SCHMID Group (NASDAQ: SHMD) boosts 2026 order outlook, adds $20m notes
Rhea-AI Filing Summary
SCHMID Group N.V. closed a private placement of $20 million senior convertible notes with an institutional investor, issued on July 14, 2026 under an indenture and convertible into ordinary shares. The notes were sold under a Securities Act exemption, and SCHMID agreed to register the resale of conversion shares. Net proceeds are earmarked for working capital to support accelerating order intake and growth capital for moving to an owned manufacturing plant in China with nearly double capacity.
For the quarter ended June 30, 2026, SCHMID recorded order intake of €30.7 million, revenue of €27.7 million, cumulative 2026 order intake of €81.6 million and an order backlog of €54.8 million, all for equipment only. Management maintains full-year 2026 guidance of more than €100 million revenue and EBITDA margin above 12%, and raised full-year order intake guidance from approximately €114 million to €125–€150 million. First-half EBITDA margin is expected to be significantly below 12%. These figures are preliminary and unaudited, with final half-year results expected on or before August 25, 2026, followed by an investor call.
Positive
- Management raised full-year 2026 order intake guidance from approximately €114 million to a higher range of €125–€150 million, reflecting stronger-than-expected order momentum.
- SCHMID secured $20 million in senior convertible notes financing, with proceeds directed to working capital and expansion to an owned China manufacturing plant with nearly double capacity.
Negative
- None.
Key Figures
Key Terms
senior convertible notes financial
registration rights agreement regulatory
subordination agreement financial
order backlog financial
Adjusted EBITDA financial
FAQ
What financing did SCHMID Group (SHMD) complete in July 2026?
How did SCHMID Group (SHMD) perform operationally in Q2 2026?
What guidance did SCHMID Group (SHMD) provide for full-year 2026?
How has SCHMID Group (SHMD) changed its 2026 order intake outlook?
When will SCHMID Group (SHMD) release its half-year 2026 results?
How will SCHMID Group (SHMD) use the proceeds from the $20 million notes?
UNITED STATES SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
FORM 6-K
REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934
For the month of July 2026
Commission File Number: 001-42040
SCHMID Group N.V.
(Registrant's name)
Robert-Bosch-Str. 32-36,
72250
Freudenstadt, Germany
Tel: +49 7441 538 0
(Address of principal executive office)
Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F: Form 20-F x Form 40-F ¨
INFORMATION CONTAINED IN THIS REPORT ON FORM 6-K
Closing of $20.0 Million Convertible Notes Financing
On July 7, 2026, SCHMID Group N.V. (the “Company”) entered into an investment agreement with an institutional investor (the "Investor") pursuant to which the Company will issue and sell senior convertible notes in an aggregate principal amount of $20.0 million convertible into ordinary shares of the Company (the "Notes") in a private placement to the Investor (the "Investment Agreement").
On July 14, 2026, the Notes have been issued pursuant an indenture attached hereto as Exhibit 10.1 (the "Indenture"). The Company has also entered into a registration rights agreement dated July 14, 2026 pursuant to which the Company agreed to file a registration statement covering the resale of the shares issuable upon conversion of the Notes attached hereto as Exhibit 10.2 (the "Registration Rights Agreement"). In addition, the Company has also entered into a subordination agreement in relation to the Notes attached hereto as Exhibit 10.3 and an amended and restated subordination agreement in relation to the convertible notes issued pursuant to an indenture dated January 21, 2026 attached hereto as Exhibit 10.4 (the "Subordination Agreements").
The foregoing description of the Indenture, Registration Rights Agreement and Subordination Agreements do not purport to be complete and are qualified in its entirety by reference to such agreements which are annexed to this Form 6-K as Exhibits 10.1, 10.2, 10.3 and 10.4.
The securities described above have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state’s securities laws, and are being issued and sold pursuant to an exemption from registration provided for under the Securities Act. Accordingly, these securities may not be offered or sold in the United States, except pursuant to an effective registration statement or an applicable exemption from the registration requirements of the Securities Act. The Company has agreed to file a registration statement with the U.S. Securities and Exchange Commission registering the resale of the ordinary shares issuable upon conversion of the Notes. Any offering of the securities under the resale registration statement will only be made by means of a prospectus.
Press Releases Furnished as Exhibits
On July 14, 2026, the Company issued a press release providing a business update on the second quarter of 2026 and an update to the Company's full year 2026 guidance as well as announcing the closing of the $20 million convertible notes financing, which is furnished herewith as Exhibit 99.1.
The information furnished in this Form 6-K, including the information contained in Exhibit 10.1, 10.2, 10.3, 10.4 and Exhibit 99.1 shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, and shall not be deemed to be incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by a specific reference in such filing.
Caution Regarding Forward-Looking Statements
This report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are based upon current expectations or beliefs, as well as assumptions about future events. Forward-looking statements include all statements that are not historical facts and can generally be identified by terms such as “could,” “estimate,” “expect,” “intend,” “may,” “plan,” “potentially,” or “will” or similar expressions and the negatives of those terms. These statements include, but are not limited to, statements relating to planned financing transactions of the Company and the Company's future financial performance. Actual results could differ materially from those expressed in or implied by the forward-looking statements due to a number of risks and uncertainties, unexpected delays in securing financing or changes to financing agreements and the other risks and uncertainties described in the Company’s SEC reports and under the heading “Risk Factors” in its most recent annual report on Form 20-F which are available at www.sec.gov. These forward-looking statements speak only as of the date of this report. Except as required by law, the Company does not undertake any obligation to update or revise its forward-looking statements to reflect events or circumstances after the date of this report.
