SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
--------------------
Form 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): July 12, 1999
3D SYSTEMS CORPORATION
(Exact Name of Registrant as Specified in Charter)
Delaware 0-22250 95-4431352
(State of Other Jurisdiction Commission (IRS Employer
of Incorporation) File Number) Identification No.)
26081 Avenue Hall
Valencia, California 91355
(Address of Principal Executive Offices)
(805) 295-5600
(Registrant's Telephone Number)
<PAGE>
ITEM 5. OTHER EVENTS
Reference is made to the press releases of Registrant, issued on July 12,
1999 and July 22, 1999, which contain information meeting the requirements of
this Item 5, and which are incorporated herein by this reference. Copies of the
July 12, 1999 and July 22, 1999 press releases are attached to this Form 8-K as
Exhibits 99.1 and 99.2, respectively.
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
July 27, 1999 3D SYSTEMS CORPORATION
By: /S/ FRANK J. SPINA
--------------------------------------
Frank J. Spina
Vice President &
Chief Financial Officer
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EXHIBIT INDEX
EXHIBITS PAGE NUMBER
99.1 Press Release dated July 12, 1999.
99.2 Press Release dated July 22, 1999.
EXHIBIT 99.1
CONTACT:
Mary Woods, Public Relations
(805) 295-5600, ext. 2508
[email protected]
John Foley or Jerry Freisleben
Foley/Freisleben LLC
(213) 955-0020
[email protected]
3D SYSTEMS BEGINS SEARCH FOR NEW CEO
CURRENT CEO TO REMAIN AS CHAIRMAN
VALENCIA, Calif., July 12, 1999 -- 3D Systems Corp. (Nasdaq NMS: TDSC)
today announced that the company will begin a search for a chief executive
officer to succeed Arthur B. Sims, who will continue to serve as chairman of the
board. Mr. Sims will remain as chief executive until his successor has been
chosen.
Mr. Sims, age 61, will serve on the board's selection committee, which has
retained the executive recruiting firm of McCray, Shriver, Eckdahl & Associates
of Los Angeles to conduct the search.
"During the 1990's, 3D Systems firmly established its position as the
worldwide leader in solid imaging," Mr. Sims said. "In line with the company's
management transition plan, we have initiated a search for a dynamic and highly
qualified top executive to lead 3D Systems into the next decade, and oversee
what we are confident will be an era of growth and opportunity for the company."
3D Systems Begins Search for CEO
Mr. Sims joined 3D Systems in 1991 as chief executive officer, and has
served as chairman since 1993.
<PAGE>
ABOUT 3D SYSTEMS
3D Systems provides solid imaging products and services that allow users
to move quickly from three-dimensional designs to finished parts, at a
significantly lower cost and higher quality than more traditional methods. The
company's systems utilize patented stereolithography (SLA) and 3D printing
technologies, which fabricate solid objects from digital input. This process
offers significant competitive advantages by substantially reducing the time and
cost required to design, develop, and manufacture products.
The company also licenses 3D Keltool, a commercially proven moldmaking
solution that produces prototype, bridge, and production tooling inserts.
Based in Valencia, Calif., 3D Systems was founded in 1986 and is
recognized as the world technology and market leader in solid imaging. For
additional information, visit the company's website at WWW.3DSYSTEMS.COM or
phone (888) 337-9786, ext. 710.
# # #
3D Systems and SLA are trademarks, and 3D Keltool and the 3D
logo are registered trademarks, of 3D Systems.
EXHIBIT 99.2
CONTACT:
Carol Cerrato, Investor Relations
(661) 295-5600, ext. 2252
[email protected]
Frank Spina, Chief Financial Officer
(661) 295-5600, ext. 2216
[email protected]
3D SYSTEMS REPORTS SECOND QUARTER OPERATING RESULTS
VALENCIA, Calif., July 22, 1999 -- 3D Systems Corp. (Nasdaq NMS: TDSC)
today reported a net loss of $3.7 million, or 32 cents a share, for the second
quarter ended July 2, which included non-recurring charges of $2.7 million, on
revenue of $22 million.
Without these non-recurring charges, the company would have reported a net
loss of $1.7 million, or 15 cents a share. Last year, the company reported
second quarter net income of $.5 million, or 4 cents a share, on revenue of
$24.7 million.
The non-recurring charges included in this year's second quarter related
primarily to corporate restructuring and previously-announced management
changes, the write off of certain impaired assets and idle facilities, and
litigation and settlement costs.
For the first six months of this year, the company posted a net loss of
$5.9 million, or 52 cents a share, on revenue of $44.7 million. This compares to
net income of $.9 million, equal to 8 cents a share, on revenue of $47.5 million
a year ago.
Arthur B. Sims, chairman and chief executive officer, stated: "3D Systems
continues to confront challenging sales conditions in its domestic market. We
are, however, encouraged by performance internationally. Both in Europe and Asia
Pacific, quarterly product sales increased significantly, both sequentially and
year-over-year."
GROSS PROFIT, PRODUCT MIX
Sims indicated that total unit shipments rose substantially in the second
quarter, owing to strong sales of the new ThermoJet(TM) 3D printer, which
continues to gain market acceptance. However, he said overall gross profit was
adversely impacted by product-mix issues, specifically a downturn in shipments
of the company's large-frame solid-imaging systems.
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"We are seeing indications of a product transition dilemma. The
introduction earlier in the year of 3D Systems' flagship SLA(TM) 7000 has
resulted in disruption of the order flow for our large-frame systems as
customers pause to evaluate their hardware requirements," Sims stated. "We view
this as a short-term occurrence and expect product-mix ratios to normalize
moving forward.
