Materialise is to pursue an additional listing of its ordinary shares on Euronext Brussels to complement its existing Nasdaq listing of its American depositary shares (ADSs) representing ordinary shares, and to launch an ADS buyback program.
The listing is designed to further enhance Materialise’s profile and expand its investor base. While Materialise says the company’s Nasdaq listing remains integral to the company’s global strategy, an additional listing will allow investors to hold and deal in shares on Euronext (and become shareholders of the company) as well as to hold and deal in ADSs on Nasdaq.
This plan, per Materialise, represents a 'proactive step to connect its heritage with its global ambitions,' ensuring the company’s ability to 'drive growth and deliver meaningful impact in multiple sectors.' The additional listing could also give Materialise access to additional caputre if needed in the future, create additional liquidity options for shareholders, and open up the option to initiate ADS and/or share buyback programs.
The listing is expected to happen on or around November 20, 2025, but no shares will be offered and no capital will be raised in connection with the listing of the company’s shares on Euronext Brussels. Materialise has, however, approved an ADS buyback program worth up to 30 million EUR over Nasdaq. This buyback program is subject to and with effect from not earlier than (i) the publication in the Annexes to the Belgian State Gazette of the approval by the company’s general shareholders’ meeting to be held on November 14, 2025 of the authorisation to the Board of Directors to buy back shares and (ii) the completion of the listing of the company’s shares on Euronext Brussels. Repurchases are expected to be initiated by no later than January 2026 and executed within 12 months following initiation. However, the initiation, timing and amount of repurchases pursuant to the program will depend on a variety of factors including market conditions. Based on the closing price of the Company’s ADSs on Nasdaq on October 28, 2025, this amount represented approximately 6.1 million ADSs.
Such number of ADSs will fluctuate depending on share price movements. The company is under no obligation to acquire any amount of ADSs. The ADS buyback program would be implemented in accordance with market practice and in compliance with the applicable law and regulations. To this end, the company expects an independent financial intermediary would be appointed to repurchase on the basis of a discretionary mandate. During the ADS buyback program, the company would regularly publish press releases with updates on the progress made (if any) as required by law. This information would also be available on the investor relations pages of Materialise’s website under the News section (https://investors.materialise.com/news). The company’s current intention is to hold any ADSs acquired (or underlying shares) in treasury and may in the future use these as a consideration for mergers and acquisitions, aligning with Materialise’s vision for scaling its operations in key sectors such as healthcare, aerospace, and defense, and/or otherwise dispose of those ADSs or shares, including for potential share delivery commitments under future equity incentive plans. The program would be executed under the powers proposed to be granted at the extraordinary general meeting of shareholders to be held on November 14, 2025.
“At Materialise, we are proud of our heritage and our global ambitions,” said Brigitte de Vet, CEO of Materialise. “Pursuing an additional listing on Euronext Brussels is a natural step in broadening our investor base while continuing to build on our global growth strategy. By aligning our roots with our vision, we aim to create long-term value for shareholders and support innovation across industries from healthcare to aerospace, and beyond.”
