Fourth Quarter 2025 Revenue Exceeds GuidanceStrategic Alternatives Review Process Progressing In-Line with Stated Plan WALTHAM, Mass., March 16, 2026 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM) (“Nano Dimension,” “Nano,” or the “Company”), a leader in digital manufacturing solutions, today announced that it will host a conference call and webcast to discuss its fourth quarter and full year 2025 financial results on Tuesday, March 31, 2026 at 4:30 p.m. ET. Nano also announced that it filed a Form ...

Core Viewpoint - Nano Dimension Ltd. has adopted a limited duration shareholder rights agreement to protect the long-term interests of the company and its American Depository Share (ADS) holders, aiming to enable them to realize the full potential value of their investments [2][3]. Group 1: Rights Agreement Details - The Rights Agreement is designed to reduce the likelihood of any entity or group gaining control or exerting significant influence over Nano Dimension [2][4]. - Each ADS holder will receive one special purchase right for every ADS outstanding as of February 13, 2026, allowing them to purchase one ADS at a price of $0.01 once the rights become exercisable [4]. - The rights will become exercisable if an entity or group acquires 9.99% or more of the outstanding ordinary shares without Board approval, and the rights will expire on February 1, 2027 [4]. Group 2: Board's Responsibilities and Strategic Review - The Rights Agreement is intended to assist the Board in fulfilling its fiduciary duties by providing sufficient time to make informed judgments regarding control attempts [3][6]. - The Board, supported by financial advisors, is conducting a structured strategic alternatives review process to maximize shareholder value, with updates expected during the upcoming earnings call [6]. Group 3: Company Overview - Nano Dimension specializes in advanced digital manufacturing technologies, serving industries such as defense, aerospace, automotive, electronics, and medical devices, driven by trends in onshoring and product customization [8].

Financial Results - Nano Dimension Ltd. announced preliminary financial results for Q4 2025, ending December 31, 2025[6] - The company issued a press release on January 21, 2026, detailing these results[6] Regulatory Information - The report is intended to be furnished and not deemed "filed" under the Securities Exchange Act of 1934[7] - The financial statements and exhibits include a press release as Exhibit 99.1[8] - The company is classified as an emerging growth company[4] - The registrant has not elected to use the extended transition period for new financial accounting standards[5] Signatory Information - The report was signed by John Brenton, Chief Financial Officer, on January 21, 2026[12]

Core Insights - Nano Dimension Ltd. reported preliminary fourth quarter 2025 revenue expectations between $35.0 million and $35.5 million, surpassing previous guidance of $31.5 million to $33.5 million, indicating strong demand for advanced digital manufacturing solutions [2][6] Revenue Performance - The company's revenue outperformance is attributed to positive momentum in key industry segments such as defense, aerospace, next-generation networking, automotive, and food and beverage, alongside improved execution [2][3] - Strong performance in the Markforged and Essemtec product lines contributed to the company's success, supported by enhanced customer relationships and ongoing product innovation [3] Strategic Initiatives - The Board of Directors is conducting a strategic alternatives review process with financial advisors to evaluate options for maximizing shareholder value, with updates expected in the upcoming earnings call [4] - The company is transitioning from a foreign private issuer to a U.S. domestic issuer, which began on January 1, 2026, and aims to complete this process in the first half of 2026, enhancing transparency and aligning with U.S. market standards [5] Leadership Commentary - The CEO highlighted the company's progress in revenue performance and operational focus, emphasizing the importance of targeted growth and improved cost management [6]

Core Insights - All proposals presented at Nano Dimension's Annual General Meeting were approved, indicating strong shareholder support for the company's leadership and strategic direction [1][2] Leadership and Governance - Shareholders expressed confidence in the company's leadership by approving all proposals, ensuring continuity of governance during a critical period [2] - The appointment of Phillip Borenstein to the Board is expected to enhance governance and long-term strategy [2] Strategic Initiatives - The company has focused on increasing transparency, strengthening operational discipline, and advancing strategic initiatives since the new CEO, Dave, took office [2] - Key initiatives include meaningful cost reductions, significant share repurchases, and the provision of financial guidance for the first time to enhance transparency [7] Operational Focus - The company is committed to sustainable growth through improved visibility, streamlined operations, and disciplined processes [2][7] - A structured review of strategic alternatives is underway, supported by Guggenheim Securities and Houlihan Lokey, aimed at maximizing shareholder value [7] Industry Context - Nano Dimension operates in the digital manufacturing sector, catering to industries such as defense, aerospace, automotive, electronics, and medical devices, driven by trends in onshoring and product customization [5]

