Management is taking several steps to mitigate the situation and prepares currently for two different scenarios.

Scenario 1: Restructuring of debt with EIB and fund raising

Currently management is in discussion with the EIB in order to agree upon a drawdown of tranche B2 and tranche C of the loan amounting to € 10.0 million and therefore restructure the debt. After several promising meetings with representatives of EIB, management feels confident that a drawdown of tranche B2 as well as tranche C would be feasible in the next months. In addition, management is taking further steps to raise additional funds which may include debt or equity financing, not without mentioning that there can be no assurance that voxeljet will be able to raise further funds on terms favorable to the Company, if at all. The steps already initiated by management include several meetings with potential new as well as existing investors and banks, which have taken place in early April 2022 in New York City. The overall feedback was positive and different parties indicated that there is serious interest for participations in further capital increases from both, new as well as existing investors. Management assesses scenario 1 as reasonably certain if triggered by the Company and believes that an execution would ensure that voxeljet will continue as a going concern.

Scenario 2: Sale and leaseback of voxeljet AG’s properties located in Germany and settlement of loan contract with EIB

Management initiated steps in order to sell the properties of voxeljet AG in Germany to an investor and lease those back by negotiating for a long term lease contract. In this course, the Company has already identified several investors who have serious interest. Visits of the premises at voxeljet’s headquarters have already taken place in the first quarter of 2022 and management actually received several letters of intent from different parties. voxeljet has assessed the different offers and awarded exclusivity period to one of the investors in order to start the due diligence. Due to the positive development of the market for real estate in Germany during the last years, management would expect a favorable selling price of the properties. At the same time, the Company would fully settle the loan contract with EIB including the repayment of tranche A and B1, including all interests. Representatives of EIB already indicated that they would not deny such a settlement. Management is of the opinion that scenario 2 is reasonably certain if triggered by the Company and believes that an execution of scenario 2 would also ensure that voxeljet will continue as a going concern.

The ongoing conflict between Russia and Ukraine raises further risks and uncertainties. The heightened use of trade restrictions and sanctions, including tariffs or prohibitions on technology transfers to achieve diplomatic ends could impact voxeljet’s ability to conduct its business as planned. A spill-over of the conflict to neighboring countries, the European Union or NATO members, could result into further adverse impacts on the Company’s business, like a drop in market demand, price increases for raw materials and energy or delays in the global supply chain.

These events and conditions described above raise material uncertainties that may cast significant doubt upon voxeljet’s ability to continue as a going concern. Despite the ongoing losses, reduced cash flow and cash facilities as well as the significant financial obligations becoming due, management assumes that voxeljet will continue as a going concern. However, while management assumes of continuing as a going concern, the going concern is dependent upon management and the Company being successful in:

- achievement of budgeted sales, and

- successful negotiations with the EIB over the drawdown of tranche B2 and tranche C under the Finance Contract, and successful fund raising in form of equity or debt, or

- successful agreement on a sale and leaseback transaction with an investor regarding voxeljet AG’s properties in Germany in combination with a early settlement of the loans granted by the EIB including all interests

Those assumptions and both scenarios are included in the Company’s current liquidity forecasts, and management believes that the Company has the ability to meet its financial obligations for at least the next 12 months from the authorization for issuance of these condensed consolidated interim financial statements as of and for the three months ended March 31, 2022 by the Management Board on May 19, 2022 and therefore continues as a going concern.

2. Summary of significant accounting policies

The principal accounting policies applied in the preparation of these interim financial statements are set out in the Company’s financial statements as of December 31, 2021, which can be found in its Annual Report on Form 20-F that was filed with the U.S. Securities and Exchange Commission on March 31, 2022. These policies have been applied to all financial periods presented.

3. Share based payment arrangements

On April 7, 2017, voxeljet AG established a share option plan that entitles key management personnel and senior employees of voxeljet AG and its subsidiaries to purchase shares of the parent company.

Total options available under the share option plan are 372,000. On April 7, 2017, 279,000 options (75%, Tranche 1) were granted. On April 12, 2018, 93,000 options (25%, Tranche 2) were granted.

The vesting conditions include a service condition (the options vest after a period of four years of continued service from the respective grant date) and a market condition (the options may only be exercised if the share price exceeds the exercise price over a period of 90 consecutive days by at least 20% in the period between the grant date and the respective exercise time frame) of which both conditions must be met.

The fair value of the employee share option plan has been measured for Tranches 1 and 2 using a Monte Carlo simulation. The market condition has been incorporated into the fair value at grant date.

The inputs used in the measurement of the fair value at grant date are as follows: