FALSE000111192800011119282024-10-292024-10-29

UNITED STATES
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

October 29, 2024
 Date of Report (Date of earliest event reported)

IPG PHOTONICS CORPORATION
(Exact name of registrant as specified in its charter)
Delaware
 (State or Other Jurisdiction
 of Incorporation)
 
 
001-33155
 (Commission File No.)
04-3444218
 (IRS Employer
 Identification No.)
377 Simarano Drive
Marlborough, Massachusetts 01752
(Address of Principal Executive Offices, including Zip Code)

(508) 373-1100
(Registrant’s telephone number)

 
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))
Title of each classTrading SymbolName of each exchange on which registered
Common Stock, par value $0.0001 per shareIPGPNasdaq Global Select Market

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 2.02. Results of Operations and Financial Condition
On October 29, 2024, IPG Photonics Corporation (the "Company") announced its financial results for the quarter ended September 30, 2024. The full text of the press release issued in connection with the announcement is furnished as Exhibit 99.1 to this Current Report on Form 8-K.
In accordance with General Instruction B.2 of Form 8-K, the information in Item 2.02 of this Current Report on Form 8-K, including Exhibit 99.1 referenced herein, shall not be deemed "filed" for purposes of Section 18 of the Securities Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that Section, nor shall it be deemed incorporated by reference in any filing by the Company under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 8.01 Other Events.
On October 29, 2024, the Company issued a press release announcing it entered into a definitive agreement to acquire Clean-Lasersysteme GmbH, a leader in laser cleaning systems based in Herzogenrath, Germany. The transaction remains subject to the completion of customary conditions, including regulatory approval, and is expected to close during the fourth quarter of 2024.
The press release relating to the acquisition of Clean-Lasersysteme GmbH is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits
(d) Exhibits

Exhibit 99.1 relating to Item 2.02 shall be deemed to be furnished, and not filed:
Exhibit NumberExhibit Description
Exhibit 99.1
Exhibit 99.2
Exhibit 104Inline XBRL for the cover page of this Current Report on Form 8-K.




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this Current Report on Form 8-K to be signed on its behalf by the undersigned thereunto duly authorized.
 
IPG PHOTONICS CORPORATION
October 29, 2024By:/s/ Timothy P.V. Mammen
Timothy P.V. Mammen
Senior Vice President and Chief Financial Officer


Exhibit 99.1

 image1.jpg

IPG PHOTONICS ANNOUNCES THIRD QUARTER 2024 FINANCIAL RESULTS
Focusing on Execution and Future Growth Opportunities
Delivered Results At the High End of Guidance
MARLBOROUGH, Mass. – October 29, 2024 - IPG Photonics Corporation (NASDAQ: IPGP) today reported financial results for the third quarter ended September 30, 2024.
Three Months Ended September 30,Nine Months Ended September 30,
(In millions, except per share data and percentages)20242023Change20242023Change
Revenue$233.1 $301.4 (23)%$742.8 $988.5 (25)%
Gross margin23.2 %44.1 %33.4 %43.2 %
Operating (loss) income$(253.3)$55.7 NM$(222.2)$203.2 NM
Operating margin(108.7)%18.5 %(29.9)%20.6 %
Net (loss) income attributable to IPG Photonics Corporation$(233.6)$55.0 NM$(189.3)$177.5 NM
(Loss) earnings per diluted share (1)
$(5.33)$1.16 NM$(4.22)$3.73 NM

(1) Adjusted diluted EPS was $0.29 for the three months ended September 30, 2024. Refer to supplemental schedule of non-GAAP measures for reconciliation details.

