Date to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to Legacy Desktop Metal’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to Legacy Desktop Metal convertible preferred stock and Legacy Desktop Metal common stock prior to the Business Combination have been retroactively restated as shares reflecting the exchange ratio of 1.22122 established in the Business Combination. Legacy Desktop Metal’s convertible preferred stock previously classified as mezzanine was retroactively adjusted, converted into Common Stock, and reclassified to permanent as a result of the reverse recapitalization.

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 and the Business Combination. 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

9

investments as of March 31, 2022 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.

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed 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”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The condensed consolidated financial statements include the Company’s accounts and those of its subsidiaries. In the opinion of the Company’s management, the financial information for the interim periods presented reflects all adjustments, which are of a normal and recurring nature, necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows. The results reported in these condensed consolidated financial statements are not necessarily indicative of results that may be expected for the entire year.

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.

COVID-19 Pandemic

In March 2020, the World Health Organization declared the outbreak of a disease caused by a novel strain of the coronavirus (“COVID-19”) to be a pandemic. As of March 31, 2022, the impact of the COVID-19 pandemic continues to unfold and there has been uncertainty and disruption in the global economy and financial markets. The Company has considered the COVID-19 pandemic related impacts on its estimates, as appropriate, within its consolidated financial statements and there may be changes to those estimates in future periods.

The COVID-19 pandemic, as well as the response to mitigate the spread and effects of COVID-19, may impact the Company and its customers, as well as the demand for its products and services. The impact of COVID-19 on the Company’s operational results in subsequent periods will largely depend on future developments, and cannot be accurately predicted. These developments may include, but are not limited to, new information concerning the severity of COVID-19, the degree of success of actions take to contain or treat COVID-19 and the reactions by consumers, companies, governmental entities, and capital markets to such actions.

Significant Accounting Policies

The Company’s significant accounting policies are described in Note 2 to the financial statements in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. There have been no material changes to the significant accounting policies from the Annual Report on Form 10-K for the year ended December 31, 2021.

Recently Issued Accounting Standards

Recently Adopted Accounting Guidance

In October 2021, the FASB issued Accounting Standards Update (“ASU”) 2021-08, Business Combinations (Topic 805) —Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. This standard is effective for calendar-year public business entities in 2023 and interim periods within that year, and early adoption is permitted. The Company has adopted this ASU as of January 1, 2021 and has retrospectively adjusted purchase accounting for the acquisition of EnvisionTEC, which is described in Note 4 to these condensed

10

consolidated financial statements, where deferred revenue was fair valued. As a practical expedient, the Company elected to estimate the standalone selling price for allocation purposes at the acquisition date. Upon the application of this practical expedient, the Company recognized deferred revenue as part of purchase accounting in the amount of $0.2 million and $12.5 million for the acquisitions of EnvisionTEC and ExOne, which is described in Note 4 to the financial statements, respectively.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for calendar-year public business entities in 2021 and interim periods within that year, and early adoption is permitted. The Company adopted the ASU as of January 1, 2021, which did not have a material effect on the Company’s condensed consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which eliminates the performance of Step 2 from the goodwill impairment test. In performing its annual or interim impairment testing, an entity will instead compare the fair value of the reporting unit with its carrying amount and recognize any impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax-deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss. The Company adopted the ASU as of January 1, 2021, which did not have a material effect on the Company’s condensed consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses. This ASU added a new impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses. The CECL model applies to most debt instruments, trade receivables, lease receivables, financial guarantee contracts, and other loan commitments. The CECL model does not have a minimum threshold for recognition of impairment losses and entities will need to measure expected credit losses on assets that have a low risk of loss. The company adopted the ASU as of January 1, 2022, which did not have a material effect on the Company’s condensed consolidated financial statements.

3. REVENUE RECOGNITION

Contract Balances

The Company’s deferred revenue balance was $23.3 million and $22.7 million as of March 31, 2022 and December 31, 2021, respectively. During the three months ended March 31, 2022, the Company recognized $6.9 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 three months ended March 31, 2022 and 2021.

Remaining Performance Obligations

At March 31, 2022, the Company had $23.3 million of remaining performance obligations, also referred to as backlog, of which approximately $19.3 million is expected to be fulfilled over the next 12 months, notwithstanding uncertainty related to the impact of COVID-19, including, but not limited to, international shipping and travel restrictions brought about by COVID-19, 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 $16.9 million at March 31, 2022.

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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

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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 decrease in deferred income tax liabilities of $4.1 million and 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. As of December 31, 2021, the measurement period is completed.

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. $16.4 million of the goodwill recognized is deductible for income tax purposes. During 2021, 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 condensed consolidated statements of operations.

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EnvisionTEC’s results are included in the Company’s consolidated results for the period from February 16, 2021 to December 31, 2021. During that 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 total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to Adaptive 3D’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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

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The following table summarizes the preliminary 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. During 2021, 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 period from May 7, 2021 to December 31, 2021. During that 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

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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 period following the transaction date.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to Aerosint’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 $5.5 million as of March 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, and a fair value of $4.0 million as of March 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 March 31, 2022. 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 contingent consideration, net of current portion, on the condensed consolidated balance sheets. As of March 31, 2022, $2.9 million of contingent consideration is recorded in accrued expenses and other current liabilities and $2.6 million is recorded in contingent consideration, net of current portion, in the condensed 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

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The following table summarizes the preliminary 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. During 2021, 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 period from June 24, 2021 to December 31, 2021. During that period, Aerosint’s revenues were $0.6 million and net loss was $0.4 million.

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 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 vesting period

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and continuing employment. The Company will recognize compensation expense for these restricted stock units over the vesting period.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to Dental Arts Labs’ tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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.

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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. During 2021, 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 period from July 30, 2021 to December 31, 2021. During that 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 March 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 vesting period and continuing employment. The Company will recognize compensation expense for these restricted stock units over the vesting period.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to A.I.D.R.O.’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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

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The following table summarizes the preliminary 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 increase 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. During 2021, 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 period from September 7, 2021 to December 31, 2021. During that 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

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252,096 restricted stock units with a grant date fair value of $1.8 million, which are subject to a four-year vesting period and continuing employment. The Company will recognize compensation expense for these restricted stock units over the vesting period.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to Brewer Dental’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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

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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. During 2021, 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 period from October 14, 2021 to December 31, 2021. During that 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 vesting period and continuing employment. The Company will recognize compensation expense for these restricted stock units over the vesting period.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to My Dental’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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

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The following table summarizes the preliminary 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

Subsequent to the acquisition date, the Company made a working capital adjustment to the preliminary purchase price allocation, which resulted in an immaterial increase to goodwill.

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. During 2021, 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 period from October 29, 2021 to December 31, 2021. During that 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 extends 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

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of ExOne in exchange for unvested ExOne stock options. The acquisition will be accounted for as a business combination using the acquisition method of accounting. The Company is currently finalizing the allocation of the purchase price and expects the purchase price to be allocated primarily to goodwill and intangible assets.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to ExOne’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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		13,639
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	$	286,904
Liabilities assumed:
Accounts payable	$	5,830
Accrued expenses and other current liabilities		11,025
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	$	48,538
Net assets acquired	$	238,366
Goodwill	$	374,636
Total net assets acquired	$	613,002

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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. During 2021, 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 period from November 12, 2021 to December 31, 2021. During that 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, 2020 (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. Due to the stage of development of this license at the date of the acquisition, significant research, development, and risk remained, and it was

25

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 condensed 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.

The acquired in-process research and development asset consists of the development of novel functional binders to provide advanced additive manufacturing solutions. Due to the stage of development of this technology at the date of the acquisition, significant research, development, and risk remained, and it was not yet probable that there was future economic benefit from this asset. Absent successful commercialization of this asset, there was no associated alternative future use. Accordingly, the value of the assets was expensed in the condensed consolidated statements of operations and no deferred tax liability has been recorded.

5. CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS

The Company’s cash equivalents and short-term investments are invested in the following (in thousands):

	March 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
Money market funds	$	87,581	$	—	$	—	$	87,581
Total cash equivalents		87,581		—		—		87,581
Commercial paper		56,282		—		—		56,282
Corporate bonds		16,140		—		(32)		16,108
Government bonds		17,274		—		(3)		17,271
Asset-backed securities		7,516		—		(2)		7,514
Total short-term investments		97,212		—		(37)		97,175
Total cash equivalents and short-term investments	$	184,793	$	—	$	(37)	$	184,756

	December 31, 2021
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
Money market funds	$	46,521	$	—	$	—	$	46,521
Total cash equivalents		46,521		—		—		46,521
Commercial paper		70,401		—		—		70,401
Corporate bonds		65,645		—		(28)		65,617
Government bonds		36,487		—		(11)		36,476
Asset-backed securities		24,665		—		(10)		24,655
Total short-term investments		197,198		—		(49)		197,149
Total cash equivalents and short-term investments	$	243,719	$	—	$	(49)	$	243,670

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, which was $5.7 million as of March 31, 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 three months ended March 31, 2022, the Company recorded an unrealized loss due to the change in fair value of the equity securities of $1.7 million in interest and other (expense) income, net in the consolidated statements of operations.

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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.

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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):

	March 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	$	87,581	$	—	$	—	$	87,581
Commercial paper		—		56,282		—		56,282
Corporate bonds		—		16,108		—		16,108
Government bonds		—		17,271		—		17,271
Asset-backed securities		—		7,514		—		7,514
Equity securities		5,720		—		—		5,720
Other investments		—		—		6,750		6,750
Total assets	$	93,301	$	97,175	$	6,750	$	197,226
Liabilities:
Contingent consideration	$	—	$	—	$	5,540	$	5,540
Total liabilities	$	—	$	—	$	5,540	$	5,540

	December 31, 2021
	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	$	46,521	$	—	$	—	$	46,521
Commercial paper		—		70,401		—		70,401
Corporate bonds		—		65,617		—		65,617
Government bonds		—		36,476		—		36,476
Asset-backed securities		—		24,655		—		24,655
Equity securities		7,420		—		—		7,420
Other investments		—		—		6,750		6,750
Total assets	$	53,941	$	197,149	$	6,750	$	257,840
Liabilities:
Contingent consideration	$	—	$	—	$	5,654	$	5,654
Total liabilities	$	—	$	—	$	5,654	$	5,654

The Company has determined that the estimated fair value of its corporate bonds and commercial paper 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 three months ended March 31, 2022, the Company recognized a loss on investment of $1.7 million. Additionally, 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 during the year ended December 31, 2021. 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 investment was recorded as a Level 3 investment because the equity securities were not registered for resale and a discount for lack of marketability was still applied. Subsequently, the securities were registered and the investment was transferred from Level 3 to Level 1.

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Other investments include investments made via convertible debt instruments totaling $6.8 million. 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 fair valuing 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 three months ended March 31, 2022, the Company recognized no gain or loss on convertible debt instruments. During the three months ended March 31, 2021, the Company recognized an immaterial gain on convertible debt instruments in interest and other (expense) income, net in the condensed consolidated statements of operations.

The fair value of the Private Placement Warrants is estimated using the Black-Scholes option pricing model and is classified as a Level 3 financial instrument. The significant assumptions used in the model were the Company’s stock price, exercise price, expected term, volatility, interest rate, and dividend yield. During the three months ended March 31, 2022 and 2021, the Company recognized no gain or loss and a loss of $56.6 million, respectively, on the Private Placement Warrants. The Private Placement Warrants were all exercised as of March 2, 2021.

The contingent consideration liability was valued using a Monte Carlo simulation in a risk-neutral framework as well as a scenario based approach (both special cases of the income approach), based on key inputs that are not all observable in the market and is classified as a Level 3 liability. The Company assesses the fair value of the contingent consideration liability at each reporting period, with any subsequent changes to the fair value of the liability reflected in the condensed consolidated statement of operations until the liability is settled. During the three months ended March 31, 2022, the Company recognized a change in fair value of contingent consideration of $0.1 million.

There were no transfers between fair value measure levels during the three months ended March 31, 2022 and 2021. The following table presents information about the Company’s movement in Level 3 assets measured at fair value (in thousands):

	Three Months Ended March 31,
	2022		2021
Balance at beginning of period	$	6,750	$	3,000
Changes in fair value		—		25
Balance at end of period	$	6,750	$	3,025

The following table presents information about the Company’s movement in Level 3 liabilities measured at fair value (in thousands):

	Three Months Ended March 31,
	2022		2021
Balance at beginning of period	$	5,654	$	93,328
Changes in fair value		(114)		56,576
Exercise of private placement warrants		—		(149,904)
Balance at end of period	$	5,540	$	—

7. ACCOUNTS RECEIVABLE

The components of accounts receivable are as follows (in thousands):

	March 31,		December 31,
	2022		2021
Trade receivables	$	37,738	$	47,352
Allowance for doubtful accounts		(1,077)		(665)
Total accounts receivable	$	36,661	$	46,687

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The following table summarizes activity in the allowance for doubtful accounts (in thousands):

	March 31,		December 31,
	2022		2021
Balance at beginning of period	$	665	$	500
Provision for uncollectible accounts, net of recoveries		419		447
Uncollectible accounts written off		(7)		(282)
Balance at end of period	$	1,077	$	665

8. INVENTORY

Inventory consists of the following (in thousands):

	March 31,		December 31,
	2022		2021
Raw materials	$	32,657	$	24,887
Work in process		9,163		8,875
Finished goods:
Deferred cost of sales		6,983		6,999
Manufactured finished goods		33,073		24,638
Total finished goods		40,056		31,637
Total inventory	$	81,876	$	65,399

9. PREPAID EXPENSES AND OTHER CURRENT ASSETS

Prepaid expenses and other current assets consists of the following (in thousands):

	March 31,		December 31,
	2022		2021
Prepaid operating expenses		12,542		11,961
Prepaid taxes		1,692		1,981
Prepaid dues and subscriptions		2,542		1,889
Prepaid insurance		3,895		492
Government grants receivable		269		226
Prepaid rent		192		178
Other		1,314		1,481
Total prepaid expenses and other current assets	$	22,446	$	18,208

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10. PROPERTY AND EQUIPMENT

Property and equipment, net consists of the following (in thousands):

	March 31,		December 31,
	2022		2021
Equipment	$	45,341	$	42,892
Land and buildings		16,804		17,214
Automobiles		1,080		905
Furniture and fixtures		1,532		1,844
Computer equipment		2,102		1,725
Tooling		2,050		2,000
Software		2,313		2,346
Leasehold improvements		15,965		15,263
Construction in process		2,738		4,185
Property and equipment, gross		89,925		88,374
Less: accumulated depreciation		(31,843)		(29,664)
Total property and equipment, net	$	58,082	$	58,710

Depreciation and amortization expense was $3.1 million for the three months ended March 31, 2022. Depreciation and amortization expense was $1.5 million for the three months ended March 31, 2021.

11. GOODWILL & INTANGIBLE ASSETS

The carrying amount of goodwill at March 31, 2022 and December 31, 2021 was $630.0 million and $639.3 million respectively, and has been recorded in connection with the Company’s acquisitions. The goodwill activity is as follows (in thousands):

		Goodwill
Balance at December 31, 2020	$	2,252
Acquisition of EnvisionTEC		195,688
Acquisition of Adaptive3D		35,113
Acquisition of Aerosint		14,581
Acquisition of Dental Arts Labs		8,839
Acquisition of A.I.D.R.O.		3,515
Acquisition of Brewer Dental		2,463
Acquisition of May Dental		6,782
Acquisition of ExOne		374,636
Foreign currency translation adjustment		(4,568)
Balance at December 31, 2021	$	639,301
May Dental working capital adjustment		23
Foreign currency translation adjustment		(9,302)
Balance at March 31, 2022	$	630,022

The Company has no accumulated impairment losses on goodwill.

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Intangible assets consisted of the following (in thousands):

		March 31, 2022						December 31, 2021
	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	9.0	$	197,828	$	17,833	$	179,995	$	198,631	$	11,421	$	187,210
Trade name	10.7		12,469		1,106		11,363		12,475		684		11,791
Customer relationships	10.5		68,673		9,156		59,517		69,127		6,296		62,831
Capitalized software	1.3		518		393		125		518		366		152
Total intangible assets		$	279,488	$	28,488	$	251,000	$	280,751	$	18,767	$	261,984

The Company recognized $9.8 million of amortization expense during the three months ended March 31, 2022. The Company recognized $2.3 million of amortization expense during the three months ended March 31, 2021.

	Statement of	Amortization		Amortization
	Operations	Expense		Expense
Category	Line Item	March 31, 2022		March 31, 2021
Acquired technology	Cost of Sales	$	5,990	$	1,091
Acquired technology	Research and Development		443		506
Trade name	General and Administrative		422		80
Customer relationships	Sales and Marketing		2,902		621
Capitalized software	Research and Development		27		45
		$	9,784	$	2,343

The Company expects to recognize the following amortization expense (in thousands):

	Amortization Expense
2022 (remaining 9 months)	$	29,340
2023		42,010
2024		42,072
2025		39,562
2026		29,707
2027 and after		68,309
Total intangible amortization	$	251,000

12. OTHER NONCURRENT ASSETS

The following table summarizes the Company’s components of other noncurrent assets (in thousands):

	March 31,		December 31,
	2022		2021
Right of use asset	$	24,288	$	17,794
Long-term deposits		644		390
Other investments		6,750		6,750
Other		461		546
Total other noncurrent assets	$	32,143	$	25,480

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13. ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

The following table summarizes the Company’s components of accrued expenses and other current liabilities (in thousands):

	March 31,		December 31,
	2022		2021
Compensation and benefits related	$	12,153	$	17,124
Professional services		4,185		2,659
Warranty reserve		3,727		4,048
Franchise and royalty fees		2,108		2,035
Current portion of contingent consideration		2,944		1,471
Inventory purchases		2,440		1,072
Commissions		366		849
Income tax payable		171		233
Sales and use and franchise taxes		298		274
Other		3,223		4,064
Total accrued expenses and other current liabilities	$	31,615	$	33,829

As of March 31, 2022, and December 31, 2021, the Company has recorded $3.7 million and $4.0 million, respectively, of warranty reserve within accrued expenses and other current liabilities in the condensed consolidated balance sheets. Warranty reserve consisted of the following (in thousands):

	March 31,		December 31,
	2022		2021
Warranty reserve, at the beginning of the period	$	4,048	$	1,553
Warranty reserve assumed in acquisition		—		1,389
Additions to warranty reserve		28		2,576
Claims fulfilled		(349)		(1,470)
Warranty reserve, at the end of the period	$	3,727	$	4,048

14. DEBT

Term Loan—In June 2018, the Company entered into a $20 million term loan for 36 months. The loan provided $10 million immediately funded with the additional $10 million available to be drawn in up to three draws of not less than $2 million for 12 months from close of the facility. The loan was interest-only for the full 36 months with the principal due at maturity in June 2021. The outstanding loan was paid in full in June 2021.

PPP Loans— In connection with the acquisition of EnvisionTEC, the Company acquired $1.2 million in Paycheck Protection Program (the “PPP”) loans. The PPP, established as part of the Coronavirus Aid, Relief and Economic Security Act, provided for loans to qualifying businesses. Under the terms of the CARES Act, PPP loan recipients could apply for forgiveness for all or a portion of the loan which is dependent upon the Company having initially qualified for the loan. Furthermore, the loan was subject to forgiveness to the extent loan proceeds are used for payroll costs, certain rents, utilities, and mortgage interest expense. The PPP loan had a maturity date of April 3, 2022 and an interest rate of 1%. On May 14, 2021, the outstanding loan balances were forgiven and the restricted cash that was held back from the initial purchase price in the event the loan was not forgiven was released to the seller. There is no outstanding PPP loan balance for EnvisionTEC as of December 31, 2021.

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 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 three months ended March 31, 2022, the Company paid $0.1 million and as of March 31, 2022, $0.8 million remains outstanding. $0.3 million of the outstanding debt is recorded within current portion of long-term debt, net of deferred financing costs and $0.5 million is recorded within long-term debt, in the condensed consolidated balance sheets.

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Equipment Financing Agreement—In connection with the acquisition of Dental Arts Labs, the Company acquired a thirteen-month equipment financing agreement (“Financing Agreement”) in the amount of $0.5 million. The Financing Agreement provided for an advance payment of $0.5 million to secure equipment for the Company. Payments are made monthly under the Financing Agreement upon acceptance, which had not yet occurred as of December 31, 2021. Subsequent to December 31, 2021, the Company executed a delivery and acceptance certificate which commences payment. The financing agreement balance of $0.5 million is recorded in current portion of long-term debt, net of deferred financing costs, in the condensed consolidated balance sheets. The Financing Agreement will mature in June 2023.

Deferred Financing Costs—In connection with the term loan borrowing, the Company incurred $0.1 million of expenses, which have been recorded as deferred financing costs. The Company amortizes these costs over the life of the borrowing. During the three months ended March 31, 2022 and 2021, the Company recorded immaterial interest expense related to the amortization of the financing costs. As of March 31, 2022, the there is no remaining unamortized balance of deferred financing costs. As of December 31, 2021, the remaining unamortized balance of deferred financing costs is immaterial, and is included as a component of current portion of long-term debt, net of deferred financing costs in the condensed consolidated balance sheets.

15. OTHER NONCURRENT LIABILITIES

The following table summarizes the Company’s components of other noncurrent liabilities (in thousands):

	March 31,		December 31,
	2022		2021
Taxes payable	$	1,034	$	1,034
Acquisition consideration		1,750		1,750
Other		381		386
Total other noncurrent liabilities	$	3,165	$	3,170

16. LEASES

Lessee

At March 31, 2022, the Company recorded $24.3 million as a right of use asset and $24.5 million as an operating lease liability. At December 31, 2021, the Company recorded $17.8 million as a right of use asset and $17.8 million as an operating lease liability. The Company assesses its right of use asset and other lease-related assets for impairment. There were no impairments recorded related to these assets during the three months ended March 31, 2022 and the year ended December 31, 2021.

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 three months ended March 31, 2022 and 2021.

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Information about other lease-related balances is as follows (in thousands):

	Three Months Ended March 31,
	2022			2021
Lease cost
Operating lease cost	$	1,460		$	323
Finance lease cost		19			—
Short‑term lease cost		70			22
Variable lease cost		61			39
Total lease cost	$	1,610		$	384
Other Information
Operating cash flows used in operating leases	$	1,464		$	244
Operating cash flows used in finance leases		21			—
Weighted‑average remaining lease term—operating leases (years)		3.5			2.9
Weighted‑average remaining lease term—finance leases (years)		7.6			—
Weighted‑average discount rate—operating leases		3.9	%		5.5	%
Weighted‑average discount rate—finance leases		1.5	%		—	%

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, including immaterial future minimum lease payments under finance leases, at March 31, 2022, are as follows (in thousands):

	Operating Leases		Finance Leases
2022 (remaining 9 months)	$	4,633	$	63
2023		5,790		84
2024		4,386		80
2025		3,681		79
2026		3,427		79
2027 and after		5,267		351
Total lease payments		27,184		736
Less amount representing interest		(2,685)		(53)
Total lease liability		24,499		683
Less current portion of lease liability		(5,264)		(62)
Lease liability, net of current portion	$	19,235		621

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 March 2022, the Company entered into a lease for new office, light manufacturing and research and development space for Adaptive 3D in Richardson, Texas. The commencement date for the lease is August 1, 2022. The rent is fixed through July 31, 2030 for an aggregate annual rent totaling $0.3 million, plus taxes and operating expenses. The Company has an option to terminate the lease, for a termination fee, at the end of the fifth year of the lease. The Company also has the option to renew the lease for consecutive one-year terms, with the rent subject to adjustment for each renewal term.

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Lessor

The Company leases machinery and equipment to customers (principally 3D printing machines and related equipment) under lease arrangements classified as either operating leases or sales-type leases. At March 31, 2022, the Company estimated that the total fair market value approximated the related net book value of the machinery and equipment held under the Company’s operating lease arrangements. The Company’s net investment in sales-type lease arrangements at March 31, 2022 is immaterial and is recorded in prepaid expense and other current assets in the consolidated balance sheets. There was no net investment in sales-type lease arrangements at March 31, 2021.

The Company recognized the following components under operating and sales-type lease arrangements in the accompanying consolidated statements of operations and comprehensive loss for the periods indicated:

		Three Months Ended March 31,
		2022			2021
		Operating	Sales-type		Operating	Sales-type
Revenue	$	192	—	$	—	—
Interest Income (1)		—	9		—	—

⁽¹⁾ Interest income related to sales-type leases is recorded as a component of revenue in the consolidated statements of operations and comprehensive loss for each of the periods presented.

The Company’s net investment in sales-type leases consisted of the following:

	Three Months Ended March 31,
	2022		2021
Future minimum lease payments receivable	$	1,184	$	—
Less: Allowance for doubtful accounts		(523)		—
Net future minimum lease payments receivable		661		—
Less: Unearned interest income		(30)		—
Net investment in sales-type leases	$	631	$	—

The Company did not record any provisions for bad debt related to lessees during the three months ended March 31, 2022.

Future minimum lease receipts of non-cancellable operating and sales-type lease arrangements as of March 31, 2022 were as follows:

	Operating		Sales-type
2022	$	243	$	632
2023		211		463
2024		37		45
2025		9		44
2026		—		—
Thereafter		—		—
Total minimum lease payments	$	500	$	1,184
Less: Allowance for doubtful accounts				(523)
Less: Present value discount				(30)
Future minimum lease payments receivable			$	631

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

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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 condensed consolidated financial statements.

Between September 2021 and the closing of the ExOne Merger on November 12, 2021, twelve putative class action complaints were filed by purported ExOne shareholders against ExOne and the former ExOne Board of Directors alleging violations of federal securities laws in connection with the S-4 filed by ExOne for the ExOne Merger. All have been dismissed.

On November 8, 2021, another purported stockholder, Leo Lissoq Goldstein, filed a Section 220 complaint in Delaware Chancery Court against ExOne (Goldstein v. The ExOne Company, Case No. 2021-0958-KSJM). Mr. Goldstein seeks to discover certain books and records of the company related to the ExOne Merger purportedly in order to investigate, among other things, the events leading up to and the disclosures made in connection with the ExOne Merger. Mr. Goldstein has also moved to intervene and stay the Campanella action, discussed below, until his Section 220 action is complete.

On November 22, 2021, purported stockholder Pietro Campanella filed a class action lawsuit against ExOne, Desktop Metal, Inc., and former ExOne directors and officers alleging breach of fiduciary duties and aiding and abetting breach of fiduciary duties in connection with the ExOne Merger (Campanella v. The ExOne Company et al., Case No. 2021-1013, Case No. 2021-1013-LWW). In particular, Mr. Campanella alleges that ExOne’s proxy statement and supplemental disclosures did not adequately disclose information related to a whistleblower investigation at one of Desktop Metal’s subsidiaries, EnvisionTEC, and the resignation of EnvisionTEC’s CEO.

On December 21, 2021, January 14, 2022, February 2, 2022 and February 22, 2022, four alleged shareholders of Desktop Metal stock filed purported securities class action complaints in the United States District Court for the District of Massachusetts. (Luongo v. Desktop Metal, D. Mass., Case No. 1:21-cv-12099-IT; Hathaway v. Desktop Metal, D. Mass., Case No. 1:22-cv-10059-IT; Guzman-Martinez v. Desktop Metal, D. Mass, Case No. 1:22-cv-10173, Xie v. Desktop Metal, Case No. 1:22-cv-10297-IT). Each complaint alleges 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. On February 4, 2022, the court issued an order consolidating the first three District of Massachusetts securities class actions.

The Company believes that these complaints are all without merit and intends to defend against them vigorously.

Commitments

The Company has entered into legally binding agreements with certain suppliers to purchase materials used in the manufacturing of the Company’s products. As of March 31, 2022, the Company had outstanding purchase orders with contract manufacturers in the amount of $52.7 million which are not included in the condensed consolidated balance sheets.

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, one-time payments of $0.3 million and is obligated to pay a set percentage, ranging from 1.0% - 13%, of all consideration received by the Company for sales of related products and services, until the agreements are terminated at various dates through 2037. The Company’s aggregate minimum annual commitment under these contracts is $0.3 million. During the three months ended March 31, 2022 and 2021, the Company recorded immaterial licensing and royalty fees.

As a result of the acquisition of ExOne, the Company assumed short-term financial guarantees and letters of credit. Within the Company’s normal course of operations, it issues these short-term financial guarantees and letters of credit through a credit facility with a German bank to third parties in connection with certain commercial transactions requiring security. The credit facility provides a capacity amount of $4.0 million for the issuance of financial guarantees and letters of credit for commercial transactions requiring security. The credit facility does not require cash collateral for the issuance of financial guarantees and letters of credit for commercial transactions requiring security for amounts up to $1.1 million. Amounts in excess of $1.1 million require cash collateral under the credit facility.

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At March 31, 2022, total outstanding financial guarantees and letters of credit issued by the Company under the credit facility were $2.7 million, of which $0.6 million have expiration dates ranging from May 2022 to March 2023, and the remaining $2.1 million with no expiration date. At March 31, 2022, cash collateral of $1.6 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.

18. INCOME TAXES

The Company’s provision for interim periods is determined using an estimate of the annual effective tax rate, adjusted for discrete items arising in that quarter. The Company’s effective tax rate differs from the U.S. statutory tax rate primarily due to valuation allowances on its deferred tax assets as it is more likely than not that some or all of the Company’s deferred tax assets will not be realized. During the three months ended March 31, 2022 and 2021, the Company recorded an income tax benefit of $1.3 million and $27.9 million, respectively.

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the Company’s consolidated financial statements and tax returns. Deferred tax assets and liabilities are determined based upon the differences between the consolidated financial statements carrying amounts and the tax bases of existing assets and liabilities and for loss and credit carryforwards, using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. The Company has provided a full valuation allowance against the net deferred tax assets as 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.

The Company provides reserves for potential payments of taxes to various tax authorities related to uncertain tax positions. Amounts recognized are based on a determination of whether a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be sustained on audit. The amount associated with uncertain tax positions are recorded as a component of income tax expense. As of March 31, 2022, the Company has accrued uncertain tax positions of approximately $1.0 million related to the EnvisionTEC acquisition. The amounts relate to U.S. state and foreign tax positions. Included in the balance of unrecognized tax benefits as of March 31, 2022 are amounts that, if recognized, would impact the effective tax rate. As of December 31, 2021, the company accrued uncertain tax positions of approximately $1.0 million related to the EnvisionTEC acquisition.

19. STOCKHOLDERS’ EQUITY

As of March 31, 2022, the Company’s authorized shares consisted of 500,000,000 shares of Common Stock, $0.0001 par value 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.

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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-half of a redeemable warrant (each, a “Public Warrant”). Each whole Public Warrant entitles the holder to purchase one share of Common Stock at a price of $11.50 per share and became exercisable as of 30 days from the date of the Business Combination. Unless earlier redeemed, the Public Warrants will expire five years from the completion of the Business Combination. The Company may redeem the outstanding Public Warrants in whole and not in part at a price of $0.01 per Public Warrant upon a minimum of 30 days’ prior written notice of redemption, and only in the event that the last sale price of the Company’s Common Stock is at least $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which notice of redemption is given. If the Company redeems the Public Warrants as described above, it will have the option to require all Public Warrant holders that wish to exercise to do so on a “cashless basis”. On February 26, 2021, the Company delivered a notice to redeem all of its outstanding Public Warrants that remain unexercised at 5:00 p.m. New York City time on March 29, 2021. During 2021, Public Warrants for 14,840,589 shares of the Company’s Common Stock were exercised for cash, resulting in the Company receiving net proceeds of $170.7 million. On March 29, 2021, the 166,905 outstanding Public Warrants were redeemed by the Company for $0.01 per Public Warrant. Effective March 29, 2021, all of the Public Warrants were exercised or redeemed.

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.

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The Company’s Private Placement Warrants are classified as liabilities, and are measured at fair value through earnings. During the three months ended March 31, 2022, the Company recorded no gain or loss related to the change in fair value of the private placement warrants. During the three months ended March 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:

	Three Months Ended
	March 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.

20. STOCK BASED COMPENSATION

In 2015, the Board of Directors approved the adoption of the 2015 stock incentive plan (the “2015 Plan”). The 2015 Plan allowed 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. Awards could be made under the 2015 Plan for up to 26,283,789 shares of Common Stock. Option awards expire 10 years from the grant date and generally vest over four years; however, vesting conditions can vary at the discretion of our Board of Directors.

As part of the acquisition of Make Composites, Inc. (“Make”) in 2019, the Company assumed the 2018 equity incentive plan of Make (the “Make Plan”). The Make Plan allows for the award of incentive and nonqualified stock options and warrants for those employees and contractors that were hired as part of the acquisition. The Make Plan allowed for 232,304 options and warrants to be issued, which were issued in 2019, with no additional options to be issued in the future. Option awards expire 10 years from the grant date and generally vest over four years; however, vesting conditions can vary at the discretion of our Board of Directors.

In December 2020, the Board of Directors and stockholders of the Company approved the adoption of the 2020 Incentive Award Plan (the “2020 Plan” and together with the 2015 Plan and the Make Plan, the “Plans”), which became effective on the date of the Business Combination. Upon effectiveness of the 2020 Plan, the Company ceased granting new awards under the 2015 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. The number of shares of common stock initially available for issuance under the 2020 Plan was 12,400,813 shares of common stock plus the number of shares subject to awards outstanding under the 2015 Plan that expire, lapse, terminate, or are exchanged for cash, surrendered, repurchased, or canceled without having been fully exercised or forfeited. 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, 2022, 15,573,698 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

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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.

In July 2020 in order to incentivize and retain personnel, the Company repriced certain unvested stock options held by employees to have an exercise price equal to the then-current fair market value of its Common Stock. Vested awards were not eligible for repricing. Employees were allowed to opt out of the repricing of unvested stock options by providing notice to the Company within thirty days following the repricing. If an employee did not opt out of the repricing, all unvested options held by such employee were repriced and subject to a new vesting schedule. Repriced options vest over a period of four years from the date of the repricing, with one-year cliff vesting and monthly vesting thereafter, provided service with the Company is not terminated. The repricing affected 116 employees, at an incremental compensation cost of $3.6 million to the Company, which will be recognized over the vesting period.

During the three months ended March 31, 2022 and 2021, the Company did not grant any options to purchase shares of Common Stock to employees or non-employees.

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 three months ended March 31, 2022, no performance-based stock options vested or were forfeited. As of March 31, 2022, 476,298 performance-based stock options remain outstanding.

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.

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The option activity of the Plans for the three months ended March 31, 2022, 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, 2022	13,249	$	1.73	7.23	$	42,775
Granted	—	$
Exercised	(787)	$	1.14
Forfeited/expired	(283)	$	1.68
Outstanding at March 31, 2022	12,179	$	1.77	7.06	$	36,302
Options vested at March 31, 2022	8,001	$	1.91	6.47	$	22,710
Options vested or expected to vest at March 31, 2022	11,652	$	1.78	7.01	$	40,852

The aggregate intrinsic value of options exercised during the three months ended March 31, 2022 and 2021, was $2.5 million and $0.1 million, respectively.

The total stock- based compensation expense related to stock options during the three months ended March 31, 2022 and March 31, 2021 was $0.9 million and $1.2 million, respectively. Total unrecognized stock-based compensation expense related to unvested stock options at March 31, 2022 aggregated $6.9 million and is expected to be recognized over a weighted-average period of 2.2 years.

Restricted Stock Awards

In connection with acquisitions, the Company has granted restricted stock awards (“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 as of March 31, 2022 is as follows (shares in thousands):

	Shares Subject	Weighted-Average
	to Vesting	Grant Date Fair Value
Balance of unvested shares as of January 1, 2022	264	$ 7.79
Cancelled/Forfeited	(5)	$ 8.78
Vested	(84)	$ 6.90
Balance of unvested shares as of March 31, 2022	175	$ 7.79

The total stock-based compensation expense related to RSAs during the three months ended March 31, 2022 and 2021 was $0.4 million and $0.2 million, respectively. As of March 31, 2022, the total unrecognized stock-based compensation expense related to unvested RSAs aggregated $1.5 million, and is expected to be recognized over a weighted-average period of 1.9 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 cliff vesting and quarterly vesting thereafter, provided service with the Company is not terminated. The fair value of RSUs is equal to the estimated fair market value of the Company’s Common Stock on the date of grant.

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RSU activity under the 2020 Plan for the three months ended March 31, 2022 is as follows (shares in thousands):

	Shares Subject	Weighted-Average
	to Vesting	Grant Date Fair Value
Balance of unvested shares as of January 1, 2022	16,395	$ 7.54
Granted	5,527	$ 4.20
Vested	(520)	$ 13.41
Cancelled/Forfeited	(392)	$ 11.09
Balance of unvested shares as of March 31, 2022	21,010	$ 6.44

The total stock-based compensation expense related to RSUs during the three months ended March 31, 2022 and 2021 was $8.6 million and $0.8 million, respectively. Total unrecognized compensation costs related to unvested RSUs at March 31, 2022 was approximately $112.1 million and is expected to be recognized over a period of 3.3 years.

RSUs 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, 2021. 120,000 awards were forfeited during the year ended December 31, 2021 due to performance milestones not being achieved. No performance-based RSUs vested or were forfeited during the three months ended March 31, 2022. As of March 31, 2022, 550,000 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. None of these performance-based RSUs vested during the year ended December 31, 2021 or during the three months ended March 31, 2022. As of March 31, 2022, 124,300 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 RSUs 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 RSU. The service condition was not met prior to his resignation, so no stock-based compensation expense was recorded for this

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award. No market-based RSUs vested or were forfeited during the three months ended March 31, 2022. As of March 31, 2022, 6,802,702 market-based RSUs 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 RSUs 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. As of March 31, 2022, there is no fair value associated with these awards as the achievement of the performance criteria has not yet been deemed probable. The liability-classified awards have been excluded from the potentially dilutive securities table.

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):

	Three Months Ended March 31,
	2022		2021
Research and development	$	4,720	$	916
General and administrative expense		3,420		839
Sales and marketing expense		1,285		345
Cost of sales		487		117
Total stock-based compensation expenses	$	9,912	$	2,217

There were 20,115,713 shares available for award under the 2020 Plan at March 31, 2022.

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, a former director and executive officer of the Company. As of December 31, 2021, these entities were no longer considered related parties to the Company.

The Company is the lessee in a lease agreement with ATMRE, LLC, a leasing company, in which Mr. El Siblani is the sole member, for the Dearborn, Michigan facility utilized by EnvisionTEC. This lease extends through December 31, 2023. As of March 31, 2021, the Company recorded $0.5 million of right of use asset and lease liability. During the three months ended March 31, 2021, the Company paid immaterial lease expense to AMTRE, LLC. The Company’s annual commitment to AMTRE, LLC is $0.2 million.

The Company is the lessee in a lease agreement JES Besitzgesellschaft GmbH, a leasing company that is controlled by members of the immediate family of Mr. El Siblani, for facilities located in Gladbeck, Germany utilized by EnvisionTEC. As of March 31, 2021, the Company recorded $0.2 million of right of use asset and lease liability. During the three months ended March 31, 2021, the Company paid immaterial lease expense to JES Besitzgesellschaft GmbH. The Company’s annual commitment to JES Besitzgesellschaft GmbH is $0.1 million.

The Company is the lessee in a lease agreement with Sitraco (UK) Limited, a leasing company that is controlled by Mr. El Siblani, for an additional facility located in Gladbeck, Germany utilized by EnvisionTEC. As of March 31, 2021, the Company recorded $0.2 million of right of use asset and lease liability. During the three months ended March 31, 2021, the Company paid immaterial lease expense to Sitraco (UK) Limited. The Company’s annual commitment to Sitraco (UK) Limited is $0.1 million.

The Company has a distribution agreement with Sibco Europe Ltd., a distributor based out of the United Kingdom. Mr. El Siblani is Managing Director of and sole shareholder of Sibco Europe Ltd. The Company did not have any sales to Sibco Europe Ltd. during the three months ended March 31, 2021. In addition, Sibco Europe Ltd. provides sales and marketing support for EnvisionTEC GmbH. As of March 31, 2021, the Company did not have accounts receivable or accounts payable due to or from Sibco Europe Ltd.

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The Company also has an agreement with E3D Technology, a wholly-owned subsidiary of Sibco Europe Ltd., for services including research and development, maintenance, and marketing services. As part of the agreement, the Company also pays a fee for overhead at the facilities where these contracted services are being performed. During the three months ended March 31, 2021, the Company paid immaterial service expense to E3D Technology.

As a result of the acquisition of Dental Arts Labs, the Company assumed certain lease agreements with a related party for facilities in Peoria, Illinois used for research and development and administrative purposes. As of March 31, 2022, the Company recorded $3.5 million of right of use asset and lease liability. During the three months ended March 31, 2022, the Company paid lease expense of $0.1 million to the related party. The Company’s annual commitment related to these lease agreements is $0.6 million.

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 for the three months ended March 31, 2022

	Americas		EMEA		APAC		Total
Products	$	27,929	$	8,593	$	2,954	$	39,476
Services		2,806		1,200		224		4,230
Total	$	30,735	$	9,793	$	3,178	$	43,706

Revenue for the three months ended March 31, 2021

	Americas		EMEA		APAC		Total
Products	$	5,854	$	2,526	$	1,931	$	10,311
Services		705		215		82		1,002
Total	$	6,559	$	2,741	$	2,013	$	11,313

During the three months ended March 31, 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):

	Three Months Ended
	March 31,
	2022		2021
Revenue recognized at a point in time	$	39,476	$	10,311
Revenue recognized over time		4,230		1,002
Total	$	43,706	$	11,313

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):

	March 31,		December 31,
	2022		2021
Americas	$	57,703	$	58,355
EMEA		18,296		11,289
APAC		6,371		6,861
Total long-lived assets	$	82,370	$	76,505

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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.

	Three Months Ended March 31,
(in thousands, except per share amounts)	2022		2021
Numerator for basic and diluted net loss per share:
Net loss	$	(69,944)	$	(59,108)
Denominator for basic and diluted net loss per share:
Weighted-average shares		312,017		238,244
Net loss per share—Basic and Diluted	$	(0.22)	$	(0.25)

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 March 31, 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):

	Three Months Ended March 31,
	2022		2021
Common Stock options outstanding		12,179		19,378
Unvested restricted stock units outstanding		21,010		918
Unvested restricted stock awards outstanding		175		224
Total shares		33,364		20,520

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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

This Quarterly Report on Form 10-Q contains forward-looking statements. All statements contained in this Quarterly Report on Form 10-Q other than statements of historical fact, including statements regarding our future operating results and financial position, our business strategy and plans, market growth, trends, events, and our objectives for future operations, are forward-looking statements. The words “may,” “will,” “expect,” “anticipate,” “believe,” “intend,” “project,” “could,” “would,” “estimate,” “potential,” “continue,” “plan,” “target,” or the negative of these words or similar expressions are intended to identify forward-looking statements.

The forward-looking statements included herein are based on current expectations of management. Actual results may differ from those expressed in forward-looking statements due to additional factors, including those set forth in Item 1A. “Risk Factors” elsewhere in this Quarterly Report on Form 10-Q. Although we believe that expectations reflected in the forward-looking statements are reasonable, we cannot guarantee future results, performance, or achievements. The events and circumstances reflected in our forward-looking statements may not be achieved or occur, and actual results could differ materially from those projected in the forward-looking statements. Moreover, we operate in an evolving environment. New risk factors and uncertainties may emerge from time to time, and it is not possible for management to predict all risk factors and uncertainties. As a result of these factors, we cannot assure you that the forward-looking statements in this Quarterly Report on Form 10-Q will prove to be accurate. Except as required by applicable law, we do not plan to publicly update or revise any forward-looking statements contained herein, whether as a result of any new information, future events, changed circumstances, or otherwise.

You should read this Quarterly Report on Form 10-Q completely and with the understanding that our actual future results may be materially different from what we expect. We qualify all of our forward-looking statements by these cautionary statements.

Business Overview

Desktop Metal is pioneering a new generation of additive manufacturing technologies focused on Additive Manufacturing 2.0, the volume production of end use parts. We offer a comprehensive portfolio of integrated additive manufacturing solutions comprised of hardware, software, materials and services with support for metals, polymers, elastomers, ceramics, sands, composites, wood and biocompatible materials. Our solutions span use cases across the product life cycle, from product development to mass production and aftermarket operations, and they address an array of industries, including automotive, healthcare and dental, consumer products, heavy industry, aerospace, machine design and research and development.

Our growth strategy begins with a commitment to research and development. Since our founding in 2015, we have invested significant resources in research and development towards building an extensive portfolio of proprietary and differentiated technologies with a focus on making additive manufacturing an easy-to-use, economic and scalable solution. These technologies represent the cornerstones of our future product introductions, are critical to enhancing our existing offerings, and are supported by over 650 patents or pending patent applications. Our additive manufacturing platforms, which leverage these technologies for the production of tools and end-use parts, enable businesses to address their specific goals through a range of solutions that span price points, throughput levels and operating environments.

Our product platforms offer several key advantages over competitive additive manufacturing systems including breakthrough print speeds, competitive part costs, accessible workflows and software, turnkey solutions and support for an extensive library of qualified materials, the sale of which represent a recurring revenue stream from customers of our additive manufacturing solutions in addition to system consumables and other services, such as installation, training and technical support. As a result of these strengths, our solutions are lowering the barriers to adopting additive manufacturing and unlocking new applications where conventional manufacturing has customarily held cost and volume advantages. Across printers, parts and materials, we intend to continue investing to advance our current technology portfolio and develop new technologies that allow us to serve a broader customer base and reach new verticals, thereby expanding our addressable market and driving adoption of Additive Manufacturing 2.0.

We leverage our core competencies in technology innovation and product development by marketing and selling our Additive Manufacturing 2.0 solutions through a leading global distribution network, managed and augmented by our own internal sales and marketing teams. This distribution network, which covers over 65 countries around the world, is composed of sales and distribution professionals with decades of experience in digital manufacturing technologies and works alongside our direct sales force to market and sell products across a range of industries and price points. Similarly, our internal manufacturing and supply chain teams to work

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collaboratively with our internal engineering department and third-party contract manufacturers to scale up initial prototypes for commercialization and volume commercial shipments. Together, our hybrid distribution and manufacturing approaches allow us to produce, sell and service our products at-scale in global markets and create substantial operating leverage as we execute our strategy.

Our proprietary technology solutions also serve as the foundation for product parts offerings in which we which we directly manufacture parts for sale to our customers with a focus on key applications and verticals in which additive manufacturing can provide significant design, performance, cost and supply chain advantages relative to conventional manufacturing. These offerings will enable us to provide a more holistic suite of solutions for our customers and enable the accelerated adoption of our Additive Manufacturing 2.0 solutions across select high-value production applications, which we refer to as “killer apps”, including, but not limited to, medical and dental devices, fluid power systems, and sustainable, end-use wood parts. We believe such offerings will not only create a high-margin revenue stream, but will also facilitate lead generation for our additive manufacturing systems at scale and enable high-performance and specialized applications using new materials ahead of broader market introduction.

