3D SYSTEMS CORP false 0000910638 0000910638 2024-03-04 2024-03-04





Washington, D.C. 20549







Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): March 4, 2024




(Exact name of registrant as specified in its charter)




Delaware   001-34220   95-4431352

(State or Other Jurisdiction

of Incorporation)



File Number)


(I.R.S. Employer

Identification No.)

333 Three D Systems Circle

Rock Hill, South Carolina 29730

(Address of Principal Executive Offices) (Zip Code)

(803) 326-3900

(Registrant’s telephone number, including area code)


(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:


Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)


Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)


Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))


Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class





Name of each exchange

on which registered

Common stock, par value $0.001 per share   DDD   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

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. ☐




Item 8.01 Other Events.

On March 4, 2024, 3D Systems Corporation (the “Company”) entered into separate, privately negotiated transactions with certain holders of the Company’s outstanding 0% Convertible Senior Notes due 2026 (the “Notes”), pursuant to which the Company will repurchase (the “Repurchases”) approximately $110 million aggregate principal amount of the Notes for an aggregate cash repurchase price of approximately $87 million.

The Repurchases are expected to close on or about March 8, 2024, subject to certain closing conditions. The Company intends to cancel the repurchased Notes. Following the closing of the Repurchases, approximately $214 million in aggregate principal amount of the Notes will remain outstanding, with terms unchanged.

The Company issued a press release announcing the Repurchases on March 5, 2024, a copy of which is attached as Exhibit 99.1 hereto and incorporated by reference herein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.


99.1    Press Release dated March 5, 2024
104    Cover Page Interactive Data File (embedded within the Inline XBRL document)


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.


Date: March 5, 2024     By:  

/s/ Andrew M. Johnson

      Andrew M. Johnson
      Chief Corporate Development Officer and Chief Legal Counsel

Exhibit 99.1



Press Release

3D Systems Corporation

333 Three D Systems Circle

Rock Hill, SC 29730



3D Systems Announces Additional Partial Repurchase of Convertible Senior Notes



Repurchasing approximately $110 million of 0% coupon, convertible senior notes at approximately 22% discount to par value



Reduces remaining balance of outstanding notes to approximately $214 million, over 50% reduction from initial issued principal balance of $460 million, due 2026



Reinforces balance sheet strength and maintains strong cash position to support operational needs

ROCK HILL, South Carolina, March 5, 20243D Systems (NYSE:DDD) (“the Company”) today announced that it has entered into separate, privately negotiated repurchase agreements with a limited number of holders of its 0% Convertible Senior Notes due 2026 (the “Notes”) to repurchase $110 million aggregate principal amount of the Notes at approximately a 22% percent discount to par value. The debt repurchase will be paid in cash from the Company’s balance sheet.

The repurchases are expected to close on March 8, 2024, subject to the satisfaction of customary closing conditions. Following such closings, approximately $214 million principal amount of the Notes will remain outstanding, from an initial issued principal balance of $460 million. This remaining debt will continue to be held at 0% interest and will fully mature in November 2026.

3D Systems Press Release       Page 2


President and CEO Dr. Jeffrey Graves stated, “Today’s announced additional repurchase of $110 million of our 2026 notes at a significant discount once again demonstrates our approach to proactive liability management and disciplined execution in the current environment. Over the last three months, we have opportunistically reduced our 2026 maturity by over 50% to reinforce the strength of our balance sheet, while we continue to maintain one of the strongest levels of cash reserves in the industry. Today’s transaction in combination with our targeted initiatives to drive enhanced gross margins and cost efficiencies reinforce our belief that 3D Systems is well positioned to deliver on the bright long-term future ahead.”

No Offer or Solicitation

This press release is neither an offer to sell nor a solicitation of an offer to buy any securities described above, nor will there be any offer, solicitation, or sale of any securities in any jurisdiction in which such offer, solicitation or sale would be unlawful.

About 3D Systems

More than 35 years ago, 3D Systems brought the innovation of 3D printing to the manufacturing industry. Today, as the leading additive manufacturing solutions partner, we bring innovation, performance, and reliability to every interaction – empowering our customers to create products and business models never before possible. Thanks to our unique offering of hardware, software, materials, and services, each application-specific solution is powered by the expertise of our application engineers who collaborate with customers to transform how they deliver their products and services. 3D Systems’ solutions address a variety of advanced applications in healthcare and industrial markets such as medical and dental, aerospace & defense, automotive, and durable goods. More information on the company is available at www.3DSystems.com.

Forward-Looking Statements

Certain statements made in this release that are not statements of historical or current facts are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual results, performance or achievements of the company to be materially different from historical results or from any future results or projections expressed or implied by such forward-looking statements. In many cases, forward looking statements can be identified by terms such as “believes,” “belief,” “expects,” “may,” “will,” “estimates,” “intends,” “anticipates” or “plans” or the negative of these terms or other comparable terminology.

3D Systems Press Release      

Page 3


Forward-looking statements are based upon management’s beliefs, assumptions and current expectations and may include comments as to the company’s beliefs and expectations as to future events and trends affecting its business and are necessarily subject to uncertainties, many of which are outside the control of the company. The factors described under the headings “Forward-Looking Statements” and “Risk Factors” in the company’s periodic filings with the Securities and Exchange Commission, as well as other factors, could cause actual results to differ materially from those reflected or predicted in forward-looking statements. Although management believes that the expectations reflected in the forward-looking statements are reasonable, forward-looking statements are not, and should not be relied upon as a guarantee of future performance or results, nor will they necessarily prove to be accurate indications of the times at which such performance or results will be achieved. The forward-looking statements included are made only as the date of the statement. 3D Systems undertakes no obligation to update or revise any forward-looking statements made by management or on its behalf, whether as a result of future developments, subsequent events or circumstances or otherwise, except as required by law.

Document and Entity Information
Mar. 04, 2024
Cover [Abstract]  
Entity Registrant Name 3D SYSTEMS CORP
Amendment Flag false
Entity Central Index Key 0000910638
Document Type 8-K
Document Period End Date Mar. 04, 2024
Entity Incorporation State Country Code DE
Entity File Number 001-34220
Entity Tax Identification Number 95-4431352
Entity Address, Address Line One 333 Three D Systems Circle
Entity Address, City or Town Rock Hill
Entity Address, State or Province SC
Entity Address, Postal Zip Code 29730
City Area Code (803)
Local Phone Number 326-3900
Written Communications false
Soliciting Material false
Pre Commencement Tender Offer false
Pre Commencement Issuer Tender Offer false
Security 12b Title Common stock, par value $0.001 per share
Trading Symbol DDD
Security Exchange Name NYSE
Entity Emerging Growth Company false

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