NM - not meaningful.
Management Comments
"IPG has made important progress strategically and operationally in the last several months,” said Dr. Mark Gitin, IPG Photonics’ Chief Executive Officer. “Our third-quarter results were at the high end of our guidance when adjusted for the divested revenue. We completed our exit from Russia and are strengthening our position in fast-growing high-precision laser cleaning applications with the announced acquisition of cleanLASER. These moves, along with progress in our innovation pipeline and actions underway to gain efficiencies across our business, underscore that we are controlling what we can control as we position for demand recovery.”
Financial Highlights
Third quarter revenue of $233 million decreased 23% year over year due to lower demand in industrial and e-mobility markets. Changes in foreign exchange rates did not have a material impact on revenue. Materials processing sales accounted for 89% of total revenue and decreased 22% year over year, primarily due to lower sales in cutting applications. Other sales decreased 28% year over year due to lower revenue in medical and advanced applications. Emerging growth products sales accounted for 45% of total revenue, a slight decrease from 46% in the prior quarter due to lower revenue for high power pulsed lasers and medical products. By region, sales decreased 20% in North America, 27% in China, 29% in Europe and 8% in Japan on a year-over-year basis.
Gross margin of 23.2% decreased significantly year over year due to increased inventory provision and reduced absorption of manufacturing expenses, partially offset by lower tariffs and shipping costs. The inventory provision included $30 million related to a change in estimate of recoverability due to the current demand environment, which reduced gross margin by 12.8%, and diluted EPS by $0.49. Excluding this inventory provision results in an adjusted gross margin of 36.0%. Loss per diluted share (EPS) of $5.33 included loss on divestiture of our Russian operations which decreased operating income by $198 million and asset impairment charges of $27 million. These items decreased diluted EPS by $5.16 in the third quarter. Foreign exchange transaction loss decreased operating income by $1 million and earnings per share by $0.02. Excluding these items
1
Exhibit 99.1
results in an adjusted diluted EPS of $0.29 (1) in the third quarter. During the third quarter, IPG generated $66 million in cash from operations and spent $23 million on capital expenditures and $74 million on share repurchases.
Business Outlook and Financial Guidance
“We continue to believe we are bouncing along the bottom of a muted demand environment, which is supported by a book-to-bill of one for the third quarter. IPG’s strong technology portfolio and expertise across lasers positions us well in new growth areas where fiber lasers can replace incumbent technologies and differentiates us from competition," concluded Dr. Gitin.
For the fourth quarter of 2024, IPG expects revenue of $210 million to $240 million, gross margin between 35% and 38%, and operating expenses of $78 million to $80 million. The Company expects the fourth quarter tax rate to be approximately 25%, including certain discrete items. IPG anticipates delivering earnings per diluted share in the range of $0.05 to $0.35. This guidance excludes Russian operations which were sold in the third quarter.
As discussed in more detail in the "Safe Harbor" passage of this news release, actual results may differ from this guidance due to various factors including, but not limited to, trade policy changes and trade restrictions, product demand, order cancellations and delays, competition, tariffs, currency fluctuations and general economic conditions. This guidance is based upon current market conditions and expectations, and is subject to the risks outlined in the Company's reports filed with the SEC, and assumes exchange rates relative to the U.S. dollar of euro 0.90, Japanese yen 143 and Chinese yuan 7.01, respectively.
Supplemental Financial Information
Additional supplemental financial information is provided in the unaudited Financial Data Workbook and Third Quarter 2024 Earnings Call Presentation available on the investor relations section of the Company's website at investor.ipgphotonics.com.
Conference Call Reminder
The Company will hold a conference call today, October 29, 2024 at 10:00 am ET. To access the call, please dial 877-407-6184 in the US or 201-389-0877 internationally. A live webcast of the call will also be available and archived on the investor relations section of the Company's website at investor.ipgphotonics.com.
Contact
Eugene Fedotoff
Senior Director, Investor Relations
IPG Photonics Corporation
508-597-4713
efedotoff@ipgphotonics.com
About IPG Photonics Corporation
IPG Photonics Corporation is the leader in high-power fiber lasers and amplifiers used primarily in materials processing and other diverse applications. The Company’s mission is to develop innovative laser solutions making the world a better place. IPG accomplishes this mission by delivering superior performance, reliability and usability at a lower total cost of ownership compared with other types of lasers and non-laser tools, allowing end users to increase productivity and decrease costs. IPG is headquartered in Marlborough, Massachusetts and has more than 30 facilities worldwide. For more information, visit www.ipgphotonics.com.
2
Exhibit 99.1
Safe Harbor Statement
Information and statements provided by IPG and its employees, including statements in this press release, that relate to future plans, events or performance are forward-looking statements. These statements involve risks and uncertainties. Any statements in this press release that are not statements of historical fact are forward-looking statements, including those statements related to the acquisition of cleanLASER, our strong technology portfolio and expertise across lasers positioning us well in new growth areas where fiber lasers can replace incumbent technologies and differentiates us from competition, and statements related to revenue, gross margin and operating expenses outlook, tax rate and earnings guidance, and the impact of the U.S. dollar on our guidance for fourth quarter of 2024. Factors that could cause actual results to differ materially include risks and uncertainties, including risks associated with the strength or weakness of the business conditions in industries and geographic markets that IPG serves, particularly the effect of downturns in the markets IPG serves; uncertainties and adverse changes in the general economic conditions of markets; inability to manage risks associated with international customers and operations; changes in trade controls and trade policies; IPG's ability to penetrate new applications for fiber lasers and increase market share; the rate of acceptance and penetration of IPG's products; foreign currency fluctuations; high levels of fixed costs from IPG's vertical integration; the appropriateness of IPG's manufacturing capacity for the level of demand; competitive factors, including declining average selling prices; the effect of acquisitions and investments; inventory write-downs; asset impairment charges; intellectual property infringement claims and litigation; interruption in supply of key components; manufacturing risks; government regulations and trade sanctions; and other risks identified in IPG's SEC filings. Readers are encouraged to refer to the risk factors described in IPG's Annual Report on Form 10-K (filed with the SEC on February 21, 2024) and IPG's reports filed with the SEC, as applicable. Actual results, events and performance may differ materially. Readers are cautioned not to rely on the forward-looking statements, which speak only as of the date hereof. IPG undertakes no obligation to update the forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