Core Insights - Digital manufacturing company Nano Dimension Ltd. (NNDM) is showing signs of improvement with the involvement of an activist investor, new management, and a revised strategy focused on profitability [1] Group 1: Company Developments - The company is moving past its previous failures and is now concentrating on achieving profitability [1] - The new management team is implementing strategies aimed at enhancing operational efficiency and financial performance [1] Group 2: Investor Engagement - The presence of an activist investor is influencing the company's direction and strategic decisions [1]

Group 1 - The conference call is regarding Nano Dimension's Third Quarter 2025 Financial Results [2] - Participants in the call include CEO David Stehlin and new CFO John Brenton [2] - The call will discuss forward-looking statements that involve risks and uncertainties [3] Group 2 - The safe harbor statement applies to the information shared during the call [4] - Non-GAAP results will be discussed, excluding certain items, with a reconciliation available in the press release [4]

Financial Data and Key Metrics Changes - Revenue for Q3 2025 was $26.9 million, representing a year-over-year growth of approximately 81% compared to $14.9 million in Q3 2024, primarily driven by the inclusion of Markforged, which contributed $17.5 million [16] - Gross profit for the quarter was $12.7 million, with an adjusted gross margin of approximately 47.4%, down from 50% in the prior year [16] - Operating expenses for the quarter were $29.2 million, a year-over-year increase of approximately 29% from $22.7 million in Q3 2024, mainly due to Markforged inclusion [16] - Adjusted EBITDA for the quarter was a loss of $16.6 million compared to a loss of $15.3 million in Q3 2024 [17] - Total cash, cash equivalents, and investment securities as of September 30, 2025, were approximately $515.5 million, down from about $551 million at the end of the prior quarter [17] Business Line Data and Key Metrics Changes - Nano Dimension's standalone revenue was approximately $9.4 million, down approximately 37% year-over-year, driven by strategic divestitures and softer demand amid macroeconomic uncertainties [16] - Operating expenses on a standalone basis decreased approximately 42% year-over-year, reflecting benefits from divestments and disciplined cost management [17] Market Data and Key Metrics Changes - The demand environment remains mixed, with pockets of strength and areas where customers are cautious in spending [9] - Key target segments include defense, aerospace, automotive, food and beverage, and next-generation networking, with wins across these areas [9][10] - The defense business continues to expand, driven by momentum across programs and increased adoption of the FX10 and FX20 platforms [10] Company Strategy and Development Direction - The company is focused on improving and growing the business, strengthening management, and driving toward profitability [5] - A strategic alternatives review process is underway to maximize shareholder value and unlock the potential of technology assets [7] - The company is prioritizing segments where additive manufacturing can scale and where customers are ready to adopt new approaches [9] Management's Comments on Operating Environment and Future Outlook - Management noted challenges from tariff uncertainties and cautious capital spending but highlighted strong improvements in operating expenses [8] - The company expects revenue for Q4 2025 in the range of $31.5 million to $33.5 million, representing nearly 21% sequential growth at the midpoint [18] - Adjusted EBITDA loss for Q4 is expected to be between approximately $12 million and $14 million, representing a 22% improvement compared to Q3 [19] Other Important Information - The company repurchased approximately $5.6 million of shares during the quarter and an additional $11.5 million subsequent to the quarter end, believing shares are significantly undervalued [5] - The company is increasing transparency by aligning with US GAAP reporting requirements and providing guidance for the first time [21] Q&A Session Summary - No questions were raised during the Q&A session, and the call concluded with management expressing appreciation for the participants' interest [22][24]