Operating Results

For the three months ended March 31, 2022, we recognized revenues of $43.7 million and used cash in operating activities of $56.3 million, and we ended the period with $206.5 million of cash, cash equivalents, and short-term investments. We incurred a net loss of $69.9 million for the three months ended March 31, 2022. As of March 31, 2022, we had $103.6 million in cash and cash equivalents, $102.9 million in short-term liquid investments, and current liabilities of $104.3 million.

Recent Developments

ExOne Acquisition

On November 12, 2021, we acquired The ExOne Company, or ExOne, pursuant to an Agreement and Plan of Merger dated August 11, 2021. The total purchase price was $613.0 million consisting of cash consideration of $201.4 million and 48,218,063 shares of our Class A Common Stock with a fair value of $411.6 million as of the close of business on the transaction date.

COVID-19

In March 2020, the World Health Organization declared the outbreak of COVID-19 a pandemic. It is not possible to accurately predict the full impact of the COVID-19 pandemic on our business, financial condition and results of operations due to the evolving nature of the COVID-19 pandemic and the extent of its impact across industries and geographies and numerous other uncertainties. For example, we face uncertainties about the duration and spread of the outbreak, additional actions that may be taken by governmental entities, and the impact it may have on the ability of us, our customers, our suppliers, our manufacturers and our other business partners to conduct business. Governments in affected regions have implemented, and may continue to implement, safety precautions which include quarantines, travel restrictions, business closures, cancellations of public gatherings and other measures as they deem necessary. Many organizations and individuals, including our company and employees, are taking additional steps to avoid or reduce infections, including limiting travel and staying home from work. These measures are disrupting normal business operations and have had significant negative impacts on businesses and financial markets worldwide. We continue to monitor our operations and government recommendations and have made modifications to our normal operations because of the COVID-19 pandemic, including requiring most non-engineering or operations-related team members to work remotely, utilizing heightened cleaning and sanitization procedures, implementing new health and safety protocols and reducing non-essential travel.

The COVID-19 pandemic has caused us to experience several adverse impacts, including extended sales cycles to close new orders for our products, delays in shipping and installing orders due to closed facilities and travel limitations and delays in collecting accounts receivable. The rapid development and uncertainty of the impacts of the COVID-19 pandemic precludes any prediction as to the ultimate adverse impact of the COVID-19 pandemic on our business. However, the COVID-19 pandemic, and the measures taken to contain it, present material uncertainty and risk with respect to our performance and financial results. In particular, businesses across an array of vertical markets are temporarily reducing capital expenditure budgets globally as they seek to preserve liquidity to ensure the longevity of their own operations, which in turn may lead to reductions in purchases of our additive manufacturing solutions. Further, office closures may prevent organizations from reaching typical utilizations of our additive manufacturing solutions, resulting in reductions in purchases of consumable materials. Additionally, the COVID-19 pandemic may contribute to facility closures at our third-party contract manufacturers and key suppliers, causing delays and disruptions in product manufacturing,

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which could affect our ability to ship products purchased by our customers in a timely manner. Disruptions in the capital markets as a result of the COVID-19 pandemic may also adversely affect our business if these impacts continue for a prolonged period and we need additional liquidity.

In the long-term, we believe that the COVID-19 pandemic and the subsequent disruptions in global supply chains and logistics networks will encourage organizations to reassess their supply chain structure and may accelerate their adoption of solutions such as additive manufacturing, which could allow for greater flexibility through decentralized production capabilities, on-demand inventory resiliency, reductions in supply chain complexity and a reduced reliance on overseas manufacturing.

Key Factors Affecting Operating Results

We believe that our performance and future success depend on many factors that present significant opportunities for us, but also pose risks and challenges, including those discussed below and in “Risk Factors” section of this Quarterly Report on Form 10-Q.

Adoption of our Additive Manufacturing Solutions

We believe the world is at an inflection point in the adoption of additive manufacturing solutions and that we are well-positioned to take advantage of this opportunity across an array of industries due to our proprietary technologies and global distribution capabilities. We expect that our results of operations, including revenue and gross margins, will fluctuate for the foreseeable future as businesses continue to shift away from conventional manufacturing processes towards additive manufacturing for end-use parts. Our turnkey and volume production solutions are designed to empower businesses to realize the full benefits of additive manufacturing at-scale, including geometric and design flexibility, mass customization and supply chain engineering, among others. The degree to which potential and current customers recognize these benefits and invest in our solutions will affect our financial results.

Pricing, Product Cost and Margins

We offer customers a range of additive manufacturing solutions spanning multiple price points, materials, throughput levels, operating environments and technologies to enable them to find the solution that achieves their specific goals. Pricing for these products may vary by region due to market-specific supply and demand dynamics and product lifecycles, and sales of certain products have, or are expected to have, higher gross margins than others. As a result, our financial performance depends, in part, on the mix of products we sell during a given period. In addition, we are subject to price competition, and our ability to compete in key markets will depend on the success of our investments in new technologies and cost improvements as well as our ability to efficiently and reliability introduce cost-effective additive manufacturing solutions for our customers.

Continued Investment and Innovation

We believe that we are a leader in mass production and turnkey additive manufacturing solutions, offering breakthrough technologies that enable high throughput and ease‑of‑use through our broad product portfolio. Our performance is significantly dependent on the investment we make in our research and development efforts and on our ability to be at the forefront of the additive manufacturing industry. It is essential that we continually identify and respond to rapidly evolving customer requirements, develop and introduce innovative new products, enhance existing products and generate customer demand for our solutions. We believe that investment in our additive manufacturing solutions will contribute to long‑term revenue growth, but it may adversely affect our near‑term profitability.

Commercial Launch of Products

We continually invest in the development of new products and enhancements to existing products to meet constantly evolving customer demands, and during the three months ended March 31, 2022, we launched a number of new products. Prior to commercialization of new products, we must complete final testing, procurement and manufacturing ramp up of these products in-house or at our third-party contract manufacturers, as applicable. Any delays in successful completion of these steps may impact our ability to generate revenue from these products.

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Acquisitions and Transaction-Related Costs

Our growth relies heavily on the successful integration of acquired companies, including our ability to realize the anticipated business opportunities from combining operations in an efficient and effective manner. We expect that the results of our operations will fluctuate as we continue to integrate these businesses, and the technologies, products, and services that they offer. Additionally, our results of operations will be impacted by non-recurring transaction-related costs, including integration costs, severance costs and other costs associated with these acquisitions.

Results of Operations

Comparison of the three months ended March 31, 2022 and March 31, 2021

Revenue

The following table presents the revenue of each of our revenue streams, as well as the percentage of total revenue and change from the prior year.

	For the Three Months Ended March 31,
	2022				2021				Change in Revenues
(Dollars in thousands)	Revenue		% of Total		Revenue		% of Total		$		%
Products Revenue	$	39,476	90	%	$	10,311	91	%	$	29,165	283	%
Services Revenue		4,230	10	%		1,002	9	%		3,228	322	%
Total Revenue	$	43,706	100	%	$	11,313	100	%	$	32,393	286	%

Total revenue for the three months ended March 31, 2022 and 2021 was $43.7 million and $11.3 million, respectively, an increase of $32.4 million, or 286%The increase in total revenue was attributable to an increase in revenue from both products and services.

We sold more products during the three months ended March 31, 2022 as compared to the three months ended March 31, 2021, leading to an approximately 283% increase in product revenue. This was primarily the result of an increase in unit shipments across a more varied product mix during the first quarter of 2022 and additional revenue in connection with acquisitions that occurred during 2021.

Services revenue increased approximately 322% during the three months ended March 31, 2022, as compared to the three months ended March 31, 2021, primarily due to an increase in support and installation revenue from increased shipments during the period and additional revenue in connection with acquisitions.

The following table presents revenue by geographic region, as well as the percentage of total revenue and change from the prior period.

	For the Three Months Ended March 31,
	2022				2021				Change in Revenues
(Dollars in thousands)	Revenue		% of Total		Revenue		% of Total		$		%
Americas	$	30,735	70	%	$	6,559	58	%	$	24,176	369	%
EMEA (Europe, the Middle East and Africa)		9,793	23	%		2,741	24	%		7,052	257	%
APAC (Asia‑Pacific)		3,178	7	%		2,013	18	%		1,165	58	%
Total Revenue	$	43,706	100	%	$	11,313	100	%	$	32,393	286	%

Total revenue increased during the three months ended March 31, 2022 compared to the three months ended March 31, 2021, due to an increase in unit shipments in all regions across a more varied product mix and additional revenue in connection with acquisitions.

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Cost of Sales

Total cost of sales during the three months ended March 31, 2022 and 2021 was $45.0 million and $11.9 million, respectively, an increase of $33.1 million or 278%. The increase in total cost of sales was driven primarily by an increase in product cost of sales, which resulted from increased product sales. Additionally, cost of sales increased $4.9 million due to amortization from intangible assets acquired through acquisitions that are included in cost of sales.

Gross Loss and Gross Margin

The following table presents gross loss by revenue stream, as well as change in gross loss dollars from the prior period.

	For the Three
	Months Ended
	March 31,				Change in Gross
	2022		2021		Profit
(Dollars in thousands)	Gross Profit (Loss)				$		%
Products	$	(2,426)	$	(176)	$	(2,250)	(1,278)	%
Services		1,098		(411)		1,509	367	%
Total	$	(1,328)	$	(587)	$	(741)	(126)	%

Total gross profit (loss) during the three months ended March 31, 2022 and 2021 was ($1.3) million and ($0.6) million, respectively. The decrease in gross profit of $0.7 million is driven primarily by an increase in amortization expense from acquisitions included in cost of goods sold as well as increased personnel expenses from hiring to support business growth. The decrease was partially offset by an increase in higher margin service revenue.

The following table presents gross margin by revenue stream, as well as the change in gross margin from the prior period.

	For the Three
	Months Ended				Change in Gross
	March 31,				Margin
	2022		2021		Percentage
(Dollars in thousands)	Gross Margin				Points	%
Products	(6)	%	(2)	%	(0.04)	(200)	%
Services	26	%	(41)	%	0.67	163	%
Total	(3)	%	(5)	%	0.02	40	%

Total gross margin for the three months ended March 31, 2022 and 2021 was (3)% and (5)%, respectively. The increase in total gross margin was primarily due to the increase in gross margin from our service revenue, which resulted from greater absorption of fixed costs in the three months ended March 31, 2022 as compared to the three months ended March 31, 2021.

Research and Development

Research and development expenses during the three months ended March 31, 2022 and 2021 were $24.6 million and $10.9 million, respectively, an increase of $13.7 million, or 126%. The increase in research and development expenses was due in part to 2021 acquisitions, which added $6.6 million. Compensation costs increased $5.1 million due to headcount growth, of which $3.4 million relates to equity compensation and $1.7 million relates to payroll costs, to support new product development and existing product enhancements. Additionally, engineering consulting costs increased $0.7 million as efforts continue on new product development and existing product enhancements.

Sales and Marketing

Sales and marketing expenses during the three months ended March 31, 2022 and 2021 were $19.7 million and $5.4 million, respectively, an increase of $14.3 million, or 265%. The increase in sales and marketing expenses was primarily due to increased expense related to acquired entities of $6.8 million. In addition, compensation costs increased $3.5 million, of which $0.9 million relates to equity compensation costs and $2.6 million relates to payroll costs, due to headcount growth and higher commission

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expenses in line with the increase in sales. Additionally, there was growth of $2.9 million in marketing program spend driven primarily by the commercialization of new products and related marketing efforts.

General and Administrative

General and administrative expenses during the three months ended March 31, 2022 and 2021 were $23.9 million and $13.8 million, respectively, an increase of $10.1 million, or 73%. The increase in general and administrative expenses was primarily due to increased expense related to acquired entities of $7.1 million. Additionally, compensation costs increased by $5.0 million, of which $2.6 million relates to equity compensation and $2.4 million relates to payroll costs, related to hiring to support public company requirements. The increase in general and administrative expenses was partially offset by a decrease of $2.9 million in accounting, auditing and legal fees due to a reduction in merger and acquisition activity.

Change in Fair Value of Warrant Liability

Change in fair value of warrant liability during the three months ended March 31, 2022, and 2021, were $0 and a $56.6 million loss, respectively. The warrant liability increased $56.6 million as a result of the remeasurement, which resulted in the $56.6 million loss during the three months ended March 31, 2021. As of March 2, 2021, all Private Placement Warrants were exercised and there was no outstanding warrant liability.

Interest Expense

There was no interest expense recognized during the three months ended March 31, 2022. Interest expense during the three months ended March 31, 2021 was $0.1 million. Interest expense decreased primarily due to the payoff of the term loan in June 2021.

Interest and Other Income, Net

Interest and other income, net during the three months ended  March 31, 2022 and 2021 and was ($1.8) million and $0.4 million, respectively. The decrease during the three months ended March 31, 2022 is attributable to a loss on the equity investment.

Income Taxes

We recorded an income tax benefit of $1.3 million during the three months ended March 31, 2022 compared  an income tax benefit of $27.9 million during for the three months ended March 31, 2021. The decrease was due to partial release of the valuation allowance related to the deferred tax liability acquired in the EnvisionTEC acquisition during the three months ended March 31, 2021.

We have provided a valuation allowance for all of our deferred tax assets as a result of our historical net losses in the jurisdictions in which we operate, except for Germany, Japan and Belgium. We continue to assess our future taxable income by jurisdiction based on our recent historical operating results, the expected timing of reversal of temporary differences, various tax planning strategies that we may be able to enact in future periods, the impact of potential operating changes on our business and our forecast results from operations in future periods based on available information at the end of each reporting period. To the extent that we are able to reach the conclusion that deferred tax assets are realizable based on any combination of the above factors in a single, or multiple, taxing jurisdictions, a reversal of the related portion of our existing valuation allowances may occur.

Non-GAAP Financial Information

In addition to our results determined in accordance with GAAP, we believe the below non-GAAP financial measures are useful in evaluating our operational performance. We use this non-GAAP financial information to evaluate our ongoing operations and for internal planning and forecasting purposes. We believe that this non-GAAP financial information, when taken collectively, may be helpful to investors in assessing our operating performance.

The non-GAAP financial information excludes, as applicable, stock-based compensation expense, amortization of acquired intangible assets included in cost of sales, acquisition-related and other transactional charges included in general and administrative expense, and change in fair value of warrant liability. These items are normally included in the comparable measures calculated and presented in accordance with GAAP. Our management excludes these items when evaluating our ongoing performance and/or

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evaluating earnings potential, and therefore excludes them when presenting non-GAAP financial measures. Management uses non-GAAP financial measures to supplement our GAAP results.

Stock-based compensation is a non-cash expense relating to stock-based awards issued to executive officers, employees, and outside directors, consisting of options and restricted stock units. We exclude this expense because it is a non-cash expense and we assess our internal operations excluding this expense and believe it facilitates comparisons to the performance of other companies in our industry.

Amortization of acquired intangible assets is a non-cash expense that is impacted by the timing and magnitude of our acquisitions. We believe the assessment of our operations excluding these costs is relevant to our assessment of internal operations and to comparisons with the performance of other companies in our industry.

Acquisition-related and other transactional charges are direct costs related to potential and completed acquisitions, including transaction fees, due diligence costs, severance, professional fees, and integration activities. Other transactional charges include third-party costs related to structuring unusual transactions. The occurrence and amount of these costs will vary depending on the timing and size of acquisitions. We believe excluding acquisition-related costs facilitates the comparison of our financial results to our historical operating results and to other companies in our industry.

In-process research and development assets acquired are direct costs related to assets acquisitions where the intangible assets acquired were determined to have no alternative future use. This is a non-recurring expense and we believe excluding acquired in-process research and development facilitates the comparison of our financial results to our historical operating results and to other companies in our industry.

Change in fair value of investments is a non-cash gain or loss impacted by the change in fair value of convertible debt instruments and the equity investment. We believe the assessment of our operations excluding this activity is relevant to our assessment of internal operations and to comparisons with the performance of other companies in our industry.

Change in fair value of warrant liability is a non-cash gain or loss impacted by the fair value of the Private Placement Warrants. We believe the assessment of our operations excluding this activity is relevant to our assessment of internal operations and to comparisons with the performance of other companies in our industry.

We use the below non-GAAP financial measures, and we believe that they assist our investors, to make period-to-period comparisons of our operational performance because they provide a view of our operating results without items that are not, in our view, indicative of our core operating results. We believe that these non-GAAP financial measures help illustrate underlying trends in our business, and we use the measures to establish budgets and operational goals for managing our business and evaluating our performance. We believe that providing non-GAAP financial measures also affords investors a view of our operating results that may be more easily compared to the results of other companies in our industry that use similar financial measures to supplement their GAAP results.

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The items excluded from the non-GAAP financial measures often have a material impact on our financial results and such items often recur. Accordingly, the non-GAAP financial measures included in this Quarterly Report on Form 10-Q should be considered in addition to, and not as a substitute for, the comparable measures prepared in accordance with GAAP. The following tables reconcile each of these non-GAAP financial measures to its most closely comparable GAAP measure in our financial statements for the three months ended March 31, 2022 and 2021:

	For the Three Months Ended
	March 31,
(Dollars in thousands)	2022		2021
GAAP gross margin	$	(1,328)	$	(587)
Stock-based compensation included in cost of sales		487		117
Amortization of acquired intangible assets included in cost of sales		5,990		1,091
Acquisition-related and other transactional charges included in cost of sales		1,138		—
Inventory step-up adjustment in cost of sales		1,181		—
Non-GAAP gross margin	$	7,468	$	621
GAAP operating loss	$	(69,479)	$	(30,740)
Stock-based compensation		9,912		2,217
Amortization of acquired intangible assets		9,784		2,299
Inventory step-up adjustment in cost of sales		1,181		—
Acquisition-related and other transactional charges		3,986		4,984
Non-GAAP operating loss	$	(44,616)	$	(21,240)
GAAP net loss	$	(69,944)	$	(59,108)
Stock-based compensation		9,912		2,217
Amortization of acquired intangible assets		9,784		2,299
Inventory step-up adjustment in cost of sales		1,181		—
Acquisition-related and other transactional charges		3,986		4,984
Change in fair value of investments		1,700		—
Change in fair value of warrant liability		—		56,576
Non-GAAP net loss	$	(43,381)	$	6,968

	For the Three Months Ended
	March 31,
(Dollars in thousands)	2022		2021
GAAP operating expenses	$	68,151	$	30,153
Stock-based compensation included in operating expenses		(9,425)		(2,100)
Amortization of acquired intangible assets included in operating expenses		(3,794)		(1,208)
Acquisition-related and other transactional charges included in operating expenses		(2,848)		(4,984)
Non-GAAP operating expenses	$	52,084	$	21,861

We define “EBITDA” as net loss plus net interest income, provision for income taxes, depreciation and amortization expense.

We define “Adjusted EBITDA” as EBITDA adjusted for change in fair value of warrant liability, stock-based compensation expense, warrant expense and transaction costs associated with acquisitions.

We believe that the use of EBITDA and Adjusted EBITDA provides an additional tool for investors to use in evaluating ongoing operating results and trends because it eliminates the effect of financing, capital expenditures, and non-cash expenses such as stock-based compensation and warrants, and provides investors with a means to compare our financial measures with those of comparable companies, which may present similar non-GAAP financial measures to investors. However, you should be aware when evaluating EBITDA and Adjusted EBITDA that we may incur future expenses similar to those excluded when calculating these measures. In addition, our presentation of these measures should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. Our computation of these measures, especially Adjusted EBITDA, may not be

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comparable to other similarly titled measures computed by other companies because not all companies calculate these measures in the same fashion.

Because of these limitations, EBITDA and Adjusted EBITDA should not be considered in isolation or as a substitute for performance measures calculated in accordance with GAAP. We compensate for these limitations by relying primarily on our GAAP results and using EBITDA and Adjusted EBITDA on a supplemental basis. You should review the reconciliation of net loss to EBITDA and Adjusted EBITDA below and not rely on any single financial measure to evaluate our business.

The following table reconciles net loss to EBITDA and Adjusted EBITDA during the three months ended March 31, 2022 and 2021:

	For the Three Months Ended
	March 31,
(Dollars in thousands)	2022		2021
Net loss attributable to common stockholders	$	(69,944)	$	(59,108)
Interest (income) expense, net		(32)		(42)
Income tax benefit		(1,256)		(27,920)
Depreciation and amortization		12,883		3,892
EBITDA		(58,349)		(83,178)
Change in fair value of warrant liability		—		56,576
Change in fair value of investments		1,700		—
Inventory step-up adjustment		1,181		—
Stock compensation expense		9,912		2,217
Acquisition-related and other transactional charges		3,986		4,984
Adjusted EBITDA	$	(41,570)	$	(19,401)

Liquidity and Capital Resources

We have incurred a net loss in each of our annual periods since our inception, and we have an accumulated deficit of $638.6 million as of March 31, 2022. We incurred net losses of $69.9 million and $59.1 million during the three months ended March 31, 2022 and 2021, respectively. We expect to continue to incur additional losses and negative cash flows from operations in the near term. As of March 31, 2022, we had $206.5 million in cash, cash equivalents, and short-term investments.

Since inception, we have received cumulative net proceeds from the Business Combination and the sale of our preferred and common stock of $973.4 million to fund our operations. As of March 31, 2022, our principal sources of liquidity were our cash, cash equivalents, and short-term investments of $206.5 million which are principally invested in money market funds and fixed income instruments.

In June 2018, we entered into a three-year, $20.0 million term loan, which provided $10.0 million immediately with the remaining principal balance available to be drawn in up to three draws of not less than $2.0 million for 12 months from close of the facility. We entered into this loan to fund capital expenditures associated with our corporate office. The loan was repaid in full in June 2021.

In connection with the acquisition of EnvisionTEC, we acquired $1.2 million in PPP loans. Under the terms of the CARES Act, PPP loan recipients can apply for forgiveness for all or a portion of the loan which is dependent upon the Company having initially qualified for the loan. Furthermore, the loan is subject to forgiveness to the extent loan proceeds are used for payroll costs, certain rents, utilities, and mortgage interest expense. In May 2021, the outstanding loan balance was forgiven.

In connection with the acquisition of Adaptive 3D, we acquired $0.3 million in PPP loans. In October 2021, substantially all of the outstanding balance was forgiven, and the remaining immaterial balance was paid in full.

In connection with the acquisition of Dental Arts Labs, we acquired $3.4 million in PPP loans. In September 2021, the outstanding balance was forgiven.

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In connection with the acquisition of Dental Arts Labs, we acquired a thirteen-month equipment financing agreement, or the Financing Agreement, in the amount of $0.5 million. The Financing Agreement provides for an advance payment of $0.5 million to secure equipment. Payments are made monthly under the Financing Agreement. As of March 31, 2022, we had made immaterial payments on the Financing Agreement.

In connection with the acquisition of A.I.D.R.O., we acquired three loans, the Bank Loans, totaling $1.1 million in aggregate. The Bank Loans have 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. As of March 31, 2022, we had paid $0.3 million and $0.8 million remains outstanding.

Our material cash requirements have consisted of operating activities, research and development costs, purchase price for acquisitions, transaction costs and capital expenditures. We expect our cash expenditures to increase in connection with our ongoing activities, particularly as we continue to develop and launch new products. As of March 31, 2022, we had inventory purchase commitments of $42.1 million, with the majority payable within 12 months. In addition, as of March 31, 2022, we had lease payment obligations of $25.2 million, with $5.3 million payable within 12 months.

Capital expenditures for the three months ended March 31, 2022, totaled $4.6 million and consisted primarily of lab equipment. As of March 31, 2022, we had capital expenditure commitments of $0.3 million, all payable within 12 months. Our future cash requirements will depend on many factors including our revenue, research and development efforts, investments in, or acquisitions of, complementary or enhancing technologies or businesses, the impacts of the COVID-19 pandemic, the timing and extent of additional capital expenditures to invest in existing and new facilities, the expansion of sales and marketing and the introduction of new products.

We believe that our existing capital resources will be sufficient to support our operating plan and cash commitments for at least the next 12 months. As of March 31, 2022, we had $103.6 million in cash and cash equivalents, and $102.9 million in short-term liquid investments. This liquid asset balance significantly exceeds our current liabilities of $104.3 million as of the same date.

We expect to continue to incur net losses and negative cash flows from operations, particularly as we continue to invest in commercialization and new product development. Additionally, we may engage in future acquisitions which may require additional capital, and we may also dispose of assets or certain of our businesses. Based on current assumptions, we believe that our existing cash, cash equivalents and short-term investments will enable us to fund our operations into the second half of 2023. This belief is based on assumptions that may change as a result of many factors currently unknown to us; however, we expect that we may need to further increase our capital resources by issuing additional shares of our capital stock or offering debt or other equity securities, including senior or subordinated notes, debt securities convertible into equity, or shares of preferred stock. There is no assurance that sources of financing will be available on a timely basis, or on satisfactory terms, or at all. If we are unable to raise additional funds or reduce costs when needed, we may be required to delay, reduce, or terminate our product development and commercialization efforts, or forego attractive acquisition opportunities.

We intend to enact cost savings measures during 2022 to preserve capital. We are currently evaluating the specific initiatives we may undertake to reduce our operating expenses and manage our cash flows. We expect that these initiatives could include: disposing of certain of our assets, rationalizing our product portfolio, workforce adjustments based on changes to the business, manufacturing consolidation, improving our supply chain and logistics, improving our inventory management and consolidating certain of our facilities. We expect to incur costs in the near term in connection with these initiatives, including severance costs, lease termination costs and other costs to invest in operational improvements. These initiatives may not be successful, and they may not generate the cost savings we expect. Certain future events, such as a global recession, a material supply chain disruption or other events outside our control, may occur and could negatively impact our operating results and cash position and may require us to use our existing capital resources more quickly than we currently anticipate. These events may cause us to undertake additional cost savings measures or seek additional sources of financing.

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Cash Flows

Since inception, we have primarily used proceeds from the Business Combination, issuances of preferred stock and debt instruments to fund our operations and complete acquisitions. The following table sets forth a summary of cash flows for the three months ended March 31, 2022, and 2021:

	For the Three Months Ended
	March 31,
(Dollars in thousands)	2022		2021
Net cash used in operating activities	$	(56,274)	$	(41,129)
Net cash provided by (used in) investing activities		94,534		(182,053)
Net cash provided by financing activities		699		157,195
Net change in cash, cash equivalents, and restricted cash	$	38,959	$	(65,987)

Operating Activities

Net cash used in operating activities was $56.3 million for the three months ended March 31, 2022, primarily consisting of $69.9 million of net losses, adjusted for non-cash items, which primarily included depreciation and amortization expense of $12.9 million and stock-based compensation expense of $9.9 million, as well as a $11.2 million increase in cash consumed by working capital.

Net cash used in operating activities was $41.1 million for the three months ended March 31, 2021, primarily consisting of $59.1 million of net losses, adjusted for certain non-cash items, which primarily included loss on change in fair value of warrant liability of $56.6 million, depreciation and amortization expense of $3.9 million and stock-based compensation expense of $2.2 million, as well as a $17.0 million increase in cash consumed by working capital.

Investing Activities

Net cash provided by investing activities was $94.5 million for the three months ended March 31, 2022, primarily consisting of proceeds from sales and maturities of marketable securities of $98.6 million. We also purchased $4.1 million of property and equipment.

Net cash used in investing activities was $182.1 million for the three months ended March 31, 2021, primarily consisting of $137.6 million paid in cash to acquire EnvisionTEC, and purchases of marketable securities of $92.4 million, offset by proceeds from sales and maturities of marketable securities of $48.2 million. We purchased $0.3 million of property and equipment.

Financing Activities

Net cash provided by financing activities was $0.7 million for the three months ended March 31, 2022, consisting primarily of $0.9 million in proceeds from the exercise of stock options.

Net cash used in financing activities was $157.2 million for the March 31, 2021, consisting primarily of proceeds from the exercise of public warrants.

Critical Accounting Policies and Significant Estimates

There were no material changes in the first three months of 2022 to the information provided under the heading “Critical Accounting Policies and Estimates” included in our Annual Report on Form 10-K for the year ended December 31, 2021.

Off-Balance Sheet Arrangements

In the normal course of operations, ExOne’s German subsidiary, 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. At March 31, 2022, total outstanding financial guarantees and letters of credit issued were $2.7 million. For further discussion

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related to financial guarantees and letters of credit, refer to Note 17 in our condensed consolidated financial statements in this Quarterly Report on Form 10-Q.

We have no other off-balance sheet arrangements and do not utilize any “structured debt,” “special purpose” or similar unconsolidated entities for liquidity or financing purposes.

Recent Accounting Pronouncements

Information regarding recent accounting pronouncements is included in “Note 2. Summary of Significant Accounting Policies” to our condensed consolidated financial statements in this Quarterly Report on Form 10-Q.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

We are exposed to market risks from fluctuations in interest rates and foreign currency translation, which may adversely affect our results of operations and financial condition. We seek to minimize these risks through regular operating and financing activities and, if we consider it to be appropriate, through the use of derivative financial instruments. We do not purchase, hold or sell derivative financial instruments for trading or speculative purposes.

Interest Rate Risk

Our exposure to market risk for changes in interest rates relates primarily to our cash, cash equivalents and short-term investment portfolio. Our investment strategy is focused on preserving capital and supporting our liquidity requirements, while earning a reasonable market return. We invest in a variety of U.S. government securities, corporate debt securities, asset-backed securities, and commercial paper. The market value of our marketable securities may decline if current market interest rates rise. As of March 31, 2022, the fair value of our cash, cash equivalents, and short-term investments was $206.5 million. A 10% change in interest rates would have an immaterial impact on the fair value of our investment portfolio. Our marketable securities are recorded at fair value, and gains and losses from these securities are recognized within other comprehensive income as they occur.

Foreign Currency Risk

The majority of our operations in Europe and Asia use the local currency as the functional currency. We translate the financial statements of the operations in Europe in Asia to United States dollars and as such we are exposed to foreign currency risk. Currently, we do not use foreign currency forward contracts to manage exchange rate risk, as the amount subject to foreign currency risk is not material to our overall operations and results.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures

Under the supervision of our Chief Executive Officer and Chief Financial Officer, our management has evaluated the effectiveness of the design and operation of our “disclosure controls and procedures” (as defined in Rules 13a-15(e) and 15(d)-15(e) under the Exchange Act) as of the end of the period covered by this Quarterly Report on Form 10-Q. As described in our Annual Report on Form 10-K for the year ended December 31, 2021, we identified material weaknesses in our internal control over financial reporting. As a result of these material weaknesses, our Chief Executive Officer and Chief Financial Officer have concluded that our disclosure controls and procedures are not effective to provide reasonable assurance that information required to be disclosed in the reports we file and submit under the Securities and Exchange Act is recorded, processed, summarized and reported as and when required.

Notwithstanding these material weaknesses noted above, our management, including our Chief Executive Officer and Chief Financial Officer, has concluded that our financial statements included in this Quarterly Report on Form 10-Q present fairly, in all material respects, our financial position, results of operations, and cash flows for the periods presented in accordance with accounting principles generally accepted in the United States of America.

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Changes in Internal Control Over Financial Reporting

As a result of acquisitions during 2021, and related material weaknesses identified, we continue to review the internal controls of each of these subsidiaries and make appropriate changes as deemed necessary.

During the three months ended March 31, 2022, we continued to implement certain internal controls in connection with remediation efforts related to the material weaknesses identified in our Annual Report on Form 10-K for the year ended December 31, 2021. Except as noted in the preceding paragraph, there were no changes to our internal control over financial reporting (as defined in Rule 13a-15(f) under the Exchange Act) that occurred during the year ended December 31, 2021, that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Limitations on Effectiveness of Internal Controls

Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or internal control over financial reporting will prevent all errors and all fraud. A control system, no matter how well designed and implemented, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. Further, the design of a control system must reflect the fact that there are resource constraints and the benefits of controls must be considered relative to their costs. Due to the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues, errors and instances of fraud, if any, within the Company have been or will be detected.

PART II – OTHER INFORMATION

Item 1. Legal Proceedings

We are from time to time subject to various claims, lawsuits and other legal and administrative proceedings arising in the ordinary course of business. Some of these claims, lawsuits and other proceedings may involve highly complex issues that are subject to substantial uncertainties, and could result in damages, fines, penalties, non-monetary sanctions or relief. We recognize provisions for claims or pending litigation when we determine that an unfavorable outcome is probable and the amount of loss can be reasonably estimated. Due to the inherent uncertain nature of litigation, the ultimate outcome or actual cost of settlement may materially vary from estimates. While the outcome of these claims cannot be predicted with certainty, management does not believe that the outcome of any current legal proceedings will have a material adverse impact on the Company’s condensed consolidated financial statements.

Between September 2021 and the closing of the ExOne Merger on November 12, 2021, twelve putative class action complaints were filed by purported ExOne shareholders against ExOne and the former ExOne Board of Directors alleging violations of federal securities laws in connection with the S-4 filed by ExOne for the ExOne Merger. All have been dismissed.

On November 8, 2021, another purported stockholder, Leo Lissoq Goldstein, filed a Section 220 complaint in Delaware Chancery Court against ExOne (Goldstein v. The ExOne Company, Case No. 2021-0958-KSJM). Mr. Goldstein seeks to discover certain books and records of the company related to the ExOne Merger purportedly in order to investigate, among other things, the events leading up to and the disclosures made in connection with the ExOne Merger. Mr. Goldstein has also moved to intervene and stay the Campanella action, discussed below, until his Section 220 action is complete.

On November 22, 2021, purported stockholder Pietro Campanella filed a class action lawsuit against ExOne, Desktop Metal, Inc., and former ExOne directors and officers alleging breach of fiduciary duties and aiding and abetting breach of fiduciary duties in connection with the ExOne Merger (Campanella v. The ExOne Company et al., Case No. 2021-1013, Case No. 2021-1013-LWW). In particular, Mr. Campanella alleges that ExOne’s proxy statement and supplemental disclosures did not adequately disclose information related to a whistleblower investigation at one of Desktop Metal’s subsidiaries, EnvisionTEC, and the resignation of EnvisionTEC’s CEO.

On December 21, 2021, January 14, 2022, February 2, 2022 and February 22, 2022, four alleged shareholders of Desktop Metal stock filed purported securities class action complaints in the United States District Court for the District of Massachusetts. (Luongo v. Desktop Metal, D. Mass., Case No. 1:21-cv-12099-IT; Hathaway v. Desktop Metal, D. Mass., Case No. 1:22-cv-10059-IT; Guzman-Martinez v. Desktop Metal, D. Mass, Case No. 1:22-cv-10173, Xie v. Desktop Metal, Case No. 1:22-cv-10297-IT). Each complaint alleges that Desktop Metal and certain of its officers and directors violated Sections 10(b) and 20(a) of the Securities and

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Exchange Act by making false or misleading statements regarding EnvisionTEC’s manufacturing and product compliance practices and procedures. On February 4, 2022, the court issued an order consolidating the first three District of Massachusetts securities class actions.

The Company believes that these complaints are all without merit and intends to defend against them vigorously.

Item 1A. Risk Factors

Summary of Risk Factors

Our business is subject to numerous risks. Below is a summary of the principal factors that could cause our actual results to differ materially from those expressed in forward-looking statements made by us or on our behalf. This summary does not address all of the risks that we face. Additional discussion of the risks summarized in this risk factor summary, and other risks that we face, can be found under the heading “Risk Factors” immediately following this section and should be carefully considered, together with other information in this Quarterly Report on Form 10-Q and our other filings with the SEC, before making an investment decision regarding our Class A common stock.

● We may experience significant delays in the design, production and launch of our additive manufacturing solutions, and we may be unable to successfully commercialize products on our planned timelines.

● If demand for our products does not grow as expected, or if market adoption of additive manufacturing does not continue to develop, or develops more slowly than expected, our revenues may stagnate or decline, and our business may be adversely affected.

● The additive manufacturing industry in which we operate is characterized by rapid technological change, which requires us to continue to develop new products and innovations to meet constantly evolving customer demands and which could adversely affect market adoption of our products.

● As part of our growth strategy, we intend to acquire or make investments in other businesses, patents, technologies, products or services. Our efforts to do so, or our failure to do so successfully could disrupt our business and have an adverse impact on our financial condition.

● We may experience difficulties in integrating the operations of ExOne, EnvisionTEC and other acquired companies into our business and in realizing the expected benefits of these acquisitions.

● We are an early-stage company with a history of losses. We have not been profitable historically and may not achieve or maintain profitability in the future.

● Future sales, or the perception of future sales, of our Class A common stock by us or our existing stockholders in the public market could cause the market price for our Class A common stock to decline.

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Risk Factors

Our business is subject to numerous risks. You should carefully consider the risks and uncertainties described below and the other information in this Quarterly Report on Form 10-Q before making an investment decision regarding our Class A common stock. Our business, financial condition, results of operations, or prospects could be materially and adversely affected if any of these risks occurs, and as a result, the market price of our Class A common stock could decline, and you could lose all or part of your investment. This Quarterly Report on Form 10-Q also contains forward-looking statements that involve risks and uncertainties. See “Cautionary Note Regarding Forward-Looking Statements.” Our actual results could differ materially and adversely from those anticipated in these forward-looking statements as a result of certain factors, including those set forth below.

Risks Related to Our Business and Industry

We may experience significant delays in the design, production and launch of our additive manufacturing solutions, and we may be unable to successfully commercialize products on our planned timelines.

Several of our announced additive manufacturing solutions are yet to be commercially released. There are often delays in the design, testing, manufacture and commercial release of new products, and any delay in the launch of our products could materially damage our brand, business, growth prospects, financial condition and operating results. Even if we successfully complete the design, testing and manufacture for one or all of our products under development, we may fail to develop a commercially successful product on the timeline we expect for a number of reasons, including:

● misalignment between the products and customer needs;

● lack of innovation of the product;

● failure of the product to perform in accordance with the customer’s expectations or industry standards;

● ineffective distribution and marketing;

● delay in obtaining any required regulatory approvals;

● unexpected production costs; or

● release of competitive products.

Our success in the market for the products we develop will depend largely on our ability to prove our products’ capabilities in a timely manner. Upon demonstration, our customers may not believe that our products and/or technology have the capabilities they were designed to have or that we believe they have. Furthermore, even if we do successfully demonstrate our products’ capabilities, potential customers may be more comfortable doing business with another larger and more established company or may take longer than expected to make the decision to order our products. Significant revenue from new product investments may not be achieved for a number of years, if at all. If the timing of our launch of new products and/or of our customers’ acceptance of such products is different than our assumptions, our revenue and results of operations may be adversely affected.

We may experience significant delays or other obstacles in the design, production, launch and/or maintenance of produced parts offerings, and we may be unable to successfully commercialize said offerings.

We are building out produced parts offerings for customers, and produced parts is an existing offering of some of our recently-acquired businesses. These offerings present similar challenges and risks to those outlined herein with respect to the design, production, launch and profitability of new additive manufacturing solutions. We have a limited history operating in the direct manufacturing and produced parts businesses, and as a result we may face challenges in designing or delivering parts that meet customer specifications, both on time and cost-effectively. Additionally, our produced parts in the healthcare and dental industry may be subject to regulatory approvals and controls, which may delay the design, production or launch of products. In particular, we may fail to develop commercially successful produced parts offerings if we are unable to meet customer needs or industry standards, if we

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fail to meet our desired gross margins or customer price expectations, or if our marketing and distribution strategy proves ineffective. If we are unsuccessful in establishing such offerings, sales of our additive manufacturing solutions and our overall operating results could suffer.

Our business activities may be disrupted due to the ongoing impact of the COVID-19 pandemic.

We face various risks and uncertainties related to the ongoing impact of the COVID-19 pandemic, including the delta and omicron variants, recent resurgences, public health measures and related government-imposed restrictions. The COVID-19 pandemic has led to disruption and volatility in the global economy and capital markets, which increases the cost of capital and adversely impacts access to capital. Government-enforced travel bans and business closures around the world have significantly impacted our ability to sell, install and service our additive manufacturing systems at customers around the world. It has, and may continue to, disrupt our third-party contract manufacturers and supply chain. We currently anticipate customer payment delays for our products which could negatively impact our results of operations. We also expect some delays in installation of our products at customers’ facilities, which could lead to postponed revenue recognition for those transactions. In addition, installation delays could prevent us from achieving anticipated consumables revenues due to systems being put into operation later, or at lower utilization, than expected. Furthermore, if significant portions of our workforce are unable to work effectively, including because of illness, quarantines, government actions, facility closures, remote working or other restrictions in connection with the COVID-19 pandemic, our operations will likely be adversely impacted.

If the COVID-19 pandemic continues for a prolonged duration, we or our customers may be unable to perform fully on our contracts, which will likely result in increases in costs and reduction in revenue. These cost increases may not be fully recoverable or adequately covered by insurance. The long-term effects of COVID-19 to the global economy and to us are difficult to assess or predict and may include a further decline in the market prices of our products, risks to employee health and safety, risks for the deployment of our products and services and reduced sales in geographic locations impacted. Any prolonged restrictive measures put in place in order to control COVID-19 or other adverse public health developments in any of our targeted markets may have a material and adverse effect on our business operations and results of operations.

We may not be able to realize the expected savings from future cost savings measures.

We intend to enact cost savings measures during 2022 to preserve capital. We expect to incur costs in connection with these cost savings initiatives. Our ability to achieve the anticipated cost savings and other benefits from these initiatives within the expected time frame is subject to many estimates and assumptions. There can be no assurance that the anticipated cost savings will be achieved, or that they will not be significantly and materially less than anticipated, or that the completion of such cost savings initiatives will be effectively accomplished. In addition, our ability to realize the anticipated cost savings are subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control, such as operating difficulties, supply chain disruptions or general economic or industry conditions. If we fail to realize the anticipated cost savings it could have a material negative impact on our results of operations and financial position.

Changes in our product mix may impact our gross margins and financial performance.

Our financial performance may be affected by the mix of products and services we sell during a given period. Our products are sold, and will continue to be sold, at different price points. Sales of certain of our products have, or are expected to have, higher gross margins than others. If our product mix shifts too far into lower gross margin products, and we are not able to sufficiently reduce the engineering, production and other costs associated with those products or substantially increase the sales of our higher gross margin products, our profitability could be reduced. Additionally, the introduction of new products or services may further heighten quarterly fluctuations in gross profit and gross profit margins due to manufacturing ramp-up and start-up costs. We may experience significant quarterly fluctuations in gross profit margins or operating income or loss due to the impact of the mix of products, channels or geographic areas in which we sell our products from period to period. Our financial performance also depends on the portion of our produced parts revenue supplied using additive manufacturing processes, which may enable higher gross margins and operational efficiencies as compared to conventional manufacturing technologies.

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If we fail to meet our customers’ price expectations, demand for our products and product lines could be negatively impacted and our business and results of operations could suffer.

Demand for our product lines is sensitive to price. We believe our competitive pricing has been an important factor in our results to date. Therefore, changes in our pricing strategies can have a significant impact on our business and ability to generate revenue. Many factors, including our production and personnel costs and our competitors’ pricing and marketing strategies, can significantly impact our pricing strategies. If we fail to meet our customers’ price expectations in any given period, demand for our products and product lines could be negatively impacted and our business and results of operations could suffer.

If demand for our products does not grow as expected, or if market adoption of additive manufacturing does not continue to develop, or develops more slowly than expected, our revenues may stagnate or decline, and our business may be adversely affected.

The industrial manufacturing market, which today is dominated by conventional manufacturing processes that do not involve 3D printing technology, is undergoing a shift towards additive manufacturing. We may not be able to develop effective strategies to raise awareness among potential customers of the benefits of additive manufacturing technologies or our products may not address the specific needs or provide the level of functionality or economics required by potential customers to encourage the continuation of this shift towards additive manufacturing. If additive manufacturing technology does not continue to gain broader market acceptance as an alternative to conventional manufacturing processes, or does so more slowly than anticipated, or if the marketplace adopts additive manufacturing technologies that differ from our technologies, we may not be able to increase or sustain the level of sales of our products, and our operating results would be adversely affected as a result.

Declines in the prices of our products and services, or in our volume of sales, together with our relatively inflexible cost structure, may adversely affect our financial results.

Our business is subject to price competition. Such price competition may adversely affect our results of operation, especially during periods of decreased demand. Decreased demand also adversely impacts the volume of our systems sales. If our business is not able to offset price reductions resulting from these pressures, or decreased volume of sales due to contractions in the market, by improved operating efficiencies and reduced expenditures, then our operating results will be adversely affected.

Certain of our operating costs are fixed and cannot readily be reduced, which diminishes the positive impact of our restructuring programs on our operating results. To the extent the demand for our products slows, or the additive manufacturing market contracts, we may be faced with excess manufacturing capacity and related costs that cannot readily be reduced, which will adversely impact our financial condition and results of operations.

Our business model is predicated, in part, on building a customer base that will generate a recurring stream of revenues through the sale of our consumables and service contracts. If that recurring stream of revenues does not develop as expected, or if our business model changes as the industry evolves, our operating results may be adversely affected.

Our business model is dependent, in part, on our ability to maintain and increase sales of our proprietary consumables and service contracts as they generate recurring revenues. Existing and future customers of our systems may not purchase our consumables or related service contracts at the rate we expect for certain product lines or at the same rate at which customers currently purchase those consumables and services. In addition, our entry-level systems focused on low-volume production generally use a lower volume of consumables relative to our volume throughput systems focused on high-volume production. If our current and future customers purchase a lower volume of our consumable materials or service contracts, or if our entry-level systems represent an increasing percentage of our future installed customer base, resulting overall in lower purchases of consumables and service contracts on average than our current installed customer base or than we expect, our recurring revenue stream relative to our total revenues would be reduced and our operating results would be adversely affected.

Reservations for our Production System P-50 solution may not convert to purchase orders.

Prior to commencing shipments of our Production System P-50 in the first quarter of 2022, we accepted reservations for the product, most of which are accompanied by a financial deposit. Given the anticipated lead times between reservations and the date of delivery of the Production System P-50s, there is a risk that customers who have placed reservations may ultimately decide not to convert such reservations into purchase orders and take delivery of their reserved Production System P-50 due to potential changes in

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customer preferences, competitive developments or other factors. As a result, no assurance can be made that reservations will result in the purchase of our Production System P-50s, and any such failure to convert these reservations could harm our business, prospects, financial condition and operating results.

Defects in new products or in enhancements to our existing products that give rise to product returns or warranty or other claims could result in material expenses, diversion of management time and attention and damage to our reputation.

Our additive manufacturing solutions are complex and may contain undetected defects or errors when first introduced or as enhancements are released that, despite testing, are not discovered until after a machine has been used. This could result in delayed market acceptance of those products or claims from resellers, customers or others, which may result in litigation, increased end user warranty, support and repair or replacement costs, damage to our reputation and business, or significant costs and diversion of support and engineering personnel to correct the defect or error. We may from time to time become subject to warranty or product liability claims related to product quality issues that could lead us to incur significant expenses.

We attempt to include provisions in our agreements with customers that are designed to limit our exposure to potential liability for damages arising from defects or errors in our products. However, it is possible that these limitations may not be effective as a result of unfavorable judicial decisions or laws enacted in the future.

The sale and support of our products entails the risk of product liability claims. Any product liability claim brought against us, regardless of its merit, could result in material expense, diversion of management time and attention, damage to our business and reputation and brand, and cause us to fail to retain existing customers or to fail to attract new customers.

