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 24, 1997 3D SYSTEMS CORPORATION (Exact Name of Registrant as Specified in Charter) Delaware 0-22250 95-4431352 (State of Other (Commission (IRS Employer Jurisdiction of File Number) Identification No.) Incorporation) 26081 Avenue Hall Valencia, California 91355 (Address of Principal Executive Offices) (805) 295-5600 (Registrant's Telephone Number) ITEM 5. OTHER EVENTS ------------ Reference is made to the press release of Registrant, issued on July 24, 1997, which contains information meeting the requirements of this Item 5, and which is incorporated herein by this reference. A copy of this press release is attached to this Form 8-K as Exhibit 99.1. 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 30, 1997 3D SYSTEMS CORPORATION By /s/ Edward C. Ferrier ------------------------ Edward C. Ferrier Controller and Acting Chief Financial Officer EXHIBIT INDEX EXHIBITS PAGE NUMBER - -------- ----------- 99.1 Press Release dated July 24, 1997. 5 NEWS RELEASE ------------ CONTACT: FOR IMMEDIATE RELEASE Mary E. Woods Investor Relations 805/295.5600 Ext. 2508 3D SYSTEMS CORPORATION ANNOUNCES RECORD REVENUE IN SECOND QUARTER VALENCIA, CALIF., July 24, 1997--3D Systems Corporation (Nasdaq - NNM:TDSC) today reported record second quarter revenues of $21.8 million, up 18 percent from last year's $18.6 million. As anticipated, the company posted a net loss in the second quarter of $279,681, or two cents a share, compared with net income of $801,068, or seven cents a share, a year ago. Second quarter results were impacted by a previously announced $500,000 non-recurring expense relating to severance benefits. For the six months ended June 30, net income was $107,865, or one cent a share, compared with $1.9 million, or 16 cents a share, in the prior year. Revenues climbed 15 percent to $43.3 million from $37.7 million a year ago. Arthur B. Sims, chairman and chief executive officer, stated that the second quarter results were affected by continued softness in U.S. sales, effects of foreign currency adjustments, as well as the non-recurring severance expense. (more) Page 2: 3D Systems Reports Record 2nd Quarter Revenue The company achieved strong performance internationally, he said, both in Europe and the Asia Pacific regions. "European sales were robust, up 27 percent over last year's second quarter. Asia Pacific sales in the quarter increased four-fold from the first quarter and in the first half increased 150 percent compared to last year's first half." On July 9 the Company announced that it signed a definitive agreement to acquire from Carl Zeiss Jena GmbH, a majority interest in EOS GmbH, a major European supplier of rapid prototyping systems that reported sales of approximately $20 million in fiscal 1996. Terms were not disclosed and 3D's acquisition of Zeiss' 75.1 percent stake is subject to certain conditions, including the expiration on or about August 11 of the minority investor's preemptive right to acquire the majority interest. "Our prospective acquisition of EOS offers potentially significant operating synergy with our existing European operations and adds a complementary technology, laser sintering, to our SLA and multi-jet modeling technologies," Sims said. 3D Systems Corporation develops, manufactures and markets solid- imaging systems. In manufacturing, 3D's products fabricate solid objects using input from CAD/CAM systems, substantially reducing the time and cost of bringing new products to market. Major applications include rapid prototyping and tooling for products in a variety of manufacturing industries worldwide, including automotive, aerospace, medical computer, electronic and consumer products. (more) Page 3: 3D Systems Reports 2nd Quarter Revenue Except for the historical information contained in this news release, the matters discussed are forward-looking statements that involve uncertainties such as the timely development and acceptance of new products, the impact of competitive products and pricing, industry-wide economic conditions, the management of growth and other risks detailed from time to time in the company's SEC reports, including Form 10-K for the year ended December 31, 1996. # # # For investor information and faxed financials or press releases on demand, please call our shareholder communications service at 800/757.1799. 