XMTR Xometry, Inc.

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Executive Summary

Xometry priced a follow-on offering of 2,647,059 shares of Class A common stock at $85.00 per share, raising approximately $215.2 million in net proceeds. The offering represents a ~10.8% discount to the prior close of $95.29 and will increase the share count by ~5.2%. Proceeds are earmarked for working capital, debt repayment, capex, and potential M&A.

Actionable Insight

Key Facts

• 2,647,059 shares offered at $85.00 per share, an ~10.8% discount to the $95.29 prior close
• Net proceeds of ~$215.2 million ($247.6 million if underwriters exercise the 397,058-share greenshoe in full)
• Post-offering shares outstanding: 53,412,278 (53,809,336 with full greenshoe), a ~5.2% increase from 50,765,219
• Historical net tangible book value was negative $(8.1) million ($(0.16)/share); after offering, as-adjusted net tangible book value is ~$207.0 million ($3.77/share)
• New investors face immediate dilution of $81.23 per share from the $85.00 offering price
• Underwriters have a 30-day option for an additional 397,058 shares; 45-day lock-up on insiders
• One director indicated interest in purchasing up to $5.0 million of the offering
• Proceeds intended for working capital, debt repayment, capex, and acquisitions

Financial Impact

~$215.2M net proceeds raised via ~5.2% dilution at a ~10.8% discount to market; immediate per-share dilution of $81.23 for new investors

Risk Factors

• Immediate dilution of $81.23 per share for new investors
• Potential additional dilution from greenshoe (397,058 shares) and future equity issuances
• Broad discretion in use of proceeds may lead to value-destructive M&A or capex
• 45-day lock-up expiration could trigger further insider selling
• Stock has already appreciated significantly (+95.8% in the prior settled report), increasing vulnerability to profit-taking

Market Snapshot

Documents Analyzed

This report is based on 5 SEC documents filed with EDGAR.

US Market Status