Our operations could suffer if we are unable to attract and retain key management or other key employees.

We believe our success has depended, and continues to depend, on the efforts and talents of our senior management and other key personnel, including, in particular, our Co-Founder, Chief Executive Officer, and Chairman, Ric Fulop. Our executive team is critical to the management of our business and operations, as well as to the development of our strategy. Members of our senior management team may resign at any time. The loss of the services of any members of our senior management team, especially Mr. Fulop, could delay or prevent the successful implementation of our strategy or our commercialization of new applications for our systems or other products, or could otherwise adversely affect our ability to manage our company effectively and carry out our business plan. There is no assurance that if any senior executive leaves in the future, we will be able to rapidly replace him or her and transition smoothly towards his or her successor, without any adverse impact on our operations.

To support the continued growth of our business, we must also effectively recruit, hire, integrate, develop, motivate and retain additional new employees. High demand exists for senior management and other key personnel (including scientific, technical, engineering, financial and sales personnel) in the additive manufacturing industry, and there can be no assurance that we will be able to retain our current key personnel. We experience intense competition for qualified personnel. While we intend to continue to provide competitive compensation packages to attract and retain key personnel, some of our competitors for these employees have greater resources and more experience, making it difficult for us to compete successfully for key personnel. Moreover, new employees may not become as productive as we expect since we may face challenges in adequately integrating them into our workforce and culture. If we cannot attract and retain sufficiently qualified technical employees for our research product development activities, as well as experienced sales and marketing personnel, we may be unable to develop and commercialize new products or new applications for existing products. Furthermore, possible shortages of key personnel, including engineers, in the regions surrounding our Boston facility could require us to pay more to hire and retain key personnel, thereby increasing our costs. Since March 2020, we have had many employees working remotely to protect the health and safety of our employees, contractors, customers and visitors. We also shifted customer, industry and other stakeholder events to virtual-only experiences, and may similarly alter, postpone or cancel other events in the future. Given our limited history with remote operations, the long-term impacts are uncertain.

Departing employees’ knowledge of our business and industry can be extremely difficult to replace and provides their future employers with a competitive advantage. Where applicable law permits, we generally enter into non-competition agreements with our employees. These agreements prohibit our employees from competing directly with us or working for our competitors or clients while they work for us, and in some cases, for a limited period after they cease working for us. We may be unable to enforce these agreements under the laws of the jurisdictions in which our employees work, and it may be difficult for us to restrict our competitors from benefiting from the expertise that our former employees or consultants developed while working for us. If we cannot

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demonstrate that our legally protectable interests will be harmed, we may be unable to prevent our competitors from benefiting from the expertise of our former employees or consultants and our ability to remain competitive may be diminished.

If we fail to grow our business as anticipated, our net sales, gross margin and operating margin will be adversely affected. If we grow as anticipated but fail to manage our growth and expand our operations accordingly, our business may be harmed and our results of operation may suffer.

Over the past several years, we have experienced rapid growth, and we are attempting to continue to grow our business substantially. To this end, we have made, and expect to continue to make, significant investments in our business, including investments in our infrastructure, technology, marketing and sales efforts. These investments include dedicated facilities expansion and increased staffing, both domestic and international. If our business does not generate the level of revenue required to support our investment, our net sales and profitability will be adversely affected.

Our ability to effectively manage our anticipated growth and expansion of our operations will also require us to enhance our operational, financial and management controls and infrastructure, human resources policies and reporting systems. These enhancements and improvements will require significant capital expenditures, investments in additional headcount and other operating expenditures and allocation of valuable management and employee resources. Our future financial performance and our ability to execute on our business plan will depend, in part, on our ability to effectively manage any future growth and expansion. There are no guarantees we will be able to do so in an efficient or timely manner, or at all.

We may experience significant delays or obstacles to realizing the success of our newly-launched Desktop Health business line.

In March 2021, we launched our Desktop Health business, which aims to leverage our proprietary additive manufacturing technologies and materials to grow the market for existing applications in the healthcare and dental markets and identify, develop and/or commercialize future solutions for personalized patient care spanning dentistry, orthodontics, dermatology, orthopedics, cardiology, plastic surgery and printed regenerative tissues and grafts. This business operates in a highly competitive space which may make it difficult for us to implement business plans and expectations and identify and realize opportunities. In addition, this business and its technology, products, materials and applications may be subject to strict regulatory requirements in the United States and other countries. The regulatory approval or clearance process may be lengthy and costly, and regulatory requirements may impact the timing of, or our ability to, commercialize the regulated technology, products, materials and applications. The success of this business will also depend on our ability to attract, hire and retain qualified personnel, establish sales, marketing and distribution infrastructure, and establish and maintain supply and manufacturing relationships.

Our existing and planned global operations subject us to a variety of risks and uncertainties that could adversely affect our business and operating results. Our business is subject to risks associated with selling machines and other products in non-United States locations.

Our products and services are distributed in more than 65 countries around the world, and we derive a substantial percentage of our sales from these international markets. In 2021, we derived approximately 32% of our revenues from countries outside the United States. Accordingly, we face significant operational risks from doing business internationally.

Our operating results may be affected by volatility in currency exchange rates and our ability to effectively manage our currency transaction risks. We incur currency transaction risks if we were to enter into either a purchase or a sale transaction using a different currency from the currency in which we report revenues. In such cases we may suffer an exchange loss because we do not currently engage in currency swaps or other currency hedging strategies to address this risk. As we realize our strategy to expand internationally, our exposure to currency risks may increase. Given the volatility of exchange rates, we can give no assurance that we will be able to effectively manage our currency transaction risks or that any volatility in currency exchange rates will not have an adverse effect on our results of operations.

Other risks and uncertainties we face from our global operations include:

● difficulties in staffing and managing foreign operations;

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● limited protection for the enforcement of contract and intellectual property rights in certain countries where we may sell our products or work with suppliers or other third parties;

● potentially longer sales and payment cycles and potentially greater difficulties in collecting accounts receivable;

● costs and difficulties of customizing products for foreign countries;

● challenges in providing solutions across a significant distance, in different languages and among different cultures;

● laws and business practices favoring local competition;

● being subject to a wide variety of complex foreign laws, treaties and regulations and adjusting to any unexpected changes in such laws, treaties and regulations;

● specific and significant regulations, including the European Union’s General Data Protection Regulation, or GDPR, which imposes compliance obligations on companies who possess and use data of EU residents;

● uncertainty and resultant political, financial and market instability arising from the United Kingdom’s exit from the European Union;

● compliance with U.S. laws affecting activities of U.S. companies abroad, including the U.S. Foreign Corrupt Practices Act;

● tariffs, trade barriers and other regulatory or contractual limitations on our ability to sell or develop our products in certain foreign markets;

● operating in countries with a higher incidence of corruption and fraudulent business practices;

● changes in regulatory requirements, including export controls, tariffs and embargoes, other trade restrictions, competition, corporate practices and data privacy concerns;

● potential adverse tax consequences arising from global operations;

● seasonal reductions in business activity in certain parts of the world, particularly during the summer months in Europe and at year end globally;

● rapid changes in government, economic and political policies and conditions; and

● political or civil unrest or instability, terrorism or epidemics and other similar outbreaks or events.

In addition, additive manufacturing has been identified by the U.S. government as an emerging technology and is currently being further evaluated for national security impacts. We expect additional regulatory changes to be implemented that will result in increased and/or new export controls related to 3D printing technologies, components and related materials and software. These changes, if implemented, may result in our being required to obtain additional approvals and/or licenses to sell 3D printers in the global market.

Additionally, we have teams that are engaged in marketing, selling, and supporting our products internationally, and we must hire and train experienced personnel to staff and manage our foreign operations. To the extent that we experience difficulties in recruiting, training, managing and retaining international employees, particularly managers and other members of our international sales team, we may experience difficulties in sales productivity in international markets.

Our failure to effectively manage the risks and uncertainties associated with our global operations could limit the future growth of our business and adversely affect our business and operating results.

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In the future, some of our arrangements for additive manufacturing solutions may contain customer-specific provisions that may impact the period in which we recognize the related revenues under GAAP.

Some customers that purchase additive manufacturing solutions from us may require specific, customized factors relating to their intended use of the solution or the installation of the product in the customers’ facilities. These specific, customized factors are occasionally required by the customers to be included in our commercial agreements relating to the purchases. As a result, our responsiveness to our customers’ specific requirements has the potential to impact the period in which we recognize the revenue relating to that additive manufacturing system sale.

Similarly, some of our customers must build or prepare facilities to install a subset of our additive manufacturing solutions, and the completion of such projects can be unpredictable, which can impact the period in which we recognize the revenue relating to that additive manufacturing solution sale.

We rely on our information technology systems to manage numerous aspects of our business and a disruption of these systems could adversely affect our business.

We rely on our information technology systems to manage numerous aspects of our business, including to efficiently purchase products from our suppliers, provide procurement and logistic services, ship products to our customers, manage our accounting and financial functions, including our internal controls, and maintain our research and development data. Our information technology systems are an essential component of our business and any disruption could significantly limit our ability to manage and operate our business efficiently. A failure of our information technology systems to perform properly could disrupt our supply chain, product development and customer experience, which may lead to increased overhead costs and decreased sales and have an adverse effect on our reputation and our financial condition. In addition, during the COVID-19 pandemic, a substantial portion of our employees have conducted work remotely, making us more dependent on potentially vulnerable communications systems and making us more vulnerable to cyberattacks.

Although we take steps and incur significant costs to secure our information technology systems, including our computer systems, intranet and internet sites, email and other telecommunications and data networks, our security measures may not be effective, and our systems may be vulnerable to damage or interruption. Disruption to our information technology systems could result from power outages, computer and telecommunications failures, computer viruses, cyber-attack or other security breaches, catastrophic events such as fires, floods, earthquakes, tornadoes, hurricanes, acts of war, terrorism and usage errors by our employees.

Our reputation and financial condition could be adversely affected if, as a result of a significant cyber-event or otherwise:

● our operations are disrupted or shut down;

● our confidential, proprietary information is stolen or disclosed;

● we incur costs or are required to pay fines in connection with stolen customer, employee or other confidential information;

● we must dedicate significant resources to system repairs or increase cyber security protection; or

● we otherwise incur significant litigation or other costs.

If our computer systems are damaged or cease to function properly, or, if we do not replace or upgrade certain systems, we may incur substantial costs to repair or replace them and may experience an interruption of our normal business activities or loss of critical data. Any such disruption could adversely affect our reputation and financial condition.

Additionally, some of the companies we acquire may not have the same level of information technology systems which may require that we invest significant resources to get those systems to the level of security we require.

We also rely on information technology systems maintained by third parties, including third-party cloud computing services and the computer systems of our suppliers for both our internal operations and our customer-facing infrastructure related to our additive

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manufacturing solutions. These systems are also vulnerable to the types of interruption and damage described above but we have less ability to take measures to protect against such disruptions or to resolve them if they were to occur. Information technology problems faced by third parties on which we rely could adversely impact our business and financial condition as well as negatively impact our brand reputation.

If we fail to implement or are delayed in the implementation of our new ERP system platform, we may not be able to effectively transact our business or produce our financial statements on a timely basis and without incurrence of additional costs, which would adversely affect our business, results of operations and cash flows.

We are currently implementing Oracle Enterprise Resource Planning, or ERP, to manage enterprise functions for our significant subsidiaries. This integration involves significant complexity, requiring us to move and reconfigure all of our current system processes, transactions, data and controls to a new platform. Due to this complexity and the scope and volume of changes involved in this implementation, we may experience delays and higher than planned resource needs in our migration efforts. Although we will conduct testing, assessments and validation to ensure that our internal financial and accounting controls will be effective post-implementation, we may nevertheless experience difficulties in transacting our business due to system challenges, delays or process deficiencies following the initial launch of the system, which could impair our ability to conduct our business or to produce accurate financial statements on a timely basis. If our ability to conduct our business or to produce accurate financial statements on a timely basis is impaired, our business, results of operations and cash flows would be adversely affected.

Our current levels of insurance may not be adequate for our potential liabilities.

We maintain insurance to cover our potential exposure for most claims and losses, including potential product and non-product related claims, lawsuits and administrative proceedings seeking damages or other remedies arising out of our commercial operations. However, our insurance coverage is subject to various exclusions, self-retentions and deductibles. We may be faced with types of liabilities that are not covered under our insurance policies, such as environmental contamination or terrorist attacks, or that exceed our policy limits. Even a partially uninsured claim of significant size, if successful, could have an adverse effect on our financial condition.

In addition, we may not be able to continue to obtain insurance coverage on commercially reasonable terms, or at all, our existing policies may be cancelled or otherwise terminated by the insurer, and/or the companies that we acquire may not be eligible for certain types or limits of insurance. Maintaining adequate insurance and successfully accessing insurance coverage that may be due for a claim can require a significant amount of our management’s time, and we may be forced to spend a substantial amount of money in that process.

Due to our acquisition activity, the existing information technology systems and cyber controls of the acquired entities and integration efforts with respect thereto, as well as the state of the cyber insurance market generally, the costs for our cyber insurance increased significantly in 2021, and the cost of such insurance could continue to increase for future policy periods. Our cyber insurance coverage does not extend to all of our group companies and while we are working to implement better cyber controls and infrastructure for these entities, we may continue to be unable to secure cyber risk coverage for them for future periods. Moreover, the scope and limits of our cyber insurance coverage may not be sufficient or available to cover all expenses or other losses, including fines, or all types of claims that may arise in connection with cyberattacks, security compromises, and other related incidents.

Global economic, political and social conditions and uncertainties in the markets that we serve may adversely impact our business.

Our performance depends on the financial health and strength of our customers, which in turn is dependent on the economic conditions of the markets in which we and our customers operate. A decline in the global economy, difficulties in the financial services sector and credit markets, continuing geopolitical uncertainties and other macroeconomic factors all affect the spending behavior of potential customers. The economic uncertainty in Europe, the United States, India, China and other countries may cause end-users to further delay or reduce technology purchases.

We also face risks from financial difficulties or other uncertainties experienced by our suppliers, distributors or other third parties on which we rely. If third parties are unable to supply us with required materials or components or otherwise assist us in operating our business, our business could be harmed.

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For example, the possibility of an ongoing trade war between the United States and China may impact the cost of raw materials, finished products or components used in our products and our ability to sell our products in China. Other changes in U.S. social, political, regulatory and economic conditions or in laws and policies governing foreign trade, manufacturing, development and investment could also adversely affect our business. In addition, the United Kingdom’s exit from the European Union on January 31, 2020 may result in the imposition of tariffs or other trade barriers that could have an adverse impact on our results of operation. Additionally, uncertainty surrounding this transition may have an effect on global economic conditions and the stability of global financial markets, which in turn could have a material adverse effect on our business, financial condition and results of operations. In extreme cases, we could experience interruptions in production due to the processing of customs formalities or reduced customer spending in the wake of weaker economic performance. If global economic conditions remain volatile for a prolonged period or if European economies experience further disruptions, our results of operations could be adversely affected.

Uncertainty and instability resulting from the conflict between Russia and Ukraine could negatively impact our business, financial condition and operations.

The ongoing war in Ukraine could negatively impact global and regional financial markets which could result in businesses postponing spending in response to tighter credit, higher unemployment, financial market volatility, negative financial news, and other factors. In addition, our suppliers and contractors may have staff, operations, materials or equipment located in the Ukraine or Russia which could impact our supply chain or services being provided to us. Moreover, we outsource some of our software development and design to third-party contractors that have employees and consultants located in Ukraine, Russia and/or Belarus. Poor relations between the United States and Russia, sanctions by the United States and the European Union against Russia, and any escalation of political tensions or economic instability in the area could have an adverse impact on our third-party contractors. In particular, Russia’s invasion of Ukraine and the increased tensions among the United States, the North Atlantic Treaty Organization and Russia could increase the scope of armed conflict, cyberwarfare and economic instability that could disrupt or delay the operations of these resources in Russia, Belarus and/or Ukraine, disrupt or delay communication with such resources or the flow of funds to support their operations, or otherwise render our resources unavailable.

The additive manufacturing industry in which we operate is characterized by rapid technological change, which requires us to continue to develop new products and innovations to meet constantly evolving customer demands and which could adversely affect market adoption of our products.

Our revenues are derived from the sale of additive manufacturing systems, produced parts, and consumables and services. We have encountered and will continue to encounter challenges experienced by growing companies in a market subject to rapid innovation and technological change. While we intend to invest substantial resources to remain on the forefront of technological development, continuing advances in additive manufacturing technology, changes in customer requirements and preferences and the emergence of new standards, regulations and certifications could adversely affect adoption of our products either generally or for particular applications. Our ability to compete in the additive manufacturing market depends, in large part, on our success in developing and introducing new additive manufacturing systems and technology, in improving our existing products and technology and qualifying new materials which our systems can support. We believe that we must continuously enhance and expand the functionality and features of our products and technologies in order to remain competitive. However, we may not be able to:

● develop cost-effective new products and technologies that address the increasingly complex needs of prospective customers;

● enhance our existing products and technologies;

● respond to technological advances and emerging industry standards and certifications on a cost-effective and timely basis;

● adequately protect our intellectual property as we develop new products and technologies;

● identify the appropriate technology or product to which to devote our resources; or

● ensure the availability of cash resources to fund research and development.

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Even if we successfully introduce new additive manufacturing products and technologies and enhance our existing products and technologies, it is possible that these will eventually supplant our existing products or that our competitors will develop new products and technologies that will replace our own. As a result, any of our products may be rendered obsolete or uneconomical by our or our competitors’ technological advances, leading to a loss in market share, decline in revenue and adverse effects to our business and prospects.

The additive manufacturing industry is competitive. We expect to face increasing competition in many aspects of our business, which could cause our operating results to suffer.

The additive manufacturing industry in which we operate is fragmented and competitive. We compete for customers with a wide variety of producers of additive manufacturing and/or 3D printing equipment that creates 3D objects and end-use parts, as well as with providers of materials and services for this equipment. Some of our existing and potential competitors are researching, designing, developing and marketing other types of products and services that may render our existing or future products obsolete, uneconomical or less competitive. Existing and potential competitors may also have substantially greater financial, technical, marketing and sales, manufacturing, distribution and other resources than we do, including name recognition, as well as experience and expertise in intellectual property rights and operating within certain international markets, any of which may enable them to compete effectively against us. For example, a number of companies that have substantial resources have announced that they are beginning production of 3D printing systems, which will further enhance the competition we face.

Future competition may arise from the development of allied or related techniques for equipment, materials and services that are not encompassed by our patents, from the issuance of patents to other companies that may inhibit our ability to develop certain products and from improvements to existing technologies.

We intend to continue to follow a strategy of continuing product development and distribution network expansion to enhance our competitive position to the extent practicable. But we cannot assure you that we will be able to maintain our current position or continue to compete successfully against current and future sources of competition. If we do not keep pace with technological change and introduce new products and technologies, demand for our products may decline, and our operating results may suffer.

Because the additive manufacturing market is rapidly evolving, forecasts of market growth in this Quarterly Report on Form 10-Q may not be accurate.

Market opportunity estimates and growth forecasts included in this Quarterly Report on Form 10-Q are subject to significant uncertainty and are based on assumptions and estimates that may not prove to be accurate. The forecasts and estimates in this Quarterly Report on Form 10-Q relating to the expected size and growth of the markets for additive manufacturing technology and other markets in which we participate may prove to be inaccurate. Even if these markets experience the forecasted growth described in this Quarterly Report on Form 10-Q, we may not grow our business at similar rates, or at all. Our future growth is subject to many factors, including market adoption of our products, which is subject to many risks and uncertainties. Accordingly, the forecasts and estimates of market size and growth described in this Quarterly Report on Form 10-Q, including our estimates that the size of the total addressable market is expected to be more than $100 billion in 2030, should not be taken as indicative of our future growth. In addition, these forecasts do not consider the impact of the current global COVID-19 pandemic, and we cannot assure you that these forecasts will not be materially and adversely affected as a result.

Risks Related to Acquisitions

The failure to successfully integrate the businesses and operations of Desktop Metal and ExOne in the expected time frame may adversely affect the combined company’s future results.

In November 2021, we acquired The ExOne Company, or ExOne, pursuant to an Agreement and Plan of Merger dated August 11, 2021, or the ExOne Acquisition. The success of the ExOne Acquisition will depend in part on our ability to realize the anticipated business opportunities from integrating the operations of ExOne with our business in an efficient and effective manner. It is possible that the integration process could result in the loss of key Desktop Metal or ExOne employees, the loss of customers, the disruption of our ongoing businesses, inconsistencies in standards, controls, procedures and policies, unexpected integration issues, higher than expected integration costs and an overall integration process that takes longer than originally anticipated. Specifically, our ability to

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address the following issues, among others, in integrating the operations of Desktop Metal and ExOne may impact realization of the anticipated benefits of the ExOne Acquisition:

● combining the companies’ operations and corporate functions;

● combining the businesses of Desktop Metal and ExOne and meeting the capital requirements of the combined company, in a manner that permits the combined company to achieve any cost savings or other synergies anticipated to result from the ExOne Acquisition, the failure of which would result in the anticipated benefits of the ExOne Acquisition not being realized in the time frame currently anticipated or at all;

● integrating personnel from the two companies, especially in the COVID-19 environment which has required many Desktop Metal and ExOne employees to work remotely across several locations;

● integrating and unifying the offerings and services available to customers;

● identifying and eliminating redundant and underperforming functions, product lines, and assets;

● harmonizing the companies’ operating practices, employee development and compensation programs, internal controls and other policies, procedures and processes;

● maintaining existing agreements with customers, suppliers, distributors and vendors, avoiding delays in entering into new agreements with prospective customers, suppliers, distributors and vendors, and leveraging relationships with such third parties for the benefit of the combined company;

● addressing possible differences in business backgrounds, corporate cultures and management philosophies;

● consolidating the companies’ administrative and information technology infrastructure;

● coordinating distribution and marketing efforts;

● coordinating geographically dispersed organizations; and

● effecting actions that may be required in connection with obtaining regulatory or other governmental approvals.

In addition, at times the attention of certain management individuals may be focused on the integration of the businesses of the two companies and diverted from day-to-day business operations or other opportunities that may have been beneficial to us, which may disrupt our ongoing business.

Following the ExOne Acquisition, customers, suppliers, distributors, or other third parties may seek to modify or terminate contractual or other business relationships with us, which could have an adverse effect on our business and operations.

As a result of the ExOne Acquisition, the combined company may experience impacts on relationships with customers, suppliers and distributors that may harm our business and results of operations. Certain customers, suppliers or distributors may seek to terminate or modify contractual obligations whether or not contractual rights are triggered as a result of the ExOne Acquisition. There can be no guarantee that customers, suppliers and distributors will remain with or continue to have a relationship with the combined company or do so on the same or similar contractual terms. If any customers, suppliers or distributors seek to terminate or modify contractual obligations or discontinue the relationship with the combined company, then our business and results of operations may be harmed. Furthermore, we will not have long-term arrangements with many of the significant suppliers to the combined company. If suppliers were to seek to terminate or modify an arrangement with us, then the combined company may be unable to procure necessary supplies from other suppliers in a timely and efficient manner and on acceptable terms, or at all.

Prior to the closing of the ExOne Acquisition, Desktop Metal and ExOne also each had contracts with vendors, landlords, licensors and other business partners which may contain consent requirements or limitations applicable to such contracts as result of

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the ExOne Acquisition. If these consents cannot be obtained, the combined company may suffer a loss of potential future revenue, incur costs and lose rights that may be material to our business.

The ExOne Acquisition may not be accretive, and may be dilutive, to our earnings per share, which may negatively affect the market price of our Class A common stock.

We currently anticipate that the ExOne Acquisition will be initially dilutive to our forecasted earnings per share on a standalone basis. This expectation is based on preliminary estimates, which may materially change. We may also have additional transaction-related costs, may fail to realize all of the benefits anticipated in the ExOne Acquisition or may be subject to other factors that affect preliminary estimates or our ability to realize operational efficiencies or other anticipated synergies. Any of these factors could cause a decrease in our earnings per share or decrease or delay the expected effect of the ExOne Acquisition and contribute to a decrease in the price of our Class A common stock.

Our future results following the ExOne Acquisition may be adversely impacted if we do not effectively manage our expanded operations.

As a result of the ExOne Acquisition, the size of our business is significantly larger than prior to the acquisition. Our ability to successfully manage this expanded business will depend, in part, upon management’s ability to implement an effective integration of the two companies and its ability to manage a combined business with significantly larger size and scope with the associated increased costs and complexity. Our management may not be successful, and we may not realize the expected operating efficiencies, cost savings and other benefits that were anticipated from the ExOne Acquisition.

As part of our growth strategy, we intend to continue to acquire or make investments in other businesses, patents, technologies, products or services. Our efforts to do so, or our failure to do so successfully, could disrupt our business and have an adverse impact on our financial condition.

As part of our business strategy, we are acquiring and investing in other companies, patents, technologies, products and/or services. To the extent we seek to grow our business through acquisitions, we may not be able to successfully identify attractive acquisition opportunities or consummate any such acquisitions if we cannot reach an agreement on commercially favorable terms, if we lack sufficient resources to finance the transaction on our own and cannot obtain financing at a reasonable cost or if regulatory authorities prevent such transaction from being consummated. The identification of potential targets, negotiation with targets and due diligence may divert management’s attention from their day-to-day responsibilities and require the incurrence of related costs. In addition, competition for acquisitions in the markets in which we operate during recent years has increased, and may continue to increase, which may result in an increase in the costs of acquisitions or cause us to refrain from making certain acquisitions. We may not be able to complete future acquisitions on favorable terms, if at all.

If we do complete future acquisitions, we cannot assure you that they will ultimately strengthen our competitive position or that they will be viewed positively by customers, financial markets or investors. Furthermore, future acquisitions could pose numerous additional risks to our operations, including:

● diversion of management’s attention from their day-to-day responsibilities;

● unanticipated costs or liabilities associated with the acquisition;

● incurrence of acquisition-related costs, which would be recognized as a current period expense;

● problems integrating the purchased business, products or technologies;

● challenges in achieving strategic objectives, cost savings and other anticipated benefits;

● inability to maintain relationships with key customers, suppliers, vendors and other third parties on which the purchased business relies;

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● the difficulty of incorporating acquired technology and rights into our platform and of maintaining quality and security standards consistent with our brand;

● difficulty in maintaining controls, procedures and policies during the transition and integration;

● challenges in integrating the new workforce and the potential loss of key employees, particularly those of the acquired business; and

● use of substantial portions of our available cash or the incurrence of debt to consummate the acquisition.

If we proceed with a particular acquisition, we may have to use cash, issue new equity securities with dilutive effects on existing shareholders, incur indebtedness, assume contingent liabilities or amortize assets or expenses in a manner that might have a material adverse effect on our financial condition and results of operations. Acquisitions will also require us to record certain acquisition-related costs and other items as current period expenses, which would have the effect of reducing our reported earnings in the period in which an acquisition is consummated. In addition, we could also face unknown liabilities or write-offs due to our acquisitions, which could result in a significant charge to our earnings in the period in which they occur. We will also be required to record goodwill or other long-lived asset impairment charges (if any) in the periods in which they occur, which could result in a significant charge to our earnings in any such period.

Achieving the expected returns and synergies from future acquisitions will depend, in part, upon our ability to integrate the products and services, technology, administrative functions and personnel of these businesses into our product lines in an efficient and effective manner. We cannot assure you that we will be able to do so, that our acquired businesses will perform at levels and on the timelines anticipated by our management or that we will be able to obtain these synergies. In addition, acquired technologies and intellectual property may be rendered obsolete or uneconomical by our own or our competitors’ technological advances. Management resources may also be diverted from operating our existing businesses to certain acquisition integration challenges. If we are unable to successfully integrate acquired businesses, our anticipated revenues and profits may be lower. Our profit margins may also be lower, or diluted, following the acquisition of companies whose profit margins are less than those of our existing businesses.

We may experience difficulties in integrating the operations of EnvisionTEC and other acquired companies into our business and in realizing the expected benefits of these acquisitions.

Acquisition involve numerous risks, any of which could harm our business and negatively affect our financial condition and results of operations. The success of the EnvisionTEC acquisition and other recent acquisitions will depend in part on our ability to realize the anticipated business opportunities from combining the operations of acquired companies with our business in an efficient and effective manner. Ongoing and expanded integration processes could take longer than anticipated and could result in the loss of key employees, the disruption of each company’s ongoing businesses, tax costs or inefficiencies, or inconsistencies in standards, controls, information technology systems, procedures and policies, any of which could adversely affect our ability to maintain relationships with customers, employees or other third parties, or our ability to achieve the anticipated benefits of the acquisitions, and could harm our financial performance. If we are unable to successfully or timely integrate the operations of acquired companies with our business, we may incur unanticipated liabilities and be unable to realize the revenue growth, synergies and other anticipated benefits resulting from the acquisitions, and our business, results of operations and financial condition could be materially and adversely affected.

We have incurred significant costs in connection with the recent acquisitions. The substantial majority of these costs are non-recurring acquisition expenses. These non-recurring costs and expenses are reflected in the unaudited pro forma condensed combined financial information included in this Quarterly Report on Form 10-Q. We may incur additional costs in the integration of acquired companies, and may not achieve cost synergies and other benefits sufficient to offset the incremental costs of these acquisitions.

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Risks Related to Our Financial Position and Need for Additional Capital

We are an early-stage company with a history of losses. We have not been profitable historically and may not achieve or maintain profitability in the future.

We experienced net losses in each year from our inception, including net losses of $240.3 million and $34.0 million for the years ended December 31, 2021 and 2020, respectively, and $69.9 million for the three months ended March 31, 2022. We believe we will continue to incur operating losses and negative cash flow in the near-term as we continue to invest significantly in our business, in particular across our research and development efforts and sales and marketing programs. These investments may not result in increased revenue or growth in our business or enable us to achieve profitability.

In addition, as a public company, we incur significant additional legal, accounting and other expenses. As we acquire and integrate companies, we will also incur additional legal, accounting and other expenses. These increased expenditures may make it harder for us to achieve and maintain future profitability. Revenue growth and growth in our customer base may not be sustainable, and we may not achieve sufficient revenue to achieve or maintain profitability. We may incur significant losses in the future for a number of reasons, including due to the other risks described in this Quarterly Report on Form 10-Q, and we may encounter unforeseen expenses, difficulties, complications and delays and other unknown events. As a result, our losses may be larger than anticipated, we may incur significant losses for the foreseeable future, and we may not achieve profitability, and even if we do, we may not be able to maintain or increase profitability. Furthermore, if our future growth and operating performance fail to meet investor or securities analyst expectations, or if we have future negative cash flow or losses resulting from our investment in acquiring customers or expanding our operations, this could have a material adverse effect on our business, financial condition and results of operations.

Our limited operating history and rapid growth makes evaluating our current business and future prospects difficult and may increase the risk of your investment.

Much of our growth has occurred in recent periods. Our limited operating history may make it difficult for you to evaluate our current business and our future prospects, as we continue to grow our business. Our ability to forecast our future operating results is subject to a number of uncertainties, including our ability to plan for and model future growth. We have encountered, and will continue to encounter, risks and uncertainties frequently experienced by growing companies in rapidly evolving industries, as we continue to grow our business. If our assumptions regarding these uncertainties, which we use to plan our business, are incorrect or change in reaction to changes in our markets, or if we do not address these risks successfully, our operating and financial results could differ materially from our expectations, our business could suffer, and the trading price of our stock may decline.

We may fail to meet our publicly announced guidance or other expectations about our business, which would cause our stock price to decline.

We provide guidance regarding our expected revenue and Adjusted EBITDA, and we may in the future provide guidance regarding other measures of financial and business performance.

It is difficult to predict our future revenues and appropriately budget for our expenses, and we have limited insight into trends that may emerge and affect our business. Correctly predicting future events is inherently an uncertain process, and our guidance may not ultimately be accurate. Our guidance is based on certain assumptions such as anticipated production and sales volumes, material costs and planned cost reductions. In addition, we have implemented, and in the foreseeable future expect continue to implement, a number of cost saving measures in order to contain costs from our acquisitions. Those measures may not have their intended effect, and we may not adequately be able to implement them. Even if the measures we implement lead to cost savings, those cost savings may not be sufficient or we may be unable to sustain the cost savings that we achieve. Our ability to achieve the anticipated cost savings and other benefits from these measures within the expected time frames is subject to many estimates and assumptions, and depends on many factors, some of which are beyond our control. If actual results differ from our guidance or from the expectations of securities analysts or investors, or we adjust our guidance in future periods, whether as a result of our inability to successfully implement our cost saving measures or because of other factors, the market value of our common stock could decline significantly.

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Our operating results and financial condition may fluctuate from period to period.

Our operating results and financial condition fluctuate from quarter-to-quarter and year-to-year and are likely to continue to vary due to a number of factors, many of which will not be within our control. Both our business and the additive manufacturing industry are changing and evolving rapidly, and our historical operating results may not be useful in predicting our future operating results. If our operating results do not meet the guidance that we provide to the marketplace or the expectations of securities analysts or investors, the market price of our Class A common stock will likely decline. Fluctuations in our operating results and financial condition may be due to a number of factors, including:

● the degree of market acceptance of our products and services;

● our ability to compete with competitors and new entrants into our markets;

● the mix of products and services that we sell during any period;

● the timing of our sales and deliveries of our products to customers;

● the geographic distribution of our sales;

● changes in our pricing policies or those of our competitors, including our response to price competition;

● changes in the amount that we spend to develop and manufacture new products or technologies;

● changes in the amounts that we spend to promote our products and services;

● changes in the cost of satisfying our warranty obligations and servicing our installed customer base;

● expenses and/or liabilities resulting from litigation;

● delays between our expenditures to develop and market new or enhanced solutions and the generation of revenue from those solutions;

● unforeseen liabilities or difficulties in integrating our acquisitions or newly acquired businesses;

● disruptions to our information technology systems or our third-party contract manufacturers;

● general economic and industry conditions that effect customer demand;

● seasonal reductions in business activity in certain parts of the world, particularly during the summer months in Europe;

● the impact of the COVID-19 pandemic on our customers, suppliers, manufacturers and operations; and

● changes in accounting rules and tax laws.

In addition, our revenues and operating results may fluctuate from quarter-to-quarter and year-to-year due to our sales cycle and seasonality among our customers. Generally, our additive manufacturing solutions are subject to the adoption and capital expenditure cycles of our customers. As a result, we typically conduct a larger portion of our business during the fourth quarter of our fiscal year relative to the other quarters. Our quarterly sales also have often reflected a pattern in which a disproportionate percentage of each quarter’s total sales occurs towards the end of the quarter. This uneven sales pattern makes predicting revenue, earnings, cash flow from operations, adjusted EBITDA and working capital for each period difficult, increases the risk of unanticipated variations in our quarterly results and financial condition, and places pressure on our inventory management and logistics systems. We face a number of uncertainties related to our ability to achieve our targets in a given quarter, including: we may be unable to obtain materials as a

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result of global supply chain issues, our customers may decline or be unable to take delivery of products during holidays, and we may not receive our expected level of purchase orders or payments. If these or other events were to occur, our results for a given quarter could be negatively impacted, and may vary materially and adversely from our stated expectations and the estimates or expectations of securities research analysts, investors and other market participants.

Additionally, for our more complex solutions, which may require customers to make additional facilities investment, potential customers may spend a substantial amount of time performing internal assessments prior to making a purchase decision. This may cause us to devote significant effort in advance of a potential sale without any guarantee of receiving any related revenues. As a result, revenues and operating results for future periods are difficult to predict with any significant degree of certainty, which could lead to adverse effects on our inventory levels and overall financial condition.

Due to the foregoing factors, and the other risks discussed in this Quarterly Report on Form 10-Q, you should not rely on quarter-over-quarter and year-over-year comparisons of our operating results as an indicator of our future performance.

We may require additional capital to support business growth, and this capital might not be available on acceptable terms, if at all.

We intend to continue to make investments to support our business growth and may require additional funds to respond to business challenges and opportunities, including the need to develop new features or enhance our products, improve our operating infrastructure or acquire complementary businesses and technologies. Accordingly, we may need to engage in equity or debt financings to secure additional funds if our existing sources of cash and any funds generated from operations do not provide us with sufficient capital. If we raise additional funds through future issuances of equity or convertible debt securities, our existing stockholders could suffer significant dilution, and any new equity securities we issue could have rights, preferences and privileges superior to those of holders of our Class A common stock. Any debt financing that we may secure in the future could involve restrictive covenants relating to our capital raising activities and other financial and operational matters, which may make it more difficult for us to obtain additional capital and to pursue business opportunities, including potential acquisitions. We may not be able to obtain additional financing on terms favorable to us, if at all. If we are unable to obtain adequate financing or financing on terms satisfactory to us when we require it, our ability to continue to support our business growth and to respond to business challenges and opportunities could be significantly impaired, and our business may be adversely affected.

Risks Related to Third Parties

We could be subject to personal injury, property damage, product liability, warranty and other claims involving allegedly defective products that we supply.

The products we supply are sometimes used in potentially hazardous or critical applications, such as the assembled parts of an aircraft, medical device or automobile, that could result in death, personal injury, property damage, loss of production, punitive damages and consequential damages. While we have not experienced any such claims to date, actual or claimed defects in the products we supply could result in our being named as a defendant in lawsuits asserting potentially large claims.

We attempt to include legal provisions in our agreements with customers that are designed to limit our exposure to potential liability for damages arising from defects or errors in our products. However, it is possible that these limitations may not be effective as a result of unfavorable judicial decisions or laws enacted in the future. Any such lawsuit, regardless of merit, could result in material expense, diversion of management time and efforts and damage to our reputation, and could cause us to fail to retain or attract customers, which could adversely affect our results of operations.

We depend on our network of resellers and our business could be adversely affected if they do not perform as expected.

We rely heavily on our global network of resellers to sell our products and to provide installation and support services to customers in their respective geographic regions. These resellers may not be as effective in selling our products or installing and supporting our customers as we expect. Further, our contracts with our resellers provide for termination for convenience, and if our contracts with a significant number of resellers, or with the most effective resellers, were to terminate or if they would otherwise fail or refuse to sell certain of our products, we may not be able to find replacements that are as qualified or as successful in a timely manner, if at all. In addition, if our resellers do not perform as anticipated, or if we are unable to secure qualified and successful resellers, our sales will suffer, which would have an adverse effect on our revenues and operating results. Because we also depend

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upon our resellers to provide installation and support services for products, if our reseller relationship were terminated or limited to certain products, we may face disruption in providing support for our customers, which would adversely affect our reputation and our results of operations. Any failure to offer high-quality technical support services may adversely affect our relationships with our customers and adversely affect our financial results.

Additionally, a default by one or more resellers that have a significant receivables balance could have an adverse financial impact on our financial results. We have reviewed our policies that govern credit and collections and will continue to monitor them in light of current payment status and economic conditions. In addition, we try to reduce the credit exposures of our accounts receivable by instituting credit limits and having credit insurance. However, there can be no assurance that our efforts to identify potential credit risks will be successful. Our inability to timely identify resellers that are credit risks could result in defaults at a time when such resellers have high accounts receivable balances with us. Any such default would result in a significant charge against our earnings and adversely affect our results of operations and financial condition.

We could face liability if our additive manufacturing solutions are used by our customers to print dangerous objects.

Customers may use our additive manufacturing systems to print parts that could be used in a harmful way or could otherwise be dangerous. For example, there have been news reports that 3D printers were used to print guns or other weapons. We have little, if any, control over what objects our customers print using our products, and it may be difficult, if not impossible, for us to monitor and prevent customers from printing weapons with our products. While we have never printed weapons on any printers in our offices, there can be no assurance that we will not be held liable if someone were injured or killed by a weapon printed by a customer using one of our products.

We depend on a limited number of third-party contract manufacturers for a significant portion of our manufacturing needs. If these third-party manufacturers experience any delay, disruption or quality control problems in their operations, including due to the COVID-19 pandemic, we could lose market share and our brand may suffer.

We depend on third-party contract manufacturers for the production of several of our additive manufacturing systems. While there are several potential manufacturers for most of these products, several of our products are manufactured, assembled, tested and generally packaged by a limited number of third-party manufacturers. In most cases, we rely on these manufacturers to procure components and, in some cases, subcontract engineering work. Our reliance on a limited number of contract manufacturers involves a number of risks, including:

● unexpected increases in manufacturing and repair costs;

● inability to control the quality and reliability of finished products;

● inability to control delivery schedules;

● potential liability for expenses incurred by third-party contract manufacturers in reliance on our forecasts that later prove to be inaccurate;

● potential lack of adequate capacity to manufacture all or a part of the products we require; and

● potential labor unrest affecting the ability of the third-party manufacturers to produce our products.

If any of our third-party contract manufacturers experience a delay, disruption or quality control problems in their operations, including due to the COVID-19 pandemic, or if a primary third-party contract manufacturer does not renew its agreement with us, our operations could be significantly disrupted, and our product shipments could be delayed. Qualifying a new manufacturer and commencing volume production is expensive and time consuming. Ensuring that a contract manufacturer is qualified to manufacture our products to our standards is time consuming. In addition, there is no assurance that a contract manufacturer can scale its production of our products at the volumes and in the quality that we require. If a contract manufacturer is unable to do these things, we may have to move production for the products to a new or existing third-party manufacturer, which would take significant effort and our business, results of operations and financial condition could be materially adversely affected.

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As we contemplate moving manufacturing into different jurisdictions, we may be subject to additional significant challenges in ensuring that quality, processes, and costs, among other issues, are consistent with our expectations. For example, while we expect our third-party contract manufacturers to be responsible for penalties assessed on us because of excessive failures of the products, there is no assurance that we will be able to collect such reimbursements from these manufacturers, which causes us to take on additional risk for potential failures of our products.

In addition, because we use a limited number of third-party contract manufacturers, increases in the prices charged may have an adverse effect on our results of operations, as we may be unable to find a contract manufacturer who can supply us at a lower price. As a result, the loss of a limited source supplier could adversely affect our relationships with our customers and our results of operations and financial condition.

All of our products must satisfy safety and regulatory standards and some of our products must also receive government certifications. Our third-party contract manufacturers are primarily responsible for conducting the tests that support our applications for most regulatory approvals for our products. If our third-party contract manufacturers fail to timely and accurately conduct these tests, we may be unable to obtain the necessary domestic or foreign regulatory approvals or certifications to sell our products in certain jurisdictions. As a result, we would be unable to sell our products and our sales and profitability could be reduced, our relationships with our sales channel could be harmed and our reputation and brand would suffer.

If our suppliers become unavailable or inadequate, our customer relationships, results of operations and financial condition may be adversely affected.

We acquire certain of our materials, which are critical to the ongoing operation and future growth of our business, from several third parties. If we or one of our contract manufacturers has a supply chain disruption, or our relationship with any of our contract manufacturers or key suppliers terminates, we could experience delays. While most manufacturing equipment and materials for our products are available from multiple suppliers, certain of those items are only available from limited sources. Should any of these suppliers become unavailable or inadequate, or impose terms unacceptable to us, such as increased pricing terms, we could be required to spend a significant amount of time and expense to develop alternate sources of supply, and we may not be successful in doing so on terms acceptable to us, or at all. As a result, the loss of a limited source supplier could adversely affect our relationship with our customers as well as our results of operations and financial condition.

Our facilities and the facilities of our third-party contract manufacturers, suppliers, and customers, are vulnerable to disruption due to natural or other disasters, strikes and other events beyond our control.

A major earthquake, fire, tsunami, hurricane, cyclone or other disaster, such as a pandemic, major flood, seasonal storms, nuclear event or terrorist attack affecting our facilities or the areas in which they are located, or affecting those of our customers or third-party manufacturers or suppliers, could significantly disrupt our or their operations and delay or prevent product shipment or installation during the time required to repair, rebuild or replace our or their damaged manufacturing facilities. These delays could be lengthy and costly. If any of our facilities or those of our third-party contract manufacturers, suppliers or customers are negatively impacted by such a disaster, production, shipment and installation of our 3D printing machines could be delayed, which can impact the period in which we recognize the revenue related to that 3D printing machine sale. Additionally, customers may delay purchases of our products until operations return to normal. Even if we are able to respond quickly to a disaster, the continued effects of the disaster could create uncertainty in our business operations. In addition, concerns about terrorism, the effects of a terrorist attack, political turmoil, labor strikes, war or the outbreak of epidemic diseases (including the outbreak of COVID-19) could have a negative effect on our operations and sales.

Risks Related to Our Class A Common Stock

Our issuance of additional shares of Class A common stock or convertible securities may dilute your ownership of us and could adversely affect our stock price.

From time to time, we have issued, and we expect in the future to issue, additional shares of our Class A common stock or securities convertible into our Class A common stock pursuant to a variety of transactions, including acquisitions. Additional shares of our Class A common stock may also be issued upon exercise of outstanding stock options and warrants to purchase our Class A common stock. The issuance by us of additional shares of our Class A common stock or securities convertible into our Class A

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common stock would dilute your ownership of us and the sale of a significant amount of such shares in the public market could adversely affect prevailing market prices of our Class A common stock. Subject to the satisfaction of vesting conditions and the expiration of lockup agreements, shares issuable upon exercise of options will be available for resale immediately in the public market without restriction.

In the future, we expect to obtain financing or to further increase our capital resources by issuing additional shares of our capital stock or offering debt or other equity securities, including senior or subordinated notes, debt securities convertible into equity, or shares of preferred stock. Issuing additional shares of our capital stock, other equity securities, or securities convertible into equity may dilute the economic and voting rights of our existing stockholders, reduce the market price of our Class A common stock, or both. Debt securities convertible into equity could be subject to adjustments in the conversion ratio pursuant to which certain events may increase the number of equity securities issuable upon conversion. Preferred stock, if issued, could have a preference with respect to liquidating distributions or a preference with respect to dividend payments that could limit our ability to pay dividends to the holders of our Class A common stock. Our decision to issue securities in any future offering will depend on market conditions and other factors beyond our control, which may adversely affect the amount, timing or nature of our future offerings. As a result, holders of our Class A common stock bear the risk that our future offerings may reduce the market price of our Class A common stock and dilute their percentage ownership.

Future sales, or the perception of future sales, of our Class A common stock by us or our existing stockholders in the public market could cause the market price for our Class A common stock to decline.

The sale of substantial amounts of shares of our Class A common stock in the public market, or the perception that such sales could occur, could harm the prevailing market price of shares of our Class A common stock. These sales, or the possibility that these sales may occur, also might make it more difficult for us to sell equity securities in the future at a time and at a price that we deem appropriate. Certain shares of our common stock are freely tradable without restriction under the Securities Act, except for any shares of our Class A common stock that may be held or acquired by our directors, executive officers, and other affiliates, as that term is defined in the Securities Act, which are be restricted securities under the Securities Act. Restricted securities may not be sold in the public market unless the sale is registered under the Securities Act or an exemption from registration is available. Any such sales, including sales of a substantial number of shares or the perception in the market that the holders of a large number of shares intend to sell shares, could reduce the market price of our common stock. We may also issue shares of our common stock or securities convertible into our common stock from time to time in connection with financings, acquisitions, investments, or otherwise. Any such issuance could result in ownership dilution to you as a stockholder and cause the trading price of our common stock to decline.