"The slowdown in large-frame units constrained service revenue and gross
profit, as well, by resulting in lower training and service revenue," he
indicated.
OPERATING EXPENSE IMPROVEMENT
Sims stated that, excluding special items, operating expenses were reduced
by approximately $1.9 million from 1999's first quarter, which included
significant sales and marketing costs for the launch of new products. He also
indicated that the company continues to seek economies across the board.
BALANCE SHEET
With respect to the company balance sheet, accounts receivable increased
reflecting the higher percentage of sales to European customers, who
traditionally have a longer payment cycle, according to Sims.
He continued: "Inventory levels increased due to lower than anticipated
sales, which also has contributed to a decline in deferred revenue for
maintenance and training. 3D System's cash balance, while still strong, reflects
greater expenditures for operating the business, including trade accounts
receivable and inventory."
OUTLOOK
The company reported that backlog exiting the second quarter climbed
solidly on a sequential basis.
According to Sims, "We have recently launched a
series of programs to stimulate demand for larger machines. These include
attractive trade-in options for customers turning in SLA 500s for the flagship
SLA 7000, as well as sales incentives on transitions from our entry-level SLA
250 to bigger systems. New sales prospecting programs are also expected to
contribute to higher productivity.
"The ThermoJet printer business has demonstrated real progress. In the
first half of this year alone, 3D Systems shipped more office printers than in
all of 1998," he said. "As well, we have introduced a number of new service
options for customers - part of a global customer support initiative - that we
expect to gain strength in this year's second half."
<PAGE>
ABOUT 3D SYSTEMS
3D Systems provides solid imaging products and services that allow users
to move quickly from three-dimensional designs to finished parts, at a
significantly lower cost and higher quality than more traditional methods.
The company's systems utilize patented technologies, which fabricate solid
objects from digital input. These processes offer significant competitive
advantages by substantially reducing the time and cost required to design,
develop, and manufacture products.
The company also licenses 3D Keltool(R), a commercially proven moldmaking
solution that produces prototype, bridge, and production tooling inserts.
Based in Valencia, Calif., 3D Systems was founded in 1986 and is
recognized as the world technology and market leader in solid imaging. For
additional information, visit the company's website at WWW.3DSYSTEMS.COM or
phone (888) 337-9786, ext. 711. For investor information, please call our
shareholder communications service at (800) 757-1799.
# # #
Note to editors: 3D Systems and SLA are trademarks, and 3D
Keltool and the 3D logo are registered trademarks, of 3D Systems.
Except for the historical information contained in this news release, the
matters discussed include forward-looking statements that involve risks and
uncertainties including the availability and acceptance of new products, the
impact of competitive products and pricing, the ability of the company to
continue to contain expenses, dependence on key personnel, industrywide domestic
and international economic conditions, and other risks detailed in the company's
SEC report on Form 10-K for the year ended December 31, 1998.
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<TABLE>
3D SYSTEMS CORPORATION
Consolidated Statements of Operations
(Unaudited)
<CAPTION>
For the Three Month Periods Ended For the Six Month Periods Ended
--------------------------------- --------------------------------
June 26, 1998 July 2, 1999 June 26, 1998 July 2, 1999
------------- ------------- ------------- -------------
<S> <C> <C> <C> <C>
Sales:
Products $ 16,715,008 $ 14,757,079 $ 31,242,357 $ 30,035,115
Services 7,957,544 7,255,901 16,266,552 14,661,557
--------------- ------------- ------------ -------------
Total sales 24,672,552 22,012,980 47,508,909 44,696,672
--------------- ------------- ------------ -------------
Cost of sales:
Products 8,436,977 8,614,677 16,328,577 17,149,657
Services 5,484,087 5,019,259 11,039,896 9,974,289
--------------- ------------- ------------ -------------
Total cost of sales 13,921,064 13,633,936 27,368,473 27,123,946
--------------- ------------- ------------ -------------
Gross profit 10,751,488 8,379,044 20,140,436 17,572,726
--------------- ------------- ------------ -------------
Operating expenses:
Selling, general and administrative 7,480,037 8,331,440 14,118,569 18,561,509
Research and development 2,568,411 2,432,463 4,880,045 4,875,387
Other 2,700,000 2,700,000
--------------- ------------- ------------ -------------
Total operating expenses 10,048,448 13,463,903 18,998,614 26,136,896
--------------- ------------- ------------ -------------
Income (loss) from operations 703,040 (5,084,859) 1,141,822 (8,564,170)
Other income 205,757 85,819 384,642 263,177
Other expense (100,128) (82,925) (172,583) (133,733)
--------------- ------------- ------------ -------------
Income (loss) before provision for
income taxes 808,669 (5,081,965) 1,353,881 (8,434,726)
Provision for income taxes (benefit) 283,034 (1,422,949) 473,858 (2,495,829)
--------------- ------------- ------------ -------------
Net income (loss) $ 525,635 $ (3,659,016) $ 880,023 $ (5,938,897)
=============== ============= ============ =============
Weighted average shares outstanding 11,347,277 11,405,789 11,318,001 11,397,775
=============== ============= ============ =============
Net income (loss) per common share $ 0.05 $ (0.32) $ 0.08 $ (0.52)
=============== ============= ============ =============
Weighted average shares outstanding
and dilutive shares 11,756,144 11,405,789 11,726,868 11,397,775
=============== ============= ============ =============
Net income (loss) per common share
assuming dilution $ 0.04 $ (0.32) $ 0.08 $ (0.52)
=============== ============= ============ =============
</TABLE>