The following exhibits are furnished herewith
| Exhibit Number |
|
| 10.1 | Indenture dated July 14, 2026 (including exhibits and schedules thereto) |
| 10.2 | Registration Rights Agreement dated July 14, 2026 (including exhibits and schedules thereto) |
| 10.3 | Subordination Agreement dated July 14, 2026 (including exhibits and schedules thereto) |
| 10.4 | Amended and Restated Subordination Agreement dated July 14, 2026 (including exhibits and schedules thereto) |
| 99.1 | Press release dated July 14, 2026 – SCHMID Group N.V. Provides Second Quarter 2026 Business Update and Full Year 2026 Guidance Update |
-2-
SIGNATURE
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.
| Dated: July 14, 2026 | SCHMID Group N.V. | |
| By: | /s/ Arthur Schuetz | |
| Name: | Arthur Schuetz | |
| Title: | Chief Financial Officer | |
-3-
Exhibit 99.1
 |  |
SCHMID Group N.V. Provides Second Quarter 2026 Business Update and Full Year 2026 Order Guidance Update
Freudenstadt, Germany, July 14, 2026– SCHMID Group N.V. (NASDAQ: SHMD) (the “Company” or "SCHMID"), a global leader in providing solutions for the electronics industry, today provided the following operational update following the completion of the second quarter of 2026.
Operational Update for the second quarter ended June 30, 2026
In the second quarter of 2026, the Company recorded order intake of €30.7 million and reported revenues of €27.7 million. Including the repeat order exceeding €37 million announced on July 7, 2026, cumulative order intake since the beginning of the year amounts to €81.6 million. The order backlog stood at €54.8 million at the end of the quarter. Order intake and order backlog figures relate exclusively to orders for equipment and do not include orders associated with services or spare parts.
Consistent with management's expectations, given the revenue profile for the first half of the year, EBITDA margin in H1 is expected to be significantly lower than the EBITDA margin of 12% consistent with full-year 2026 guidance. For the full-year 2026 management maintains the guidance of more than €100 million revenues and EBITDA margin of more than 12%.
In light of the sustained improvement in order momentum and enhanced business visibility, management has decided to increase its full-year 2026 order intake guidance from approximately €114 million to a range of €125 to €150 million.
The financial information presented in this press release for the second quarter of 2026 and for guidance for the full-year 2026 is preliminary and unaudited. Actual results may differ from the preliminary estimates presented herein. The Company expects to report its final second-quarter and half-year financial results with the publication of its interim financial statements on or before August 25, 2026. Order intake and order backlog are operational metrics used by management to evaluate the Company’s business activity and visibility of future revenue. These metrics are not measures defined under International Financial Reporting Standards (“IFRS”) and may not be comparable to similarly titled measures used by other companies.
Adjusted EBITDA is a non-IFRS financial measure. The Company defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization, adjusted to exclude certain non-recurring or non-operational items. Because Adjusted EBITDA excludes items that may be included in the most directly comparable IFRS measure, investors should not consider Adjusted EBITDA in isolation or as a substitute for measures prepared in accordance with IFRS. The Company is unable to provide a reconciliation of forward-looking Adjusted EBITDA guidance to the most directly comparable IFRS financial measure without unreasonable effort because certain items that impact such measures are uncertain, out of the Company’s control and cannot be reasonably predicted.
Release of half-year results 2026
SCHMID will release half-year results on or before August 25, 2026 followed by an investor call at 9 a.m. Eastern time, 3pm CET time. Details for the investor call will be published on SCHMID's investor relations website.
Closing of the new $20 million convertible notes
The Company entered into an investment agreement with an institutional investor (the "Investor") on July 7, 2026 pursuant in relation to the issuance of senior convertible notes in an aggregate principal amount of $20 million convertible into ordinary shares of the Company (the “Notes”). The Notes were issued pursuant to an indenture dated today, July 14, 2026. As disclosed in the Company's press release on July 7, 2026, the net proceeds from the issuance of the Notes will be used to fund the working capital need resulting from the ongoing order intake acceleration and growth capital needed for the move from rented to owned manufacturing plant in China with nearly double capacity.
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Forward-looking Statements
This press release may contain forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. Words such as “expect,” “estimate,” “project,” “budget,” “forecast,” “anticipate,” “intend,” “plan,” “may,” “will,” “could,” “should,” “believes,” “predicts,” “potential,” “continue,” and similar expressions are intended to identify such forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements regarding the Company’s preliminary first and second quarters of 2026 results, financial outlook for fiscal year 2026, expected order intake and revenue growth, anticipated demand trends, and other statements that are not historical facts. These forward-looking statements can include statements regarding our expectations with respect to future performance and the anticipated timing of certain commercial or financing activities, expected timing and completion of the private placement and use of proceeds related thereto. There are a significant number of factors that could cause actual results to differ materially from the statements made in this press release. Additional risks and uncertainties that could affect our financial results are included under “Item 3. Key Information – 3.D. Risk Factors” in our annual report on Form 20-F filed with the SEC May 15, 2026, which is available on the SEC’s website at www.sec.gov. Additional information will also be set forth in other filings that we make with the SEC from time to time. All forward-looking statements in this press release are based on information available to us as of the date hereof, and we do not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made, except as required by applicable law.
About The SCHMID Group
The SCHMID Group is a global leader in providing solutions mostly for the electronics industry, with its headquarters based in Freudenstadt, Germany. Founded in 1864, today it employs approximately 700 staff members worldwide, and has technology centers and manufacturing sites in multiple locations including Germany and China, in addition to several sales and service locations globally. The Group focuses on developing customized equipment and process solutions mostly for the electronic industry. Our system and process solutions for the manufacture of substrates, printed circuit boards and other electrical components ensure the highest technology levels, high yields with low production costs, maximized efficiency, quality, and sustainability in green production processes.
Learn more at www.schmid-group.com