Our directors, executive officers and stockholders affiliated with our directors and executive officers own a significant percentage of our Class A common stock and, if they choose to act together, will be able to exert significant control over matters subject to shareholder approval.

Our directors, executive officers, and stockholders affiliated with our directors and executive officers exert significant influence on us. As of December 31, 2021, these holders owned approximately 9.4% of our outstanding Class A common stock. As a result, these holders, acting together, have significant control over all matters that require approval of our stockholders, including the election of directors, amendments of our organizational documents, or approval of any merger, sale of assets, or other major corporate transactions. The interests of these holders may not always coincide with our corporate interests or the interests of other stockholders, and they may act in a manner with which you may not agree or that may not be in the best interests of our other stockholders.

Anti-takeover provisions in our governing documents and under Delaware law could make an acquisition of us more difficult, limit attempts by our stockholders to replace or remove our current management and limit the market price of our Class A common stock.

Our certificate of incorporation, bylaws, and Delaware law contain provisions that could have the effect of rendering more difficult, delaying, or preventing an acquisition deemed undesirable by our board of directors. Among other things, our certificate of incorporation and bylaws include the following provisions:

• a staggered board, which means that our board of directors is classified into three classes of directors with staggered three-year terms and directors are only able to be removed from office for cause;

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• limitations on convening special stockholder meetings, which could make it difficult for our stockholders to adopt desired governance changes;

• a prohibition on stockholder action by written consent, which means that our stockholders will only be able to take action at a meeting of stockholders and will not be able to take action by written consent for any matter;

• a forum selection clause, which means certain litigation against us can only be brought in Delaware;

• the authorization of undesignated preferred stock, the terms of which may be established and shares of which may be issued without further action by our stockholders; and

• advance notice procedures, which apply for stockholders to nominate candidates for election as directors or to bring matters before an annual meeting of stockholders.

These provisions, alone or together, could delay or prevent hostile takeovers and changes in control or changes in our management. As a Delaware corporation, we are also subject to provisions of Delaware law, including Section 203 of the DGCL, which prevents interested stockholders, such as certain stockholders holding more than 15% of our outstanding Class A common stock, from engaging in certain business combinations unless (i) prior to the time such stockholder became an interested stockholder, our board of directors approved the transaction that resulted in such stockholder becoming an interested stockholder, (ii) upon consummation of the transaction that resulted in such stockholder becoming an interested stockholder, the interested stockholder owned at least 85% of our Class A common stock, or (iii) following board approval, such business combination receives the approval of the holders of at least two-thirds of our outstanding Class A common stock not held by such interested stockholder at an annual or special meeting of stockholders.

Any provision of our certificate of incorporation, our bylaws or Delaware law that has the effect of delaying, preventing or deterring a change in control could limit the opportunity for our stockholders to receive a premium for their shares of our Class A common stock and could also affect the price that some investors are willing to pay for our Class A common stock.

Our certificate of incorporation and bylaws provide that the Court of Chancery of the State of Delaware will be the sole and exclusive forum for substantially all disputes between us and our stockholders, which could limit our stockholders’ ability to obtain a favorable judicial forum for disputes with us or our directors, officers, or employees.

Our certificate of incorporation and bylaws provide that, unless we consent in writing to the selection of an alternative forum, the (a) Court of Chancery of the State of Delaware (or, in the event that the Chancery Court does not have jurisdiction, the federal district court for the District of Delaware or other state courts of the State of Delaware) shall, to the fullest extent permitted by law, be the sole and exclusive forum for: (i) any derivative action, suit or proceeding brought on our behalf; (ii) any action, suit or proceeding asserting a claim of breach of fiduciary duty owed by any of our directors, officers, or stockholders to us or to our stockholders; (iii) any action, suit or proceeding asserting a claim arising pursuant to the DGCL, our certificate of incorporation or bylaws; or (iv) any action, suit or proceeding asserting a claim governed by the internal affairs doctrine; and (b) subject to the foregoing, the federal district courts of the United States of America shall be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the Securities Act. Notwithstanding the foregoing, such forum selection provisions shall not apply to suits brought to enforce any liability or duty created by the Exchange Act or any other claim for which the federal courts of the United States have exclusive jurisdiction. The choice of forum provision may limit a stockholder’s ability to bring a claim in a judicial forum that it finds favorable for disputes with us or our directors, officers, or other employees, which may discourage such lawsuits against us and our directors, officers, and other employees. Alternatively, if a court were to find the choice of forum provision contained in our certificate of incorporation to be inapplicable or unenforceable in an action, we may incur additional costs associated with resolving such action in other jurisdictions, which could harm our business, results of operations, and financial condition.

Additionally, Section 22 of the Securities Act creates concurrent jurisdiction for federal and state courts over all suits brought to enforce any duty or liability created by the Securities Act or the rules and regulations thereunder. As noted above, our certificate of incorporation and bylaws provide that the federal district courts of the United States of America shall have jurisdiction over any action arising under the Securities Act. Accordingly, there is uncertainty as to whether a court would enforce such provision. Our stockholders will not be deemed to have waived our compliance with the federal securities laws and the rules and regulations thereunder.

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Risks Related to Compliance Matters

Failure of our global operations to comply with anti-corruption laws and various trade restrictions, such as sanctions and export controls, could have an adverse effect on our business.

We operate in a number of countries throughout the world, including countries known to have a reputation for corruption. Doing business on a global basis requires us to comply with anti-corruption laws and regulations imposed by governments around the world with jurisdiction over our operations, including the U.S. Foreign Corrupt Practices Act and the U.K. Bribery Act 2010, as well as the laws of the countries where we do business. We are also subject to various trade restrictions, including trade and economic sanctions and export controls, imposed by governments around the world with jurisdiction over our operations. For example, in accordance with trade sanctions administered by the Office of Foreign Assets Control and the U.S. Department of Commerce, we are prohibited from engaging in transactions involving certain persons and certain designated countries or territories, including Russia, Belarus, Cuba, Iran, Syria, North Korea and the Crimea Region of Ukraine. In addition, our products are subject to export regulations that can involve significant compliance time and may add additional overhead cost to our products. In recent years the U.S. government has had a renewed focus on export matters. For example, the Export Control Reform Act of 2018 and regulatory guidance have imposed additional controls, and may result in the imposition of further additional controls, on the export of certain “emerging and foundational technologies.” Our current and future products may be subject to these heightened regulations, which could increase our compliance costs.

We are committed to doing business in accordance with applicable anti-corruption laws and regulations and with applicable trade restrictions. We are subject, however, to the risk that our affiliated entities or our and our affiliates’ respective officers, directors, employees and agents (including distributors of our products) may take action determined to be in violation of such laws and regulations. Any violation by any of these persons could result in substantial fines, sanctions, civil and/or criminal penalties, or curtailment of operations in certain jurisdictions, and might adversely affect our operating results. In addition, actual or alleged violations could damage our reputation and ability to do business.

We are subject to environmental, health and safety laws and regulations related to our operations and the use of our additive manufacturing systems, produced parts, and consumable materials, which could subject us to compliance costs and/or potential liability in the event of non-compliance.

We are subject to domestic and foreign environmental laws and regulations governing our operations, including, but not limited to, emissions into the air and water and the use, handling, disposal and remediation of hazardous substances. A certain risk of environmental liability is inherent in our production activities. These laws and regulations govern, among other things, the generation, use, storage, registration, handling and disposal of chemicals and waste materials, the presence of specified substances in electrical products, the emission and discharge of hazardous materials into the ground, air or water, the cleanup of contaminated sites, including any contamination that results from spills due to our failure to properly dispose of chemicals and other waste materials and the health and safety of our employees. Under these laws, regulations and requirements, we could also be subject to liability for improper disposal of chemicals and waste materials, including those resulting from the use of our systems and accompanying materials by end-users. Accidents or other incidents that occur at our facilities or involve our personnel or operations could result in claims for damages against us. In the event we are found to be financially responsible, as a result of environmental or other laws or by court order, for environmental damages alleged to have been caused by us or occurring on our premises, we could be required to pay substantial monetary damages or undertake expensive remedial obligations. If our operations fail to comply with such laws or regulations, we may be subject to fines and other civil, administrative or criminal sanctions, including the revocation of permits and licenses necessary to continue our business activities. In addition, we may be required to pay damages or civil judgments in respect of third-party claims, including those relating to personal injury (including exposure to hazardous substances that we generate, use, store, handle, transport, manufacture or dispose of), property damage or contribution claims. Some environmental laws allow for strict, joint and several liabilities for remediation costs, regardless of fault. We may be identified as a potentially responsible party under such laws. The amount of any costs, including fines or damages payments that we might incur under such circumstances could substantially exceed any insurance we have to cover such losses. Any of these events, alone or in combination, could have a material adverse effect on our business, financial condition and results of operations and could adversely affect our reputation.

The export of our products internationally from our production facilities subjects us to environmental laws and regulations concerning the import and export of chemicals and hazardous substances such as the United States Toxic Substances Control Act and the Registration, Evaluation, Authorization and Restriction of Chemical Substances. These laws and regulations require the testing and

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registration of some chemicals that we ship along with, or that form a part of, our systems and other products. If we fail to comply with these or similar laws and regulations, we may be required to make significant expenditures to reformulate the chemicals that we use in our products and materials or incur costs to register such chemicals to gain and/or regain compliance. Additionally, we could be subject to significant fines or other civil and criminal penalties should we not achieve such compliance.

The SEC’s recently-proposed rules on climate change disclosures, if adopted, will increase our costs and expenditures. The cost of complying with other current and future environmental, health and safety laws applicable to our operations, or the liabilities arising from past releases of, or exposure to, hazardous substances, may result in future expenditures. Any of these developments, alone or in combination, could have an adverse effect on our business, financial condition and results of operations.

Aspects of our business are subject to privacy, data use and data security regulations, which could increase our costs.

We collect personally identifiable information from our employees, prospects, and our customers. Privacy and security laws and regulations may limit the use and disclosure of certain information and require us to adopt certain cybersecurity and data handling practices that may affect our ability to effectively market our services to current, past or prospective customers. We must comply with privacy laws in the United States, Europe and elsewhere, including GDPR in the European Union, which became effective May 25, 2018 and the retained version of the GDPR as it forms part of the law of England and Wales, Scotland and Northern Ireland, and the California Consumer Privacy Act of 2018, which was enacted on June 28, 2018 and became effective on January 1, 2020. These laws create new individual privacy rights and impose increased obligations, including disclosure obligations, on companies handling personal data. In many jurisdictions, consumers must be notified in the event of a data security breach, and such notification requirements continue to increase in scope and cost. Privacy and security laws and regulations may limit the use and disclosure of certain information and require us to adopt certain cybersecurity and data handling practices that may affect our ability to effectively market our services to current, past or prospective customers. While we have invested in, and intend to continue to invest in, resources to comply with these standards, we may not be successful in doing so, and any such failure could have an adverse effect on our business, results of operations and reputation.

As privacy, data use and data security laws are interpreted and applied, compliance costs may increase, particularly in the context of ensuring that adequate data protection and data transfer mechanisms are in place. In recent years, there has been increasing regulatory enforcement and litigation activity in this area in the United States, Germany and in various other countries in which we operate.

Compliance with regulations for medical devices and solutions is expensive and time-consuming, and failure to obtain or maintain approvals, clearances, or compliance could impact financial projections and/or subject us to penalties or liabilities.

Our Desktop Health products and services, and its healthcare provider customers and distributors, are and will be subject to extensive federal, state, local and foreign regulations, including, without limitation, regulations with respect to approvals and clearances for products, design, manufacturing and testing, labeling, marketing, sales, quality control, and privacy. Unless an exemption applies, we must obtain clearance or approval from the Food and Drug Administration (or comparable foreign regulatory body) before a medical device or solution can be marketed or sold; this process involves significant time, effort and expense. The healthcare market overall is highly regulated and subject to frequent and sudden change. Our failure to secure clearances or approvals or comply with regulations could have an adverse impact on our business and reputation and subject us to lost research and development costs, withdrawal of clearance/approval, operating restrictions, liabilities, fines, penalties and/or litigation.

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Risks Related to Intellectual Property

Third-party lawsuits and assertions alleging our infringement of patents, trade secrets or other intellectual property rights may have a significant adverse effect on our financial condition.

Third parties may own issued patents and pending patent applications that exist in fields relevant to additive manufacturing. Some of these third parties may assert that we are employing their proprietary technology without authorization. There may be third-party patents or patent applications with claims related to additive manufacturing. Because patent applications can take many years to issue, there may be currently pending patent applications which may later result in issued patents that our additive technologies may infringe. In addition, third parties may obtain patents in the future and claim that our technologies infringe upon these patents. Any third-party lawsuits or other assertion to which we are subject alleging our infringement of patents, trade secrets or other intellectual property rights may have a significant adverse effect on our financial condition.

We may incur substantial costs enforcing and defending our intellectual property rights.

We may incur substantial expense and costs in protecting, enforcing and defending our intellectual property rights against third parties. Intellectual property disputes may be costly and can be disruptive to our business operations by diverting attention and energies of management and key technical personnel and by increasing our costs of doing business. Third-party intellectual property claims asserted against us could subject us to significant liabilities, require us to enter into royalty and licensing arrangements on unfavorable terms, prevent us from assembling or licensing certain of our products, subject us to injunctions restricting our sale of products, cause severe disruptions to our operations or the marketplaces in which we compete or require us to satisfy indemnification commitments with our customers, including contractual provisions under various license arrangements. In addition, we may incur significant costs in acquiring the necessary third-party intellectual property rights for use in our products. Any of these could have an adverse effect on our business and financial condition.

If we are unable to adequately protect or enforce our intellectual property rights, such information may be used by others to compete against us, in particular in developing consumables that could be used with our printing systems in place of our proprietary consumables.

We have devoted substantial resources to the development of our technology and related intellectual property rights. Our success and future revenue growth will depend, in part, on our ability to protect our intellectual property. We rely on a combination of registered and unregistered intellectual property and protect our rights using patents, licenses, trademarks, trade secrets, confidentiality and assignment of invention agreements and other methods.

Despite our efforts to protect our proprietary rights, it is possible that competitors or other unauthorized third parties may obtain, copy, use or disclose our technologies, inventions, processes or improvements. We cannot assure you that any of our existing or future patents or other intellectual property rights will not be challenged, invalidated or circumvented, or will otherwise provide us with meaningful protection. Our pending patent applications may not be granted, and we may not be able to obtain foreign patents or pending applications corresponding to our U.S. patents. Even if foreign patents are granted, effective enforcement in foreign countries may not be available.

Our trade secrets, know-how and other unregistered proprietary rights are a key aspect of our intellectual property portfolio. While we take reasonable steps to protect our trade secrets and confidential information and enter into confidentiality and invention assignment agreements intended to protect such rights, such agreements can be difficult and costly to enforce or may not provide adequate remedies if violated, and we may not have entered into such agreements with all relevant parties. Such agreements may be breached, and trade secrets or confidential information may be willfully or unintentionally disclosed, including by employees who may leave our company and join our competitors, or our competitors or other parties may learn of the information in some other way. The disclosure to, or independent development by, a competitor of any of our trade secrets, know-how or other technology not protected by a patent or other intellectual property system could materially reduce or eliminate any competitive advantage that we may have over such competitor. This concern could manifest itself in particular with respect to our proprietary consumables that are used with our systems. Portions of our proprietary consumables may not be afforded patent protection. Chemical companies or other producers of raw materials used in our consumables may be able to develop consumables that are compatible to a large extent with our products, whether independently or in contravention of our trade secret rights and related proprietary and contractual rights. If such

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consumables are made available to owners of our systems, and are purchased in place of our proprietary consumables, our revenues and profitability would be reduced, and we could be forced to reduce prices for our proprietary consumables.

If our patents and other intellectual property do not adequately protect our technology, our competitors may be able to offer products similar to ours. Our competitors may also be able to develop similar technology independently or design around our patents and other intellectual property. Any of the foregoing events would lead to increased competition and reduce our revenue or gross margin, which would adversely affect our operating results.

If we attempt enforcement of our intellectual property rights, we may be, and have been in the past, subject or party to claims, negotiations or complex, protracted litigation. Intellectual property disputes and litigation, regardless of merit, can be costly and disruptive to our business operations by diverting attention and energies of management and key technical personnel and by increasing our costs of doing business. Any of the foregoing could adversely affect our business and financial condition.

As part of any settlement or other compromise to avoid complex, protracted litigation, we may agree not to pursue future claims against a third party, including related to alleged infringement of our intellectual property rights. Part of any settlement or other compromise with another party may resolve a potentially costly dispute but may also have future repercussions on our ability to defend and protect our intellectual property rights, which in turn could adversely affect our business.

Our additive manufacturing software contains third-party open-source software components, and failure to comply with the terms of the underlying open-source software licenses could restrict our ability to sell our products.

Our additive manufacturing software contains components that are licensed under so-called “open source,” “free” or other similar licenses. Open source software is made available to the general public on an “as-is” basis under the terms of a non-negotiable license. We currently combine our proprietary software with open source software, but not in a manner that we believe requires the release of the source code of our proprietary software to the public. We do not plan to integrate our proprietary software with open source software in ways that would require the release of the source code of our proprietary software to the public; however, our use and distribution of open source software may entail greater risks than use of third-party commercial software. Open source licensors generally do not provide warranties or other contractual protections regarding infringement claims or the quality of the code. In addition, if we combine our proprietary software with open source software in a certain manner, we could, under certain open source licenses, be required to release to the public or remove the source code of our proprietary software. We may also face claims alleging noncompliance with open source license terms or infringement or misappropriation of proprietary software. These claims could result in litigation, require us to purchase a costly license or remove the software. In addition, if the license terms for open source software that we use change, we may be forced to re-engineer our solutions, incur additional costs or discontinue the sale of our offerings if re-engineering could not be accomplished on a timely basis. Although we monitor our use of open source software to avoid subjecting our offerings to unintended conditions, there is a risk that these licenses could be construed in a way that could impose unanticipated conditions or restrictions on our ability to commercialize our offerings. We cannot guarantee that we have incorporated open source software in our software in a manner that will not subject us to liability or in a manner that is consistent with our current policies and procedures.

General Risk Factors

Our Class A common stock price may be volatile or may decline regardless of our operating performance. You may lose some or all of your investment.

The trading price of our Class A common stock is likely to be volatile. The stock market recently has experienced extreme volatility. This volatility often has been unrelated or disproportionate to the operating performance of particular companies. You may not be able to resell your shares at an attractive price due to a number of factors such as those listed in this section and the following:

● the impact of the COVID-19 pandemic on our financial condition and the results of operations;

● our operating and financial performance and prospects;

● our quarterly or annual earnings or those of other companies in our industry compared to market expectations;

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● conditions that impact demand for our products;

● future announcements concerning our business, our customers’ businesses or our competitors’ businesses;

● the public’s reaction to our press releases, other public announcements and filings with the SEC;

● the size of our public float;

● coverage by or changes in financial estimates by securities analysts or failure to meet their expectations;

● market and industry perception of our success, or lack thereof, in pursuing our growth strategy;

● strategic actions by us or our competitors, such as acquisitions or restructurings;

● changes in laws or regulations which adversely affect our industry or us;

● changes in accounting standards, policies, guidance, interpretations or principles;

● changes in senior management or key personnel;

● issuances, exchanges or sales, or expected issuances, exchanges or sales of our capital stock;

● changes in our dividend policy;

● adverse resolution of new or pending litigation against us; and

● changes in general market, economic and political conditions in the United States and global economies or financial markets, including those resulting from natural disasters, terrorist attacks, acts of war and responses to such events.

These broad market and industry factors may materially reduce the market price of our Class A common stock, regardless of our operating performance. In addition, price volatility may be greater if the public float and trading volume of our Class A common stock is low. As a result, you may suffer a loss on your investment.

In the past, following periods of market volatility, stockholders have instituted securities class action litigation. If we were involved in securities litigation, it could have a substantial cost and divert resources and the attention of executive management from our business regardless of the outcome of such litigation.

If securities analysts do not publish research or reports about us, or if they issue unfavorable commentary about us or our industry or downgrade our Class A common stock, the price of our Class A common stock could decline.

The trading market for our Class A common stock depends, in part, on the research and reports that third-party securities analysts publish about us and the industries in which we operate. We may be unable or slow to attract research coverage and if one or more analysts cease coverage of us, the price and trading volume of our securities would likely be negatively impacted. If any of the analysts that may cover us change their recommendation regarding our Class A common stock adversely, or provide more favorable relative recommendations about our competitors, the price of our Class A common stock would likely decline. If any analyst that may cover us ceases covering us or fails to regularly publish reports on us, we could lose visibility in the financial markets, which could cause the price or trading volume of our Class A common stock to decline. Moreover, if one or more of the analysts who cover us downgrades our Class A common stock, or if our reporting results do not meet their expectations, the market price of our Class A common stock could decline.

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The obligations associated with being a public company involve significant expenses and require significant resources and management attention, which may divert from our business operations.

We are subject to the reporting requirements of the Exchange Act and the Sarbanes-Oxley Act. The Exchange Act requires that we file annual, quarterly and current reports with respect to our business and financial condition. The Sarbanes-Oxley Act requires, among other things, that we establish and maintain effective internal control over financial reporting. Now that we have ceased to be an “emerging growth company” an attestation report on internal control over financial reporting is required to be issued by our independent registered public accounting firm. As a result, we will incur increased legal, accounting and other expenses that we did not previously incur. Our entire management team and many of our other employees will continue to devote substantial time to compliance and may not effectively or efficiently manage our transition into a public company.

In addition, the need to establish the corporate infrastructure demanded of a public company may also divert management’s attention from implementing our business strategy, which could prevent us from improving our business, results of operations and financial condition. We have made, and will continue to make, changes to our internal control over financial reporting, including IT controls, and procedures for financial reporting and accounting systems to meet our reporting obligations as a public company. However, the measures we take may not be sufficient to satisfy our obligations as a public company. If we do not continue to develop and implement the right processes and tools to manage our changing enterprise and maintain our culture, our ability to compete successfully and achieve our business objectives could be impaired, which could negatively impact our business, financial condition and results of operations. In addition, we cannot predict or estimate the amount of additional costs we may incur to comply with these requirements. We anticipate that these costs will materially increase our general and administrative expenses.

These rules and regulations result in our incurring legal and financial compliance costs and will make some activities more time-consuming and costly. For example, we expect these rules and regulations to make it more difficult and more expensive for us to obtain director and officer liability insurance, and we may be required to accept reduced policy limits and coverage or incur substantially higher costs to obtain the same or similar coverage. As a result, it may be more difficult for us to attract and retain qualified people to serve on our board of directors, our board committees or as executive officers.

As a public reporting company, we will be subject to rules and regulations established from time to time by the SEC regarding our internal control over financial reporting. If we fail to establish and maintain effective internal control over financial reporting and disclosure controls and procedures, we may not be able to accurately report our financial results or report them in a timely manner.

We are subject to the rules and regulations established from time to time by the SEC and the NYSE. These rules and regulations require, among other things that we establish and periodically evaluate procedures with respect to our internal control over financial reporting. Reporting obligations as a public company are likely to place a considerable strain on our financial and management systems, processes and controls, as well as on our personnel.

In addition, as a public company, we are required to document and test our internal control over financial reporting pursuant to Section 404 of the Sarbanes-Oxley Act so that our management can certify as to the effectiveness of our internal control over financial reporting.

We have identified material weaknesses in our internal controls over financial reporting as of December 31, 2021. Our internal controls over financial reporting currently do not meet all of the standards contemplated by Section 404 of Sarbanes-Oxley Act of 2002, or the Sarbanes-Oxley Act, and failure to achieve and maintain effective internal controls over financial reporting in accordance with Section 404 of the Sarbanes-Oxley Act could impair our ability to produce timely and accurate financial statements or comply with applicable regulations and have a material adverse effect on our business.

We are required to maintain internal control over financial reporting and to report any material weaknesses in these controls. The process of designing and implementing effective internal controls is a continuous effort that will require us to anticipate and react to changes in our business and the economic and regulatory environments and to expend significant resources to maintain a system of internal controls that is adequate to satisfy our reporting obligations as a public company. If we are unable to establish or maintain appropriate internal financial reporting controls and procedures, it could cause us to fail to meet our reporting obligations on a timely basis or result in material misstatements in our consolidated financial statements, which could harm our operating results. In addition, we will be required, pursuant to Section 404 of the Sarbanes-Oxley Act, to furnish a report by management on, among other things,

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the effectiveness of our internal control over financial reporting. This assessment will need to include disclosure of any material weaknesses identified by our management in our internal control over financial reporting. The rules governing the standards that must be met for our management to assess our internal control over financial reporting are complex and require significant documentation, testing, and possible remediation. Testing and maintaining internal controls may divert management’s attention from other matters that are important to our business. Our independent registered public accounting firm will be required to attest to the effectiveness of our internal control over financial reporting on an annual basis.

In addition to our results determined in accordance with GAAP, we believe certain non-GAAP measures may be useful in evaluating our operating performance. We present certain non-GAAP financial measures in this Quarterly Report on Form 10-Q and intend to continue to present certain non-GAAP financial measures in future filings with the SEC and other public statements. Any failure to accurately report and present our non-GAAP financial measures could cause investors to lose confidence in our reported financial and other information, which would likely have a negative effect on the trading price of our Class A common stock.

Matters impacting our internal controls may cause us to be unable to report our financial information on a timely basis and thereby subject us to adverse regulatory consequences, including sanctions by the SEC or violations of applicable NYSE listing rules, which may result in a breach of the covenants under existing or future financing arrangements. There also could be a negative reaction in the financial markets due to a loss of investor confidence in us and the reliability of our financial statements. Confidence in the reliability of our financial statements also could suffer if we or our independent registered public accounting firm continue to report a material weakness in our internal controls over financial reporting. This could materially adversely affect us and lead to a decline in the market price of our Class A common stock.

As of December 31, 2021, our management and auditors determined that material weaknesses existed in our internal control over financial reporting due to the fact that we had not completed an annual or quarterly close under a timeline that would be compatible with public company filing deadlines, and with our limited accounting department personnel, this may not be achievable. A material weakness is a deficiency, or combination of deficiencies, in internal control over financial reporting such that there is a reasonable possibility that a material misstatement of our annual or interim consolidated financial statements will not be prevented or detected on a timely basis. While we have instituted plans to remediate the issue described above and continue to take remediation steps, including hiring additional personnel, including a vice president of accounting with public company experience, we continued to have a limited number of personnel with the level of GAAP accounting knowledge, specifically related to complex accounting transactions, commensurate with our financial reporting requirements.

Although we believe the hiring of additional accounting resources, implementation of additional reviews and processes requiring timely account reconciliations and analysis and implementation of processes and controls to better identify and manage segregation of duties will remediate the material weakness with respect to insufficient personnel, there can be no assurance that the material weakness will be remediated on a timely basis or at all, or that additional material weaknesses will not be identified in the future. If we are unable to remediate the material weakness, our ability to record, process, and report financial information accurately, and to prepare financial statements within the time periods specified by the rules and forms of the SEC, could be adversely affected which, in turn, to may adversely affect our reputation and business and the market price of our Class A common stock.

We are, and have been in the recent past, subject to litigation.

We are currently, and have been in the recent past, subject to litigation, and we could be subject to further litigation in the future. Although we vigorously pursue favorable outcomes, we can provide no assurance as to the outcome of any current or future lawsuits or allegations, and any such actions may result in judgments against us for significant damages. Resolution of any such matters can be prolonged and costly, and the ultimate results or judgments are uncertain due to the inherent uncertainty in litigation and other proceedings. In addition, the additive manufacturing industry has been, and may continue to be, litigious, particularly with respect to intellectual property claims. Moreover, our potential liabilities are subject to change over time due to new developments, changes in settlement strategy or the impact of evidentiary requirements. Regardless of the outcome, litigation has resulted in the past, and may result in the future, in significant legal expenses and require significant attention and resources of management. As a result, any present or future litigation that may be brought against us by any third party could result in losses, damages and expenses that have a significant adverse effect on our financial condition.

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We do not intend to pay dividends on our Class A common stock for the foreseeable future.

We currently intend to retain all available funds and any future earnings to fund the development and growth of our business. As a result, we do not anticipate declaring or paying any cash dividends on our Class A common stock in the foreseeable future. Any decision to declare and pay dividends in the future will be made at the discretion of our board of directors and will depend on, among other things, our business prospects, results of operations, financial condition, cash requirements and availability, certain restrictions related to our indebtedness, industry trends and other factors that our board of directors may deem relevant. Any such decision will also be subject to compliance with contractual restrictions and covenants in the agreements governing our current and future indebtedness. In addition, we may incur additional indebtedness, the terms of which may further restrict or prevent us from paying dividends on our Class A common stock. As a result, you may have to sell some or all of your Class A common stock after price appreciation in order to generate cash flow from your investment, which you may not be able to do. Our inability or decision not to pay dividends, particularly when others in our industry have elected to do so, could also adversely affect the market price of our Class A common stock.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Recent Sales of Unregistered Securities

All issuances of unregistered securities by us during the three months ended March 31, 2022 have been included previously in a Current Report on Form 8-K.

Issuer Purchases of Equity Securities

The following table sets forth purchases of our common stock for the three months ended March 31, 2022:

Period	Total number of shares purchased (1)		Average price paid per share		Total number of shares purchased as part of a publicly announced program		Approximate dollar value of shares that may yet be purchased under the program
January 1, 2022 through January 31, 2022		—	$	—		—		—
February 1, 2022 through February 28, 2022		28,269	$	3.92		—		—
March 1, 2022 through March 31, 2022		11,451	$	4.09		—		—
Total		39,720				—

⁽¹⁾ All of the shares were withheld from employees in satisfaction of minimum tax withholding obligations associated with the issuance of shares of Class A common stock.

Item 3. Defaults Upon Senior Securities

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.

Item 6. Exhibits

(a) Exhibits

The exhibits listed in the Exhibit Index are filed as part of this Quarterly Report on Form 10-Q and are incorporated herein by reference.

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EXHIBIT INDEX

		Incorporated by Reference
Exhibit		Form	Exhibit	Filing Date
10.1	Termination of Amended and Restated Registration Rights Agreement, dated as of March 31, 2022, by and among Desktop Metal and the stockholders named therein			*
10.2	Separation Agreement, dated as of April 30, 2022, by and between Desktop Metal and Ilya Mirman			*
10.3	Lease Agreement for Commercial Premises dated December 10, 2019 between ExOne GmbH and Solidas Immobilien und Grundbesitz GmbH			*
10.4	Addendum No. 1 to Lease Agreement for Commercial Premises dated December 10, 2019 between ExOne GmbH and Solidas Immobilien und Grundbesitz GmbH			*
31.1	Certification of Chief Executive Officer pursuant to Rule 13a-14(a)			*
31.2	Certification of Chief Financial Officer pursuant to Rule 13a-14(a)			*
32.1	Certification of Chief Executive Officer and Chief Financial Officer of Periodic Report Pursuant to 18 U.S.C. Section 1350			*
101.INS	Inline XBRL Instance Document			*
101.SCH	Inline XBRL Taxonomy Extension Schema Document			*
101.CAL	Inline XBRL Taxonomy Calculation Linkbase Document			*
101.DEF	Inline XBRL Taxonomy Definition Linkbase Document			*
101.LAB	Inline XBRL Taxonomy Extension Label Linkbase Document			*
101.PRE	Inline XBRL Taxonomy Extension Presentation Linkbase Document			*
104	Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)			*

* Filed with this Quarterly Report on Form 10-Q.

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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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.

	DESKTOP METAL, INC.
Date: May 10, 2022	By:	/s/ Ric Fulop
		Ric Fulop
		Chief Executive Officer
		(Principal Executive Officer)
Date: May 10, 2022	By:	/s/ James Haley
		James Haley
		Chief Financial Officer
		(Principal Financial Officer and Principal Accounting Officer)

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EX-10.1

Exhibit 10.1

DESKTOP METAL, INC.

TERMINATION OF

AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT

THIS TERMINATION OF AMENDED AND RESTATED REGISTRATION RIGHTS AGREEMENT (this “Termination Agreement”), dated as of March 31, 2022, is entered into by and among Desktop Metal, Inc., a Delaware corporation (the “Company”), and the undersigned Holders. Capitalized terms used herein but not otherwise defined herein shall have the meanings ascribed to them in that certain Amended and Restated Registration Rights Agreement, dated as of August 26, 2020, by and among the Company and the Holders party thereto, as amended (the “RRA”).

WHEREAS, the Company and the undersigned Holders are parties to the RRA;

WHEREAS, the RRA may be amended or modified upon the written consent of (a) the Company and (b) the Holders of a majority of the total Registrable Securities (the “Required Holders”); and

WHEREAS, the Company and the undersigned Holders, constituting the Required Holders, desire to terminate the RRA as set forth in this Termination Agreement.

NOW, THEREFORE, in consideration of the mutual promises and covenants contained in this Termination Agreement and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties hereto agree as follows:

1.Termination of RRA. The RRA is hereby terminated as of the date hereof. From and after the date hereof, the RRA shall be of no further force or effect and neither the Company nor the Holders shall have any rights, obligations or liabilities pursuant to the RRA.

2.Governing Law.  This Termination Agreement and all claims or causes of action based upon, arising out of, or related to this Termination Agreement or the transactions contemplated hereby, shall be governed by, and construed in accordance with, the laws of the State of Delaware, without giving effect to principles or rules of conflict of laws to the extent such principles or rules would require or permit the application of laws of another jurisdiction.

3.Successors and Assigns. This Termination Agreement shall be binding upon and shall inure to the benefit of the parties hereto and their respective successors and permitted assigns.

4.Counterparts. This Termination Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same instrument. Counterparts may be delivered via electronic mail (including pdf or any electronic signature complying with the U.S. federal ESIGN Act of 2000, e.g., www.docusign.com) or other transmission method and any counterpart so delivered shall be deemed to have been duly and validly delivered and be valid and effective for all purposes.

5.Entire Agreement. This Termination Agreement constitutes the entire agreement between the parties hereto with respect to the subject matter hereof and supersedes any and all prior agreements, understandings and representations, whether written or oral, between the parties hereto related to the subject matter hereof.

[Signature Page Follows]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

COMPANY:
DESKTOP METAL, INC.
By:	/s/ Ric Fulop
	Name:	Ric Fulop
	Title:	President

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
GV 2016, L.P.
By:	GV 2016 GP, L.P., its general partner
By:	GV 2016 GP, L.L.C., its general partner
By:	/s/ Daphne Chang
Name:	Daphne Chang
Title:	Authorized Signatory
Number of Registrable Securities held as of the date
hereof:	5,669,935

GV 2017, L.P.
By:	GV 2017 GP, L.P., its general partner
By:	GV 2017 GP, L.L.C., its general partner
By:	/s/ Daphne Chang
Name:	Daphne Chang
Title:	Authorized Signatory
Number of Registrable Securities held as of the date
hereof:	2,332,177

GV 2019, L.P.
By:	GV 2019 GP, L.P., its general partner
By:	GV 2019 GP, L.L.C., its general partner
By:	/s/ Daphne Chang
Name:	Daphne Chang
Title:	Authorized Signatory
Number of Registrable Securities held as of the date
hereof:	3,046,618

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
KDT DESKTOP METAL HOLDINGS, INC.
By:	/s/ Byron L. Knight
Name:	Byron L. Knight
Title:	Managing Director
Number of Registrable Securities held as of the date
hereof:	9,384,282

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
KPCB HOLDINGS, INC., as nominee
By:	/s/ Susan Biglieri
Name:	Susan Biglieri
Title:	Chief Financial Officer
Number of Registrable Securities held as of the date
hereof:	17,631,665

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
LUX VENTURES IV, L.P.
By:	Lux Venture Partners, LLC
its:	General Partner
By:	/s/ Peter Hebert
Name:	Peter Hebert
Title:	Managing Director
Number of Registrable Securities held as of the date
hereof:	12,472,808

LUX VENTURES V, L.P.
By:	Lux Venture Partners V, LLC
its:	General Partner
By:	/s/ Peter Hebert
Name:	Peter Hebert
Title:	Managing Director
Number of Registrable Securities held as of the date
hereof:	193,592

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
NEW ENTERPRISE ASSOCIATES 15, L.P.
By:	NEA Partners 15, L.P.
Its:	General Partner
By:	NEA 15 GP, LLC, General Partner
Its:	General Partner
By:	/s/ Louis Citron
Name:	Louis Citron
Title:	Chief Legal Officer
Number of Registrable Securities held as of the date
hereof:	14,263,413

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
/s/ Ric Fulop
Ric Fulop
Number of Registrable Securities held as of the date
hereof:	20,095,149

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
BLUEBIRD TRUST
By:	/s/ Steven Papa
Name:	Steven Papa
Title:	Trustee
Number of Registrable Securities held as of the date
hereof:	628,927

KHAKI CAMPBELL TRUST
By:	/s/ Steven Papa
Name:	Steven Papa
Title:	Trustee
Number of Registrable Securities held as of the date
hereof:	628,927

RED TAILED HAWK TRUST
By:	/s/ Steven Papa
Name:	Steven Papa
Title:	Trustee
Number of Registrable Securities held as of the date
hereof:	628,927

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
/s/ Jeffrey R. Immelt
Jeffrey R. Immelt
Number of Registrable Securities held as of the date
hereof:	39,256

[Signature Page to Termination of Registration Rights Agreement]

IN WITNESS WHEREOF, the parties have executed this Termination Agreement effective as of the date first above written.

HOLDERS:
/s/ Leo Hindery, Jr.
Leo Hindery, Jr.
Number of Registrable Securities held as of the date
hereof:	2,597,317

[Signature Page to Termination of Registration Rights Agreement]

EX-10.2

Exhibit 10.2

TRANSITION AND SEPARATION AGREEMENT

This Transition and Separation Agreement (the “Agreement”) is made as of February 2, 2022, by and between Ilya Mirman set forth in this Agreement, capitalized terms used but not defined herein shall have the meanings ascribed to them in the Offer Letter (as defined below).

WHEREAS, Executive currently serves as Chief Marketing Officer (“CMO”) of the Company pursuant to that certain offer letter between Executive and the Company dated March 1, 2017 (the “Offer Letter”);

WHEREAS, effective as of January 31, 2022 (the “Effective Date”) the parties have agreed that Executive shall no longer serve as CMO; and

WHEREAS, the Company desires to provide for an orderly transition of Executive’s duties and responsibilities and Executive desires to assist the Company in realizing an orderly transition.

NOW, THEREFORE, in exchange for the good and valuable consideration set forth herein, the adequacy of which is specifically acknowledged, Executive and the Company (collectively referred to as the “parties” or individually as a “party”) hereby agree as follows:

1.Transition Term.

(a)Effective as of the Effective Date, Executive shall cease to serve as the Company’s CMO and shall cease to serve in any other officer or director capacity with the Company or any of its subsidiaries. From the Effective Date through April 30, 2022 (the “Transition Term”) Executive shall continue as a full-time (except as provided below), at-will non-officer employee of the Company and shall provide such duties and responsibilities as may be reasonably requested by the Company, including assisting with the transition of the marketing  function to new leadership (the “Services”).  During the Transition Term, Executive will perform the Services in substantially the same manner and with substantially the same effort, time commitment and level of care as Executive has historically performed duties for the Company prior to the Effective Date and, in all instances, in compliance with all applicable laws and Company policies.

(b)During the Transition Term, the Company shall continue to pay Executive a salary at an annual rate of $310,000, pro-rated for any partial period of service and less all amounts required or authorized to be withheld by law, including all applicable federal, state and local withholding taxes, payable in accordance with the Company’s standard payroll policies (the “Current Salary”). During the Transition Term, Executive shall continue to be eligible to participate in the same medical, dental and health and welfare benefit plans that Executive participated in on the Effective Date, subject to the terms and conditions of such plans. During the Transition Term, Executive in not eligible for the 2022 bonus program.

(c)During the Transition Term, Executive will comply in full with Executive’s obligations under this Agreement and Executive’s obligations under the Executive’s Invention

and Non-Disclosure Agreement and Non-Competition and Non-Solicitation Agreement with the Company (collectively, the “Restrictive Covenant Agreements”).  The parties hereby agree that for good and valuable consideration the obligations  set forth in the Restrictive Covenant Agreement shall be in force for a period of 12 months from the Termination Date.

(d)If the Company terminates Executive’s employment prior to the last day of the Transition Term without Cause, and subject to (i) Executive’s continued compliance with the Restrictive Covenant Agreements and (ii) Executive executing the Release within twenty one (21) days following the Termination Date and such Release becoming effective on the Subsequent Release Effective Date, the Company shall pay to Executive any unpaid portion of the Current Salary that would have been paid to Executive had Executive remained continuously employed by the Company through the last day of the Transition and the Executive shall be entitled to the benefits set forth in Section 4 of this Agreement.

2.At-Will Employment. Executive acknowledges and agrees that Executive’s employment with the Company shall terminate effective as of April 30, 2022, unless earlier terminated in accordance with the terms of this Agreement (the actual date of Executive’s termination of employment, the “Termination Date”). Notwithstanding the foregoing, Executive’s employment with the Company will at all times remain terminable by either Executive or the Company at will, and nothing in this Agreement confers upon Executive any right to continue to serve as an employee or other service provider of the Company or interferes with or restricts the rights of the Company to discharge or terminate the services of Executive at any time for any or no reason, with or without Cause (as defined in the Offer Letter), subject to the provisions of Section 4.  Effective as of the Termination Date, Executive shall cease to hold any position (whether as an officer, director, manager, employee, trustee, fiduciary, or otherwise) with, and shall cease to exercise or convey any authority (actual, apparent, or otherwise) on behalf of, the Company.

3.Post Transition Term Payments and Benefits. If Executive remains continuously employed by the Company through the Transition Term, and provided that Executive complies with the terms of this Agreement at all times, and subject to (i) Executive’s continued compliance with the Restrictive Covenant Agreements and (ii) Executive executing the General Waiver and Release of Claims in the form attached hereto as Exhibit A (the “Release”) within five (5) days following the Termination Date and such Release becoming effective upon expiration of any applicable revocation period set forth in the attached Exhibit A (such effective date being the “Subsequent Release Effective Date”), as a material inducement for Executive to enter into this Agreement, Executive shall be entitled to receive the benefits set forth in Section 4.

4.Extension of Exercise Period and Acceleration of Options.

Upon Executive’s termination of employment for any reason, the Company shall pay to Executive (i) Executive’s earned but unpaid base salary through the Termination Date and (ii) any other amounts or benefits, if any, under the Company’s employee benefit plans, programs or arrangements to which Executive may be entitled pursuant to the terms of such plans, programs or arrangements or applicable law, payable in accordance with the terms of such plans, programs

or arrangements or as otherwise required by applicable law.

(i)Provided Executive is employed by the Company on April 30, 2022 the stock option agreements between the Company  are hereby amended such that, notwithstanding anything to the contrary contained in such agreements, the last day on which such employee shall be entitled to exercise options that are vested pursuant to such agreements shall be the earlier of 12 months from the Termination Date (as defined herein) and the Final Exercise Date, as defined in such employee’s stock option agreements, subject to earlier termination in the event of a corporate transaction pursuant to the terms of the applicable equity plan.

(ii) Provided Executive is employed by the Company on April 30, 2022,  the June 11, 2020 stock option grant held by Executive shall become vested and exercisable with respect to 80,000 shares subject to such stock option on April 30, 2022.  This provision does not affect the vesting of any other stock options the employee may have.

5.General Release and Waiver.

(a)Release of Claims.  In consideration for the execution and delivery of this Agreement, and the undertakings provided for herein, none of which is otherwise required, and as a material inducement for the Company to enter into this Agreement, Executive agrees that, other than with respect to the Retained Claims (as defined in Section 5(b) below), the foregoing consideration represents settlement in full of all outstanding obligations owed to Executive by the Company, any of their direct or indirect subsidiaries and affiliates, and any of their current and former officers, directors, equity holders, managers, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries and predecessor and successor corporations and assigns (collectively, the “Releasees”).  Executive, on Executive’s own behalf and on behalf of any of Executive’s affiliated companies or entities and any of their respective heirs, family members, executors, agents, and assigns, other than with respect to the Retained Claims, hereby and forever releases the Releasees from, and agrees not to sue concerning, or in any manner to institute, prosecute, or pursue, any claim, complaint, charge, duty, obligation, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts, facts, or damages that have occurred up to and through the date Executive signs this Agreement, including, without limitation:

(i)any and all claims relating to or arising from Executive’s employment or service relationship with the Company or any of its direct or indirect subsidiaries or affiliates and the termination of that relationship;

(ii)any and all claims relating to, or arising from, Executive’s right to equity grants, purchase, or actual purchase of any shares of stock or other equity interests of the Company or any of its affiliates, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law;

(iii)any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of

contract, both express and implied; breach of covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and disability benefits;

(iv)any and all claims for violation of any federal, state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964; the Civil Rights Act of 1991; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967; the Older Workers Benefit Protection Act; the Employee Retirement Income Security Act of 1974; the Worker Adjustment and Retraining Notification Act; the Family and Medical Leave Act; the Sarbanes-Oxley Act of 2002;

(v)any and all claims for violation of the federal or any state constitution;

(vi)any and all claims arising out of any other laws and regulations relating to employment or employment discrimination;

(vii)any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this release;

(viii)any and all claims arising out of the wage and hour and wage payments laws and regulations of the state or states in which Executive has provided service to the Company or any of its affiliates (including without limitation the Massachusetts Payment of Wages Law); and

(ix)any and all claims for attorneys’ fees and costs.

(b)Retained Claims.  Executive agrees that the release set forth in this Section 5 shall be and remain in effect in all respects as a complete general release as to the matters released.  Notwithstanding the foregoing, for the avoidance of doubt, nothing herein will be deemed to release any rights or remedies in connection with Executive’s ownership of vested equity securities of the Company or Executive’s right to indemnification by the Company or any of its affiliates pursuant to contract or applicable law (collectively, the “Retained Claims”).  This release also does not release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company or any Releasee), claims for unemployment compensation or any state disability insurance benefits pursuant to the terms of applicable state law, claims to continued participation in certain of the Company’s group benefit plans pursuant to the terms and conditions of COBRA, and claims to any benefit entitlements

vested as the date of separation of Executive’s employment, pursuant to written terms of any employee benefit plan of the Company or its affiliates and Executive’s right under applicable law.