Use of Non-GAAP Adjusted Financial Information
We refer to certain financial measures that are not recognized under United States generally accepted accounting principles (“GAAP”). Please see “Supplemental Schedule of Non-GAAP Financial Measures” below for additional information and a reconciliation of the Non-GAAP financial measures to the most comparable GAAP financial measures.
3
Exhibit 99.1
IPG PHOTONICS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)
 
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(In thousands, except per share data)
Net sales$233,143 $301,401 $742,797 $988,546 
Cost of sales179,054 168,499 494,986 561,015 
Gross profit54,089 132,902 247,811 427,531 
Operating expenses:
Sales and marketing22,233 22,243 67,718 63,518 
Research and development27,177 24,708 84,045 70,990 
General and administrative32,660 30,958 95,420 90,746 
Net loss from divestiture and sale of assets
197,651 — 190,201 — 
Impairment of long-lived assets
26,566 1,237 26,566 1,237 
Restructuring charges (recoveries), net
— (1,501)— (357)
Loss (gain) on foreign exchange1,148 (449)6,067 (1,798)
Total operating expenses307,435 77,196 470,017 224,336 
Operating (loss) income
(253,346)55,706 (222,206)203,195 
Other income, net:
Interest income, net11,103 11,569 38,058 28,366 
Other (loss) income, net(271)545 248 1,161 
Total other income10,832 12,114 38,306 29,527 
(Loss) income before provision for income taxes
(242,514)67,820 (183,900)232,722 
Income tax (benefit) expense(8,920)12,826 5,441 55,272 
Net (loss) income attributable to IPG Photonics Corporation$(233,594)$54,994 $(189,341)$177,450 
Net (loss) income attributable to IPG Photonics Corporation per share:
Basic$(5.33)$1.16 $(4.22)$3.75 
Diluted$(5.33)$1.16 $(4.22)$3.73 
Weighted average common shares outstanding:
Basic43,837 47,237 44,901 47,364 
Diluted43,837 47,388 44,901 47,536 

4
Exhibit 99.1
IPG PHOTONICS CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
 
September 30,December 31,
20242023
(In thousands, except share and 
per share data)
ASSETS
Current assets:
Cash and cash equivalents$883,871 $514,674 
Short-term investments135,444 662,807 
Accounts receivable, net163,541 219,053 
Inventories320,723 453,874 
Prepaid income taxes27,115 26,038 
Prepaid expenses and other current assets39,720 38,208 
Total current assets1,570,414 1,914,654 
Deferred income taxes, net106,254 88,788 
Goodwill38,484 38,540 
Intangible assets, net22,054 26,234 
Property, plant and equipment, net589,559 602,257 
Other assets28,365 28,425 
Total assets$2,355,130 $2,698,898 
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable$39,578 $28,618 
Accrued expenses and other current liabilities150,788 181,350 
Income taxes payable3,816 4,893 
Total current liabilities194,182 214,861 
Other long-term liabilities and deferred income taxes46,336 68,652 
Total liabilities240,518 283,513 
Commitments and contingencies
IPG Photonics Corporation equity:
Common stock, $0.0001 par value, 175,000,000 shares authorized; 56,591,081 and 43,248,080 shares issued and outstanding, respectively, at September 30, 2024; 56,317,438 and 46,320,671 shares issued and outstanding, respectively, at December 31, 2023.
6 6 
Treasury stock, at cost, 13,343,001 and 9,996,767 shares held at September 30, 2024 and December 31, 2023, respectively.
(1,447,984)(1,161,505)
Additional paid-in capital1,025,268 994,020 
Retained earnings2,606,053 2,795,394 
Accumulated other comprehensive loss(68,731)(212,530)
Total IPG Photonics Corporation equity2,114,612 2,415,385 
Total liabilities and equity$2,355,130 $2,698,898 