3D SYSTEMS CORPORATION Consolidated Statements of Operations (Unaudited) Three Month Periods Ended Six Month Periods Ended ------------------------- ----------------------- June 28, 1996 June 27, 1997 June 28, 1996 June 27, 1997 ------------- ------------- ------------- ------------- Sales: Products $ 11,923,002 $ 14,111,466 $ 25,599,885 $ 27,709,322 Services 6,632,346 7,691,979 12,122,027 15,552,935 ------------- ------------- ------------- ------------- Total sales 18,555,348 21,803,445 37,721,912 43,262,257 ------------- ------------- ------------- ------------- Cost of sales: Products 5,419,266 7,711,852 11,583,47 14,999,244 Services 4,177,202 5,636,094 7,667,791 11,138,683 ------------- ------------- ------------- ------------- Total cost of sales 9,596,468 13,347,946 19,251,262 26,137,927 ------------- ------------- ------------- ------------- Gross profit 8,958,880 8,455,499 18,470,650 17,124,330 ------------- ------------- ------------- ------------- Operating expenses: Selling, general and administrative 6,225,735 7,170,603 12,427,754 13,561,294 Research and development 1,825,757 2,011,893 3,651,507 3,941,727 ------------- ------------- ------------- ------------- Total operating expenses 8,051,492 9,182,496 16,079,261 17,503,021 ------------- ------------- ------------- ------------- Income (loss) from operations 907,388 (726,997) 2,391,389 (378,691) Interest income 376,777 334,622 832,294 685,670 Interest expense (5,158) (68,420) (11,498) (127,203) ------------- ------------- ------------- ------------- Income (loss) before provision for income taxes 1,279,007 (460,795) 3,212,185 179,776 Provision for income taxes (benefit) (477,939) (181,114) (1,289,874) 71,911 ------------- ------------- ------------- ------------- Net income (loss) $ 801,068 $ (279,681) $ 1,922,311 $ 107,865 ============= ============= ============= ============= Net income (loss) per share $ .07 $ (.02) $ .16 $ .01 ============= ============= ============= ============= Weighted average number of common and common equivalent shares outstanding during the period 11,814,114 11,376,199 11,795,599 11,643,948 ============= ============= ============= ============= 3D SYSTEMS CORPORATION Consolidated Balance Sheets (Unaudited) ASSETS December 31, 1996 June 27, 1997 ------------------ -------------- Current assets: Cash and cash equivalents $ 24,356,441 $ 18,630,098 Restricted cash 722,000 632,000 Short-term investments 3,759,492 --- Accounts receivable, less allowances for doubtful accounts of $379,583 (1996) and $275,232 (1997) 19,601,383 21,234,194 Current portion of lease receivables 987,362 2,019,335 Inventories 12,309,588 15,684,449 Deferred tax assets 2,958,227 2,569,282 Prepaid expenses and other current assets 2,332,337 2,710,539 ------------- ------------- Total current assets 67,026,830 63,479,897 Property and equipment, net 14,452,504 17,364,914 Licenses and patent costs, net 3,660,568 3,695,647 Deferred tax assets 1,821,000 1,821,000 Lease receivables, less current portion 3,773,573 6,360,431 Other assets 1,504,382 1,243,776 ----------- ----------- $92,238,857 $93,965,665 =========== =========== LIABILITIES AND STOCKHOLDERS' EQUITY Current liabilities: Accounts payable $ 3,805,930 $ 5,719,077 Accrued liabilities 6,890,343 6,690,884 Current portion of long-term debt 100,000 100,000 Customer deposits 894,111 945,867 Deferred revenues 5,572,892 6,891,816 ------------- ------------- Total current liabilities 17,263,276 20,347,644 Other liabilities 1,472,991 1,421,918 Long-term debt, less current portion 4,800,000 4,745,000 ------------- ------------- 23,536,267 26,514,562 ------------- ------------- Stockholders' equity: Preferred stock, $.001 par value. Authorized 5,000,000 shares; none issued Common stock, $.001 par value. Authorized 25,000,000 shares; issued and outstanding 11,358,892 (1996) and 11,398,357 (1997) 11,359 11,398 Capital in excess of par value 72,527,768 72,727,613 Retained earnings (deficit) (4,308,471) (4,200,606) Cumulative translation adjustment 471,934 (922,364) Treasury stock, at cost, 25,000 shares --- (164,938) -------------- -------------- Total stockholders' equity 68,702,590 67,451,103 -------------- -------------- $ 92,238,857 $ 93,965,665 ============== ==============