(c)Waiver.  Executive understands and acknowledges that Executive is waiving and releasing any rights Executive may have under the Age Discrimination in Employment Act of 1967 (“ADEA”), and that this waiver and release is knowing and voluntary.  Executive understands and agrees that this waiver and release does not apply to any rights or claims that may arise under the ADEA after the effective date of this release, as set forth in Section 5(d).  Executive understands and acknowledges that the consideration given for this waiver and release is in addition to anything of value to which Executive was already entitled.  Executive further understands and acknowledges that Executive has been advised by this writing that: (a) Executive should consult with an attorney prior to executing this release; (b) Executive has 21 days within which to consider this release, and the parties agree that such time period to review this release shall not be extended upon any material or immaterial changes to this Agreement; (c) Executive has 7 days following Executive’s execution of this release to revoke this release pursuant to written notice to the Secretary of the Company; (d) this release shall not be effective until after the revocation period has expired; and (e) nothing in this release prevents or precludes Executive from challenging or seeking a determination in good faith of the validity of this waiver under the ADEA, nor does it impose any condition precedent, penalties, or costs for doing so, unless specifically authorized by federal law.  In the event Executive signs this Agreement and returns it to the Company in less than the 21 day period identified above, Executive hereby acknowledges that Executive has freely and voluntarily chosen to waive the time period allotted for considering this release.

(d)Effective Date.  Each party has seven days after that party signs this Agreement to revoke it and this release will become effective on the eighth day after Executive signs this Agreement, so long as it has been signed by the parties and has not been revoked by either party before that date.

(e)Voluntary Execution of Release.  Executive understands and agrees that Executive executed this release voluntarily, without any duress or undue influence on the part or behalf of the Company or any third party, with the full intent of releasing all of Executive’s claims against the Company and any of the other Releasees.  Executive acknowledges that:  (a) Executive has read this release; (b) Executive has not relied upon any representations or statements made by the Company that are not specifically set forth in this release; (c) Executive has been represented in the preparation, negotiation, and execution of this release by legal counsel of Executive’s own choice or has elected not to retain legal counsel; (d) Executive understands the terms and consequences of this release and of the releases it contains; and (e) Executive is fully aware of the legal and binding effect of this release.

6.Return of Company Property.  On the Termination Date or such earlier date as requested by the Company, Executive shall return any property of the Company or its affiliates (including, without limitation, proprietary information or intellectual property) that is within Executive’s custody or control.

7.Non-Disparagement.  The Executive agrees, from and after the date of this

Agreement, to refrain from Disparaging (as defined below) the Company and its affiliates, including any of its services, technologies or practices, or any of its directors, officers, agents, representatives or stockholders, either orally or in writing.  Nothing in this paragraph shall preclude Executive from making truthful statements that are reasonably necessary to comply with applicable law, regulation or legal process, or to defend or enforce a party’s rights under this Agreement.  The Company agrees and shall use best efforts to cause its respective officers and directors to refrain from Disparaging Executive.  For purposes of this Agreement, “Disparaging” means making remarks, comments or statements, whether written or oral, that impugn the character, integrity, reputation or abilities of the Person being disparaged.

8.Continuing Obligations. The Company and Executive agree that the Restrictive Covenant Agreements shall remain in full force and effect after the Termination Date in accordance with the terms of such agreements as modified herein.

9.Taxes.  The Company shall be entitled to (and intends to) withhold from any amounts payable under this Agreement any federal, state, local or foreign withholding or other taxes or charges.  To the extent any taxes may be due on the payments to Executive provided in this Agreement beyond any withheld by the Company, Executive agrees to pay them himself.  Executive further agrees to provide any and all information pertaining to Executive upon request as reasonably necessary for the Company and its affiliates to comply with applicable tax laws.

10.General Provisions.

(a)Successors and Assigns.  The rights of the Company under this Agreement may, without the consent of Executive, be assigned by the Company in its sole and unfettered discretion, to any person, firm, corporation or other business entity which at any time, whether by purchase, merger or otherwise, directly or indirectly, acquires all or substantially all of the assets or business of the Company.  The Company will require any successor (whether direct or indirect, by purchase, merger or otherwise) to all or substantially all of the business or assets of the Company expressly to assume and to agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place.  The failure of any such successor to so assume this Agreement shall constitute a material breach of this Agreement by the Company.  As used in this Section 10(a), the “Company” shall mean the Company as hereinbefore defined and any successor to its business and/or assets as aforesaid which assumes and agrees to perform this Agreement by operation of law or otherwise.  Executive shall not be entitled to assign any of Executive’s rights or obligations under this Agreement.  This Agreement shall inure to the benefit of and be enforceable by Executive’s personal or legal representatives, executors, administrators, successors, heirs, distributees, devisees and legatees.

(b)Severability.  In the event any provision of this Agreement is found to be unenforceable by a court of competent jurisdiction, such provision shall be deemed modified to the extent necessary to allow enforceability of the provision as so limited, it being intended that the parties shall receive the benefit contemplated herein to the fullest extent permitted by law.  If a deemed modification is not satisfactory in the judgment of such court, the unenforceable provision shall be deemed deleted, and the validity and enforceability of the remaining provisions shall not be affected thereby.

(c)Interpretation; Construction.  The headings set forth in this Agreement are for convenience only and shall not be used in interpreting this Agreement.  This Agreement has been drafted by legal counsel representing the Company, but Executive has participated in the negotiation of its terms.  Furthermore, Executive acknowledges that Executive has had an opportunity to review and revise the Agreement and, therefore, the normal rule of construction to the effect that any ambiguities are to be resolved against the drafting party shall not be employed in the interpretation of this Agreement.  Either party’s failure to enforce any provision of this Agreement shall not in any way be construed as a waiver of any such provision, or prevent that party thereafter from enforcing each and every other provision of this Agreement.

(d)Governing Law.  This Agreement shall be governed, construed, interpreted and enforced in accordance with its express terms, and otherwise in accordance with the substantive laws of the Commonwealth of Massachusetts without reference to the principles of conflicts of law of the Commonwealth of Massachusetts or any other jurisdiction, and where applicable, the laws of the United States.

(e)Notices.  Any notice required or permitted by this Agreement shall be in writing and shall be delivered as follows with notice deemed given as indicated:  (i) by personal delivery when delivered personally; (ii) by overnight courier upon written verification of receipt; (iii) by telecopy or facsimile transmission upon acknowledgment of receipt of electronic transmission; or (iv) by certified or registered mail, return receipt requested, upon verification of receipt.  Notice shall be sent to Executive at the address set forth below and to the Company at its principal place of business, or such other address as either party may specify in writing.

(f)Survival.  Sections 7 (“Non-Disparagement”), 8 (“Continuing Obligations”) and 10 (“General Provisions”) of this Agreement shall survive the expiration or termination of this Agreement.

(g)Entire Agreement.  The terms of this Agreement are intended by the parties to be the final expression of their agreement with respect to the employment of Executive by the Company and supersede all prior understandings and agreements, whether written or oral, other than as set forth in Section 8 of this Agreement.  This Agreement may be amended or modified only with the written consent of Executive and an authorized representative of the Company.  No oral waiver, amendment or modification will be effective under any circumstances whatsoever.

(h)Whistleblower Protections; Trade Secrets. Nothing in this Agreement, the Restrictive Covenant Agreements or any other prior agreement between Executive and the Company (together, the “Subject Documents”) prevents Executive from reporting possible violations of law or regulation to any governmental agency or entity in accordance with the provisions of and rules promulgated under Section 21F of the Securities Exchange Act of 1934 or Section 806 of the Sarbanes-Oxley Act of 2002, or any other whistleblower protection provisions of state or federal law or regulation (including the right to receive an award for information provided to any such government agencies).  Furthermore, in accordance with 18 U.S.C. § 1833, notwithstanding anything to the contrary in any Subject Document: (a) Executive shall not be in breach of any Subject Document, and shall not be held criminally or civilly liable under any federal or state trade secret law (i) for the disclosure of a trade secret that is made in

confidence to a federal, state, or local government official or to an attorney solely for the purpose of reporting or investigating a suspected violation of law, or (ii) for the disclosure of a trade secret that is made in a complaint or other document filed in a lawsuit or other proceeding, if such filing is made under seal; and (b) if Executive files a lawsuit for retaliation by the Company for reporting a suspected violation of law, Executive may disclose the trade secret to Executive’s attorney, and may use the trade secret information in the court proceeding, if Executive files any document containing the trade secret under seal, and does not disclose the trade secret, except pursuant to court order.

(i)Code Section 409A.

(i)The intent of the parties is that the payments and benefits under this Agreement comply with or be exempt from Section 409A of the Internal Revenue Code of 1986, as amended, and the regulations and guidance promulgated thereunder (collectively, “Section 409A”) and, accordingly, to the maximum extent permitted, this Agreement shall be interpreted to be in compliance therewith.

(ii)If Executive is deemed by the Company at the time of Executive’s “separation from service” within the meaning of Section 409A to be a “specified employee” for purposes of Section 409A, to the extent delayed commencement of any portion of the benefits to which Executive is entitled under this Agreement is required in order to avoid a prohibited distribution under Section 409A, such portion of Executive’s benefits shall not be provided to Executive prior to the earlier of (i) the expiration of the six-month period measured from the date of Executive’s separation from service with the Company or (ii) the date of Executive’s death.  Upon the first business day following the expiration of the applicable period, all payments deferred pursuant to the preceding sentence shall be paid in a lump sum to Executive (or Executive’s estate or beneficiaries), and any remaining payments due to Executive under this Agreement shall be paid as otherwise provided herein.

(iii)Executive’s right to receive any installment payments under this Agreement shall be treated as a right to receive a series of separate payments and, accordingly, each such installment payment shall at all times be considered a separate and distinct payment as permitted under Section 409A.  Except as otherwise permitted under Section 409A, no payment hereunder shall be accelerated or deferred unless such acceleration or deferral would not result in additional tax or interest pursuant to Section 409A.

(iv)To the extent that any reimbursements under this Agreement are subject to Section 409A, any such reimbursements payable to Executive shall be paid to Executive no later than December 31 of the year following the year in which the expense was incurred; provided, that Executive submits Executive’s reimbursement request promptly following the date the expense is incurred, the amount of expenses reimbursed in one year and the amount of in-kind benefits provided in one year shall not affect the amount eligible for reimbursement or in-kind benefits to be provided in any subsequent year, other than medical expenses referred to in Section 105(b) of the Code, and Executive’s right to reimbursement or in-kind benefits under this Agreement will not be subject to liquidation or exchange for another benefit.

(j)Consultation with Legal and Financial Advisors.  By executing this Agreement, Executive acknowledges that this Agreement confers significant legal rights, and may also involve the waiver of rights under other agreements; that the Company has encouraged Executive to consult with Executive’s personal legal and financial advisors; and that Executive has had adequate time to consult with Executive’s advisors before executing this Agreement.

(k)Counterparts. This Agreement may be executed in multiple counterparts, each of which shall be deemed an original but all of which together shall constitute one and the same instrument.

(Signature Page Follows)

IN WITNESS WHEREOF, and intending to be legally bound, the parties have executed the foregoing on the dates shown below.

DESKTOP METAL, INC.
By:	/s/ Ric Fulop	Date:		February 2, 2022
	Name: Ric Fulop
	Title: Chief Executive Officer
EXECUTIVE
/s/ Ilya Mirman		Date:	February 2, 2022
	Ilya Mirman

Exhibit A

GENERAL WAIVER AND RELEASE OF CLAIMS

Reference is made to the Transition and Separation Agreement, dated as of February 2, 2022 (the “Agreement”), to which this General Waiver and Release of Claims (the “Release”) is attached.  Capitalized terms used but not defined in this Release will have the meanings given to them in the Agreement.

1.Release of Claims.  Executive agrees that, other than with respect to the Retained Claims, the consideration described in Section 4 of the Agreement represents settlement in full of all outstanding obligations owed to Executive by the Company, any of their direct or indirect subsidiaries and affiliates, and any of their current and former officers, directors, equity holders, managers, employees, agents, investors, attorneys, shareholders, administrators, affiliates, benefit plans, plan administrators, insurers, trustees, divisions, and subsidiaries and predecessor and successor corporations and assigns (collectively, the “Releasees”).  Executive, on Executive’s own behalf and on behalf of any of Executive’s affiliated companies or entities and any of their respective heirs, family members, executors, agents, and assigns, other than with respect to the Retained Claims, hereby and forever releases the Releasees from, and agrees not to sue concerning, or in any manner to institute, prosecute, or pursue, any claim, complaint, charge, duty, obligation, or cause of action relating to any matters of any kind, whether presently known or unknown, suspected or unsuspected, that Executive may possess against any of the Releasees arising from any omissions, acts, facts, or damages that have occurred up to and through the date Executive signs this Release, including, without limitation:

(i)any and all claims relating to or arising from Executive’s employment or service relationship with the Company or any of its direct or indirect subsidiaries or affiliates and the termination of that relationship;

(ii)any and all claims relating to, or arising from, Executive’s right to purchase, or actual purchase of any shares of stock or other equity interests of the Company or any of its affiliates, including, without limitation, any claims for fraud, misrepresentation, breach of fiduciary duty, breach of duty under applicable state corporate law, and securities fraud under any state or federal law;

(iii)any and all claims for wrongful discharge of employment; termination in violation of public policy; discrimination; harassment; retaliation; breach of contract, both express and implied; breach of covenant of good faith and fair dealing, both express and implied; promissory estoppel; negligent or intentional infliction of emotional distress; fraud; negligent or intentional misrepresentation; negligent or intentional interference with contract or prospective economic advantage; unfair business practices; defamation; libel; slander; negligence; personal injury; assault; battery; invasion of privacy; false imprisonment; conversion; and disability benefits;

(iv)any and all claims for violation of any federal, state, or municipal statute, including, but not limited to, Title VII of the Civil Rights Act of 1964; the Civil Rights

A-1

Act of 1991; the Rehabilitation Act of 1973; the Americans with Disabilities Act of 1990; the Equal Pay Act; the Fair Credit Reporting Act; the Age Discrimination in Employment Act of 1967; the Older Workers Benefit Protection Act; the Employee Retirement Income Security Act of 1974; the Worker Adjustment and Retraining Notification Act; the Family and Medical Leave Act; the Sarbanes-Oxley Act of 2002;

(v)any and all claims for violation of the federal or any state constitution;

(vi)any and all claims arising out of any other laws and regulations relating to employment or employment discrimination;

(vii)any claim for any loss, cost, damage, or expense arising out of any dispute over the non-withholding or other tax treatment of any of the proceeds received by Executive as a result of this release;

(viii)any and all claims arising out of the wage and hour and wage payments laws and regulations of the state or states in which Executive has provided service to the Company or any of its affiliates (including without limitation the Massachusetts Payment of Wages Law); and

(ix)any and all claims for attorneys’ fees and costs.

2.Retained Claims.  Executive agrees that this Release shall be and remain in effect in all respects as a complete general release as to the matters released.  Notwithstanding the foregoing, for the avoidance of doubt, nothing herein will be deemed to release any rights or remedies in connection with Executive’s ownership of vested equity securities of the Company or Executive’s right to indemnification by the Company or any of its affiliates pursuant to contract or applicable law (collectively, the “Retained Claims”).  This Release also does not release claims that cannot be released as a matter of law, including, but not limited to, Executive’s right to file a charge with or participate in a charge by the Equal Employment Opportunity Commission, or any other local, state, or federal administrative body or government agency that is authorized to enforce or administer laws related to employment, against the Company (with the understanding that Executive’s release of claims herein bars Executive from recovering such monetary relief from the Company or any Releasee), claims for unemployment compensation or any state disability insurance benefits pursuant to the terms of applicable state law, claims to continued participation in certain of the Company’s group benefit plans pursuant to the terms and conditions of COBRA, and claims to any benefit entitlements vested as the date of separation of Executive’s employment, pursuant to written terms of any employee benefit plan of the Company or its affiliates and Executive’s right under applicable law.

3.Waiver.  Executive understands and acknowledges that Executive is waiving and releasing any rights Executive may have under the Age Discrimination in Employment Act of 1967 (“ADEA”), and that this waiver and release is knowing and voluntary.  Executive understands and agrees that this waiver and release does not apply to any rights or claims that may arise under the ADEA after the effective date of this release, as set forth in Section 4.  Executive understands and acknowledges that the consideration given for this waiver and release

A-2

is in addition to anything of value to which Executive was already entitled.  Executive further understands and acknowledges that Executive has been advised by this writing that: (a) Executive should consult with an attorney prior to executing this Release; (b) Executive has 21 days within which to consider this Release, and the parties agree that such time period to review this Release shall not be extended upon any material or immaterial changes to this Agreement; (c) Executive has 7 days following Executive’s execution of this Release to revoke this Release pursuant to written notice to the Secretary of the Company; (d) this Release shall not be effective until after the revocation period has expired; and (e) nothing in this Release prevents or precludes Executive from challenging or seeking a determination in good faith of the validity of this waiver under the ADEA, nor does it impose any condition precedent, penalties, or costs for doing so, unless specifically authorized by federal law.  In the event Executive signs this Release and returns it to the Company in less than the 21 day period identified above, Executive hereby acknowledges that Executive has freely and voluntarily chosen to waive the time period allotted for considering this Release.

4.Effective Date.  Each party has seven days after that party signs this Release to revoke it and this Release will become effective on the eighth day after Executive signs it, so long as it has been signed by the parties and has not been revoked by either party before that date.

5.Voluntary Execution of Release.  Executive understands and agrees that Executive executed this Release voluntarily, without any duress or undue influence on the part or behalf of the Company or any third party, with the full intent of releasing all of Executive’s claims against the Company and any of the other Releasees.  Executive acknowledges that: (a) Executive has read this Release; (b) Executive has not relied upon any representations or statements made by the Company that are not specifically set forth in this Release; (c) Executive has been represented in the preparation, negotiation, and execution of this Release by legal counsel of Executive’s own choice or has elected not to retain legal counsel; (d) Executive understands the terms and consequences of this Release and of the releases it contains; and (e) Executive is fully aware of the legal and binding effect of this Release.

6.Amendment, Governing Law and Notice.  This Release is final and binding and may only be amended in a writing signed by Executive and a duly authorized officer of the Company.  Sections 10(d) and (e) of the Agreement will apply to this Release mutatis mutandis.

7.General Release. For the avoidance of doubt, this Release does not replace or in any way limit the general release and waiver in Section 5 of the Agreement.

Executed:	April 30, 2022
/s/ Ilya Mirman
Ilya Mirman

A-3

EX-10.3

Exhibit 10.3

LEASE AGREEMENT

FOR COMMERCIAL SPACES

between

Solidas Immobilien und Grundbesitz GmbH, Ludwigstr. 13, 86152 Augsburg

VAT ID DE 256334695

hereinafter referred to as “Landlord”

and

ExOne GmbH, Daimlerstr. 22, 86368 Gersthofen

represented by the Managing Director, Mr. Eric Bader

hereinafter referred to as “Tenant”

The following Lease Agreement is entered into:

Preliminary Remarks

On today’s date, Landlord has entered into a notarized Property Sales Contract with ExOne Property GmbH, Daimlerstr. 22, 86368 Gersthofen, and with Tenant. The Property Sales Contract pertains to the acquisition of the leased premises detailed in §1. Transfer of possession, use, and encumbrances on the leased premises to Landlord shall take place on 12/31/2019 at midnight.

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§ 1 Leased Premises and Price of Rent

The subject matter of the Leased Agreement is the real estate property located at Daimlerstrasse 22, 86368 Gersthofen, land parcel 647/2 (Augsburg District Court, Land Register of Gersthofen, sheet 14979), with the legal components related to it, as well as the operating equipment (particularly the overhead crane systems, ventilation systems, and solar systems) as set forth in Addendum 1.

The rental areas consist of approx. 3,187 m² to be used as offices and social areas (office building, including 1st and 2nd floor storage and production hall, including approx. 628 m² of unfinished areas as archive rooms on the 2nd floor storage and production hall) and approx. 13,660 m² to be used as a storage and production hall (ground floor storage and production hall), as well as the remaining property areas of land parcel 647/2 of the district of Gersthofen with the 148 automobile parking spaces located there. All rental areas can be viewed in the ground plans set forth in Addendum 2.

At its own discretion, Tenant is at liberty to use the solar cell systems that are part of the leased property. Said use is compensated by the base rent set forth below; Tenant alone is fully entitled to income produced and any economic advantages from operating the solar cell systems within the scope of their use.

The monthly price of rent is agreed as follows:

Base rent	EUR 125,000.00
plus VAT in the applicable statutory amount
(currently 19 %)	EUR 23,750.00
Total rent	EUR 148,750.00

The leased areas are presented in the layout and in the ground plans (Addendum 2), which are appended to this contract as essential components thereof.

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The room partitions drawn into the layout (Addendum 2) partially do not match the actual condition of the leased premises and are thus not binding. The Parties shall document the actual condition of the room partitions in the transfer report (cf. §3).

Rent is subject to the rent adjustment clause agreed to in §5.

The obligation to pay rent commences on 1/1/2020. The Parties agree, however, that the rent and operating costs set forth in §6, which are due and payable by Tenant starting 1/1/2020 through the calendar day when Landlord’s purchase price is paid in accordance with the Sales Contract on the acquisition of the leased premises (cf. Preliminary Remarks), must first be paid to Landlord (retroactively) within 10 bank work days after the purchase price is paid in full.

Subject to the rule set forth in the paragraph above, the total rent must be paid monthly in advance by the 3rd work day of each month, without deductions, to Landlord’s account.

Banking details will be provided.

§ 2 Rental Purpose, Use

The leased property is leased exclusively for use as a production location as described above with production and storage areas, research and development areas, office spaces, archive rooms (particularly unfinished areas on the 2nd floor of the storage and production hall), and social areas, as well as a factory cafeteria. The information about the area set forth in §1(2) and §2 does not entail a restriction in terms of the position and the scope of the allowed uses within the rental property. Changes to the purpose of use require the prior written consent of Landlord, who may refuse only for due cause.

However, Landlord may make consent contingent on a reasonable surcharge to the rent, if the desired new use is more demanding on the rental property.

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Tenant shall obtain all required official permits and/or licenses that are associated with its operation, at its own expense and at its own risk, insofar as they are related to the person of Tenant and its companies. The above rules do not apply if the denial or cancellation of a permit/permission and/or if public restrictions and stipulations are based on the—even structural—quality and/or the location of the leased premises.

Landlord does not guarantee any protection from competition.

§ 3 Condition of Leased Premises, Transfer of Areas

Tenant is aware of the leased area in the current condition. Prior to entering into the Lease Agreement, Tenant has thoroughly inspected all rental areas and has examined them for their suitability for the rental purpose; Tenant shall be the user of the rental area after the first sale of the rental property. The Parties shall document the condition of the rental area after the start of lease in a transfer report. The rent shall also be owed to the full extent if the actual dimensions of the area differ from the areas set forth in §1 Leased Premises and Price of Rent of this Lease Agreement.

§ 4 Term of Lease, Termination, Condition Precedent, Right of Rescission

The tenancy shall commence on 1/1/2020 and has a fixed term until 12/31/2022.

Tenant has the right to renew the Lease Agreement twice by a unilateral option, each for five additional years. The exercising of the option right must have been communicated to Landlord in writing no later than 9 months prior to the end of the fixed term.

If Tenant continues to use the rental property after the end of the lease term—if renewed, then after the option period—the tenancy renews for an indefinite period of time and may be terminated by either side with a notice period of 9 months.

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Landlord may terminate the Lease Agreement with immediate effect, if Tenant is culpably in arrears with payments. The statutory provisions under the BGB (Bürgerliches Gesetzbuch [German Civil Code]) apply to termination. Termination must be issued by registered letter.

The Lease Agreement is subject to the condition precedent of the effectiveness of the Sales Contract for the leased premises (cf. Preliminary Remarks) which is entered into on today’s date between ExOne Property GmbH, Daimlerstr. 22, 86368 Gersthofen, and Tenant.

In the event that the Sales Contract for the leased premises is reversed or if, for any other reason, it fails to materialize, Tenant is authorized to rescind this Lease Agreement without notice. The right of rescission is to be exercised by registered letter.

§ 5 Rent Indexing

Regarding future rent increases, the Parties adopt the following agreements:

The rent set forth in §1 is firmly agreed to for the fixed term until 12/31/2022. Should Tenant exercise the option right set forth in §4, the rent is subject to the value adjustment starting 1/1/2023. The basis for the value adjustment is the consumer price index for Germany established by the Federal Statistical Office for January 2023.

The rent is first adjusted on January 2024 and shall increase or decrease by the change in percent of the consumer price index from January 2023 to January 2024.

The rent shall then be adjusted annually on the basis of the consumer price index for January of the respective calendar year.

The rent shall be adjusted automatically each year, effective as of January 1 of the running calendar year, without requiring a notification thereof by one of the contracting Parties. The changed amount is to be paid or reimbursed, if applicable, also retroactively for the time starting January 1 of the running calendar year, as soon as the eligible Party

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has accurately calculated and notified the other Party of the rent adjustment, at least in writing without a signature. The respective Party who is under a payment obligation, however, defaults on (subsequent) payment of the difference no sooner than 30 calendar days after receipt of the notice from the eligible Party of the rent adjustment.

§ 6 Operating Costs

In addition to the rent set forth in §1, Tenant shall directly cover all operating costs stated below that are incurred on the rental property, except for property tax and building insurance. The property tax and building insurance shall be invoiced to Tenant separately. The costs for building insurance that are to be paid by Tenant for the first rental period from 1/1/2020 until 12/31/2022 are limited to a maximum of EUR 40,000.00 gross, including insurance tax per calendar year.

The operating costs incurred on the rental property are the operating costs set forth in §§1 and 2 nos. 1-16 of the BetrKV (Betriebskostenverordnung [German Operating Costs Regulation]), as amended. The currently updated version is appended to the contract as Addendum 7.

Moreover, Tenant shall cover the following, additional operating costs (§2 no. 17 BetrKV):

- climate control system, ventilation systems

- grease separator

- fire-detection systems

- legionella inspections

- disposal of special waste

- window cleaning, facade cleaning, guttering cleaning, and flat roof cleaning

- maintenance and management of the locks

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- maintenance of barricades

- fire extinguishers (this includes the costs of regular maintenance and costs of replacing the extinguishing agent)

- smoke outlet/built-in fire hydrants (this includes the costs of regular maintenance)

- solar cell systems

To this extent, Tenant shall cover all allocable operating costs that Landlord regularly incurs for the building or the rental unit and that proportionally apply to the tenancy.

Operating costs that are not recorded separately for the rental area are proportionally billed by Landlord to Tenant.

The size of the portion arises out of the relationship between:

the leasable area of the whole property to the rental area of this contract.

To determine the heating costs, Landlord shall rent electronic heat-cost meters—to the degree actually required.

If ongoing operating costs are not allocated directly to Tenant, they are divided up based on the size of the rental area in relation to the total area of the billing unit. For instance, these are costs for water, drainage, ventilation, and the climate control systems.

If possible, Tenant shall settle operating costs directly with the respective billing company.

A monthly advance payment for operating costs is not agreed to.

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The operating costs not covered directly by Tenant are billed on 12/31 of each year; this bill should be issued by 12/31 of the respective subsequent year. Any back payment or late payment is due within 14 days. It is nonetheless agreed that the property tax and building insurance shall be billed to Tenant shortly after they are due.

§ 7 Insurance

Tenant agrees to take out business liability insurance with a sum insured of $2,500,000.00 and to provide proof of insurance to Landlord upon request.

§ 8 Public Safety Obligation

As of transfer of premises, Tenant shall assume the obligation to maintain public safety in the rental property as well as in the entrance area to the buildings of the rental property on the contractual property.

Tenant is also responsible for the public safety obligation outside the building of the rental property, particularly the duty to clean up trash, remove snow, and spread de-icing agents on the contractual property. The costs for this are borne by Tenant.

§ 9 Upkeep and Structural Changes

Repairs and upkeep costs to the structural parts of the rental property (“roof and building structure”) shall be charged to Landlord. Tenant is required to carry out the ongoing upkeep and repair required due to use on the inside of the rental spaces. “Roof” within the meaning of these rules is the roof structure with the roofing materials and the relevant plumbing work (gutters), including canopies, awnings, and glass roofs, as well as entrances and exits to the roof. “Building structure” within the meaning of these rules is the load-bearing parts of the building (all foundations, load-bearing walls, exterior walls, as well as the parts that are firmly connected to the property, ceilings of the different floors, the facade, including facade lining, all technical equipment laid inside the exterior wall up to the exit into the leased premises, as well as the chimney).

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Tenant shall properly carry out all repair and upkeep work required due to use inside the rental space as well as use of technical equipment, including the solar cell systems which are provided exclusively to Tenant and/or are used exclusively by Tenant. Tenant shall also keep all systems in a usable condition. This also includes all cosmetic repairs and replacements.

Cost limits:

The above obligations of Tenant to carry out upkeep and repair measures, including replacements, are limited to measures whose costs (incl. VAT) per instance are no more than EUR 500.00 plus VAT in the applicable statutory amount (currently 19%) and p.a. are not more than a maximum of 4% of the annual rent (base, net). The aforementioned cost limits do not apply to the solar cell systems.

The above obligations of Tenant to carry out upkeep and repair measures, including replacements, are also excluded if the upkeep and/or repair need does not pertain to damages caused by third parties who are Tenant’s responsibility and/or does pertain to damages caused by Landlord.

Wear and tear and damages that are culpably caused and traced back to Tenant’s non-contractual use of leased property, as well as damages that are caused by the fault of Tenant, its employees, or other individuals who are connected with Tenant’s business operations, are to be corrected or reported by Tenant. Structural changes to the rental property require the prior written consent of Landlord, who may refuse only for due cause. If official permits might be required, they must be obtained by Tenant at its expense and proven to Landlord upon request.

Tenant is authorized to install equipment that appear necessary to it to use the rental property, provided that it is not detrimental to Landlord’s protectable interests and/or it does not harm other tenants of the rental property.

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Official conditions that are issued in relation to the rental property after transfer of premises and are based in Tenant’s conduct, or business management, or the nature of their business are to be fulfilled by Tenant at its expense.

§ 10 Advertising

If Tenant intends to install its company signs or other outside advertising on the rental property, then the design thereof must be discussed with Landlord. Additionally, Tenant is authorized to install advertisements such as display windows, signs, billboards, flags, etc. on the exterior front of the property after receiving the prior written consent of Landlord and after receiving the official permit. Landlord may refuse consent only for due cause. An advertising system in accordance with the advertisement concept appended to this Lease Agreement in Addendum 8 is hereby approved by Landlord.

At the end of the tenancy, Tenant must remove its company signs.

§ 11 Return of Leased Premises

Tenant is required to return the rental property swept clean after the end of the tenancy, after having fulfilled its obligations to carry out cosmetic repairs and for normal wear and tear. All keys transferred to Tenant must also be returned.

Movable belongings of Tenant are to be properly removed from the rental spaces. Tenant is not required to return the leased premises to the condition set forth in the layout (Addendum 2) or to produce that condition.

Tenant must furthermore eliminate all damages that are culpably caused by Tenant, its agents, or individuals who are in the rental property with Tenant’s knowledge and volition.

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§ 12 Sublease

With the approval of Landlord, Tenant is authorized to sublease the entire leased premises, in whole or in part. Landlord may refuse consent only if due cause requires this. Due cause is especially present if, for example, the subtenant does not render services in the leased premises that are subject to VAT, unless Tenant already declares to be prepared to settle with Landlord costs and financial disadvantages incurred thereby (e.g. input tax authorizations in the sense of §15a UStG (Umsatzsteuergesetz [German Value Added Tax Act]). Landlord here and now issues consent to sublease or to transfer use of partial areas of the rental property to Sandhelden GmbH & Co. KG and/or the DTS Catering and Planning/Thomas Schnörzinger. The relevant contracts are appended as Addenda 10a and 10b. The contract with DTS Catering & Planning/Thomas Schnörzinger was entered into on 6/26/2014 (a copy of which is appended in Addendum 10a for purposes of proof). The contract with Sandhelden GmbH & Co. KG was entered into on 4/12/2017 (a copy of which is appended in Addendum 10b for purposes of proof).

If Landlord issues its consent to sublease, then Tenant’s duties nonetheless continue to exist in relation to Landlord to fulfill all claims arising out of this contract.

The sublease contract ends no later than the end of this Lease Agreement. The subtenant is granted no option rights. At the end of the existing Lease Agreement, a new Lease Agreement may be entered into between Landlord and the subtenant.

§ 13 Sale of Rental Property, Transfer to Third Party with Consent of Tenant

In the event of a sale of the rental property, the statutory rules apply; in particular, §566(2) BGB and all of Landlord’s duties existing until transfer of ownership remain unaffected.

Landlord may make one or several third parties endowed with rights arising out of this Lease Agreement in such a way that they, in lieu of Landlord, may request Tenant’s payments.

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The third party or third parties within the meaning of this rule in this §13 must be the owner, co-owner, or holder of equivalent land rights pertaining to the property which forms the subject matter of this Lease Agreement.

The rights and duties of Tenant arising from this Lease Agreement are not affected by such a change.

If there is a change in Tenant’s legal form or in the composition of the shareholders, then Tenant’s rights and obligations continue to exist unchanged.

The same applies in the case of a sale or another legal successor of Tenant, provided that it is not connected with a change in industry.

§ 14 Rent Security Deposit

As a security of all of Tenant’s obligations arising from this Lease Agreement during the period of the fixed term of lease as set forth in §4(1) sentence 1, Landlord shall receive a Patronage Declaration from Tenant’s parent company, The ExOne Company, in accordance with the sample in Addendum 9. This Patronage Declaration shall expire after the end of the fixed term of lease set forth in §4(1) sentence 1. After fulfilling all of Tenant’s obligations which arise out of this Lease Agreement and which are secured by the aforementioned Patronage Declaration, the original copy of the Patronage Declaration must be returned no later than the end of the fixed term of lease set forth in §4(1) sentence 1.

In the case that Tenant exercises the renewal option set forth in §4(1) sentence 2, the above rules in §14 apply; that is, Landlord shall receive a Patronage Declaration for the respective renewal period simultaneously against return to Tenant of the original Patronage Declaration for the preceding period.

For Landlord’s claims arising out of the tenancy, Landlord is not entitled to a lien against Tenant’s property brought into the premises. §562 BGB is excluded.

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§ 15 Secondary Duties

Landlord and Tenant promise to coexist in a trusting community in the property both with each other and with the other tenants and, to this end, to show mutual respect.

Tenant must promptly notify Landlord of damages to the rental property as soon Tenant notices them, provided they are to be repaired by Landlord.

Even if Tenant does not intend to heat its rental spaces, then Tenant must at least adjust the temperature to make them frost-proof.

Landlord or its authorized representative is authorized to enter the rental spaces during business hours for legitimate cause to inspect the structural condition. Landlord must set up an appointment with Tenant for said inspection in advance. An inspection shall take place in the presence of an employee of Tenant.

If the tenancy is terminated, then Landlord is authorized to perform inspections during normal business hours with prospective tenants.

Landlord is not authorized to use Tenant’s name, trademarks or logo without the prior consent of Tenant.

§ 16 Right of Termination Without Notice

Each Party is authorized to terminate the tenancy without notice and to request that premises be immediately vacated, if Tenant has culpably violated essential provisions of this contract in spite of a prior written warning and a grace period of 2 months, particularly use of the rental property in breach of contract, i.e. Tenant uses the rental property contrary to the agreed purpose of use or contrary to use that is permitted under public law, provided that continuation of the tenancy cannot be reasonable for the other contracting Party, considering all circumstances of the individual case, particularly the fault of the contracting Parties, and weighing the interests of both sides.

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In the case of the early end of the tenancy due to reasons for which Tenant is responsible, Tenant is liable for the following obligations:

The same rent must continue to be paid for the unexpired part of the agreed term of lease, unless this is compensated for by another lease or use of the rental property procured by Landlord.

The ongoing costs (telephone fees, electricity base fees, chimney sweep base fees, etc.) must also continue to be paid.

Assertion of further claims to compensation for damages as well as the claim to performance are hereby not excluded. This liability ends at the end of the agreed term of lease; however, with the move-in of a new tenant, liability ends at the latest one year after Tenant moves out.

Landlord is required to mitigate damages pursuant to §254 BGB. Additionally, Tenant is at liberty to prove that Landlord incurred less damages.

§ 18 Invalidity, Collateral Agreements, and Place of Performance, Written Form

If any of the provisions of this contract might be invalid, the contracting Parties are in agreement that the invalid provision shall be replaced by a valid one that comes as close as possible to its spirit and purpose.

This contract may be amended or supplemented only by written agreement. That applies to waiver of the written form requirement as well. There are no verbal side agreements. They are legally invalid and they must be executed in writing in order to be valid (written form requirement).

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The place of payment and place of performance is Augsburg. For disputes arising from this contract that are asserted by means of summary proceedings for a payment order (§§688 ff. ZPO (Zivilprozessordnung [German Code of Civil Procedure]), the respective jurisdiction for Augsburg is binding. This jurisdiction is also agreed in the case that, after entering into this contract, Tenant moves its place of residence or permanent address away from the applicability of said law or the place of residence or permanent address is not known at the time when the lawsuit is filed.

The Parties are aware of the statutory written form requirements of §§550, 578 126 BGB. They hereby mutually agree, at the request of a Party at any time, to perform all actions and to submit all declarations that are required to satisfy the statutory written form requirement. This applies not only to entering into this contract, but also to all other supplements, amendments, and other contracts and addenda to this contract. The Parties agree that termination of this Lease Agreement due to noncompliance with the written form requirement constitutes a violation of good faith, unless all reasonable efforts have been made prior thereto in order to fulfill the requirement that the Lease Agreement be executed in writing. This clause on the obligation to cure violations of the written form requirement does not apply to a future buyer of the property due to the protective purpose of §550 BGB. In the case that the leased premises are sold and the tenancy transfers to the buyer as the new landlord, Tenant agrees to enter into an identical clause regarding the written form requirement in a Supplement with said buyer, if the buyer requests this. In order to protect Tenant’s interests, Landlord is required to obligate a future buyer in a Sales Contract (agreement pursuant to §328 BGB) to enter into a Supplement with Tenant that contains a clause regarding the written form requirement, if Tenant requests this.

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§ 19 Confidentiality

The Parties are required not to disclose the agreements adopted in this contract and to keep them confidential. They may not provide them or make them available to third parties, in whole or in part. Third parties are deemed to be all other individuals who do not absolutely or provably have to receive the information in this contract to properly and professionally perform this contract. Third parties within the meaning of this provision do not include financial institutions participating in financing the building, as well as the accountants and legal advisors and supervisory bodies of the respective Parties as well as, in the case of an intended sale, the prospective buyers and their advisors. Furthermore, the Parties are authorized to disclose the agreements adopted in this contract to authorities and state institutions and to provide and issue all information that is required due to official inquiries and particularly due to the U.S. Securities Laws. The Parties are required to adopt appropriate measures that ensure that their employees and advisors maintain the confidentiality of the agreements adopted in this contract and that they are equally subject to this non-disclosure agreement or that they enter into a comparable confidentiality obligation.

In connection with entering into and executing this tenancy, the Parties shall properly conduct their business in the leased premises at all times, including the renovations measures they might be responsible for, and in compliance with the applicable laws and regulations, provided they apply to the respective Party.

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Addenda:

Addendum 1	Operating Equipment
Addendum 2	Layout and Ground Plan for the Entire Rental Areas
Addendum 7	Operating Costs Regulation
Addendum 8	Advertisement Concept
Addendum 9	Patronage Declaration of The ExOne Company (sample)
Addendum 10a	Usage Agreement DTS
Addendum 10b	Rental Agreement Sandhelden with Addenda 1 and 2

Augsburg, on

December 10, 2019

/s/ Solidas Immobilien & Grundbesitz GmbH	/s/ ExOne GmbH
- Landlord -	- Tenant -

EX-10.4

Exhibit 10.4

Addendum No. 1

to the Lease Agreement of 10 Dec. 2019

between

IntReal International Real Estate Kapitalverwaltungsgesellschaft mbH,

acting in its own name and for the account of the Greater Munich Real Estate Fund

(formerly: AVANA Invest GmbH, Munich,

prior to that: Solidas Immobilien und Grundbesitz GmbH, Augsburg)

Ferdinandstrasse 61, 20095 Hamburg,

legally represented by its proxy

ehret + klein Capital Markets GmbH,

Gautinger Str. 1d, 82319 Starnberg,

represented by the managing director Sebastian Wasser, having sole power of representation,

as “Lessor”

and

ExOne GmbH

Daimlerstr. 22, 86368 Gersthofen, represented by the managing directors Eric Bader and Andreas Nagy

- as “Tenant” -

both together as “Parties”.

Leased Property: Daimlerstr. 22, 86368 Gersthofen

Preamble

On 10 Dec. 2019, Solidas Immobilien und Grundbesitz GmbH, Augsburg, and the Tenant concluded a Lease Agreement for the real estate located in 86368 Gersthofen, Daimlerstr. 22, plot 647/2, entered in the land register of Gersthofen, sheet 14979, AG Augsburg. The Leased Property was sold by Solidas Immobilien und Grundbesitz GmbH to AVANA Invest GmbH, Munich, in 2020 by notarized purchase agreement, which in turn transferred the Leased

Property to IntReal International Real Estate Kapitalverwaltungsgesellschaft mbH, Hamburg, by notarized agreement. IntReal International Real Estate Kapitalverwaltungsgesellschaft mbH thus entered into the Lease Agreement as the new Lessor pursuant to § 566 (1) BGB (German Civil Code) in conjunction with § 578 BGB.

The content of the Tenancy results from the Lease Agreement dated 10 Dec. 2019, hereinafter referred to as the “Lease Agreement”, “Tenancy” or “Contractual Document”.

In 2021, the Tenant carried out constructional measures in the production area of the Leased Property and would like to carry out further constructional alterations there. In addition to further clarifications and supplements, this Addendum is intended to extend the term of the Lease Agreement with regard to the Leased Property and to include provisions on construction measures by the Tenant as well as on sustainability.

On this basis, the Parties agree as follows:

§1

Contracting Parties

For reasons of legal clarity and legal certainty, the Parties hereby agree that the Tenancy exists between them with the content set forth in the Contractual Document dated 10 Dec. 2019 and remains in force with all rights and obligations, in particular irrespective of whether the Lessor has by law already entered into the lessor and tenant relationship by way of legal succession as described above, which the Parties assume to be the case notwithstanding this agreement.

§2

Concerning § 4 (term of lease, termination, condition precedent, right of withdrawal) Para. 1 and 2 as well as Para. 4 and 5 of the Lease Agreement

1.Section 4 (1) and (2) (term of lease) of the Lease Agreement shall be replaced as follows:

a. The Tenancy commenced on 1 Jan. 2020. The Parties hold and agree by way of precaution that the beginning of this day is decisive for the calculation of the fixed lease term. The agreed fixed lease term of 3 years shall be extended (prematurely) by a further 5 years and shall therefore continue until 31 Dec. 2027.

b. The Lessor grants the Tenant the right to extend the Tenancy by exercising the option twice for 60 months each (five years each). The option right must be exercised 9 months before the expiry of the fixed lease term or the respective option period by written declaration to the Lessor. The decisive factor for the timeliness of the declaration shall be the time of its receipt by the Lessor.

c. The Tenancy shall be extended automatically by 12 months at a time, unless it has been terminated in writing by one Party 9 months prior to the expiry of the fixed lease term or the respective option period. The decisive factor for the timeliness of the declaration shall be the time of its receipt by the other Party. The right to exercise the option shall take precedence over the Lessor's right of termination.

d. If the Tenant continues to use the Leased Property after the expiry of the lease term, the Tenancy shall not be deemed to be extended. Section 545 BGB shall not apply. The continuation or renewal of the Tenancy after its expiry must be agreed in writing.

1.Concerning § 4 Para. 4 and 5 (condition precedent, right of withdrawal) of the Lease Agreement:

a.Occurrence of condition

The Parties hold and for reasons of legal clarity and legal certainty agree that the condition precedent “Effective conclusion of the purchase agreement for the Leased Property” agreed in § 4 Para. 4 of the Lease Agreement has occurred.

a.Right of withdrawal

The Parties hold and for reasons of legal clarity and legal certainty agree that the Tenant's right of withdrawal without notice agreed in § 4 Para. 5 of the Lease Agreement (due to rescission of purchase agreement, etc.) has expired.

§3

Concerning § 5 (rent indexation) of the Lease Agreement

1.Section 5 Para. 1 of the Lease Agreement shall be replaced as follows:

The Parties make the following agreements with regard to future rent adjustments: The rent pursuant to § 1 of the Lease Agreement is fixed until 31 Dec. 2023. As of 1 Jan. 2024, the rent shall be subject to a value guarantee. The basis for the value guarantee and rent adjustment is the consumer price index for Germany (CPI 2015=100) determined by the Federal Statistical Office for January 2024. The rent will be adjusted on the basis of the value guarantee for the first time as of January 2025 and will increase or decrease by the percentage change in the consumer price index from January 2024 to January 2025.

1.Clarification: § 5 Para. 2 of the Lease Agreement shall remain valid unchanged.

2.Section 5 of the Lease Agreement shall be supplemented by the following Para. 3:

If the said index is no longer determined or published or if the Federal Statistical Office should no longer be active, a corresponding reference value or body or authority shall take its place.

If new index figures are published by the Federal Statistical Office on the occasion of a transition of the index to a new base year, the following shall apply:

As a matter of principle, the index figures of the most recent base year shall be decisive for the application of the above value guarantee agreements.

§4

Concerning § 9 (Maintenance and structural alterations) Para. 5 Sentence 2 and

Sentence 3 of the Lease Agreement / Structural alterations, erection of e-charging stations

1.Section 9 Para. 5 sentence 2 and Sentence 3 (Structural alterations) of the Lease Agreement shall be replaced as follows:

a. For alterations and installations (structural alterations) of the Leased Property, including the installation/alteration of permanently installed equipment, the Tenant requires the prior written consent of the Lessor, to whom he must submit suitable plans and a description of the measures (complete, verifiable documents) in advance. The Lessor shall only withhold its consent to such measures if there is good cause for doing so and shall revoke its consent only subject to the same condition. The Lessor shall reply to the Tenant within 3 weeks (inspection period) from receipt of the complete, verifiable documents. If the documents are not complete, the inspection period of 3 weeks shall not begin until the complete documents have been received. The period may be reasonably extended once if this is justified due to the difficulty of the matter; the extension of the period must be justified and the Tenant must be notified in good time. Should the Lessor not respond by the end of the period of 3 weeks and, in the event of an extension of the deadline, not respond by the end of the extension of the deadline, the Tenant's measure shall be deemed to have been approved (“approval fiction”); the approval fiction shall have no further effects.

b. The measures must be carried out by appropriate specialist companies. The Tenant shall indemnify the Lessor against all justified claims made against the Lessor by authorities, neighbours or other third parties due to the performance of the work in question. The Tenant shall be liable, irrespective of fault, for all damage caused by it in connection with the construction measures undertaken by it. With regard to the newly created and any altered, currently existing building substance, the Tenant shall also be fully obliged to carry out maintenance, servicing and repairs.

c. The Tenant shall be responsible for obtaining and maintaining the official permits required for the aforementioned measures and shall also bear all costs associated with the implementation of these measures. Insofar as technical installations are subject to acceptance and/or regular inspection (e.g. by the TÜV), acceptance and inspection shall be arranged by the Tenant at its own expense, and evidence of these having been performed and the results shall be provided to the Lessor. The alterations and installations made by the Tenant (structural alterations) shall in any case only be deemed to have been installed for a temporary purpose. Consequently, they do not become part

of the building (§ 95 BGB). The Parties are in agreement that they may agree in an addendum to this Lease Agreement, which complies with the statutory written form requirement and is concluded prior to the end of the Lease Term, that the Tenant shall not dismantle the structural measures upon termination of the Lease Agreement and that the respective alterations and fittings as well as installations shall become the property of the Lessor without compensation and shall remain in the Leased Property.

1. Structural alterations carried out and planned by the Tenant for which the Tenant wishes to obtain the Lessor's approval:

a. Alteration measure in the metal PSC production area

aa. In spring 2021, the Tenant made alterations in the metal PSC area in the area of axes A - F /18 - 22 in accordance with the needs existing at the time; this axis area is highlighted in red in Annex 1. Drywall walls and two high-speed doors were installed in this area; see the green areas in the drawings in Annex 2. For climate control, an air conditioning unit was installed on the outside of the hall wall, in the area of the smokers’ shelter side entrance; in addition, the already existing ventilation ductwork was routed in an additional stainless steel chimney on the north side by way of the roof; see the blue areas in the drawing in Annex 2.

bb. As a further development of the measure already implemented in Let. aa. above, the Tenant intends to expand the Metal PSC area in the area of the axes. To this end, the changing room area (inside) is to be dismantled to accommodate the new Metal PSC area and be relocated to the outside in the area of the steel staircase. In addition, an airlock is to be created inside and the high-speed door and the drywall walls will be moved; these desired measures are shown in Annex 3 in light green and dark green lines or also dashed lines (high-speed door).

a.Relocation of the sand laboratory to final assembly / installation of a room-in-room system

The Tenant also intends to relocate the sand laboratory from the metal area to the final assembly area in the area of axes 33 - 35 /I - K; this area is highlighted in red in Annex 4. For this purpose, a room-in-room system from Knauf is to be installed in the area of the toilets; the room is outlined in green in the plan attached as Annex 5.

a.Construction of 5 electric charging stations with 2 connections each

The Tenant also intends to install 5 electric charging stations with 2 connections each at 5 parking spaces of the car park located on the property. The charging stations are shown in the description attached as Annex 6 and the installation locations are marked on the plan attached as Annex 7.

1.The Lessor grants approval/consent to the measures listed in the above § 4 Clause 2 Let. a. and b. as well as c. in conjunction with Annexes 1 to 7, for which the regulations of § 4 Clause 1 Let. b. and c. as well as the following further regulations apply:

The Tenant shall - insofar as these are required under public law - be obliged to obtain a building permit and any further (official) permits required prior to execution and shall submit a copy thereof to the Lessor prior to execution. The Tenant shall comply with all relevant requirements under public law with regard to the structural measures, in particular all requirements under building planning law and building regulations. This shall also apply if new, amended, or in particular more stringent requirements should arise for the existing building substance as a result of the execution of the measures covered in Let. a. and b. as well as c. above. If, as a result of the measures covered in a. and b. as well as c. above, it should become necessary to amend the building documents for the existing building substance, the Tenant shall be obliged to do this and to submit them prior to execution. The Tenant shall also submit a copy of the relevant construction documents to the Lessor prior to execution. Compliance with any official requirements and other ancillary provisions and orders shall be the responsibility of the Tenant. Should official approvals be refused in whole or in part, this shall not constitute grounds for any claims or rights against the Lessor. By way of clarification: all the above obligations and those regulated below shall be fulfilled by the Tenant at its own expense.

The Tenant shall bear all costs relating to the construction and shall be obliged to remedy any warranty defects as well as to eliminate any hazards that may result from the measures/structural alterations. The Tenant shall be responsible for ensuring safety during the execution of the structural measures. The Tenant is obliged to indemnify the Lessor against any claims by third parties (authorities and private persons) which are claimed to be justified or are justified by the execution of the structural measures and their consequences or the violation of the duty to maintain safety during the execution of the structural measures; by way of clarification, the same applies to any claims due to or in connection with the use of the altered areas.

The Tenant shall also bear the risk arising from any damage resulting from the measures/structural alterations. The Tenant is obliged to repair all damage to the existing building substance which may be caused during the execution of the structural measures or by the building substance constructed in the course of these measures.

The Tenant shall operate the electric charging stations as the operator in (the corresponding) application of § 2 No. 8 LSV (Ordinance on Charging Stations) at its own risk and expense, including all operating and ancillary costs, repairs, maintenance (including servicing), corrective maintenance (including replacement purchases) and shall be liable for all damage arising in connection with the planned measure and the operation thereof or shall indemnify the Lessor against claims by third parties at the Lessor's discretion. The Tenant itself is obliged to comply with all legal requirements for the operation of charging stations within the meaning of § 2 LSV as well as, among others, the EnWG (Law on Energy Management) and MsbG (Federal

Law on Metering Point Operation) or, if third parties are commissioned, to oblige them to comply with the legal requirements.

The Tenant waives any claims for rent reduction and damages against the Lessor in connection with the measures / structural alterations to be provided by the Tenant.

The risk concerning the legal and technical feasibility of the measures shall be borne by the Tenant; if, contrary to expectations, the legal and technical feasibility should be lacking, the Tenant shall not be entitled to any claims or rights as a result.

Structurally, it is also important to note:

(1.)The measures/structural alterations shall be carried out by qualified specialist companies in accordance with accepted engineering practices and relevant regulations, directives and DIN standards corresponding to the recognized rules of technology. The Tenant shall engage only specialist companies with appropriate business liability insurance, of which the Tenant shall obtain proof prior to engagement. This shall also apply to restoration in the event of alterations in the existing building.

(2.) The Tenant is not permitted to make alterations of load-bearing parts, including the floor slabs, in any statically relevant manner.

(3.) Insofar as the measures/structural alterations require an adaptation of the fire protection concept, etc., or technical building installations or, for example, escape route plans have to be adapted, these adaptations must made by the Tenant at his own expense in consultation with the Lessor.

After completion of the measures/structural alterations, the Lessor is entitled to demand a joint acceptance. In this case the following applies: A protocol in the form of a list of defects shall be drawn up and signed by the Lessor and the Tenant. The Lessor may only refuse acceptance of the alteration measure vis-à-vis the Tenant if the existing defects are so significant that the functionality of the Leased Property is substantially impaired thereby. The Tenant is obliged to have the defects listed in the list of defects as well as any complaints or construction defects caused by the measures/structural alterations remedied immediately at its own expense.

The Lessor shall grant the Tenant a building cost subsidy (BKZ) in the amount of the actual building costs including ancillary building costs for the erection of the aforementioned 5 electric charging stations pursuant to the aforementioned § 4 Clause 2. Let. c., which must be completed by 31 Dec. 2022. However, the building cost subsidy on the part of the Lessor shall amount to a maximum of € 125,000 (in words: EURO one hundred and twenty-five thousand) plus statutory value added tax. The payment of the building cost subsidy to the Tenant by the Lessor shall become due for payment when the measure has been completed, accepted without defects and the Tenant submits to the Lessor a plausible statement of costs together with copies of the corresponding verifiable and

financially correct craftsmen's invoices, but not before 1 July 2022. Since the building cost subsidy by the Lessor is a rent repayment to the Tenant financially speaking, the Lessor shall issue a negative rent invoice with statutory VAT to the Tenant. Clarification: In the event that the installation of the electric charging stations by the Tenant is not completed by 31 Dec. 2022, the Lessor's building cost subsidy shall be eliminated without replacement.

Assignment of warranty claims:

(1.)The Tenant shall, at the Lessor's request, assign to the Lessor all warranty rights and claims based on defects already existing at the time of the conclusion of this Addendum No. 1 as well as all warranty rights and claims based on defects arising in the future and/or becoming due as well as other claims (claims for damages and compensation, insurance claims, manufacturing claims, removal claims, etc.) arising from and in connection with the contracts concluded or still to be concluded for the implementation of the measures/structural alterations to the Lessor who hereby accepts this. With the assignment, all ancillary rights and the rights arising from

securities to be provided (in particular warranty bonds) shall pass to the Lessor or shall be transferred and handed over to the Lessor.

If and insofar as an assignment of claims is not possible, the Tenant authorizes the Lessor to assert these claims in its own name or in the name of the Tenant, and for the account of the Tenant.

The Tenant shall support the Lessor to the best of its ability in the pursuit of any warranty claims, in particular by providing the information and documents required for this purpose (in particular the originals of the (construction) contracts together with acceptance protocols and warranty securities, insofar as these have not already been handed over to the purchaser), without charging its own costs or expenses.

(2.) The obligation of the Tenant to remedy warranty defects in accordance with the provisions of this Addendum No. 1 shall remain unaffected. The Lessor hereby authorizes the Tenant by way of precaution to assert any warranty claims in coordination with the Lessor in its own name and for its own account until the respective time of the aforementioned assignment or authorization.

§5

Concerning § 12 (Subletting) of the Lease Agreement

The Tenant has notified the Lessor prior to the conclusion of this Addendum that it has sublet a partial area of the Leased Property to Griwa Anlagen & Maschinenbau GbR, Gersthofen, for use as a workroom for the production of machinery, etc. (since 1 July 2021). The Lessor hereby expressly consents to this subletting.

§6

Sustainable use of the Leased Property

1. The Parties are aware of their responsibility for the protection of natural resources and the climate in the interest of future generations. They agree that they wish to orient the performance of the Tenancy in line with criteria that are as sustainable as possible, in particular in the sense of a continuously sustainable development of the economic, ecological and social dimensions of human existence. It is therefore in particular the wish and herewith also the mutual obligation of the Parties, within the framework of what is actually and economically possible for them and of the distribution of responsibilities under the Tenancy agreement, to handle resources and energy sparingly and economically in the management and use of the property and to cooperate constructively in order to also pursue innovative ways of achieving the most sustainable, resource-conserving and ecological management and use of the Leased Property.

2. In the event that the Lessor wishes to have the Leased Property assessed in accordance with a green building certification system, the Parties shall do everything necessary for the sustainable and recurring fulfilment of all certification criteria. By way of clarification, this only applies to the Tenant with regard to the criteria that fall within its area of responsibility under the general provisions of this Lease Agreement.

3. The Parties declare their intent to encourage their employees to use public transport and to support them in using public transport within reasonable financial limits. At the same time, the Tenant will provide free bicycle parking spaces in sufficient numbers on the property and, for the purpose of promoting e-mobility, electric charging stations, insofar as this is possible and reasonable for the Tenant.

4. Insofar as the Parties must equip the Leased Property with illuminants, they shall, insofar as technically possible and economically reasonable, exclusively use energy-saving illuminants (in particular compact fluorescent lamps or LED lamps or, in the future, other illuminants that consume especially little electrical energy). The Parties shall also endeavour, by mutual agreement, to implement measures to save energy and reduce CO2 emissions, and to take measures to reduce water consumption.

5. When awarding the performance of management services, the Parties shall, within the framework of the general requirement of economic efficiency, give special consideration to the promotion of sustainable use and management of the Leased Property and, if possible, engage regionally based companies. Of several offers and equally effective procedures, the Parties are of the opinion that the more sustainable offer and more environmentally friendly procedures (e.g. mechanical instead of chemical pipe cleaning) shall be used within the framework of the general requirement of economic efficiency. In this framework and context, the Parties shall endeavour to operate the most energy-efficient and energy-saving systems and equipment possible and to give priority to the purchase of electrical energy and heat from renewable energy sources and to ensure the most sustainable waste disposal possible. With regard to the latter, waste shall - as far as possible - be separated and disposed of according to paper, glass, batteries, energy-saving illuminants, packaging materials with "Green Dot" or

similar separation systems, as well as organic waste and other waste within the meaning of § 3 KrWG /AgfG (Closed Substance Cycle and Waste Management Act), unless and to the extent that other or more extensive requirements exist by law, which in this case shall be complied with by the Parties. In this context and by mutual agreement, the Parties shall in particular endeavour to take measures for the avoidance and reduction as well as the recycling of waste.

6. In the case of other measures on the Leased Property, in particular structural measures, the Parties shall, as far as possible, keep in mind and take into account the saving of primary or final energy and water as well as the more efficient use of energy and the sustainable production of the energy used, both in the performance of the work itself and with regard to the result of the measure.

7. At the Lessor's request, the Tenant shall inform the Lessor of consumption data unknown to the Lessor because the consumables are purchased independently (consumed quantity etc. of electricity, gas and water as well as - if relevant - heat and waste). These data shall serve only informational purposes for the Lessor. The Lessor undertakes to pass on any information obtained in this way only in anonymized form.

§7

Continued validity of the provisions of the Lease Agreement / Miscellaneous

1. Unless otherwise expressly provided for differently in this Addendum No. 1, all provisions of the Lease Agreement shall continue to apply unchanged.

2. This Addendum No. 1 shall become part of the Lease Agreement and shall be attached to the Contractual Documents.

3. Should any provision of this Addendum No. 1 be invalid or voidable or for any other reason ineffective, the remainder of the Agreement shall nevertheless remain effective. In such a case, the Parties undertake, instead of the invalid, voidable or ineffective provision, to agree a provision that comes as close as possible to the economic meaning and ensures corresponding economic success. This shall also apply if this Addendum No. 1 should have a loophole.

4. The Lease Agreement and this Addendum No. 1 contain all provisions agreed between the Parties with regard to the Tenancy. There are no verbal subsidiary agreements. Amendments and supplements to this Addendum No. 1 and the Lease Agreement must be made in writing. This also applies to a waiver of the written form.

5. The Parties hereby confirm the Lease Agreement dated 10 Dec. 2019. The Parties are aware of the written form requirements of §§ 550 in conjunction with 578 BGB. They hereby mutually undertake, at the request of either Party at any time, to perform all acts and make all declarations necessary to comply with this written form requirement and to not terminate the Lease Agreement prematurely by invoking non-compliance with the

written form requirement and to not invoke any ineffectiveness of the Lease Agreement due to non-compliance with the written form requirement. This shall apply not only to the conclusion of the Lease Agreement and this Addendum No. 1, but also to all further addenda, amendment and supplementary agreements.

The Parties are aware that the above provisions of this Clause 5 are intended to be invalid in accordance with the case law of the German Federal Court of Justice (ruling dated September 27, 2017-XIIZR 114/16). They nevertheless agree on these provisions and promise each other with certainty to adhere to these provisions. As a precautionary measure, the Parties clarify that the validity of this addendum and of the Tenancy as a whole shall remain unaffected in all other respects if the aforementioned provisions of this Clause 5 should actually be void.

1. If this Addendum No. 1 is initially signed by only one Party and is handed over or sent to the other Party for signing, this shall be deemed to be an offer to conclude Addendum No. 1, which the other Party may accept within four weeks of receipt in accordance with Section 148 BGB.

2. This Addendum No. 1 shall be executed in 4 copies. The Lessor and the Tenant shall each receive two copies.

§8

Components of the contract

This Addendum No. 1 contains the following annexes:

Annex 1: Hall overview - Alteration of metal PSC

Annex 2: Floor plan - Alteration of metal PSC, March 2021

Annex 3: Floor plan/area plan - Alteration of metal PSC, planned as of November 2021

Annex 4: Hall overview - Relocation of sand laboratory

Appendix 5: Floor plan / area plan - Relocation of sand laboratory

Annex 6: Description of electric charging stations

Annex 7: Plan showing location of electric charging stations

Starnberg, on February 23, 2022

IntReal International Real Estate Kapitalverwaltungsgesellschaft mbH, legally represented by the proxy ehret + klein Capital Market GmbH

eba
/s/ Sebastian Wasser on behalf of IntReal International Real Estate	/s/ ExOne GmbH
- Landlord -	- Tenant -

EX-31.1

Exhibit 31.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER

PURSUANT TO RULE 13a-14(a) of RULE 15d-14(a)

OF THE SECURITIES EXCHANGE ACT OF 1934

I, Ric Fulop, certify that:

1.           I have reviewed this Quarterly Report on Form 10-Q of Desktop Metal, Inc. for the quarter ended March 31, 2022;

2.           Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.           Based on my knowledge, the financial statements and other financial information included in this report, fairly present, in all material respects, the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report;

4.           The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)          Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)          Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with generally accepted accounting principles;

(c)          Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)          Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.            The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors:

(a)          All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b)          Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:  May 10, 2022	/s/ Ric Fulop
	Ric Fulop
	Chief Executive Officer
	(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION OF CHIEF FINANCIAL OFFICER

PURSUANT TO RULE 13a-14(a) OR RULE 15d-14(a)

OF THE SECURITIES EXCHANGE ACT OF 1934

I, James Haley, certify that:

1.            I have reviewed this Quarterly Report on Form 10-Q of Desktop Metal, Inc. for the quarter ended March 31, 2022;

2.            Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.            Based on my knowledge, the financial statements and other financial information included in this report, fairly present, in all material respects, the financial condition, results of operations, and cash flows of the registrant as of, and for, the periods presented in this report;

4.            The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

(a)          Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b)          Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of the financial statements for external purposes in accordance with generally accepted accounting principles;

(c)          Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d)          Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and

5.            The registrant’s other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s Board of Directors:

(a)          All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize, and report financial information; and

(b)          Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

. JK
Date:  May 10, 2022	/s/ James Haley
	James Haley
	Chief Financial Officer
	(Principal Financial Officer and Principal Accounting Officer)

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Desktop Metal, Inc. (the “Company”) on Form 10-Q for the quarter ended March 31, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), Ric Fulop, the Chief Executive Officer of the Company, and James Haley, the Chief Financial Officer of the Company, each hereby certifies pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of his knowledge:

1.    The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

2.    The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

May 10, 2022	/s/ Ric Fulop	Chief Executive Officer
	Ric Fulop	(Principal Executive Officer)
		Chief Financial Officer
May 10, 2022	/s/ James Haley	(Principal Financial Officer and Principal
	James Haley	Accounting Officer)

A signed original of this written statement required by 18 U.S.C. Section 1350 has been provided to Desktop Metal, Inc. and will be retained by Desktop Metal, Inc. and furnished to the Securities and Exchange Commission or its staff upon request.

XML

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2022	May 06, 2022
Document and Entity Information [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Transition Report	false
Document Period End Date	Mar. 31, 2022
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, Address Line One	63 3rd Avenue
Entity Address, City or Town	Burlington
Entity Address, State or Province	MA
Entity Address, Postal Zip Code	01803
City Area Code	978
Local Phone Number	224-1244
Title of 12(b) Security	Common Stock, $0.0001 Par Value per Share
Trading Symbol	DM
Security Exchange Name	NYSE
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		313,461,320
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2022
Document Fiscal Period Focus	Q1
Entity Central Index Key	0001754820
Amendment Flag	false

XML

CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Current assets:
Cash and cash equivalents	$ 103,590	$ 65,017
Current portion of restricted cash	2,166	2,129
Short-term investments	102,895	204,569
Accounts receivable	36,661	46,687
Inventory	81,876	65,399
Prepaid expenses and other current assets	22,446	18,208
Total current assets	349,634	402,009
Restricted cash, net of current portion	1,112	1,112
Property and equipment, net	58,082	58,710
Goodwill	630,022	639,301
Intangible assets, net	251,000	261,984
Other noncurrent assets	32,143	25,480
Total Assets	1,321,993	1,388,596
Current liabilities:
Accounts payable	30,431	31,558
Customer deposits	16,911	14,137
Current portion of lease liability	5,326	5,527
Accrued expenses and other current liabilities	31,615	33,829
Current portion of deferred revenue	19,261	18,189
Current portion of long-term debt, net of deferred financing costs	731	825
Total current liabilities	104,275	104,065
Long-term debt, net of current portion	523	548
Contingent consideration, net of current portion	2,596	4,183
Lease liability, net of current portion	19,856	13,077
Deferred revenue, net of current portion	4,047	4,508
Deferred tax liability	9,506	10,695
Other noncurrent liabilities	3,165	3,170
Total liabilities	143,968	140,246
Commitments and Contingencies (Note 17)
Stockholders' Equity
Preferred Stock, $0.0001 par value-authorized, 50,000,000 shares; no shares issued and outstanding at March 31, 2022 and December 31, 2021, respectively
Common Stock, $0.0001 par value-500,000,000 shares authorized; 312,999,991 and 311,737,858 shares issued at March 31, 2022 and December 31, 2021, respectively, 312,825,572 and 311,473,950 shares outstanding at March 31, 2022 and December 31, 2021, respectively	31	31
Additional paid-in capital	1,833,998	1,823,344
Accumulated deficit	(638,555)	(568,611)
Accumulated other comprehensive loss	(17,449)	(6,414)
Total Stockholders' Equity	1,178,025	1,248,350
Total Liabilities and Stockholders' Equity	$ 1,321,993	$ 1,388,596

XML

CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
CONDENSED 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	312,999,991	311,737,858
Common stock, shares, outstanding	312,825,572	311,473,950

XML

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Revenues
Total revenues	$ 43,706	$ 11,313
Cost of sales
Total cost of sales	45,034	11,900
Gross profit/(loss)	(1,328)	(587)
Operating expenses
Research and development	24,605	10,858
Sales and marketing	19,689	5,449
General and administrative	23,857	13,846
Total operating expenses	68,151	30,153
Loss from operations	(69,479)	(30,740)
Change in fair value of warrant liability		(56,576)
Interest expense	32	(73)
Interest and other (expense) income, net	(1,753)	361
Loss before income taxes	(71,200)	(87,028)
Income tax benefit	1,256	27,920
Net loss	$ (69,944)	$ (59,108)
Net loss per share-Basic	$ (0.22)	$ (0.25)
Net loss per share-Diluted	$ (0.22)	$ (0.25)
Weighted average shares outstanding basic	312,016,627	238,243,779
Weighted average shares outstanding diluted	312,016,627	238,243,779
Products
Revenues
Total revenues	$ 39,476	$ 10,311
Cost of sales
Total cost of sales	41,902	10,487
Services
Revenues
Total revenues	4,230	1,002
Cost of sales
Total cost of sales	$ 3,132	$ 1,413

XML

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net loss	$ (69,944)	$ (59,108)
Other comprehensive (loss) income, net of taxes:
Unrealized gain (loss) on available-for-sale marketable securities, net	12	1
Foreign currency translation adjustment	(11,047)	(13)
Total comprehensive (loss) income, net of taxes of $0	$ (80,979)	$ (59,120)

XML

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (Parenthetical) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Comprehensive loss, net of taxes	$ 0	$ 0

XML

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Accumulated Deficit	Accumulated Other Comprehensive (Loss) Income	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		180			180
Exercise of Common Stock options (in shares)	163,228
Vesting of restricted Common Stock (in shares)	56,015
Vesting of restricted stock units (in shares)	15,265
Repurchase of shares for employee tax withholdings		(54)			(54)
Repurchase of shares for employee tax withholdings (in shares)	(2,241)
Issuance of Common Stock for acquisitions		159,847			159,847
Issuance of Common Stock for acquisitions (in shares)	5,036,142
Stock-based compensation expense		2,217			2,217
Vesting of Trine Founder shares (in shares)	1,850,938
Exercise of warrants	$ 2	320,567			320,569
Exercise of warrants (in shares)	20,690,975
Net loss			(59,108)		(59,108)
Other comprehensive income (loss)				(12)	(12)
BALANCE at Mar. 31, 2021	$ 25	1,326,945	(387,385)	(21)	939,564
BALANCE (in shares) at Mar. 31, 2021	252,436,919
BALANCE at Dec. 31, 2020	$ 23	844,188	(328,277)	(9)	515,925
BALANCE (in shares) at Dec. 31, 2020	224,626,597
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		900			900
Exercise of Common Stock options (in shares)	786,693
Vesting of restricted Common Stock (in shares)	84,384
Vesting of restricted stock units (in shares)	520,265
Repurchase of shares for employee tax withholdings		(158)			(158)
Repurchase of shares for employee tax withholdings (in shares)	(39,720)
Stock-based compensation expense		9,912			9,912
Net loss			(69,944)		(69,944)
Other comprehensive income (loss)				(11,035)	(11,035)
BALANCE at Mar. 31, 2022	$ 31	$ 1,833,998	$ (638,555)	$ (17,449)	$ 1,178,025
BALANCE (in shares) at Mar. 31, 2022	312,825,572

XML

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Cash flows from operating activities:
Net loss	$ (69,944)	$ (59,108)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	12,883	3,892
Stock-based compensation	9,912	2,217
Change in fair value of warrant liability		56,576
Amortization (accretion) of discount on investments	413	406
Amortization of debt financing cost		4
Provision for bad debt	419	72	$ 447
Loss on disposal of property and equipment	2
Foreign exchange (gains) losses on intercompany transactions, net	185
Net increase (decrease) in accrued interest related to marketable securities	949	(240)
Net unrealized (gain) loss on marketable securities		(25)
Net unrealized (gain) loss on equity investment	1,700
Deferred tax benefit	(1,256)	(27,921)
Change in fair value of contingent consideration	(114)
Foreign currency transaction (gain) loss	10
Changes in operating assets and liabilities:
Accounts receivable	9,489	(61)
Inventory	(15,506)	(2,381)
Prepaid expenses and other current assets	(4,087)	(4,276)
Other assets	(210)	(30)
Accounts payable	(1,333)	(3,856)
Accrued expenses and other current liabilities	(3,391)	(5,247)
Customer deposits	2,980	(1,234)
Current portion of deferred revenue	721	105
Change in right of use assets and lease liabilities, net	(108)	(22)
Other liabilities	12
Net cash used in operating activities	(56,274)	(41,129)
Cash flows from investing activities:
Purchases of property and equipment	(4,074)	(262)
Proceeds from sale of property and equipment	6
Purchase of marketable securities		(92,386)
Proceeds from sales and maturities of marketable securities	98,625	48,241
Cash paid for acquisitions, net of cash acquired	(23)	(137,646)
Net cash provided by (used in) investing activities	94,534	(182,053)
Cash flows from financing activities:
Proceeds from reverse recapitalization, net of issuance costs		(1,239)
Proceeds from the exercise of stock options	900	180
Proceeds from the exercise of stock warrants		158,308
Payment of taxes related to net share settlement upon vesting of restricted stock units	(158)	(54)
Repayment of term loan	(43)
Net cash provided by financing activities	699	157,195
Effect of exchange rate changes on cash, cash equivalents and restricted cash	(349)	26
Net increase (decrease) in cash, cash equivalents, and restricted cash	38,610	(65,961)
Cash, cash equivalents, and restricted cash at beginning of period	68,258	484,137	484,137
Cash, cash equivalents, and restricted cash at end of period	106,868	418,176	68,258
Supplemental disclosures of cash flow information
Cash and cash equivalents	103,590	416,379	65,017
Restricted cash included in other current assets	2,166	1,021
Restricted cash included in other noncurrent assets	1,112	776
Total cash, cash equivalents and restricted cash shown in the condensed consolidated statements of cash flows	106,868	418,176	$ 68,258
Supplemental cash flow information:
Interest paid		73
Non-cash investing and financing activities:
Net unrealized (gain) loss on investments	(12)	(1)
Exercise of private placement warrants		149,904
Common Stock issued for acquisitions		159,847
Additions to right of use assets and lease liabilities	7,784	364
Purchase of property and equipment included in accounts payable	313	50
Transfers from property and equipment to inventory	1,721
Transfers from inventory to property and equipment	$ 605
Receivable for warrants exercised		$ 12,357

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ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES

3 Months Ended

Mar. 31, 2022

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 to a variety of end customers.

On December 9, 2020 (the “Closing Date”), Trine Acquisition Corp. (“Trine”) consummated the previously announced merger pursuant to the Agreement and Plan of Merger, dated August 26, 2020, by and among Trine, Desktop Metal, Inc. and Sparrow Merger Sub, Inc., pursuant to which Sparrow Merger Sub, Inc. merged with and into Desktop Metal, Inc., with Desktop Metal, Inc. becoming our wholly owned subsidiary (the “Business Combination”). Upon the closing of the Business Combination, Trine changed its name to Desktop Metal, Inc. and Desktop Metal, Inc. changed its name to Desktop Metal Operating, Inc.

Unless otherwise indicated or the context otherwise requires, references in this Quarterly Report on Form 10-Q 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.

Legacy Desktop Metal was deemed the accounting acquirer in the Business Combination based on an analysis of the criteria outlined in Accounting Standards Codification (“ASC”) 805. This determination was primarily based on Legacy Desktop Metal’s stockholders prior to the Business Combination having a majority of the voting power in the combined company, Legacy Desktop Metal having the ability to appoint a majority of the Board of Directors of the combined company, Legacy Desktop Metal’s existing management comprising the senior management of the combined company, Legacy Desktop Metal comprising the ongoing operations of the combined company, Legacy Desktop Metal being the larger entity based on historical revenues and business operations, and the combined company assuming Legacy Desktop Metal’s name. Accordingly, for accounting purposes, the Business Combination was treated as the equivalent of Legacy Desktop Metal issuing stock for the net assets of Trine, accompanied by a recapitalization. The net assets of Trine are stated at historical cost, with no goodwill or other intangible assets recorded.

While Trine was the legal acquirer in the Business Combination, because Legacy Desktop Metal was deemed the accounting acquirer, the historical financial statements of Legacy Desktop Metal became the historical financial statements of the combined company upon the consummation of the Business Combination. As a result, the financial statements included in this report reflect (i) the historical operating results of Legacy Desktop Metal prior to the Business Combination; (ii) the combined results of Trine and Legacy Desktop Metal following the close of the Business Combination; (iii) the assets and liabilities of Legacy Desktop Metal at their historical cost; and (iv) the Company’s equity structure for all periods presented.

In accordance with guidance applicable to these circumstances, the equity structure has been restated in all comparative periods up to the Closing Date to reflect the number of shares of the Company’s common stock, $0.0001 par value per share, issued to Legacy Desktop Metal’s stockholders in connection with the Business Combination. As such, the shares and corresponding capital amounts and earnings per share related to Legacy Desktop Metal convertible preferred stock and Legacy Desktop Metal common stock prior to the Business Combination have been retroactively restated as shares reflecting the exchange ratio of 1.22122 established in the Business Combination. Legacy Desktop Metal’s convertible preferred stock previously classified as mezzanine was retroactively adjusted, converted into Common Stock, and reclassified to permanent as a result of the reverse recapitalization.

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 and the Business Combination. 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 March 31, 2022 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.

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

3 Months Ended

Mar. 31, 2022

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

The accompanying unaudited condensed 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”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The condensed consolidated financial statements include the Company’s accounts and those of its subsidiaries. In the opinion of the Company’s management, the financial information for the interim periods presented reflects all adjustments, which are of a normal and recurring nature, necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows. The results reported in these condensed consolidated financial statements are not necessarily indicative of results that may be expected for the entire year.

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.

COVID-19 Pandemic

In March 2020, the World Health Organization declared the outbreak of a disease caused by a novel strain of the coronavirus (“COVID-19”) to be a pandemic. As of March 31, 2022, the impact of the COVID-19 pandemic continues to unfold and there has been uncertainty and disruption in the global economy and financial markets. The Company has considered the COVID-19 pandemic related impacts on its estimates, as appropriate, within its consolidated financial statements and there may be changes to those estimates in future periods.

The COVID-19 pandemic, as well as the response to mitigate the spread and effects of COVID-19, may impact the Company and its customers, as well as the demand for its products and services. The impact of COVID-19 on the Company’s operational results in subsequent periods will largely depend on future developments, and cannot be accurately predicted. These developments may include, but are not limited to, new information concerning the severity of COVID-19, the degree of success of actions take to contain or treat COVID-19 and the reactions by consumers, companies, governmental entities, and capital markets to such actions.

Significant Accounting Policies

The Company’s significant accounting policies are described in Note 2 to the financial statements in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. There have been no material changes to the significant accounting policies from the Annual Report on Form 10-K for the year ended December 31, 2021.

Recently Issued Accounting Standards

Recently Adopted Accounting Guidance

In October 2021, the FASB issued Accounting Standards Update (“ASU”) 2021-08, Business Combinations (Topic 805) —Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. This standard is effective for calendar-year public business entities in 2023 and interim periods within that year, and early adoption is permitted. The Company has adopted this ASU as of January 1, 2021 and has retrospectively adjusted purchase accounting for the acquisition of EnvisionTEC, which is described in Note 4 to these condensed

consolidated financial statements, where deferred revenue was fair valued. As a practical expedient, the Company elected to estimate the standalone selling price for allocation purposes at the acquisition date. Upon the application of this practical expedient, the Company recognized deferred revenue as part of purchase accounting in the amount of $0.2 million and $12.5 million for the acquisitions of EnvisionTEC and ExOne, which is described in Note 4 to the financial statements, respectively.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for calendar-year public business entities in 2021 and interim periods within that year, and early adoption is permitted. The Company adopted the ASU as of January 1, 2021, which did not have a material effect on the Company’s condensed consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which eliminates the performance of Step 2 from the goodwill impairment test. In performing its annual or interim impairment testing, an entity will instead compare the fair value of the reporting unit with its carrying amount and recognize any impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax-deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss. The Company adopted the ASU as of January 1, 2021, which did not have a material effect on the Company’s condensed consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses. This ASU added a new impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses. The CECL model applies to most debt instruments, trade receivables, lease receivables, financial guarantee contracts, and other loan commitments. The CECL model does not have a minimum threshold for recognition of impairment losses and entities will need to measure expected credit losses on assets that have a low risk of loss. The company adopted the ASU as of January 1, 2022, which did not have a material effect on the Company’s condensed consolidated financial statements.

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REVENUE RECOGNITION

3 Months Ended

Mar. 31, 2022

REVENUE RECOGNITION

REVENUE RECOGNITION

3. REVENUE RECOGNITION

Contract Balances

The Company’s deferred revenue balance was $23.3 million and $22.7 million as of March 31, 2022 and December 31, 2021, respectively. During the three months ended March 31, 2022, the Company recognized $6.9 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 three months ended March 31, 2022 and 2021.

Remaining Performance Obligations

At March 31, 2022, the Company had $23.3 million of remaining performance obligations, also referred to as backlog, of which approximately $19.3 million is expected to be fulfilled over the next 12 months, notwithstanding uncertainty related to the impact of COVID-19, including, but not limited to, international shipping and travel restrictions brought about by COVID-19, 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 $16.9 million at March 31, 2022.

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ACQUISITIONS

3 Months Ended

Mar. 31, 2022

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 decrease in deferred income tax liabilities of $4.1 million and 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. As of December 31, 2021, the measurement period is completed.

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. $16.4 million of the goodwill recognized is deductible for income tax purposes. During 2021, 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 condensed consolidated statements of operations.

EnvisionTEC’s results are included in the Company’s consolidated results for the period from February 16, 2021 to December 31, 2021. During that 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 total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to Adaptive 3D’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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. During 2021, 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 period from May 7, 2021 to December 31, 2021. During that 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 period following the transaction date.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to Aerosint’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 $5.5 million as of March 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, and a fair value of $4.0 million as of March 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 March 31, 2022. 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 contingent consideration, net of current portion, on the condensed consolidated balance sheets. As of March 31, 2022, $2.9 million of contingent consideration is recorded in accrued expenses and other current liabilities and $2.6 million is recorded in contingent consideration, net of current portion, in the condensed 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 preliminary 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. During 2021, 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 period from June 24, 2021 to December 31, 2021. During that period, Aerosint’s revenues were $0.6 million and net loss was $0.4 million.

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 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 vesting period

and continuing employment. The Company will recognize compensation expense for these restricted stock units over the vesting period.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to Dental Arts Labs’ tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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. During 2021, 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 period from July 30, 2021 to December 31, 2021. During that 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 March 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 vesting period and continuing employment. The Company will recognize compensation expense for these restricted stock units over the vesting period.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to A.I.D.R.O.’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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 increase 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. During 2021, 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 period from September 7, 2021 to December 31, 2021. During that 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 vesting period and continuing employment. The Company will recognize compensation expense for these restricted stock units over the vesting period.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to Brewer Dental’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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. During 2021, 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 period from October 14, 2021 to December 31, 2021. During that 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 vesting period and continuing employment. The Company will recognize compensation expense for these restricted stock units over the vesting period.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to My Dental’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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

Subsequent to the acquisition date, the Company made a working capital adjustment to the preliminary purchase price allocation, which resulted in an immaterial increase to goodwill.

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. During 2021, 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 period from October 29, 2021 to December 31, 2021. During that 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 extends 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 will be accounted for as a business combination using the acquisition method of accounting. The Company is currently finalizing the allocation of the purchase price and expects the purchase price to be allocated primarily to goodwill and intangible assets.

The total purchase price was allocated to the identifiable assets acquired and liabilities assumed based on the Company’s preliminary estimates of their fair values on the acquisition date. The fair values assigned to ExOne’s tangible and intangible assets and liabilities assumed, and the related deferred tax assets and liabilities, are considered preliminary and are based on the information available at the date of the acquisition. The Company is in the process of finalizing its purchase price allocation, and the tax basis of the assets and liabilities acquired. This may result in potential adjustments to the carrying value of the respective recorded assets and liabilities, establishment of certain intangible assets, revisions of useful lives of intangible assets, establishment of potential acquisition contingencies, and the determination of any residual amount that will be allocated to goodwill. Adjustments that impact the deferred tax liability recorded in the business combination could result in an increase or decrease in the Company’s recorded valuation allowance that will be recognized in the accompanying statement of operations.

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 preliminary 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		13,639
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	$	286,904
Liabilities assumed:
Accounts payable	$	5,830
Accrued expenses and other current liabilities		11,025
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	$	48,538
Net assets acquired	$	238,366
Goodwill	$	374,636
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. During 2021, 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 period from November 12, 2021 to December 31, 2021. During that 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, 2020 (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. Due to the stage of development of this license at the date of the acquisition, significant research, development, and risk remained, and it was

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 condensed 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.

The acquired in-process research and development asset consists of the development of novel functional binders to provide advanced additive manufacturing solutions. Due to the stage of development of this technology at the date of the acquisition, significant research, development, and risk remained, and it was not yet probable that there was future economic benefit from this asset. Absent successful commercialization of this asset, there was no associated alternative future use. Accordingly, the value of the assets was expensed in the condensed consolidated statements of operations and no deferred tax liability has been recorded.

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CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS

3 Months Ended

Mar. 31, 2022

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):

	March 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
Money market funds	$	87,581	$	—	$	—	$	87,581
Total cash equivalents		87,581		—		—		87,581
Commercial paper		56,282		—		—		56,282
Corporate bonds		16,140		—		(32)		16,108
Government bonds		17,274		—		(3)		17,271
Asset-backed securities		7,516		—		(2)		7,514
Total short-term investments		97,212		—		(37)		97,175
Total cash equivalents and short-term investments	$	184,793	$	—	$	(37)	$	184,756

	December 31, 2021
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
Money market funds	$	46,521	$	—	$	—	$	46,521
Total cash equivalents		46,521		—		—		46,521
Commercial paper		70,401		—		—		70,401
Corporate bonds		65,645		—		(28)		65,617
Government bonds		36,487		—		(11)		36,476
Asset-backed securities		24,665		—		(10)		24,655
Total short-term investments		197,198		—		(49)		197,149
Total cash equivalents and short-term investments	$	243,719	$	—	$	(49)	$	243,670

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, which was $5.7 million as of March 31, 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 three months ended March 31, 2022, the Company recorded an unrealized loss due to the change in fair value of the equity securities of $1.7 million in interest and other (expense) income, net in the consolidated statements of operations.

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FAIR VALUE MEASUREMENTS

3 Months Ended

Mar. 31, 2022

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):

	March 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	$	87,581	$	—	$	—	$	87,581
Commercial paper		—		56,282		—		56,282
Corporate bonds		—		16,108		—		16,108
Government bonds		—		17,271		—		17,271
Asset-backed securities		—		7,514		—		7,514
Equity securities		5,720		—		—		5,720
Other investments		—		—		6,750		6,750
Total assets	$	93,301	$	97,175	$	6,750	$	197,226
Liabilities:
Contingent consideration	$	—	$	—	$	5,540	$	5,540
Total liabilities	$	—	$	—	$	5,540	$	5,540

	December 31, 2021
	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	$	46,521	$	—	$	—	$	46,521
Commercial paper		—		70,401		—		70,401
Corporate bonds		—		65,617		—		65,617
Government bonds		—		36,476		—		36,476
Asset-backed securities		—		24,655		—		24,655
Equity securities		7,420		—		—		7,420
Other investments		—		—		6,750		6,750
Total assets	$	53,941	$	197,149	$	6,750	$	257,840
Liabilities:
Contingent consideration	$	—	$	—	$	5,654	$	5,654
Total liabilities	$	—	$	—	$	5,654	$	5,654

The Company has determined that the estimated fair value of its corporate bonds and commercial paper 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 three months ended March 31, 2022, the Company recognized a loss on investment of $1.7 million. Additionally, 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 during the year ended December 31, 2021. 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 investment was recorded as a Level 3 investment because the equity securities were not registered for resale and a discount for lack of marketability was still applied. Subsequently, the securities were registered and the investment was transferred from Level 3 to Level 1.

Other investments include investments made via convertible debt instruments totaling $6.8 million. 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 fair valuing 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 three months ended March 31, 2022, the Company recognized no gain or loss on convertible debt instruments. During the three months ended March 31, 2021, the Company recognized an immaterial gain on convertible debt instruments in interest and other (expense) income, net in the condensed consolidated statements of operations.

The fair value of the Private Placement Warrants is estimated using the Black-Scholes option pricing model and is classified as a Level 3 financial instrument. The significant assumptions used in the model were the Company’s stock price, exercise price, expected term, volatility, interest rate, and dividend yield. During the three months ended March 31, 2022 and 2021, the Company recognized no gain or loss and a loss of $56.6 million, respectively, on the Private Placement Warrants. The Private Placement Warrants were all exercised as of March 2, 2021.

The contingent consideration liability was valued using a Monte Carlo simulation in a risk-neutral framework as well as a scenario based approach (both special cases of the income approach), based on key inputs that are not all observable in the market and is classified as a Level 3 liability. The Company assesses the fair value of the contingent consideration liability at each reporting period, with any subsequent changes to the fair value of the liability reflected in the condensed consolidated statement of operations until the liability is settled. During the three months ended March 31, 2022, the Company recognized a change in fair value of contingent consideration of $0.1 million.

There were no transfers between fair value measure levels during the three months ended March 31, 2022 and 2021. The following table presents information about the Company’s movement in Level 3 assets measured at fair value (in thousands):

	Three Months Ended March 31,
	2022		2021
Balance at beginning of period	$	6,750	$	3,000
Changes in fair value		—		25
Balance at end of period	$	6,750	$	3,025

The following table presents information about the Company’s movement in Level 3 liabilities measured at fair value (in thousands):

	Three Months Ended March 31,
	2022		2021
Balance at beginning of period	$	5,654	$	93,328
Changes in fair value		(114)		56,576
Exercise of private placement warrants		—		(149,904)
Balance at end of period	$	5,540	$	—

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ACCOUNTS RECEIVABLE

3 Months Ended

Mar. 31, 2022

ACCOUNTS RECEIVABLE

ACCOUNTS RECEIVABLE

7. ACCOUNTS RECEIVABLE

The components of accounts receivable are as follows (in thousands):

	March 31,		December 31,
	2022		2021
Trade receivables	$	37,738	$	47,352
Allowance for doubtful accounts		(1,077)		(665)
Total accounts receivable	$	36,661	$	46,687

The following table summarizes activity in the allowance for doubtful accounts (in thousands):

	March 31,		December 31,
	2022		2021
Balance at beginning of period	$	665	$	500
Provision for uncollectible accounts, net of recoveries		419		447
Uncollectible accounts written off		(7)		(282)
Balance at end of period	$	1,077	$	665

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INVENTORY

3 Months Ended

Mar. 31, 2022

INVENTORY

INVENTORY

8. INVENTORY

Inventory consists of the following (in thousands):

	March 31,		December 31,
	2022		2021
Raw materials	$	32,657	$	24,887
Work in process		9,163		8,875
Finished goods:
Deferred cost of sales		6,983		6,999
Manufactured finished goods		33,073		24,638
Total finished goods		40,056		31,637
Total inventory	$	81,876	$	65,399

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PREPAID EXPENSES AND OTHER CURRENT ASSETS

3 Months Ended

Mar. 31, 2022

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):

	March 31,		December 31,
	2022		2021
Prepaid operating expenses		12,542		11,961
Prepaid taxes		1,692		1,981
Prepaid dues and subscriptions		2,542		1,889
Prepaid insurance		3,895		492
Government grants receivable		269		226
Prepaid rent		192		178
Other		1,314		1,481
Total prepaid expenses and other current assets	$	22,446	$	18,208

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PROPERTY AND EQUIPMENT

3 Months Ended

Mar. 31, 2022

PROPERTY AND EQUIPMENT

PROPERTY AND EQUIPMENT

10. PROPERTY AND EQUIPMENT

Property and equipment, net consists of the following (in thousands):

	March 31,		December 31,
	2022		2021
Equipment	$	45,341	$	42,892
Land and buildings		16,804		17,214
Automobiles		1,080		905
Furniture and fixtures		1,532		1,844
Computer equipment		2,102		1,725
Tooling		2,050		2,000
Software		2,313		2,346
Leasehold improvements		15,965		15,263
Construction in process		2,738		4,185
Property and equipment, gross		89,925		88,374
Less: accumulated depreciation		(31,843)		(29,664)
Total property and equipment, net	$	58,082	$	58,710

Depreciation and amortization expense was $3.1 million for the three months ended March 31, 2022. Depreciation and amortization expense was $1.5 million for the three months ended March 31, 2021.

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GOODWILL & INTANGIBLE ASSETS

3 Months Ended

Mar. 31, 2022

GOODWILL & INTANGIBLE ASSETS

GOODWILL & INTANGIBLE ASSETS

11. GOODWILL & INTANGIBLE ASSETS

The carrying amount of goodwill at March 31, 2022 and December 31, 2021 was $630.0 million and $639.3 million respectively, and has been recorded in connection with the Company’s acquisitions. The goodwill activity is as follows (in thousands):

		Goodwill
Balance at December 31, 2020	$	2,252
Acquisition of EnvisionTEC		195,688
Acquisition of Adaptive3D		35,113
Acquisition of Aerosint		14,581
Acquisition of Dental Arts Labs		8,839
Acquisition of A.I.D.R.O.		3,515
Acquisition of Brewer Dental		2,463
Acquisition of May Dental		6,782
Acquisition of ExOne		374,636
Foreign currency translation adjustment		(4,568)
Balance at December 31, 2021	$	639,301
May Dental working capital adjustment		23
Foreign currency translation adjustment		(9,302)
Balance at March 31, 2022	$	630,022

The Company has no accumulated impairment losses on goodwill.

Intangible assets consisted of the following (in thousands):

		March 31, 2022						December 31, 2021
	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	9.0	$	197,828	$	17,833	$	179,995	$	198,631	$	11,421	$	187,210
Trade name	10.7		12,469		1,106		11,363		12,475		684		11,791
Customer relationships	10.5		68,673		9,156		59,517		69,127		6,296		62,831
Capitalized software	1.3		518		393		125		518		366		152
Total intangible assets		$	279,488	$	28,488	$	251,000	$	280,751	$	18,767	$	261,984

The Company recognized $9.8 million of amortization expense during the three months ended March 31, 2022. The Company recognized $2.3 million of amortization expense during the three months ended March 31, 2021.