5
Exhibit 99.1
IPG PHOTONICS CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
 
Nine Months Ended September 30,
20242023
(In thousands)
Cash flows from operating activities:
Net (loss) income$(189,341)$177,450 
Adjustments to reconcile net income to net cash provided by (used in) operating activities:
Depreciation and amortization46,623 52,678 
Impairment of long-lived assets and restructuring charges (recoveries), net
26,566 (486)
Provisions for inventory, warranty & bad debt76,434 43,889 
Net loss from divestiture and sale of assets
190,201 — 
Other(2,338)5,238 
Changes in assets and liabilities that provided (used) cash, net of acquisitions:
Accounts receivable and accounts payable56,156 (35,257)
Inventories29,760 (20,736)
Other(59,949)(32,852)
Net cash provided by operating activities174,112 189,924 
Cash flows from investing activities:
Purchases of and deposits on property, plant and equipment(75,358)(85,256)
Proceeds from sales of property, plant and equipment28,538 30,425 
Purchases of short-term investments(423,176)(898,455)
Proceeds from short-term investments966,214 789,844 
Net cash outflow from divestiture
(25,324)— 
Other385 446 
Net cash provided by (used in) investing activities
471,279 (162,996)
Cash flows from financing activities:
Principal payments on long-term borrowings— (16,031)
Proceeds from issuance of common stock under employee stock option and purchase plans less payments for taxes related to net share settlement of equity awards1,870 (432)
Purchase of treasury stock, at cost(286,479)(159,528)
Net cash used in financing activities(284,609)(175,991)
Effect of changes in exchange rates on cash and cash equivalents8,415 (20,862)
Net increase (decrease) in cash and cash equivalents
369,197 (169,925)
Cash and cash equivalents — Beginning of period514,674 698,209 
Cash and cash equivalents — End of period$883,871 $528,284 
Supplemental disclosures of cash flow information:
Cash paid for interest$95 $1,110 
Cash paid for income taxes$38,905 $55,001 

6
Exhibit 99.1
IPG PHOTONICS CORPORATION
SUPPLEMENTAL SCHEDULE OF AMORTIZATION OF INTANGIBLE ASSETS (UNAUDITED)
 
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(In thousands)
Amortization of intangible assets:
Cost of sales$441 $564 $1,369 $1,692 
Sales and marketing937 1,456 2,811 4,370 
Total amortization of intangible assets$1,378 $2,020 $4,180 $6,062 


7
Exhibit 99.1
IPG PHOTONICS CORPORATION
SUPPLEMENTAL SCHEDULE OF STOCK-BASED COMPENSATION (UNAUDITED)
 
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(In thousands)
Cost of sales$2,206 $1,503 $6,472 $6,664 
Sales and marketing1,695 1,362 4,652 4,045 
Research and development2,966 2,330 8,048 6,171 
General and administrative4,261 2,949 10,258 10,582 
Total stock-based compensation11,128 8,144 29,430 27,462 
Tax effect of stock-based compensation(2,517)(1,772)(6,504)(6,016)
Net stock-based compensation$8,611 $6,372 $22,926 $21,446 
Three Months Ended September 30,Nine Months Ended September 30,
2024202320242023
(In thousands)
Excess tax (detriment) benefit on stock-based compensation
$(220)$(55)$(4,113)$(1,741)
8
Exhibit 99.1
IPG PHOTONICS CORPORATION
SUPPLEMENTAL SCHEDULE OF NON-GAAP FINANCIAL MEASURES (UNAUDITED)

Use of Non-GAAP Adjusted Financial Information

The following information provides the definition of adjusted gross profit, adjusted gross margin, adjusted net income and adjusted earnings per share (EPS) as presented by IPG Photonics Corporation (the “Company”), which are financial measures that are not calculated or presented in accordance with GAAP, and reconciliation to the most directly comparable financial measures calculated and presented in accordance with GAAP. The Company has provided adjusted gross profit, adjusted gross margin, adjusted net income and adjusted EPS as supplemental information and in addition to the financial measures presented by the Company that are calculated and presented in accordance with GAAP. Such non-GAAP financial measures should not be considered superior to, as a substitute for or alternative to, and should be considered in conjunction with, the GAAP financial measure presented by the Company.

