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Xometry(XMTR) - 2022 Q4 - Annual Report

Financial Performance - The company incurred a net loss of $76.0 million in 2022, resulting in an accumulated deficit of $249.4 million as of December 31, 2022[72]. - Revenue for the years ended December 31, 2022, 2021, and 2020 was $381.1 million, $218.3 million, and $141.4 million, respectively, indicating significant growth but potential future fluctuations[73]. - The company expects to continue incurring net losses in the future and may never achieve or sustain profitability[72]. - The company’s revenue growth rate may decline due to various factors, including slowing demand and increased competition[73]. - The company has approximately $224.6 million in net operating loss (NOL) carryforwards available to reduce future income taxes, with $58.4 million attributable to the acquisition of Thomas Publishing[175]. - The company has not identified any impairments of goodwill or intangible assets in 2022, but future impairment charges could adversely affect financial condition and reported results[178]. - The company may not achieve anticipated benefits from the Thomas acquisition, which could negatively impact results of operations and cash flows[191]. - The company’s stock price may be volatile due to various factors, including integration challenges and market conditions, which could lead to significant fluctuations[194]. - The company cannot assure that it will generate sufficient liquidity to fund operations or achieve profitability, which may necessitate seeking additional funds sooner than planned[203]. Operational Risks - The company relies on a third-party payment processor for transactions, which poses risks if there are disruptions or security breaches[70]. - The company faces significant competition and anticipates increasing competition, which could adversely affect operating results[70]. - The company identified a material weakness in internal control over financial reporting as of December 31, 2022, which could impact future financial reporting accuracy[75]. - The company faces risks related to pricing discrepancies between what buyers are quoted and the actual costs incurred when sourcing from suppliers, which could adversely affect financial results[88]. - The company is vulnerable to cybersecurity threats, which could disrupt operations and lead to significant financial and reputational damage[93]. - The company relies on third-party postal services and shipping carriers for timely delivery, and any delays or increased shipping costs could negatively impact customer trust and business operations[105]. - Natural or man-made disasters affecting suppliers could disrupt operations and harm the company's brand and reputation[166]. - The company may not be able to effectively integrate acquired businesses, which could lead to operational challenges and unanticipated liabilities[163]. Compliance and Regulatory Challenges - Compliance with payment regulations is critical, as failure to adhere could result in fines, penalties, and loss of the ability to process payments, impacting the platform's attractiveness[99]. - The company is subject to potential reputational harm due to illegal activities by buyers and suppliers on its marketplace, which could lead to enforcement actions and financial penalties[95]. - The company is subject to stringent data privacy laws, and any failure to comply could materially impact its business and demand for services[121]. - The company must comply with U.S. and international anti-corruption laws, with potential penalties for non-compliance that could harm its reputation[139]. - The company is subject to various environmental protection laws, which may incur costs associated with noncompliance and could increase over time[143]. - The evolving regulatory environment may create conflicting obligations across jurisdictions, complicating compliance efforts for the company[138]. - Any failure to comply with privacy policies or legal obligations could result in significant liability and damage to the company's reputation[127]. Strategic Initiatives and Growth - The company plans to expand its network of suppliers to enhance production quality and diversify manufacturing processes available to buyers[81]. - Significant resources are being invested in research and development to improve the platform and introduce new seller products and services, including the Thomasnet platform and Xometry Pay[84]. - International expansion is crucial for growth, but it involves increased legal and administrative costs, and the company faces risks related to compliance with diverse international laws and regulations[110]. - The company’s growth depends on attracting and retaining a large community of buyers and suppliers, with potential risks if engagement decreases[77]. - The company must continually adapt to technological changes and buyer preferences to remain competitive in the marketplace[80]. Talent and Management - The management team has limited experience managing a public company, which may affect compliance with regulatory obligations and overall business performance[172]. - The company relies on talented employees for growth, and failure to retain or attract skilled personnel could hinder its strategic objectives[169]. - The company may face challenges in attracting and retaining qualified executive officers due to increased costs of director and officer liability insurance[212]. Financial Structure and Capital Needs - The company issued $287.5 million aggregate principal amount of 1.00% Convertible Senior Notes due 2027 in February 2022, which requires significant cash flow to service[221]. - The dual-class structure of the company's common stock allows co-founders to control approximately 54.4% of the voting power, limiting other stockholders' influence on corporate governance[204]. - The company may need to seek additional financing through equity or debt, which could dilute existing stockholders' interests and affect the value of Class A common stock[202]. - The company anticipates incurring increased costs associated with operating as a public company, including legal and compliance expenses, which may impact profitability[210]. - The company’s ability to refinance its debt will depend on capital market conditions and financial performance, which are subject to various external factors[222].