	Statement of	Amortization		Amortization
	Operations	Expense		Expense
Category	Line Item	March 31, 2022		March 31, 2021
Acquired technology	Cost of Sales	$	5,990	$	1,091
Acquired technology	Research and Development		443		506
Trade name	General and Administrative		422		80
Customer relationships	Sales and Marketing		2,902		621
Capitalized software	Research and Development		27		45
		$	9,784	$	2,343

The Company expects to recognize the following amortization expense (in thousands):

	Amortization Expense
2022 (remaining 9 months)	$	29,340
2023		42,010
2024		42,072
2025		39,562
2026		29,707
2027 and after		68,309
Total intangible amortization	$	251,000

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OTHER NONCURRENT ASSETS

3 Months Ended

Mar. 31, 2022

OTHER NONCURRENT ASSETS

OTHER NONCURRENT ASSETS

12. OTHER NONCURRENT ASSETS

The following table summarizes the Company’s components of other noncurrent assets (in thousands):

	March 31,		December 31,
	2022		2021
Right of use asset	$	24,288	$	17,794
Long-term deposits		644		390
Other investments		6,750		6,750
Other		461		546
Total other noncurrent assets	$	32,143	$	25,480

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ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES

3 Months Ended

Mar. 31, 2022

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):

	March 31,		December 31,
	2022		2021
Compensation and benefits related	$	12,153	$	17,124
Professional services		4,185		2,659
Warranty reserve		3,727		4,048
Franchise and royalty fees		2,108		2,035
Current portion of contingent consideration		2,944		1,471
Inventory purchases		2,440		1,072
Commissions		366		849
Income tax payable		171		233
Sales and use and franchise taxes		298		274
Other		3,223		4,064
Total accrued expenses and other current liabilities	$	31,615	$	33,829

As of March 31, 2022, and December 31, 2021, the Company has recorded $3.7 million and $4.0 million, respectively, of warranty reserve within accrued expenses and other current liabilities in the condensed consolidated balance sheets. Warranty reserve consisted of the following (in thousands):

	March 31,		December 31,
	2022		2021
Warranty reserve, at the beginning of the period	$	4,048	$	1,553
Warranty reserve assumed in acquisition		—		1,389
Additions to warranty reserve		28		2,576
Claims fulfilled		(349)		(1,470)
Warranty reserve, at the end of the period	$	3,727	$	4,048

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DEBT

3 Months Ended

Mar. 31, 2022

DEBT

DEBT

14. DEBT

Term Loan—In June 2018, the Company entered into a $20 million term loan for 36 months. The loan provided $10 million immediately funded with the additional $10 million available to be drawn in up to three draws of not less than $2 million for 12 months from close of the facility. The loan was interest-only for the full 36 months with the principal due at maturity in June 2021. The outstanding loan was paid in full in June 2021.

PPP Loans— In connection with the acquisition of EnvisionTEC, the Company acquired $1.2 million in Paycheck Protection Program (the “PPP”) loans. The PPP, established as part of the Coronavirus Aid, Relief and Economic Security Act, provided for loans to qualifying businesses. Under the terms of the CARES Act, PPP loan recipients could apply for forgiveness for all or a portion of the loan which is dependent upon the Company having initially qualified for the loan. Furthermore, the loan was subject to forgiveness to the extent loan proceeds are used for payroll costs, certain rents, utilities, and mortgage interest expense. The PPP loan had a maturity date of April 3, 2022 and an interest rate of 1%. On May 14, 2021, the outstanding loan balances were forgiven and the restricted cash that was held back from the initial purchase price in the event the loan was not forgiven was released to the seller. There is no outstanding PPP loan balance for EnvisionTEC as of December 31, 2021.

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 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 three months ended March 31, 2022, the Company paid $0.1 million and as of March 31, 2022, $0.8 million remains outstanding. $0.3 million of the outstanding debt is recorded within current portion of long-term debt, net of deferred financing costs and $0.5 million is recorded within long-term debt, in the condensed consolidated balance sheets.

Equipment Financing Agreement—In connection with the acquisition of Dental Arts Labs, the Company acquired a thirteen-month equipment financing agreement (“Financing Agreement”) in the amount of $0.5 million. The Financing Agreement provided for an advance payment of $0.5 million to secure equipment for the Company. Payments are made monthly under the Financing Agreement upon acceptance, which had not yet occurred as of December 31, 2021. Subsequent to December 31, 2021, the Company executed a delivery and acceptance certificate which commences payment. The financing agreement balance of $0.5 million is recorded in current portion of long-term debt, net of deferred financing costs, in the condensed consolidated balance sheets. The Financing Agreement will mature in June 2023.

Deferred Financing Costs—In connection with the term loan borrowing, the Company incurred $0.1 million of expenses, which have been recorded as deferred financing costs. The Company amortizes these costs over the life of the borrowing. During the three months ended March 31, 2022 and 2021, the Company recorded immaterial interest expense related to the amortization of the financing costs. As of March 31, 2022, the there is no remaining unamortized balance of deferred financing costs. As of December 31, 2021, the remaining unamortized balance of deferred financing costs is immaterial, and is included as a component of current portion of long-term debt, net of deferred financing costs in the condensed consolidated balance sheets.

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OTHER NONCURRENT LIABILITIES

3 Months Ended

Mar. 31, 2022

OTHER NONCURRENT LIABILITIES

OTHER NONCURRENT LIABILITIES

15. OTHER NONCURRENT LIABILITIES

The following table summarizes the Company’s components of other noncurrent liabilities (in thousands):

	March 31,		December 31,
	2022		2021
Taxes payable	$	1,034	$	1,034
Acquisition consideration		1,750		1,750
Other		381		386
Total other noncurrent liabilities	$	3,165	$	3,170

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LEASES

3 Months Ended

Mar. 31, 2022

LEASES

LEASES

16. LEASES

Lessee

At March 31, 2022, the Company recorded $24.3 million as a right of use asset and $24.5 million as an operating lease liability. At December 31, 2021, the Company recorded $17.8 million as a right of use asset and $17.8 million as an operating lease liability. The Company assesses its right of use asset and other lease-related assets for impairment. There were no impairments recorded related to these assets during the three months ended March 31, 2022 and the year ended December 31, 2021.

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 three months ended March 31, 2022 and 2021.

Information about other lease-related balances is as follows (in thousands):

	Three Months Ended March 31,
	2022			2021
Lease cost
Operating lease cost	$	1,460		$	323
Finance lease cost		19			—
Short‑term lease cost		70			22
Variable lease cost		61			39
Total lease cost	$	1,610		$	384
Other Information
Operating cash flows used in operating leases	$	1,464		$	244
Operating cash flows used in finance leases		21			—
Weighted‑average remaining lease term—operating leases (years)		3.5			2.9
Weighted‑average remaining lease term—finance leases (years)		7.6			—
Weighted‑average discount rate—operating leases		3.9	%		5.5	%
Weighted‑average discount rate—finance leases		1.5	%		—	%

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, including immaterial future minimum lease payments under finance leases, at March 31, 2022, are as follows (in thousands):

	Operating Leases		Finance Leases
2022 (remaining 9 months)	$	4,633	$	63
2023		5,790		84
2024		4,386		80
2025		3,681		79
2026		3,427		79
2027 and after		5,267		351
Total lease payments		27,184		736
Less amount representing interest		(2,685)		(53)
Total lease liability		24,499		683
Less current portion of lease liability		(5,264)		(62)
Lease liability, net of current portion	$	19,235		621

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 March 2022, the Company entered into a lease for new office, light manufacturing and research and development space for Adaptive 3D in Richardson, Texas. The commencement date for the lease is August 1, 2022. The rent is fixed through July 31, 2030 for an aggregate annual rent totaling $0.3 million, plus taxes and operating expenses. The Company has an option to terminate the lease, for a termination fee, at the end of the fifth year of the lease. The Company also has the option to renew the lease for consecutive one-year terms, with the rent subject to adjustment for each renewal term.

Lessor

The Company leases machinery and equipment to customers (principally 3D printing machines and related equipment) under lease arrangements classified as either operating leases or sales-type leases. At March 31, 2022, the Company estimated that the total fair market value approximated the related net book value of the machinery and equipment held under the Company’s operating lease arrangements. The Company’s net investment in sales-type lease arrangements at March 31, 2022 is immaterial and is recorded in prepaid expense and other current assets in the consolidated balance sheets. There was no net investment in sales-type lease arrangements at March 31, 2021.

The Company recognized the following components under operating and sales-type lease arrangements in the accompanying consolidated statements of operations and comprehensive loss for the periods indicated:

		Three Months Ended March 31,
		2022			2021
		Operating	Sales-type		Operating	Sales-type
Revenue	$	192	—	$	—	—
Interest Income (1)		—	9		—	—

⁽¹⁾ Interest income related to sales-type leases is recorded as a component of revenue in the consolidated statements of operations and comprehensive loss for each of the periods presented.

The Company’s net investment in sales-type leases consisted of the following:

	Three Months Ended March 31,
	2022		2021
Future minimum lease payments receivable	$	1,184	$	—
Less: Allowance for doubtful accounts		(523)		—
Net future minimum lease payments receivable		661		—
Less: Unearned interest income		(30)		—
Net investment in sales-type leases	$	631	$	—

The Company did not record any provisions for bad debt related to lessees during the three months ended March 31, 2022.

Future minimum lease receipts of non-cancellable operating and sales-type lease arrangements as of March 31, 2022 were as follows:

	Operating		Sales-type
2022	$	243	$	632
2023		211		463
2024		37		45
2025		9		44
2026		—		—
Thereafter		—		—
Total minimum lease payments	$	500	$	1,184
Less: Allowance for doubtful accounts				(523)
Less: Present value discount				(30)
Future minimum lease payments receivable			$	631

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COMMITMENTS AND CONTINGENCIES

3 Months Ended

Mar. 31, 2022

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 condensed consolidated financial statements.

Between September 2021 and the closing of the ExOne Merger on November 12, 2021, twelve putative class action complaints were filed by purported ExOne shareholders against ExOne and the former ExOne Board of Directors alleging violations of federal securities laws in connection with the S-4 filed by ExOne for the ExOne Merger. All have been dismissed.

On November 8, 2021, another purported stockholder, Leo Lissoq Goldstein, filed a Section 220 complaint in Delaware Chancery Court against ExOne (Goldstein v. The ExOne Company, Case No. 2021-0958-KSJM). Mr. Goldstein seeks to discover certain books and records of the company related to the ExOne Merger purportedly in order to investigate, among other things, the events leading up to and the disclosures made in connection with the ExOne Merger. Mr. Goldstein has also moved to intervene and stay the Campanella action, discussed below, until his Section 220 action is complete.

On November 22, 2021, purported stockholder Pietro Campanella filed a class action lawsuit against ExOne, Desktop Metal, Inc., and former ExOne directors and officers alleging breach of fiduciary duties and aiding and abetting breach of fiduciary duties in connection with the ExOne Merger (Campanella v. The ExOne Company et al., Case No. 2021-1013, Case No. 2021-1013-LWW). In particular, Mr. Campanella alleges that ExOne’s proxy statement and supplemental disclosures did not adequately disclose information related to a whistleblower investigation at one of Desktop Metal’s subsidiaries, EnvisionTEC, and the resignation of EnvisionTEC’s CEO.

On December 21, 2021, January 14, 2022, February 2, 2022 and February 22, 2022, four alleged shareholders of Desktop Metal stock filed purported securities class action complaints in the United States District Court for the District of Massachusetts. (Luongo v. Desktop Metal, D. Mass., Case No. 1:21-cv-12099-IT; Hathaway v. Desktop Metal, D. Mass., Case No. 1:22-cv-10059-IT; Guzman-Martinez v. Desktop Metal, D. Mass, Case No. 1:22-cv-10173, Xie v. Desktop Metal, Case No. 1:22-cv-10297-IT). Each complaint alleges 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. On February 4, 2022, the court issued an order consolidating the first three District of Massachusetts securities class actions.

The Company believes that these complaints are all without merit and intends to defend against them vigorously.

Commitments

The Company has entered into legally binding agreements with certain suppliers to purchase materials used in the manufacturing of the Company’s products. As of March 31, 2022, the Company had outstanding purchase orders with contract manufacturers in the amount of $52.7 million which are not included in the condensed consolidated balance sheets.

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, one-time payments of $0.3 million and is obligated to pay a set percentage, ranging from 1.0% - 13%, of all consideration received by the Company for sales of related products and services, until the agreements are terminated at various dates through 2037. The Company’s aggregate minimum annual commitment under these contracts is $0.3 million. During the three months ended March 31, 2022 and 2021, the Company recorded immaterial licensing and royalty fees.

As a result of the acquisition of ExOne, the Company assumed short-term financial guarantees and letters of credit. Within the Company’s normal course of operations, it issues these short-term financial guarantees and letters of credit through a credit facility with a German bank to third parties in connection with certain commercial transactions requiring security. The credit facility provides a capacity amount of $4.0 million for the issuance of financial guarantees and letters of credit for commercial transactions requiring security. The credit facility does not require cash collateral for the issuance of financial guarantees and letters of credit for commercial transactions requiring security for amounts up to $1.1 million. Amounts in excess of $1.1 million require cash collateral under the credit facility.

At March 31, 2022, total outstanding financial guarantees and letters of credit issued by the Company under the credit facility were $2.7 million, of which $0.6 million have expiration dates ranging from May 2022 to March 2023, and the remaining $2.1 million with no expiration date. At March 31, 2022, cash collateral of $1.6 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.

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INCOME TAXES

3 Months Ended

Mar. 31, 2022

INCOME TAXES

INCOME TAXES

18. INCOME TAXES

The Company’s provision for interim periods is determined using an estimate of the annual effective tax rate, adjusted for discrete items arising in that quarter. The Company’s effective tax rate differs from the U.S. statutory tax rate primarily due to valuation allowances on its deferred tax assets as it is more likely than not that some or all of the Company’s deferred tax assets will not be realized. During the three months ended March 31, 2022 and 2021, the Company recorded an income tax benefit of $1.3 million and $27.9 million, respectively.

The Company recognizes deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the Company’s consolidated financial statements and tax returns. Deferred tax assets and liabilities are determined based upon the differences between the consolidated financial statements carrying amounts and the tax bases of existing assets and liabilities and for loss and credit carryforwards, using enacted tax rates expected to be in effect in the years in which the differences are expected to reverse. The Company has provided a full valuation allowance against the net deferred tax assets as 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.

The Company provides reserves for potential payments of taxes to various tax authorities related to uncertain tax positions. Amounts recognized are based on a determination of whether a tax benefit taken by the Company in its tax filings or positions is “more likely than not” to be sustained on audit. The amount associated with uncertain tax positions are recorded as a component of income tax expense. As of March 31, 2022, the Company has accrued uncertain tax positions of approximately $1.0 million related to the EnvisionTEC acquisition. The amounts relate to U.S. state and foreign tax positions. Included in the balance of unrecognized tax benefits as of March 31, 2022 are amounts that, if recognized, would impact the effective tax rate. As of December 31, 2021, the company accrued uncertain tax positions of approximately $1.0 million related to the EnvisionTEC acquisition.

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STOCKHOLDERS' EQUITY

3 Months Ended

Mar. 31, 2022

STOCKHOLDERS EQUITY

STOCKHOLDERS' EQUITY

19. STOCKHOLDERS’ EQUITY

As of March 31, 2022, the Company’s authorized shares consisted of 500,000,000 shares of Common Stock, $0.0001 par value 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-half of a redeemable warrant (each, a “Public Warrant”). Each whole Public Warrant entitles the holder to purchase one share of Common Stock at a price of $11.50 per share and became exercisable as of 30 days from the date of the Business Combination. Unless earlier redeemed, the Public Warrants will expire five years from the completion of the Business Combination. The Company may redeem the outstanding Public Warrants in whole and not in part at a price of $0.01 per Public Warrant upon a minimum of 30 days’ prior written notice of redemption, and only in the event that the last sale price of the Company’s Common Stock is at least $18.00 per share for any 20 trading days within a 30-trading day period ending on the third trading day prior to the date on which notice of redemption is given. If the Company redeems the Public Warrants as described above, it will have the option to require all Public Warrant holders that wish to exercise to do so on a “cashless basis”. On February 26, 2021, the Company delivered a notice to redeem all of its outstanding Public Warrants that remain unexercised at 5:00 p.m. New York City time on March 29, 2021. During 2021, Public Warrants for 14,840,589 shares of the Company’s Common Stock were exercised for cash, resulting in the Company receiving net proceeds of $170.7 million. On March 29, 2021, the 166,905 outstanding Public Warrants were redeemed by the Company for $0.01 per Public Warrant. Effective March 29, 2021, all of the Public Warrants were exercised or redeemed.

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 are classified as liabilities, and are measured at fair value through earnings. During the three months ended March 31, 2022, the Company recorded no gain or loss related to the change in fair value of the private placement warrants. During the three months ended March 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:

	Three Months Ended
	March 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.

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STOCK BASED COMPENSATION

3 Months Ended

Mar. 31, 2022

STOCK BASED COMPENSATION

STOCK BASED COMPENSATION

20. STOCK BASED COMPENSATION

In 2015, the Board of Directors approved the adoption of the 2015 stock incentive plan (the “2015 Plan”). The 2015 Plan allowed 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. Awards could be made under the 2015 Plan for up to 26,283,789 shares of Common Stock. Option awards expire 10 years from the grant date and generally vest over four years; however, vesting conditions can vary at the discretion of our Board of Directors.

As part of the acquisition of Make Composites, Inc. (“Make”) in 2019, the Company assumed the 2018 equity incentive plan of Make (the “Make Plan”). The Make Plan allows for the award of incentive and nonqualified stock options and warrants for those employees and contractors that were hired as part of the acquisition. The Make Plan allowed for 232,304 options and warrants to be issued, which were issued in 2019, with no additional options to be issued in the future. Option awards expire 10 years from the grant date and generally vest over four years; however, vesting conditions can vary at the discretion of our Board of Directors.

In December 2020, the Board of Directors and stockholders of the Company approved the adoption of the 2020 Incentive Award Plan (the “2020 Plan” and together with the 2015 Plan and the Make Plan, the “Plans”), which became effective on the date of the Business Combination. Upon effectiveness of the 2020 Plan, the Company ceased granting new awards under the 2015 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. The number of shares of common stock initially available for issuance under the 2020 Plan was 12,400,813 shares of common stock plus the number of shares subject to awards outstanding under the 2015 Plan that expire, lapse, terminate, or are exchanged for cash, surrendered, repurchased, or canceled without having been fully exercised or forfeited. 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, 2022, 15,573,698 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.

In July 2020 in order to incentivize and retain personnel, the Company repriced certain unvested stock options held by employees to have an exercise price equal to the then-current fair market value of its Common Stock. Vested awards were not eligible for repricing. Employees were allowed to opt out of the repricing of unvested stock options by providing notice to the Company within thirty days following the repricing. If an employee did not opt out of the repricing, all unvested options held by such employee were repriced and subject to a new vesting schedule. Repriced options vest over a period of four years from the date of the repricing, with one-year cliff vesting and monthly vesting thereafter, provided service with the Company is not terminated. The repricing affected 116 employees, at an incremental compensation cost of $3.6 million to the Company, which will be recognized over the vesting period.

During the three months ended March 31, 2022 and 2021, the Company did not grant any options to purchase shares of Common Stock to employees or non-employees.

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 three months ended March 31, 2022, no performance-based stock options vested or were forfeited. As of March 31, 2022, 476,298 performance-based stock options remain outstanding.

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.

The option activity of the Plans for the three months ended March 31, 2022, 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, 2022	13,249	$	1.73	7.23	$	42,775
Granted	—	$
Exercised	(787)	$	1.14
Forfeited/expired	(283)	$	1.68
Outstanding at March 31, 2022	12,179	$	1.77	7.06	$	36,302
Options vested at March 31, 2022	8,001	$	1.91	6.47	$	22,710
Options vested or expected to vest at March 31, 2022	11,652	$	1.78	7.01	$	40,852

The aggregate intrinsic value of options exercised during the three months ended March 31, 2022 and 2021, was $2.5 million and $0.1 million, respectively.

The total stock- based compensation expense related to stock options during the three months ended March 31, 2022 and March 31, 2021 was $0.9 million and $1.2 million, respectively. Total unrecognized stock-based compensation expense related to unvested stock options at March 31, 2022 aggregated $6.9 million and is expected to be recognized over a weighted-average period of 2.2 years.

Restricted Stock Awards

In connection with acquisitions, the Company has granted restricted stock awards (“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 as of March 31, 2022 is as follows (shares in thousands):

	Shares Subject	Weighted-Average
	to Vesting	Grant Date Fair Value
Balance of unvested shares as of January 1, 2022	264	$ 7.79
Cancelled/Forfeited	(5)	$ 8.78
Vested	(84)	$ 6.90
Balance of unvested shares as of March 31, 2022	175	$ 7.79

The total stock-based compensation expense related to RSAs during the three months ended March 31, 2022 and 2021 was $0.4 million and $0.2 million, respectively. As of March 31, 2022, the total unrecognized stock-based compensation expense related to unvested RSAs aggregated $1.5 million, and is expected to be recognized over a weighted-average period of 1.9 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 cliff vesting and quarterly vesting thereafter, provided service with the Company is not terminated. The fair value of RSUs is equal to the estimated fair market value of the Company’s Common Stock on the date of grant.

RSU activity under the 2020 Plan for the three months ended March 31, 2022 is as follows (shares in thousands):

	Shares Subject	Weighted-Average
	to Vesting	Grant Date Fair Value
Balance of unvested shares as of January 1, 2022	16,395	$ 7.54
Granted	5,527	$ 4.20
Vested	(520)	$ 13.41
Cancelled/Forfeited	(392)	$ 11.09
Balance of unvested shares as of March 31, 2022	21,010	$ 6.44

The total stock-based compensation expense related to RSUs during the three months ended March 31, 2022 and 2021 was $8.6 million and $0.8 million, respectively. Total unrecognized compensation costs related to unvested RSUs at March 31, 2022 was approximately $112.1 million and is expected to be recognized over a period of 3.3 years.

RSUs 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, 2021. 120,000 awards were forfeited during the year ended December 31, 2021 due to performance milestones not being achieved. No performance-based RSUs vested or were forfeited during the three months ended March 31, 2022. As of March 31, 2022, 550,000 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. None of these performance-based RSUs vested during the year ended December 31, 2021 or during the three months ended March 31, 2022. As of March 31, 2022, 124,300 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 RSUs 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 RSU. The service condition was not met prior to his resignation, so no stock-based compensation expense was recorded for this

award. No market-based RSUs vested or were forfeited during the three months ended March 31, 2022. As of March 31, 2022, 6,802,702 market-based RSUs 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 RSUs 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. As of March 31, 2022, there is no fair value associated with these awards as the achievement of the performance criteria has not yet been deemed probable. The liability-classified awards have been excluded from the potentially dilutive securities table.

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):

	Three Months Ended March 31,
	2022		2021
Research and development	$	4,720	$	916
General and administrative expense		3,420		839
Sales and marketing expense		1,285		345
Cost of sales		487		117
Total stock-based compensation expenses	$	9,912	$	2,217

There were 20,115,713 shares available for award under the 2020 Plan at March 31, 2022.

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RELATED PARTY TRANSACTIONS

3 Months Ended

Mar. 31, 2022

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, a former director and executive officer of the Company. As of December 31, 2021, these entities were no longer considered related parties to the Company.

The Company is the lessee in a lease agreement with ATMRE, LLC, a leasing company, in which Mr. El Siblani is the sole member, for the Dearborn, Michigan facility utilized by EnvisionTEC. This lease extends through December 31, 2023. As of March 31, 2021, the Company recorded $0.5 million of right of use asset and lease liability. During the three months ended March 31, 2021, the Company paid immaterial lease expense to AMTRE, LLC. The Company’s annual commitment to AMTRE, LLC is $0.2 million.

The Company is the lessee in a lease agreement JES Besitzgesellschaft GmbH, a leasing company that is controlled by members of the immediate family of Mr. El Siblani, for facilities located in Gladbeck, Germany utilized by EnvisionTEC. As of March 31, 2021, the Company recorded $0.2 million of right of use asset and lease liability. During the three months ended March 31, 2021, the Company paid immaterial lease expense to JES Besitzgesellschaft GmbH. The Company’s annual commitment to JES Besitzgesellschaft GmbH is $0.1 million.

The Company is the lessee in a lease agreement with Sitraco (UK) Limited, a leasing company that is controlled by Mr. El Siblani, for an additional facility located in Gladbeck, Germany utilized by EnvisionTEC. As of March 31, 2021, the Company recorded $0.2 million of right of use asset and lease liability. During the three months ended March 31, 2021, the Company paid immaterial lease expense to Sitraco (UK) Limited. The Company’s annual commitment to Sitraco (UK) Limited is $0.1 million.

The Company has a distribution agreement with Sibco Europe Ltd., a distributor based out of the United Kingdom. Mr. El Siblani is Managing Director of and sole shareholder of Sibco Europe Ltd. The Company did not have any sales to Sibco Europe Ltd. during the three months ended March 31, 2021. In addition, Sibco Europe Ltd. provides sales and marketing support for EnvisionTEC GmbH. As of March 31, 2021, the Company did not have accounts receivable or accounts payable due to or from Sibco Europe Ltd.

The Company also has an agreement with E3D Technology, a wholly-owned subsidiary of Sibco Europe Ltd., for services including research and development, maintenance, and marketing services. As part of the agreement, the Company also pays a fee for overhead at the facilities where these contracted services are being performed. During the three months ended March 31, 2021, the Company paid immaterial service expense to E3D Technology.

As a result of the acquisition of Dental Arts Labs, the Company assumed certain lease agreements with a related party for facilities in Peoria, Illinois used for research and development and administrative purposes. As of March 31, 2022, the Company recorded $3.5 million of right of use asset and lease liability. During the three months ended March 31, 2022, the Company paid lease expense of $0.1 million to the related party. The Company’s annual commitment related to these lease agreements is $0.6 million.

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SEGMENT INFORMATION

3 Months Ended

Mar. 31, 2022

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 for the three months ended March 31, 2022

	Americas		EMEA		APAC		Total
Products	$	27,929	$	8,593	$	2,954	$	39,476
Services		2,806		1,200		224		4,230
Total	$	30,735	$	9,793	$	3,178	$	43,706

Revenue for the three months ended March 31, 2021

	Americas		EMEA		APAC		Total
Products	$	5,854	$	2,526	$	1,931	$	10,311
Services		705		215		82		1,002
Total	$	6,559	$	2,741	$	2,013	$	11,313

During the three months ended March 31, 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):

	Three Months Ended
	March 31,
	2022		2021
Revenue recognized at a point in time	$	39,476	$	10,311
Revenue recognized over time		4,230		1,002
Total	$	43,706	$	11,313

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):

	March 31,		December 31,
	2022		2021
Americas	$	57,703	$	58,355
EMEA		18,296		11,289
APAC		6,371		6,861
Total long-lived assets	$	82,370	$	76,505

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NET LOSS PER SHARE

3 Months Ended

Mar. 31, 2022

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.

	Three Months Ended March 31,
(in thousands, except per share amounts)	2022		2021
Numerator for basic and diluted net loss per share:
Net loss	$	(69,944)	$	(59,108)
Denominator for basic and diluted net loss per share:
Weighted-average shares		312,017		238,244
Net loss per share—Basic and Diluted	$	(0.22)	$	(0.25)

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 March 31, 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):

	Three Months Ended March 31,
	2022		2021
Common Stock options outstanding		12,179		19,378
Unvested restricted stock units outstanding		21,010		918
Unvested restricted stock awards outstanding		175		224
Total shares		33,364		20,520

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)

3 Months Ended

Mar. 31, 2022

SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed 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”). Certain information and footnote disclosures normally included in financial statements prepared in accordance with US GAAP have been condensed or omitted pursuant to the rules and regulations of the SEC. The condensed consolidated financial statements include the Company’s accounts and those of its subsidiaries. In the opinion of the Company’s management, the financial information for the interim periods presented reflects all adjustments, which are of a normal and recurring nature, necessary for a fair presentation of the Company’s financial position, results of operations, and cash flows. The results reported in these condensed consolidated financial statements are not necessarily indicative of results that may be expected for the entire year.

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.

COVID-19 Pandemic

COVID-19 Pandemic

In March 2020, the World Health Organization declared the outbreak of a disease caused by a novel strain of the coronavirus (“COVID-19”) to be a pandemic. As of March 31, 2022, the impact of the COVID-19 pandemic continues to unfold and there has been uncertainty and disruption in the global economy and financial markets. The Company has considered the COVID-19 pandemic related impacts on its estimates, as appropriate, within its consolidated financial statements and there may be changes to those estimates in future periods.

The COVID-19 pandemic, as well as the response to mitigate the spread and effects of COVID-19, may impact the Company and its customers, as well as the demand for its products and services. The impact of COVID-19 on the Company’s operational results in subsequent periods will largely depend on future developments, and cannot be accurately predicted. These developments may include, but are not limited to, new information concerning the severity of COVID-19, the degree of success of actions take to contain or treat COVID-19 and the reactions by consumers, companies, governmental entities, and capital markets to such actions.

Significant Accounting Policies

Significant Accounting Policies

The Company’s significant accounting policies are described in Note 2 to the financial statements in Part II, Item 8 of the Company’s Annual Report on Form 10-K for the year ended December 31, 2021. There have been no material changes to the significant accounting policies from the Annual Report on Form 10-K for the year ended December 31, 2021.

Recently Issued Accounting Standards

Recently Issued Accounting Standards

Recently Adopted Accounting Guidance

In October 2021, the FASB issued Accounting Standards Update (“ASU”) 2021-08, Business Combinations (Topic 805) —Accounting for Contract Assets and Contract Liabilities from Contracts with Customers, to require that an acquirer recognize and measure contract assets and contract liabilities acquired in a business combination in accordance with Topic 606, Revenue from Contracts with Customers. At the acquisition date, an acquirer should account for the related revenue contracts in accordance with Topic 606 as if it had originated the contracts. This standard is effective for calendar-year public business entities in 2023 and interim periods within that year, and early adoption is permitted. The Company has adopted this ASU as of January 1, 2021 and has retrospectively adjusted purchase accounting for the acquisition of EnvisionTEC, which is described in Note 4 to these condensed

consolidated financial statements, where deferred revenue was fair valued. As a practical expedient, the Company elected to estimate the standalone selling price for allocation purposes at the acquisition date. Upon the application of this practical expedient, the Company recognized deferred revenue as part of purchase accounting in the amount of $0.2 million and $12.5 million for the acquisitions of EnvisionTEC and ExOne, which is described in Note 4 to the financial statements, respectively.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740)—Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by eliminating some exceptions to the general approach in Accounting Standards Codification 740, Income Taxes. It also clarifies certain aspects of the existing guidance to promote more consistent application. This standard is effective for calendar-year public business entities in 2021 and interim periods within that year, and early adoption is permitted. The Company adopted the ASU as of January 1, 2021, which did not have a material effect on the Company’s condensed consolidated financial statements.

In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment (“ASU 2017-04”), which eliminates the performance of Step 2 from the goodwill impairment test. In performing its annual or interim impairment testing, an entity will instead compare the fair value of the reporting unit with its carrying amount and recognize any impairment charge for the amount by which the carrying amount exceeds the reporting unit’s fair value. Additionally, an entity should consider income tax effects from any tax-deductible goodwill on the carrying amount of the reporting unit when measuring the goodwill impairment loss. The Company adopted the ASU as of January 1, 2021, which did not have a material effect on the Company’s condensed consolidated financial statements.

In June 2016, the FASB issued ASU 2016-13, Financial Instruments—Credit Losses. This ASU added a new impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, an entity recognizes as an allowance its estimate of expected credit losses. The CECL model applies to most debt instruments, trade receivables, lease receivables, financial guarantee contracts, and other loan commitments. The CECL model does not have a minimum threshold for recognition of impairment losses and entities will need to measure expected credit losses on assets that have a low risk of loss. The company adopted the ASU as of January 1, 2022, which did not have a material effect on the Company’s condensed consolidated financial statements.

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ACQUISITIONS (Tables)

3 Months Ended

Mar. 31, 2022

Business Acquisition [Line Items]

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, 2020 (in thousands):

	Year Ended December 31,
	2021		2020
	(unaudited)		(unaudited)
Net revenues	$	207,688	$	164,947
Net income (loss)	$	(273,319)	$	(138,346)

Acquisition of EnvisionTEC

Business Acquisition [Line Items]

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 [Line Items]

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 preliminary 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 [Line Items]

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

The following table summarizes the preliminary 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

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 [Line Items]

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 preliminary 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 [Line Items]

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 preliminary 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 [Line Items]

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 preliminary 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

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

May Dental Lab, Inc.

Business Acquisition [Line Items]

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 preliminary 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 [Line Items]

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 preliminary 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		13,639
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	$	286,904
Liabilities assumed:
Accounts payable	$	5,830
Accrued expenses and other current liabilities		11,025
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	$	48,538
Net assets acquired	$	238,366
Goodwill	$	374,636
Total net assets acquired	$	613,002

Schedule of estimated useful life of identifiable intangible assets acquired

	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

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CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS (Tables)

3 Months Ended

Mar. 31, 2022

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):

	March 31, 2022
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
Money market funds	$	87,581	$	—	$	—	$	87,581
Total cash equivalents		87,581		—		—		87,581
Commercial paper		56,282		—		—		56,282
Corporate bonds		16,140		—		(32)		16,108
Government bonds		17,274		—		(3)		17,271
Asset-backed securities		7,516		—		(2)		7,514
Total short-term investments		97,212		—		(37)		97,175
Total cash equivalents and short-term investments	$	184,793	$	—	$	(37)	$	184,756

	December 31, 2021
	Amortized Cost		Unrealized Gains		Unrealized Losses		Fair Value
Money market funds	$	46,521	$	—	$	—	$	46,521
Total cash equivalents		46,521		—		—		46,521
Commercial paper		70,401		—		—		70,401
Corporate bonds		65,645		—		(28)		65,617
Government bonds		36,487		—		(11)		36,476
Asset-backed securities		24,665		—		(10)		24,655
Total short-term investments		197,198		—		(49)		197,149
Total cash equivalents and short-term investments	$	243,719	$	—	$	(49)	$	243,670

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FAIR VALUE MEASUREMENTS (Tables)

3 Months Ended

Mar. 31, 2022

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):

	March 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	$	87,581	$	—	$	—	$	87,581
Commercial paper		—		56,282		—		56,282
Corporate bonds		—		16,108		—		16,108
Government bonds		—		17,271		—		17,271
Asset-backed securities		—		7,514		—		7,514
Equity securities		5,720		—		—		5,720
Other investments		—		—		6,750		6,750
Total assets	$	93,301	$	97,175	$	6,750	$	197,226
Liabilities:
Contingent consideration	$	—	$	—	$	5,540	$	5,540
Total liabilities	$	—	$	—	$	5,540	$	5,540

	December 31, 2021
	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	$	46,521	$	—	$	—	$	46,521
Commercial paper		—		70,401		—		70,401
Corporate bonds		—		65,617		—		65,617
Government bonds		—		36,476		—		36,476
Asset-backed securities		—		24,655		—		24,655
Equity securities		7,420		—		—		7,420
Other investments		—		—		6,750		6,750
Total assets	$	53,941	$	197,149	$	6,750	$	257,840
Liabilities:
Contingent consideration	$	—	$	—	$	5,654	$	5,654
Total liabilities	$	—	$	—	$	5,654	$	5,654

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):

	Three Months Ended March 31,
	2022		2021
Balance at beginning of period	$	6,750	$	3,000
Changes in fair value		—		25
Balance at end of period	$	6,750	$	3,025

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):

	Three Months Ended March 31,
	2022		2021
Balance at beginning of period	$	5,654	$	93,328
Changes in fair value		(114)		56,576
Exercise of private placement warrants		—		(149,904)
Balance at end of period	$	5,540	$	—

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ACCOUNTS RECEIVABLE (Tables)

3 Months Ended

Mar. 31, 2022

ACCOUNTS RECEIVABLE

Schedule of accounts receivable

The components of accounts receivable are as follows (in thousands):

	March 31,		December 31,
	2022		2021
Trade receivables	$	37,738	$	47,352
Allowance for doubtful accounts		(1,077)		(665)
Total accounts receivable	$	36,661	$	46,687

Schedule of allowance for doubtful accounts

The following table summarizes activity in the allowance for doubtful accounts (in thousands):

	March 31,		December 31,
	2022		2021
Balance at beginning of period	$	665	$	500
Provision for uncollectible accounts, net of recoveries		419		447
Uncollectible accounts written off		(7)		(282)
Balance at end of period	$	1,077	$	665

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INVENTORY (Tables)

3 Months Ended

Mar. 31, 2022

INVENTORY

Schedule of Inventory

Inventory consists of the following (in thousands):

	March 31,		December 31,
	2022		2021
Raw materials	$	32,657	$	24,887
Work in process		9,163		8,875
Finished goods:
Deferred cost of sales		6,983		6,999
Manufactured finished goods		33,073		24,638
Total finished goods		40,056		31,637
Total inventory	$	81,876	$	65,399

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PREPAID EXPENSES AND OTHER CURRENT ASSETS (Tables)

3 Months Ended

Mar. 31, 2022

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):

	March 31,		December 31,
	2022		2021
Prepaid operating expenses		12,542		11,961
Prepaid taxes		1,692		1,981
Prepaid dues and subscriptions		2,542		1,889
Prepaid insurance		3,895		492
Government grants receivable		269		226
Prepaid rent		192		178
Other		1,314		1,481
Total prepaid expenses and other current assets	$	22,446	$	18,208

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PROPERTY AND EQUIPMENT (Tables)

3 Months Ended

Mar. 31, 2022

PROPERTY AND EQUIPMENT

Schedule of property and equipment-net

Property and equipment, net consists of the following (in thousands):

	March 31,		December 31,
	2022		2021
Equipment	$	45,341	$	42,892
Land and buildings		16,804		17,214
Automobiles		1,080		905
Furniture and fixtures		1,532		1,844
Computer equipment		2,102		1,725
Tooling		2,050		2,000
Software		2,313		2,346
Leasehold improvements		15,965		15,263
Construction in process		2,738		4,185
Property and equipment, gross		89,925		88,374
Less: accumulated depreciation		(31,843)		(29,664)
Total property and equipment, net	$	58,082	$	58,710

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GOODWILL & INTANGIBLE ASSETS (Tables)

3 Months Ended

Mar. 31, 2022

GOODWILL & INTANGIBLE ASSETS

Schedule of goodwill activity

The goodwill activity is as follows (in thousands):

		Goodwill
Balance at December 31, 2020	$	2,252
Acquisition of EnvisionTEC		195,688
Acquisition of Adaptive3D		35,113
Acquisition of Aerosint		14,581
Acquisition of Dental Arts Labs		8,839
Acquisition of A.I.D.R.O.		3,515
Acquisition of Brewer Dental		2,463
Acquisition of May Dental		6,782
Acquisition of ExOne		374,636
Foreign currency translation adjustment		(4,568)
Balance at December 31, 2021	$	639,301
May Dental working capital adjustment		23
Foreign currency translation adjustment		(9,302)
Balance at March 31, 2022	$	630,022

Schedule of intangible assets

Intangible assets consisted of the following (in thousands):

		March 31, 2022						December 31, 2021
	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	9.0	$	197,828	$	17,833	$	179,995	$	198,631	$	11,421	$	187,210
Trade name	10.7		12,469		1,106		11,363		12,475		684		11,791
Customer relationships	10.5		68,673		9,156		59,517		69,127		6,296		62,831
Capitalized software	1.3		518		393		125		518		366		152
Total intangible assets		$	279,488	$	28,488	$	251,000	$	280,751	$	18,767	$	261,984

Schedule of amortization expenses

	Statement of	Amortization		Amortization
	Operations	Expense		Expense
Category	Line Item	March 31, 2022		March 31, 2021
Acquired technology	Cost of Sales	$	5,990	$	1,091
Acquired technology	Research and Development		443		506
Trade name	General and Administrative		422		80
Customer relationships	Sales and Marketing		2,902		621
Capitalized software	Research and Development		27		45
		$	9,784	$	2,343

Schedule of future amortization expense

The Company expects to recognize the following amortization expense (in thousands):

	Amortization Expense
2022 (remaining 9 months)	$	29,340
2023		42,010
2024		42,072
2025		39,562
2026		29,707
2027 and after		68,309
Total intangible amortization	$	251,000

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OTHER NONCURRENT ASSETS (Tables)

3 Months Ended

Mar. 31, 2022

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):

	March 31,		December 31,
	2022		2021
Right of use asset	$	24,288	$	17,794
Long-term deposits		644		390
Other investments		6,750		6,750
Other		461		546
Total other noncurrent assets	$	32,143	$	25,480

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ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables)

3 Months Ended

Mar. 31, 2022

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):

	March 31,		December 31,
	2022		2021
Compensation and benefits related	$	12,153	$	17,124
Professional services		4,185		2,659
Warranty reserve		3,727		4,048
Franchise and royalty fees		2,108		2,035
Current portion of contingent consideration		2,944		1,471
Inventory purchases		2,440		1,072
Commissions		366		849
Income tax payable		171		233
Sales and use and franchise taxes		298		274
Other		3,223		4,064
Total accrued expenses and other current liabilities	$	31,615	$	33,829

Warranty Reserve Rollforward

Warranty reserve consisted of the following (in thousands):

	March 31,		December 31,
	2022		2021
Warranty reserve, at the beginning of the period	$	4,048	$	1,553
Warranty reserve assumed in acquisition		—		1,389
Additions to warranty reserve		28		2,576
Claims fulfilled		(349)		(1,470)
Warranty reserve, at the end of the period	$	3,727	$	4,048

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OTHER NONCURRENT LIABILITIES (Tables)

3 Months Ended

Mar. 31, 2022

OTHER NONCURRENT LIABILITIES

Components of other noncurrent liabilities

The following table summarizes the Company’s components of other noncurrent liabilities (in thousands):

	March 31,		December 31,
	2022		2021
Taxes payable	$	1,034	$	1,034
Acquisition consideration		1,750		1,750
Other		381		386
Total other noncurrent liabilities	$	3,165	$	3,170

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LEASES (Tables)

3 Months Ended

Mar. 31, 2022

LEASES

Schedule of other lease related balances

Information about other lease-related balances is as follows (in thousands):

	Three Months Ended March 31,
	2022			2021
Lease cost
Operating lease cost	$	1,460		$	323
Finance lease cost		19			—
Short‑term lease cost		70			22
Variable lease cost		61			39
Total lease cost	$	1,610		$	384
Other Information
Operating cash flows used in operating leases	$	1,464		$	244
Operating cash flows used in finance leases		21			—
Weighted‑average remaining lease term—operating leases (years)		3.5			2.9
Weighted‑average remaining lease term—finance leases (years)		7.6			—
Weighted‑average discount rate—operating leases		3.9	%		5.5	%
Weighted‑average discount rate—finance leases		1.5	%		—	%

Schedule of future minimum operating lease payments

Future minimum lease payments under noncancelable operating leases, including immaterial future minimum lease payments under finance leases, at March 31, 2022, are as follows (in thousands):

	Operating Leases		Finance Leases
2022 (remaining 9 months)	$	4,633	$	63
2023		5,790		84
2024		4,386		80
2025		3,681		79
2026		3,427		79
2027 and after		5,267		351
Total lease payments		27,184		736
Less amount representing interest		(2,685)		(53)
Total lease liability		24,499		683
Less current portion of lease liability		(5,264)		(62)
Lease liability, net of current portion	$	19,235		621

Schedule of future minimum finance lease payments

	Operating Leases		Finance Leases
2022 (remaining 9 months)	$	4,633	$	63
2023		5,790		84
2024		4,386		80
2025		3,681		79
2026		3,427		79
2027 and after		5,267		351
Total lease payments		27,184		736
Less amount representing interest		(2,685)		(53)
Total lease liability		24,499		683
Less current portion of lease liability		(5,264)		(62)
Lease liability, net of current portion	$	19,235		621

Schedule of components under operating lease arrangements

		Three Months Ended March 31,
		2022			2021
		Operating	Sales-type		Operating	Sales-type
Revenue	$	192	—	$	—	—
Interest Income (1)		—	9		—	—

⁽¹⁾ Interest income related to sales-type leases is recorded as a component of revenue in the consolidated statements of operations and comprehensive loss for each of the periods presented.

Schedule of components under sales-type lease arrangements

		Three Months Ended March 31,
		2022			2021
		Operating	Sales-type		Operating	Sales-type
Revenue	$	192	—	$	—	—
Interest Income (1)		—	9		—	—

⁽¹⁾ Interest income related to sales-type leases is recorded as a component of revenue in the consolidated statements of operations and comprehensive loss for each of the periods presented.