We define adjusted gross profit as gross profit as reported, adjusted for non-recurring, infrequent, or unusual changes, including a one-time inventory provision related to a change in estimate of recoverability due to the current demand environment.

We define adjusted gross margin as adjusted gross profit divided by total revenue.

We define adjusted net income as net income as reported, adjusted for non-recurring, infrequent, or unusual changes, including one-time charges incurred in connection with the disposition of our Russian operations, impairment of long-lived assets, loss on foreign currency exchange, tax impacts and a one-time adjustment to inventory provision related to a change in estimate of recoverability due to the current demand environment, and other adjustments that the Company believes appropriate.

We define adjusted EPS as adjusted net income divided by the weighted-average diluted shares outstanding.

Management believes that these non-GAAP financial measures provide additional means of evaluating period-over-period operating performance. Specifically, these non-GAAP financial measures provide management with additional means to understand and evaluate the operating results and trends in our ongoing business by eliminating certain non-cash expenses and other items that management believes might otherwise make comparisons of our ongoing business with prior periods more difficult, obscure trends in ongoing operations, or reduce management’s ability to make useful forecasts.

In addition, management understands that some investors and financial analysts find this information helpful in analyzing our financial and operational performance and comparing this performance to our peers and competitors. However, these non-GAAP financial measures have limitations as an analytical tool and are not intended to be an alternative to financial measures prepared in accordance with GAAP. In addition, it should be noted that these non-GAAP financial measures may be different from non-GAAP measures used by other companies. Management may, however, utilize other measures to illustrate performance in the future. Investors are encouraged to review the reconciliation of these non-GAAP measures to their most directly comparable GAAP financial measures. A reconciliation of our non-GAAP financial measures to their most directly comparable GAAP measures has been provided below. These non-GAAP measures exclude (a) a one-time adjustment to our inventory provision related to a change in estimate of recoverability due to the current demand environment, (b) one-time adjustments relating to the net loss from divestiture and sale of assets incurred in the disposition of our Russian operations in the third quarter of 2024and (c) impairment of long lived assets related to our Belarusian operations.

9
Exhibit 99.1
IPG PHOTONICS CORPORATION
SUPPLEMENTAL SCHEDULE OF NON-GAAP FINANCIAL MEASURES (UNAUDITED)
 
Three Months Ended September 30,
2024
(In thousands, except percentages)
Gross profit$54,089 
Gross margin
23.2 %
Add: Inventory provision29,884 
Adjusted gross profit$83,973 
Adjusted gross margin
36.0 %



Three Months Ended September 30,
2024
(In thousands, except per share data)Before TaxTax ImpactAfter TaxPer Diluted Share
Net (loss) income attributable to IPG Photonics Corporation and diluted EPS$(233,594)$(5.33)
Adjustments to reconcile to adjusted net income:
Inventory provision$29,884 $(8,407)21,477 0.49 
Long-lived asset impairment26,566 — 26,566 0.61 
Loss on divestiture
197,651 1,824 199,475 4.55 
Loss on foreign exchange1,148 (190)958 0.02 
Discrete tax impacts(1,981)(1,981)(0.05)
Total adjustments$255,249 $(8,754)$246,495 $5.62 
Adjusted net income and adjusted diluted EPS$12,901 $0.29 
10
Exhibit 99.2
 image_0.jpg

IPG Photonics Announces Agreement to Acquire CleanLASER
Tuck-in acquisition expands IPG’s opportunity in laser cleaning applications
MARLBOROUGH, Mass. – October 29, 2024 - IPG Photonics Corporation (NASDAQ: IPGP) today announced that it has signed a definitive agreement to acquire Clean-Lasersysteme GmbH (cleanLASER), a leader in laser cleaning systems. The transaction strengthens IPG’s global position in high-precision laser systems for cleaning applications, an attractive growth market. Subject to satisfaction of customary closing conditions, including regulatory approval, the transaction is expected to close in the fourth quarter of 2024. The Company will provide more details on the transaction on its upcoming third-quarter earnings call, scheduled today for 10:00 a.m. ET.
“This transaction will advance IPG’s capabilities in bringing lasers to industrial cleaning applications, serving as a great example of how we are continuing to differentiate our product offerings through new laser use cases and complete solutions that drive laser adoption and keep us ahead of the competition,” said Dr. Mark Gitin IPG Photonics’ Chief Executive Officer. “As a supplier to cleanLASER for nearly 25 years, we know this company well and believe our combined cleaning application know-how, complementary market exposure, and product and technology synergies will create value for customers.”
Founded in 1997 and based in Herzogenrath, Germany, cleanLASER is a leader and pioneer in expanding the usage of lasers for industrial cleaning, with an installed base of approximately 2,000 systems worldwide and approximately $30 million in annual revenue. The company serves a broad range of customers across the automotive, industrial, aerospace, medical, food, and other markets. Laser cleaning systems have emerged as a precise, cost-effective, and environmentally friendly alternative to traditional industrial cleaning solutions, offering a highly energy-efficient process that requires no cleaning media and significantly reduces process waste.
Contact
Eugene Fedotoff
Senior Director, Investor Relations
IPG Photonics Corporation
508-597-4713
efedotoff@ipgphotonics.com




About IPG Photonics Corporation
IPG Photonics Corporation is the leader in high-power fiber lasers and amplifiers used primarily in materials processing and other diverse applications. The Company’s mission is to develop innovative laser solutions making the world a better place. IPG accomplishes this mission by delivering superior performance, reliability and usability at a lower total cost of ownership compared with other types of lasers and non-laser tools, allowing end users to increase productivity and decrease costs. IPG is headquartered in Marlborough, Massachusetts and has more than 30 facilities worldwide. For more information, visit www.ipgphotonics.com.

Safe Harbor Statement
Information and statements provided by IPG and its employees, including statements in this press release, that relate to future plans, events or performance are forward-looking statements. These statements involve risks and uncertainties. Any statements in this press release that are not statements of historical fact are forward-looking statements. These include but are not limited to the transaction strengthens IPG’s global position in high-precision laser systems for cleaning applications, an attractive growth market, the transaction is expected to close in the fourth quarter of 2024. As well as continuing to differentiate our product offerings through new laser use cases and complete solutions that drive laser adoption and keep us ahead of the competition, and combined cleaning application know-how, complementary market exposure, and product and technology synergies will create value for customers. Factors that could cause actual results to differ materially include risks and uncertainties, including risks associated with the strength or weakness of the business conditions in industries and geographic markets that IPG serves, particularly the effect of downturns in the markets IPG serves; uncertainties and adverse changes in the general economic conditions of markets; inability to manage risks associated with international customers and operations; changes in trade controls and trade policies; IPG's ability to penetrate new applications for fiber lasers and increase market share; the rate of acceptance and penetration of IPG's products; foreign currency fluctuations; high levels of fixed costs from IPG's vertical integration; the appropriateness of IPG's manufacturing capacity for the level of demand; competitive factors, including declining average selling prices; the effect of acquisitions and investments; inventory write-downs; asset impairment charges; intellectual property infringement claims and litigation; interruption in supply of key components; manufacturing risks; government regulations and trade sanctions; and other risks identified in IPG's SEC filings. Readers are encouraged to refer to the risk factors described in IPG's Annual Report on Form 10-K (filed with the SEC on February 21, 2024) and IPG's reports filed with the SEC, as applicable. Actual results, events and performance may differ materially. Readers are cautioned not to rely on the forward-looking statements, which speak only as of the date hereof. IPG undertakes no obligation to update the forward-looking statements that may be made to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

2
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Oct. 29, 2024
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Entity Central Index Key 0001111928
Document Type 8-K
Document Period End Date Oct. 29, 2024
Entity Registrant Name IPG PHOTONICS CORP
Entity Incorporation, State or Country Code DE
Entity File Number 001-33155
Entity Tax Identification Number 04-3444218
Entity Address, Address Line One 377 Simarano Drive
Entity Address, City or Town Marlborough
Entity Address, State or Province MA
Entity Address, Postal Zip Code 01752
City Area Code 508
Local Phone Number 373-1100
Title of 12(b) Security Common Stock, par value $0.0001 per share
Trading Symbol IPGP
Security Exchange Name NASDAQ
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