Schedule of net investment in sales-type leases

	Three Months Ended March 31,
	2022		2021
Future minimum lease payments receivable	$	1,184	$	—
Less: Allowance for doubtful accounts		(523)		—
Net future minimum lease payments receivable		661		—
Less: Unearned interest income		(30)		—
Net investment in sales-type leases	$	631	$	—

Schedule of future minimum lease of lessor operating lease arrangements

	Operating		Sales-type
2022	$	243	$	632
2023		211		463
2024		37		45
2025		9		44
2026		—		—
Thereafter		—		—
Total minimum lease payments	$	500	$	1,184
Less: Allowance for doubtful accounts				(523)
Less: Present value discount				(30)
Future minimum lease payments receivable			$	631

Schedule of future minimum lease of lessor sales-type lease arrangements

	Operating		Sales-type
2022	$	243	$	632
2023		211		463
2024		37		45
2025		9		44
2026		—		—
Thereafter		—		—
Total minimum lease payments	$	500	$	1,184
Less: Allowance for doubtful accounts				(523)
Less: Present value discount				(30)
Future minimum lease payments receivable			$	631

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STOCKHOLDERS' EQUITY (Tables)

3 Months Ended

Mar. 31, 2022

Private Placement Warrants

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of warrants-pricing model

	Three Months Ended
	March 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

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STOCK BASED COMPENSATION (Tables)

3 Months Ended

Mar. 31, 2022

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Schedule of option activity

The option activity of the Plans for the three months ended March 31, 2022, 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, 2022	13,249	$	1.73	7.23	$	42,775
Granted	—	$
Exercised	(787)	$	1.14
Forfeited/expired	(283)	$	1.68
Outstanding at March 31, 2022	12,179	$	1.77	7.06	$	36,302
Options vested at March 31, 2022	8,001	$	1.91	6.47	$	22,710
Options vested or expected to vest at March 31, 2022	11,652	$	1.78	7.01	$	40,852

RSU activity under the Plan

The activity for stock subject to vesting as of March 31, 2022 is as follows (shares in thousands):

	Shares Subject	Weighted-Average
	to Vesting	Grant Date Fair Value
Balance of unvested shares as of January 1, 2022	264	$ 7.79
Cancelled/Forfeited	(5)	$ 8.78
Vested	(84)	$ 6.90
Balance of unvested shares as of March 31, 2022	175	$ 7.79

Schedule of RSU activity

RSU activity under the 2020 Plan for the three months ended March 31, 2022 is as follows (shares in thousands):

	Shares Subject	Weighted-Average
	to Vesting	Grant Date Fair Value
Balance of unvested shares as of January 1, 2022	16,395	$ 7.54
Granted	5,527	$ 4.20
Vested	(520)	$ 13.41
Cancelled/Forfeited	(392)	$ 11.09
Balance of unvested shares as of March 31, 2022	21,010	$ 6.44

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):

	Three Months Ended March 31,
	2022		2021
Research and development	$	4,720	$	916
General and administrative expense		3,420		839
Sales and marketing expense		1,285		345
Cost of sales		487		117
Total stock-based compensation expenses	$	9,912	$	2,217

Assumed Stock Options

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

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 [Line Items]

Schedule of assumptions using Black-Scholes option-pricing model

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

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SEGMENT INFORMATION (Tables)

3 Months Ended

Mar. 31, 2022

SEGMENT INFORMATION

Schedule of disaggregation of revenue by geographic areas

Disaggregated revenue data for those markets is as follows (in thousands):

Revenue for the three months ended March 31, 2022

	Americas		EMEA		APAC		Total
Products	$	27,929	$	8,593	$	2,954	$	39,476
Services		2,806		1,200		224		4,230
Total	$	30,735	$	9,793	$	3,178	$	43,706

Revenue for the three months ended March 31, 2021

	Americas		EMEA		APAC		Total
Products	$	5,854	$	2,526	$	1,931	$	10,311
Services		705		215		82		1,002
Total	$	6,559	$	2,741	$	2,013	$	11,313

Schedule of disaggregation of revenue

During the three months ended March 31, 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):

	Three Months Ended
	March 31,
	2022		2021
Revenue recognized at a point in time	$	39,476	$	10,311
Revenue recognized over time		4,230		1,002
Total	$	43,706	$	11,313

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):

	March 31,		December 31,
	2022		2021
Americas	$	57,703	$	58,355
EMEA		18,296		11,289
APAC		6,371		6,861
Total long-lived assets	$	82,370	$	76,505

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NET LOSS PER SHARE (Tables)

3 Months Ended

Mar. 31, 2022

NET LOSS PER SHARE

Schedule of Net Loss Per Share, Basic and Diluted

	Three Months Ended March 31,
(in thousands, except per share amounts)	2022		2021
Numerator for basic and diluted net loss per share:
Net loss	$	(69,944)	$	(59,108)
Denominator for basic and diluted net loss per share:
Weighted-average shares		312,017		238,244
Net loss per share—Basic and Diluted	$	(0.22)	$	(0.25)

Schedule of antidilutive securities excluded from computation of earnings per share

The Company excluded the following potential common shares, presented based on amounts outstanding as of March 31, 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):

	Three Months Ended March 31,
	2022		2021
Common Stock options outstanding		12,179		19,378
Unvested restricted stock units outstanding		21,010		918
Unvested restricted stock awards outstanding		175		224
Total shares		33,364		20,520

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ORGANIZATION, NATURE OF BUSINESS, AND RISK AND UNCERTAINTIES (Details)		3 Months Ended
	Dec. 09, 2020	Mar. 31, 2022 $ / shares	Dec. 31, 2021 $ / shares
Common stock par value (in dollars per share)		$ 0.0001	$ 0.0001
Number of months cash and investments sufficient to fund operating and capital expenditure		12 months
Trine
Exchange ratio	1.22122

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SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Millions	Mar. 31, 2022	Dec. 31, 2021	Feb. 17, 2021	Jan. 01, 2021
Significant Accounting Policies [Line Items]
Deferred revenue	$ 23.3	$ 22.7
Cumulative Effect, Period of Adoption, Adjustment | ASU 2021-08 | Acquisition of EnvisionTEC
Significant Accounting Policies [Line Items]
Deferred revenue			$ 0.2	$ 0.2
Cumulative Effect, Period of Adoption, Adjustment | ASU 2021-08 | ExOne Company
Significant Accounting Policies [Line Items]
Deferred revenue				$ 12.5

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REVENUE RECOGNITION - Contract Balances (Details) - USD ($) $ in Millions	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
REVENUE RECOGNITION
Deferred revenue	$ 23.3	$ 22.7
Revenue recognized from existing deferred revenue	$ 6.9

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REVENUE RECOGNITION - Remaining Performance Obligations (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
REVENUE RECOGNITION
Revenue remaining performance obligation	$ 23,300
Customer deposits	16,911	$ 14,137
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-04-01
REVENUE RECOGNITION
Revenue remaining performance obligation	$ 19,300
Expected timing of satisfaction period	12 months

XML

ACQUISITIONS - Acquisition of EnvisionTEC (Details) - USD ($) $ in Thousands			3 Months Ended		11 Months Ended	12 Months Ended
	Feb. 17, 2021	Feb. 16, 2021	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2021	Jan. 01, 2021	Dec. 31, 2020
Liabilities assumed:
Goodwill			$ 630,022		$ 639,301	$ 639,301		$ 2,252
Business Combination, Consideration Transferred [Abstract]
Decrease in deferred income tax liabilities			9,506		10,695	10,695
Decrease in deferred revenue			23,300		22,700	22,700
Decrease in inventory			15,506	$ 2,381
Intangible assets, Gross Carrying Amount			279,488		280,751	280,751
Acquired technology
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			197,828		198,631	198,631
Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			12,469		12,475	12,475
Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			68,673		69,127	69,127
Acquisition of 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
Total net assets acquired		303,642
Business Combination, Consideration Transferred [Abstract]
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
Value of stock issued for acquisition		159,847
Decrease to goodwill	$ (3,400)
Decrease in inventory	(1,000)
Amount of adjustment related to assets acquired and liabilities assumed	300
Intangible assets, 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)
Acquisition of EnvisionTEC | Cumulative Effect, Period of Adoption, Adjustment | ASU 2021-08
Business Combination, Consideration Transferred [Abstract]
Decrease in deferred income tax liabilities	4,100
Decrease in deferred revenue	$ 200						$ 200
Acquisition of EnvisionTEC | Acquired technology
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		77,800
Acquisition of EnvisionTEC | Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		$ 8,600
Estimated Life		14 years
Acquisition of EnvisionTEC | Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		$ 50,900
Estimated Life		12 years
Minimum | Acquisition of EnvisionTEC | Acquired technology
Business Combination, Consideration Transferred [Abstract]
Estimated Life		7 years
Maximum | Acquisition of EnvisionTEC | Acquired technology
Business Combination, Consideration Transferred [Abstract]
Estimated Life		14 years

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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, 2021	Mar. 31, 2022	Dec. 31, 2020
Business Combination, Consideration Transferred [Abstract]
Decrease in deferred income tax liabilities			$ 10,695	$ 10,695	$ 9,506
Intangible assets, Gross Carrying Amount			280,751	280,751	279,488
Liabilities assumed:
Goodwill			639,301	639,301	630,022	$ 2,252
Acquired technology
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			198,631	198,631	197,828
Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			12,475	12,475	$ 12,469
Adaptive 3D Technologies Inc
Business Combination, Consideration Transferred [Abstract]
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
Value of stock issued for acquisition		37,693
Decrease to goodwill	$ (200)
Decrease in deferred income tax liabilities	$ 200
Intangible assets, 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:
Long-term debt		311
Adaptive 3D Technologies Inc | Acquired technology
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		$ 27,000
Estimated Life		14 years
Adaptive 3D Technologies Inc | Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		$ 300
Estimated Life		5 years

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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, 2021	Mar. 31, 2022	Dec. 31, 2020
Business Combination, Consideration Transferred [Abstract]
Current portion of contingent consideration			$ 1,471	$ 1,471	$ 2,944
Contingent consideration, net of current portion			4,183	4,183	2,596
Intangible assets, Gross Carrying Amount			280,751	280,751	279,488
Liabilities assumed:
Goodwill			639,301	639,301	630,022	$ 2,252
Acquired technology
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			198,631	198,631	197,828
Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			12,475	12,475	12,469
Aerosint
Business Combination, Consideration Transferred [Abstract]
Purchase consideration		$ 23,751
Payment to acquire business		$ 6,220
Common stock issued for acquisition		879,922
Common stock fair value issued for acquisition		$ 11,500
Value of stock issued for acquisition		$ 11,448
Period to achieve revenue metrics and technical milestone		3 years
Fair value of contingent consideration		$ 6,100			5,500
Contingent consideration based on revenue metric					5,500
Fair value of contingent consideration based on revenue metric		4,600			4,000
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
Fair value of contingent consideration		6,083
Decrease to goodwill	$ (600)
Intangible assets, Gross Carrying Amount		11,726
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 [Abstract]
Intangible assets, Gross Carrying Amount		$ 11,547
Estimated Life		11 years 6 months
Aerosint | Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		$ 179
Estimated Life		4 years 6 months

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ACQUISITIONS - Acquisition of Dental Arts Labs (Details) - USD ($) $ in Thousands			1 Months Ended	3 Months Ended	5 Months Ended	12 Months Ended
	Jul. 31, 2021	Jul. 30, 2021	Jul. 31, 2020	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
Business Combination, Consideration Transferred [Abstract]
Vesting period			4 years
Intangible assets, Gross Carrying Amount				$ 279,488	$ 280,751	$ 280,751
Liabilities assumed:
Goodwill				$ 630,022	639,301	639,301	$ 2,252
Restricted Stock Units
Business Combination, Consideration Transferred [Abstract]
Issuance of additional shares (in shares)				5,527,000
Vesting period				4 years
Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount				$ 12,469	12,475	12,475
Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount				$ 68,673	69,127	69,127
Dental Arts Labs
Business Combination, Consideration Transferred [Abstract]
Purchase consideration		$ 26,042
Payment to acquire business		26,042
Decrease to goodwill	$ (300)
Intangible assets, 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 [Abstract]
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 [Abstract]
Intangible assets, Gross Carrying Amount		$ 1,300
Estimated Life		8 years 6 months
Dental Arts Labs | Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		$ 3,700
Estimated Life		9 years 6 months

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ACQUISITIONS - Acquisition of A.I.D.R.O. (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended	4 Months Ended	12 Months Ended
	Sep. 07, 2021	Jul. 31, 2020	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
Business Combination, Consideration Transferred [Abstract]
Vesting period		4 years
Intangible assets, Gross Carrying Amount			$ 279,488	$ 280,751	$ 280,751
Liabilities assumed:
Goodwill			$ 630,022	639,301	639,301	$ 2,252
Restricted Stock Units
Business Combination, Consideration Transferred [Abstract]
Issuance of additional shares (in shares)			5,527,000
Vesting period			4 years
Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			$ 12,469	12,475	12,475
Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			$ 68,673	69,127	69,127
AIDRO
Business Combination, Consideration Transferred [Abstract]
Purchase consideration	$ 5,683
Payment to acquire business	5,683
Payments to acquire businesses, net of escrow deposit	4,900
Amount deposited in escrow account	800
Intangible assets, 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 contingent consideration	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 [Abstract]
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 [Abstract]
Intangible assets, Gross Carrying Amount	$ 142
Estimated Life	4 years
AIDRO | Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount	$ 938
Estimated Life	15 years

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ACQUISITIONS - Acquisition of Brewer Dental Lab (Details) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended
	Oct. 14, 2021	Jul. 31, 2020	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Business Combination, Consideration Transferred [Abstract]
Vesting period		4 years
Intangible assets, Gross Carrying Amount			$ 279,488	$ 280,751
Liabilities assumed:
Goodwill			$ 630,022	639,301	$ 2,252
Restricted Stock Units
Business Combination, Consideration Transferred [Abstract]
Issuance of additional shares (in shares)			5,527,000
Vesting period			4 years
Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			$ 12,469	12,475
Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			$ 68,673	69,127
Larry Brewer Dental Lab, Inc
Business Combination, Consideration Transferred [Abstract]
Purchase consideration	$ 7,613
Payment to acquire business	7,613
Payments to acquire business, paid at closing	7,000
Remaining amount payable	500
Intangible assets, 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 [Abstract]
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 [Abstract]
Intangible assets, Gross Carrying Amount	$ 230
Estimated Life	8 years
Larry Brewer Dental Lab, Inc | Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount	$ 2,400
Estimated Life	8 years

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ACQUISITIONS - Acquisition of May Dental Lab (Details) - USD ($) $ in Thousands		1 Months Ended	2 Months Ended	3 Months Ended
	Oct. 29, 2021	Jul. 31, 2020	Dec. 31, 2021	Mar. 31, 2022	Dec. 31, 2020
Business Combination, Consideration Transferred [Abstract]
Vesting period		4 years
Intangible assets, Gross Carrying Amount			$ 280,751	$ 279,488
Liabilities assumed:
Goodwill			639,301	$ 630,022	$ 2,252
Restricted Stock Units
Business Combination, Consideration Transferred [Abstract]
Issuance of additional shares (in shares)				5,527,000
Vesting period				4 years
Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			12,475	$ 12,469
Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount			69,127	$ 68,673
May Dental Lab, Inc.
Business Combination, Consideration Transferred [Abstract]
Purchase consideration	$ 12,522
Payment to acquire business	12,522
Payments to acquire business, paid at closing	11,800
Remaining amount payable	800
Intangible assets, 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 [Abstract]
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 [Abstract]
Intangible assets, Gross Carrying Amount	$ 3,900
Estimated Life	9 years
May Dental Lab, Inc. | Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount	$ 440
Estimated Life	10 years

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ACQUISITIONS - Acquisition of ExOne (Details) - USD ($) $ / shares in Units, $ in Thousands		1 Months Ended		2 Months Ended	3 Months Ended
	Nov. 12, 2021	Dec. 31, 2021	Jul. 31, 2020	Dec. 31, 2021	Mar. 31, 2022	Dec. 31, 2020
Business Combination, Consideration Transferred [Abstract]
Vesting period			4 years
Intangible assets, Gross Carrying Amount		$ 280,751		$ 280,751	$ 279,488
Liabilities assumed:
Goodwill		639,301		639,301	$ 630,022	$ 2,252
Restricted Stock Units
Business Combination, Consideration Transferred [Abstract]
Vesting period					4 years
Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		12,475		12,475	$ 12,469
Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount		69,127		69,127	$ 68,673
ExOne Company
Business Combination, Consideration Transferred [Abstract]
Purchase consideration	$ 613,002
Payment to acquire business	201,399
Value of stock issued for acquisition	$ 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
Intangible assets, 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	13,639
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	286,904
Liabilities assumed:
Accounts payable	5,830
Current portion of lease liability	1,919
Accrued expenses and other current liabilities	11,025
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	48,538
Net assets acquired	238,366
Goodwill	374,636
Total net assets acquired	613,002
ExOne Company | Developed Technology
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount	$ 72,900
Estimated Life	8 years
ExOne Company | Trade name
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount	$ 1,300
Estimated Life	4 years
ExOne Company | Customer relationships
Business Combination, Consideration Transferred [Abstract]
Intangible assets, Gross Carrying Amount	$ 7,900
Estimated Life	12 years

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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)

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ACQUISITIONS - Acquisition of Beacon Bio (Details) - USD ($) $ in Millions		1 Months Ended
	Jun. 10, 2021	Jul. 31, 2020
Business Acquisition [Line Items]
Vesting period		4 years
Beacon Bio
Business Acquisition [Line Items]
Asset Acquisition, Consideration Transferred, Equity Interest Issued and Issuable	$ 6.1
Asset Acquisition, Equity Interest Issued or Issuable, Number of Shares	334,370
Asset Acquisition, Payment made at Closing	$ 0.2
Additional payment	$ 1.0
Vesting period	3 years
Common Stock | Beacon Bio
Business Acquisition [Line Items]
Asset Acquisition, Consideration Transferred, Equity Interest Issued and Issuable	$ 4.3

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ACQUISITIONS - Acquisition of Meta Additive Ltd (Details) - USD ($) $ in Millions		1 Months Ended	3 Months Ended
	Sep. 09, 2021	Jul. 31, 2020	Mar. 31, 2022
Business Combination, Consideration Transferred [Abstract]
Vesting period		4 years
Restricted Stock Units
Business Combination, Consideration Transferred [Abstract]
Issuance of additional shares (in shares)			5,527,000
Vesting period			4 years
Meta Additive
Business Combination, Consideration Transferred [Abstract]
Payment to acquire business	$ 15.2
Transaction costs	$ 0.2
Meta Additive | Restricted Stock Units
Business Combination, Consideration Transferred [Abstract]
Issuance of additional shares (in shares)	1,101,592
Grant date fair value of stock issued for acquisition	$ 9.0
Vesting period	4 years

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CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Cash equivalents	$ 87,581	$ 46,521
Amortized Cost	97,212	197,198
Unrealized Losses	(37)	(49)
Fair Value	97,175	197,149
Total cash equivalents and short-term investments, Amortized Cost	184,793	243,719
Total cash equivalents and short-term investments, Fair Value	184,756	243,670
Commercial paper
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	56,282	70,401
Fair Value	56,282	70,401
Corporate bonds
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	16,140	65,645
Unrealized Losses	(32)	(28)
Fair Value	16,108	65,617
Government bonds
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	17,274	36,487
Unrealized Losses	(3)	(11)
Fair Value	17,271	36,476
Assetbacked securities
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	7,516	24,665
Unrealized Losses	(2)	(10)
Fair Value	7,514	24,655
Money market funds
Debt Securities, Available-for-sale [Line Items]
Cash equivalents	$ 87,581	$ 46,521

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CASH EQUIVALENTS AND SHORT-TERM INVESTMENTS - Narrative (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Debt Securities, Available-for-sale [Line Items]
Equity investment		$ 20,000
Fair value of investments	$ 5,700
Unrealized loss due to the change in fair value of the equity securities	(1,700)
Interest and Other (Expense) Income , Net
Debt Securities, Available-for-sale [Line Items]
Unrealized loss due to the change in fair value of the equity securities	$ (1,700)

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FAIR VALUE MEASUREMENTS - Assets and Liability measured on recurring basis (Details) - USD ($)	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Assets
Recognized loss on investments in equity securities	$ 1,700,000
Subscription liability			$ 500,000
Other investments in convertible debt instruments	6,800,000
Recognized gains on convertible debt instruments	0
Change in fair value of warrant liabilities		$ 56,576,000
Change in fair value of contingent consideration	114,000
Transfer into Level 3	0	0
Transfer out of Level 3	0	0
Fair Value, Transfers Between Level 1 and Level 2
Transfer from Level 1 to level 2	0	0
Transfer from Level 2 to level 1	0	0
Subscription Agreement
Assets
Recognized loss on investments in equity securities			2,400,000
Private Placement Warrants
Assets
Change in fair value of warrant liabilities	0	(56,600,000)
Level 3
Movement in Level 3 assets measured at fair value
Balance at beginning of period	6,750,000	3,000,000	3,000,000
Changes in fair value		25,000
Balance at end of period	6,750,000	3,025,000	6,750,000
Movement in Level 3 liabilities measured at fair value
Balance at beginning of period	5,654,000	93,328,000	93,328,000
Changes in fair value	(114,000)	56,576,000
Exercise of private placement warrants		$ (149,904,000)
Balance at end of period	5,540,000		5,654,000
Recurring
Assets
Total assets	197,226,000		257,840,000
Total liabilities	5,540,000		5,654,000
Recurring | Contingent Consideration
Assets
Total liabilities	5,540,000		5,654,000
Recurring | Money market funds
Assets
Total assets	87,581,000		46,521,000
Recurring | Commercial paper
Assets
Total assets	56,282,000		70,401,000
Recurring | Corporate bonds
Assets
Total assets	16,108,000		65,617,000
Recurring | Government bonds
Assets
Total assets	17,271,000		36,476,000
Recurring | Assetbacked securities
Assets
Total assets	7,514,000		24,655,000
Recurring | Equity securities
Assets
Total assets	5,720,000		7,420,000
Recurring | Other investments
Assets
Total assets	6,750,000		6,750,000
Recurring | Level 1
Assets
Total assets	93,301,000		53,941,000
Recurring | Level 1 | Money market funds
Assets
Total assets	87,581,000		46,521,000
Recurring | Level 1 | Equity securities
Assets
Total assets	5,720,000		7,420,000
Recurring | Level 2
Assets
Total assets	97,175,000		197,149,000
Recurring | Level 2 | Commercial paper
Assets
Total assets	56,282,000		70,401,000
Recurring | Level 2 | Corporate bonds
Assets
Total assets	16,108,000		65,617,000
Recurring | Level 2 | Government bonds
Assets
Total assets	17,271,000		36,476,000
Recurring | Level 2 | Assetbacked securities
Assets
Total assets	7,514,000		24,655,000
Recurring | Level 3
Assets
Total assets	6,750,000		6,750,000
Total liabilities	5,540,000		5,654,000
Recurring | Level 3 | Contingent Consideration
Assets
Total liabilities	5,540,000		5,654,000
Recurring | Level 3 | Other investments
Assets
Total assets	$ 6,750,000		$ 6,750,000

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ACCOUNTS RECEIVABLE (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
ACCOUNTS RECEIVABLE
Trade receivables	$ 37,738	$ 47,352
Allowance for doubtful accounts	(1,077)	(665)	$ (500)
Total accounts receivable	$ 36,661	$ 46,687

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ACCOUNTS RECEIVABLE - Allowance for doubtful accounts (Details) - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
ACCOUNTS RECEIVABLE
Balance at beginning of period	$ 665	$ 500	$ 500
Provision for uncollectible accounts, net of recoveries	419	$ 72	447
Uncollectible accounts written off	(7)		(282)
Balance at end of period	$ 1,077		$ 665

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INVENTORY (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
INVENTORY
Raw materials	$ 32,657	$ 24,887
Work in process	9,163	8,875
Finished goods:
Deferred cost of sales	6,983	6,999
Manufactured finished goods	33,073	24,638
Total finished goods	40,056	31,637
Total inventory	$ 81,876	$ 65,399

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PREPAID EXPENSES AND OTHER CURRENT ASSETS (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
PREPAID EXPENSES AND OTHER CURRENT ASSETS
Prepaid operating expenses	$ 12,542	$ 11,961
Prepaid taxes	1,692	1,981
Prepaid dues and subscriptions	2,542	1,889
Prepaid insurance	3,895	492
Government grants receivable	269	226
Prepaid rent	192	178
Other	1,314	1,481
Total prepaid expenses and other current assets	$ 22,446	$ 18,208

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PROPERTY AND EQUIPMENT - Property and Equipment - Net (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 89,925		$ 88,374
Less: accumulated depreciation	(31,843)		(29,664)
Total property and equipment, net	58,082		58,710
Depreciation and amortization expense	12,883	$ 3,892
Equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	45,341		42,892
Land and buildings
Property, Plant and Equipment [Line Items]
Property and equipment, gross	16,804		17,214
Automobiles
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,080		905
Furniture and fixtures
Property, Plant and Equipment [Line Items]
Property and equipment, gross	1,532		1,844
Computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	2,102		1,725
Tooling
Property, Plant and Equipment [Line Items]
Property and equipment, gross	2,050		2,000
Software
Property, Plant and Equipment [Line Items]
Property and equipment, gross	2,313		2,346
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	15,965		15,263
Construction in process
Property, Plant and Equipment [Line Items]
Property and equipment, gross	2,738		$ 4,185
PPE not including acquired technology or capitalized software
Property, Plant and Equipment [Line Items]
Depreciation and amortization expense	$ 3,100	$ 1,500

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GOODWILL & INTANGIBLE ASSETS - Goodwill (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
Goodwill [Line Items]
Goodwill, Beginning Balance	$ 639,301	$ 2,252
May Dental working capital adjustment	23
Foreign currency translation adjustment	(9,302)	(4,568)
Goodwill, Ending Balance	630,022	639,301
Accumulated impairment losses	0	0
Acquisition of EnvisionTEC
Goodwill [Line Items]
Acquisition		195,688
Goodwill, Ending Balance	$ 16,400
Adaptive 3D Technologies Inc
Goodwill [Line Items]
Acquisition		35,113
Aerosint
Goodwill [Line Items]
Acquisition		14,581
Dental Arts Labs
Goodwill [Line Items]
Acquisition		8,839
AIDRO
Goodwill [Line Items]
Acquisition		3,515
Brewer Dental Lab, Inc.
Goodwill [Line Items]
Acquisition		2,463
May Dental Lab, Inc.
Goodwill [Line Items]
Acquisition		6,782
ExOne Company
Goodwill [Line Items]
Acquisition		$ 374,636

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GOODWILL & INTANGIBLE ASSETS - Amortization Expenses (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization expense	$ 9,784	$ 2,343
Acquired technology | Cost of sales
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization expense	5,990	1,091
Acquired technology | Research and development
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization expense	443	506
Trade name | General and administrative expenses
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization expense	422	80
Customer relationships | Sales and marketing expense
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization expense	2,902	621
Capitalized Software | Research and development
Acquired Finite-Lived Intangible Assets [Line Items]
Amortization expense	$ 27	$ 45

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GOODWILL & INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Acquired Finite-Lived Intangible Assets [Line Items]
Intangible assets, Gross Carrying Amount	$ 279,488		$ 280,751
Intangible Assets, Accumulated Amortization	28,488		18,767
Total intangible assets	251,000		261,984
Amortization expense	9,784	$ 2,343
Expected amortization expense
2022 (remaining 9 months)	29,340
2023	42,010
2024	42,072
2025	39,562
2026	29,707
2027 and after	68,309
Total intangible assets	$ 251,000		261,984
Acquired technology
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life (in years)	9 years
Intangible assets, Gross Carrying Amount	$ 197,828		198,631
Intangible Assets, Accumulated Amortization	17,833		11,421
Total intangible assets	179,995		187,210
Expected amortization expense
Total intangible assets	$ 179,995		187,210
Trade name
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life (in years)	10 years 8 months 12 days
Intangible assets, Gross Carrying Amount	$ 12,469		12,475
Intangible Assets, Accumulated Amortization	1,106		684
Total intangible assets	11,363		11,791
Expected amortization expense
Total intangible assets	$ 11,363		11,791
Customer relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life (in years)	10 years 6 months
Intangible assets, Gross Carrying Amount	$ 68,673		69,127
Intangible Assets, Accumulated Amortization	9,156		6,296
Total intangible assets	59,517		62,831
Expected amortization expense
Total intangible assets	$ 59,517		62,831
Capitalized Software
Acquired Finite-Lived Intangible Assets [Line Items]
Weighted Average Remaining Useful Life (in years)	1 year 3 months 18 days
Intangible assets, Gross Carrying Amount	$ 518		518
Intangible Assets, Accumulated Amortization	393		366
Total intangible assets	125		152
Expected amortization expense
Total intangible assets	$ 125		$ 152

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OTHER NONCURRENT ASSETS - Components of other noncurrent assets (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
OTHER NONCURRENT ASSETS
Right-of-use asset	$ 24,288	$ 17,794
Long-term deposits	644	390
Other investments	6,750	6,750
Other	461	546
Total other noncurrent assets	$ 32,143	$ 25,480

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ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES
Compensation and benefits related	$ 12,153	$ 17,124
Professional services	4,185	2,659
Warranty reserve	3,727	4,048
Franchise and royalty fees	2,108	2,035
Current portion of contingent consideration	2,944	1,471
Inventory purchases	2,440	1,072
Commissions	366	849
Income tax payable	171	233
Sales and use and franchise taxes	298	274
Other	3,223	4,064
Total accrued expenses and other current liabilities	31,615	33,829
Warranty reserve, at the beginning of the period	4,048	1,553
Warranty reserve assumed in acquisition		1,389
Additions to warranty reserve	28	2,576
Claims fulfilled	(349)	(1,470)
Warranty reserve, at the end of the period	$ 3,727	$ 4,048

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DEBT (Details) $ in Thousands	1 Months Ended	3 Months Ended
	Jun. 30, 2018 USD ($) item	Mar. 31, 2022 USD ($) loan	Dec. 31, 2021 USD ($)	Jul. 30, 2021 USD ($)
Debt Instrument [Line Items]
Current portion of long term debt		$ 731	$ 825
Long-term debt, net of current portion		523	548
Deferred financing costs		100
Deferred financing costs, net		$ 0
Dental Arts Labs
Debt Instrument [Line Items]
Loan acquired				$ 3,888
AIDRO
Debt Instrument [Line Items]
Term of loan		4 years 6 months
Loan acquired		$ 1,100
Outstanding amount		$ 800
Number of bank loans acquired | loan		3
Bank loan paid		$ 100
Current portion of long term debt		300
Long-term debt, net of current portion		$ 500
AIDRO | Minimum
Debt Instrument [Line Items]
Accrued interest rate		1.70%
AIDRO | Maximum
Debt Instrument [Line Items]
Accrued interest rate		2.10%
Term loan
Debt Instrument [Line Items]
Nominal amount	$ 20
Term of loan	36 months
Proceeds from PPP loan	$ 10
Remaining borrowing capacity	$ 10
Threshold Number of times additional amount drawn | item	3
Minimum amount to be drawn	$ 2
Paycheck Protection Program | EnvisionTEC, Inc.
Debt Instrument [Line Items]
Loan acquired		$ 1,200
Interest rate		1.00%
Outstanding amount			$ 0
Equipment Financing Agreements | Dental Arts Labs
Debt Instrument [Line Items]
Loan acquired		$ 500
Current portion of long term debt		$ 500
Financing agreement term		13 months
Advance payment		$ 500

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OTHER NONCURRENT LIABILITIES - Summary of other noncurrent liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Dec. 31, 2021
OTHER NONCURRENT LIABILITIES
Taxes payable	$ 1,034	$ 1,034
Acquisition consideration	1,750	1,750
Other	381	386
Total other noncurrent liabilities	$ 3,165	$ 3,170

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LEASES - Lessee (Details) $ in Thousands	1 Months Ended		3 Months Ended	12 Months Ended
	Mar. 31, 2022 USD ($)	Feb. 28, 2022 USD ($) period	Mar. 31, 2022 USD ($) agreement	Dec. 31, 2021 USD ($)
Leases
Right of use assets	$ 24,288		$ 24,288	$ 17,794
Total lease liability	24,500		24,500	17,800
Impairments			$ 0	$ 0
Number of service agreements contained embedded lease | agreement			2
Adaptive 3D Technologies Inc
Leases
Annual rent	$ 300
Renewal lease term	1 year		1 year
Dental Arts Labs
Leases
Right of use assets	$ 3,500		$ 3,500
ExOne Company
Leases
Number of additional extensions | period		2
Extension lease term		5 years
Annual rent		$ 1,700

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LEASES - Other lease related balances (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Lease cost
Operating lease cost	$ 1,460	$ 323
Finance lease cost	19
Short-term lease cost	70	22
Variable lease cost	61	39
Total lease cost	1,610	384
Operating cash flows used in operating leases	1,464	$ 244
Operating cash flows used in finance leases	$ 21
Weighted-average remaining lease term-operating leases (years)	3 years 6 months	2 years 10 months 24 days
Weighted-average remaining lease term-finance leases (years)	7 years 7 months 6 days
Weighted-average discount rate-operating leases	3.90%	5.50%
Weighted-average discount rate- finance leases	1.50%

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LEASES - Future minimum lease payments (Details) $ in Thousands	Mar. 31, 2022 USD ($)
Operating Leases
2022 (remaining 9 months)	$ 4,633
2023	5,790
2024	4,386
2025	3,681
2026	3,427
2026 and after	5,267
Total lease payments	27,184
Less amount representing interest	(2,685)
Total lease liability	24,499
Less current portion of lease liability	(5,264)
Lease liability, net of current portion	$ 19,235
Operating Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Lease Liability Current, Lease Liability Non Current
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Lease Liability Current
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Lease Liability Non Current
Finance Leases
2022	$ 63
2023	84
2024	80
2025	79
2026	79
2026 and after	351
Total lease payments	736
Less amount representing interest	(53)
Total lease liability	683
Less current portion of lease liability	(62)
Lease liability, net of current portion	$ 621
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Lease Liability Current, Lease Liability Non Current
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]	Lease Liability Current
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]	Lease Liability Non Current

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LEASES - Lessor (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Mar. 31, 2021
LEASES
Net investment in sales-type lease arrangements	$ 661	$ 0

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LEASES - Components of operating and sales-type lease arrangements (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($)
Operating
Revenue	$ 192
Sales-type
Interest Income	$ 9

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LEASES - Net investment in sales-type leases (Details) - USD ($) $ in Thousands	Mar. 31, 2022	Mar. 31, 2021
LEASES
Future minimum lease payments receivable	$ 1,184
Less: Allowance for doubtful accounts	(523)
Net future minimum lease payments receivable	661	$ 0
Less: Unearned interest income	(30)
Net investment in sales-type leases	$ 631

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LEASES - Future minimum lease operating and sales-type lease arrangements (Details) $ in Thousands	Mar. 31, 2022 USD ($)
Operating
2022	$ 243
2023	211
2024	37
2025	9
Total minimum lease payments	500
Sales-type
2022	632
2023	463
2024	45
2025	44
Total minimum lease payments	1,184
Less: Allowance for doubtful accounts	(523)
Less: Unearned interest income	(30)
Future minimum lease payments receivable	$ 631

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COMMITMENTS AND CONTINGENCIES (Details) $ in Millions	3 Months Ended
	Mar. 31, 2022 USD ($)	Nov. 12, 2021 USD ($) item
Other Commitments [Line Items]
Purchase orders with contract manufacturers	$ 52.7
One time royalty payment	0.3
Minimum annual commitment	0.3
Number of putative class action complaints filed by shareholders | item		12
Letter of Credit
Other Commitments [Line Items]
Line of Credit Facility, Maximum Borrowing Capacity		$ 4.0
Line of credit facility, Collateral amount		$ 1.1
Total outstanding financial guarantees and letters of credit	2.7
Letter of Credit | Restricted Cash
Other Commitments [Line Items]
Line of credit facility, Cash collateral	1.6
Letter Of Credit, Expiring from March 2022 to March 2023
Other Commitments [Line Items]
Total outstanding financial guarantees and letters of credit	0.6
Letter Of Credit, With No Expiration Date
Other Commitments [Line Items]
Total outstanding financial guarantees and letters of credit	$ 2.1
Minimum
Other Commitments [Line Items]
Obligation to pay (as percentage)	1.00%
Maximum
Other Commitments [Line Items]
Obligation to pay (as percentage)	13.00%

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INCOME TAXES (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
INCOME TAXES
Income tax benefit	$ (1,256)	$ (27,920)
Unrecognized tax liability	$ 1,000		$ 1,000

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STOCKHOLDERS' EQUITY (Details) - $ / shares	Mar. 31, 2022	Dec. 31, 2021
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
Preferred stock par value (in dollars per share)	$ 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

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STOCKHOLDERS' EQUITY - Restricted Stock Agreements (Details) - Restricted Stock awards	12 Months Ended
	Dec. 31, 2015 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares issued | shares	34,010,977
Share price | $ / shares	$ 0.0001

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STOCKHOLDERS' EQUITY - Warrants (Details) $ / shares in Units, $ in Thousands		3 Months Ended		12 Months Ended
	Feb. 24, 2020 $ / shares shares	Mar. 31, 2022 USD ($) D $ / shares shares	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($) $ / shares shares	Mar. 29, 2021 $ / shares shares
Class of Warrant or Right [Line Items]
Common stock par value (in dollars per share)		$ 0.0001		$ 0.0001
Proceeds from Warrant Exercises | $			$ 158,308
Divisional Factor for Conversion of Debt to Warrants	$ 1.00
Change in fair value of warrant liabilities | $			56,576
Common Class A
Class of Warrant or Right [Line Items]
Common stock par value (in dollars per share)		0.0001
Trine Warrants
Class of Warrant or Right [Line Items]
Share Price		10.00
Exercise price	$ 11.50	$ 11.50
Warrant exercisable term		30 days
Warrants and Rights Outstanding, Term		5 years
Warrant redemption price		$ 0.01
Debt Instrument, Convertible, Threshold Trading Days | D		20
Debt Instrument, Convertible, Threshold Consecutive Trading Days | D		30
Number of warrants exercised | shares				14,840,589
Proceeds from Warrant Exercises | $				$ 170,700
Class of Warrant or Rights, Redeemed | shares					166,905
Redemption Price Per Warrant					$ 0.01
Debt Conversion, Converted Instrument, Warrants or Options Issued | shares	1,500,000
Trine Warrants | Common Class A
Class of Warrant or Right [Line Items]
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 [Line Items]
Number of common stock purchased by each warrant | shares		0.5
Private Placement Warrants
Class of Warrant or Right [Line Items]
Number of common stock purchased by each warrant | shares		1
Exercise price		$ 11.50
Warrant redemption price		$ 1.00
Warrants to purchase shares | shares		8,503,000
Warrants and Rights Outstanding | $		$ 8,503
Change in fair value of warrant liabilities | $		$ 0	$ 56,600
Number of shares issued during the period up on exercise of warrants not settle-able in cash. | shares		5,850,346
Minimum | Trine Warrants | Common Class A
Class of Warrant or Right [Line Items]
Share Price		$ 18.00

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STOCKHOLDERS' EQUITY - Common Stock Warrants (Details) - Private Placement Warrants	Mar. 31, 2022 USD ($) Y
Expected volatility
Class of Warrant or Right [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.550
Expected life (in years)
Class of Warrant or Right [Line Items]
Warrants and Rights Outstanding, Measurement Input | Y	0.048
Exercise price
Class of Warrant or Right [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.1150
Minimum | Risk-free interest rate
Class of Warrant or Right [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.004
Minimum | Fair value of common stock
Class of Warrant or Right [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.1982
Maximum | Risk-free interest rate
Class of Warrant or Right [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.006
Maximum | Fair value of common stock
Class of Warrant or Right [Line Items]
Warrants and Rights Outstanding, Measurement Input	0.3049

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STOCK BASED COMPENSATION - Stock Incentive Plan (Details) $ in Millions		1 Months Ended		3 Months Ended		12 Months Ended
	Jan. 01, 2022 shares	Dec. 31, 2020 shares	Jul. 31, 2020 USD ($) employee	Mar. 31, 2022 USD ($) shares	Mar. 31, 2021 USD ($) shares	Dec. 31, 2019 shares	Dec. 31, 2015 shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period			4 years
Cliff Vesting Period			1 year
Number of employees affected by repricing | employee			116
Expenses recognized | $			$ 3.6	$ 8.6	$ 0.8
Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)				0	0
2015 stock incentive plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards made under the plan							26,283,789
Expiration period							10 years
Vesting period							4 years
Make Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expiration period						10 years
Vesting period						4 years
Options and warrants to be issued						232,304
Granted (in shares)						0
2020 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Common stock available for future issuance		12,400,813
Percentage of stock outstanding		5.00%
Additional shares added to the plan	15,573,698

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STOCK BASED COMPENSATION - Performance-Based Stock Options (Details) - shares	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options vested (in shares)	8,001,000
Options forfeited (in shares)	283,000
Options outstanding (in shares)	12,179,000		13,249,000
Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	0	0
Performance-Based Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options vested (in shares)	0
Options forfeited (in shares)	0		83,958
Options outstanding (in shares)	476,298
Performance-Based Stock Options | Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)				560,256

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STOCK BASED COMPENSATION - Assumed Stock Options (Details) - ExOne Company	Nov. 12, 2021 $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of unvested stock options	86,020
Assumed Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
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

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STOCK BASED COMPENSATION - Option Activity of the Plan (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Number of shares
Outstanding at beginning of period (in shares)	13,249
Exercised (in shares)	(787)
Forfeited/expired (in shares)	(283)
Outstanding at end of period (in shares)	12,179		13,249
Options vested at end of period (in shares)	8,001
Options vested or expected to vest at end of period (in shares)	11,652
Weighted-Average Exercise Price per share
Outstanding at beginning of period (in dollars per share)	$ 1.73
Exercised (in dollars per share)	1.14
Forfeited/expired (in dollars per share)	1.68
Outstanding at end of period (in dollars per share)	1.77		$ 1.73
Options vested at end of period (in dollars per share)	1.91
Options vested or expected to vest at end of period	$ 1.78
Weighted-average remaining contractual term (in years)	7 years 21 days		7 years 2 months 23 days
Options vested at end of period	6 years 5 months 19 days
Options vested or expected to vest at end of period	7 years 3 days
Aggregate intrinsic value of options outstanding	$ 36,302		$ 42,775
Options vested (in dollars)	22,710
Options vested or expected to vest (in dollars)	40,852
Aggregate intrinsic value of options exercised	2,500	$ 100
Total stock based compensation expenses	9,912	2,217
Unrecognized stock-based compensation expense, stock options	$ 6,900
Weighted-average period	2 years 2 months 12 days
Stock option
Weighted-Average Exercise Price per share
Total stock based compensation expenses	$ 900	$ 1,200

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STOCK BASED COMPENSATION - Restricted Stock Awards (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Weighted Average Grant Date Fair Value
Total stock based compensation expenses	$ 9,912	$ 2,217
Weighted-average period	2 years 2 months 12 days
Restricted Stock awards
Shares Subject to Vesting
Balance at beginning of period, unvested shares (in shares)	264
Cancelled/Forfeited	(5)
Vested (in shares)	(84)
Balance at end of period, unvested shares (in shares)	175
Weighted Average Grant Date Fair Value
Balance at beginning of Period, unvested shares (in dollars per share)	$ 7.79
Cancelled/Forfeited (in dollars per share)	8.78
Vested (in dollars per share)	6.90
Balance at end of Period, unvested shares (in dollars per share)	$ 7.79
Total stock based compensation expenses	$ 400	$ 200
Unrecognized stock-based compensation expense	$ 1,500
Weighted-average period	1 year 10 months 24 days

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STOCK BASED COMPENSATION - Restricted Stock Units (Details) - USD ($) $ / shares in Units, shares in Thousands	1 Months Ended	3 Months Ended
	Jul. 31, 2020	Mar. 31, 2022	Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period	4 years
Cliff Vesting Period	1 year
Expenses recognized	$ 3,600,000	$ 8,600,000	$ 800,000
Weighted-average period		2 years 2 months 12 days
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vesting period		4 years
Cliff Vesting Period		1 year
Unrecognized compensation costs, non-vested RSUs		$ 112.1
Weighted-average period		3 years 3 months 18 days
Shares Subject to Vesting
Balance at beginning of period, unvested shares (in shares)		16,395
Granted (in shares)		5,527
Vested (in shares)		(520)
Cancelled/Forfeited		(392)
Balance at end of period, unvested shares (in shares)		21,010
Weighted Average Grant Date Fair Value
Balance at beginning of Period, unvested shares (in dollars per share)		$ 7.54
Granted (in dollars per share)		4.20
Vested (in dollars per share)		13.41
Cancelled/Forfeited (in dollars per share)		11.09
Balance at end of Period, unvested shares (in dollars per share)		$ 6.44

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STOCK BASED COMPENSATION - Performance-Based Restricted Stock Units (Details) - Performance-Based Restricted Stock Units - shares	3 Months Ended	12 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Vested (in shares)	0	0	0
Forfeited (in shares)	0	120,000
Outstanding (in shares)	550,000		124,300
Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)		670,000	124,300

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STOCK BASED COMPENSATION - Market-Based Restricted Stock Units (Details) - USD ($)	1 Months Ended	3 Months Ended		12 Months Ended
	Oct. 31, 2021	Mar. 31, 2022	Mar. 31, 2021	Dec. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock based compensation expenses		$ 9,912,000	$ 2,217,000
Market Based Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	1.30%
Expected life (in years)	7 years
Expected volatility	55.00%
Fair value of Common Stock, Minimum	$ 0.98
Fair value of Common Stock, Maximum	$ 4.95
Target performance (number of shares)	9,070,269
Vested (in shares)		0
Forfeited (in shares)		0
Outstanding (in shares)				6,802,702
Market Based Restricted Stock Units | Mr. Sibalani
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock based compensation expenses				$ 0
Market Based Restricted Stock Units | Employee
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	9,070,269

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STOCK BASED COMPENSATION - Liability-Classified Share-Based Arrangement (Details) - Liability-Classified Share-Based Arrangement $ in Millions	12 Months Ended
	Dec. 31, 2021 USD ($)
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Target fair value	$ 8.5
Fair value of awards	$ 0.0

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STOCK BASED COMPENSATION - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock based compensation expenses	$ 9,912	$ 2,217
2020 Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Shares available for grant	20,115,713
Research and development
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock based compensation expenses	$ 4,720	916
General and administrative expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock based compensation expenses	3,420	839
Sales and marketing expense
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock based compensation expenses	1,285	345
Cost of sales
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Total stock based compensation expenses	$ 487	$ 117

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RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2022	Dec. 31, 2021	Mar. 31, 2021
Related Party Transaction [Line Items]
Right of use assets	$ 24,288	$ 17,794
Lease liability	24,499
Dental Arts Labs
Related Party Transaction [Line Items]
Right of use assets	3,500
Lease liability	3,500
Annual commitment	600
Lease expense paid	$ 100
Operating Lease Agreement With A T M R E LLC
Related Party Transaction [Line Items]
Right of use assets			$ 500
Lease liability			500
Annual commitment			200
Operating Lease Agreement With JES Besitzgesellschaft GmbH
Related Party Transaction [Line Items]
Right of use assets			200
Lease liability			200
Annual commitment			100
Operating Lease Agreement With Sitraco (UK) Limited
Related Party Transaction [Line Items]
Right of use assets			200
Lease liability			200
Annual commitment			$ 100

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SEGMENT INFORMATION - Revenue (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2022 USD ($) segment	Mar. 31, 2021 USD ($)	Dec. 31, 2021 USD ($)
Segment Information
Number of segments | segment	1
Revenue	$ 43,706	$ 11,313
Total long-lived assets	82,370		$ 76,505
Revenue recognized at a point in time
Segment Information
Revenue	39,476	10,311
Revenue recognized over time
Segment Information
Revenue	4,230	1,002
Products
Segment Information
Revenue	39,476	10,311
Services
Segment Information
Revenue	4,230	1,002
Americas
Segment Information
Revenue	30,735	6,559
Total long-lived assets	57,703		58,355
Americas | Products
Segment Information
Revenue	27,929	5,854
Americas | Services
Segment Information
Revenue	2,806	705
EMEA
Segment Information
Revenue	9,793	2,741
Total long-lived assets	18,296		11,289
EMEA | Products
Segment Information
Revenue	8,593	2,526
EMEA | Services
Segment Information
Revenue	1,200	215
APAC
Segment Information
Revenue	3,178	2,013
Total long-lived assets	6,371		$ 6,861
APAC | Products
Segment Information
Revenue	2,954	1,931
APAC | Services
Segment Information
Revenue	$ 224	$ 82

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NET LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Numerator for basic and diluted net loss per share:
Net loss	$ (69,944)	$ (59,108)
Weighted-average shares basic	312,016,627	238,243,779
Weighted-average shares diluted	312,016,627	238,243,779
Net loss per share-Basic	$ (0.22)	$ (0.25)
Net loss per share-Diluted	$ (0.22)	$ (0.25)

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NET LOSS PER SHARE - Antidilutive securities excluded from computation of earnings per share (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2022	Mar. 31, 2021
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded	33,364	20,520
Stock Options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded	12,179	19,378
Restricted Stock Units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded	21,010	918
Restricted Stock awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities excluded	175	224