Financial Data and Key Metrics Changes - Revenue for Q3 2025 was $26.9 million, representing a year-over-year growth of approximately 81% compared to $14.9 million in Q3 2024, primarily driven by the inclusion of Markforged, which contributed $17.5 million [15] - Gross profit for the quarter was $12.7 million, with an adjusted gross margin of approximately 47.4%, down from 50% in the prior year [15] - Operating expenses for the quarter were $29.2 million, a year-over-year increase of approximately 29% from $22.7 million in Q3 2024, mainly due to Markforged inclusion [15] - Adjusted EBITDA for the quarter was a loss of $16.6 million compared to a loss of $15.3 million in Q3 2024 [16] - Total cash, cash equivalents, and investment securities as of September 30, 2025, were approximately $515.5 million, down from about $551 million at the end of the prior quarter [16] Business Line Data and Key Metrics Changes - Nano Dimension's standalone revenue, excluding Markforged, was approximately $9.4 million, down approximately 37% year-over-year due to strategic divestitures and softer demand amid macroeconomic uncertainties [15] - Operating expenses on a standalone basis decreased approximately 42% year-over-year, reflecting benefits from divestments and disciplined cost management [16] Market Data and Key Metrics Changes - The demand environment remains mixed, with pockets of strength in defense, aerospace, automotive, food and beverage, and next-generation networking [8] - The defense business continues to expand, driven by momentum across programs and increased adoption of the FX10 and FX20 platforms [9] - In aerospace, customers are adopting solutions to accelerate innovation and maintain rigorous quality standards [10] Company Strategy and Development Direction - The company is focused on improving operations, driving toward profitability, and maximizing asset value [5] - A strategic alternatives review process is underway to evaluate options for maximizing shareholder value and unlocking technology potential [6] - The company aims to capitalize on growing demand for advanced digital manufacturing solutions that merge additive manufacturing with adaptive electronic assembly [14] Management's Comments on Operating Environment and Future Outlook - Management noted challenges from tariff uncertainties and cautious capital spending but highlighted strong improvements in operating expenses [7] - For Q4, the company expects revenue in the range of $31.5 million to $33.5 million, representing nearly 21% sequential growth at the midpoint [17] - Gross margin is expected to be between 47% and 48.5%, reflecting improved operating leverage and efficiency [18] Other Important Information - The company repurchased approximately $5.6 million of its shares during Q3 and an additional $11.5 million subsequent to the quarter end, believing the shares are significantly undervalued [5] - The company is aligning reporting processes with US GAAP standards to enhance transparency [5] Q&A Session Summary Question: What are the expectations for future revenue growth? - Management provided guidance for Q4, expecting revenue between $31.5 million and $33.5 million, indicating a moderate recovery across most markets [17] Question: How is the company addressing operating expenses? - The company expects operating expenses to be between approximately $28 million and $29 million for Q4, reflecting continued progress in aligning operations following the Markforged acquisition [19]

Financial Data and Key Metrics Changes - Revenue for Q3 2025 was $26.9 million, representing a year-over-year growth of approximately 81% compared to $14.9 million in Q3 2024, primarily driven by the inclusion of Markforged, which contributed $17.5 million [16] - Gross profit for the quarter was $12.7 million, with an adjusted gross margin of approximately 47.4%, down from 50% in the prior year [16] - Operating expenses for the quarter were $29.2 million, a year-over-year increase of approximately 29% from $22.7 million in Q3 2024, mainly due to Markforged inclusion [16] - Adjusted EBITDA for the quarter was a loss of $16.6 million compared to a loss of $15.3 million in Q3 2024 [17] - Total cash, cash equivalents, and investment securities as of September 30, 2025, were approximately $515.5 million, down from about $551 million at the end of the prior quarter [17] Business Line Data and Key Metrics Changes - Nano Dimension's standalone revenue was approximately $9.4 million, down approximately 37% year-over-year, driven by strategic divestitures and softer demand amid macroeconomic uncertainties [16] - Operating expenses on a standalone basis decreased approximately 42% year-over-year, reflecting benefits from divestments and disciplined cost management [17] Market Data and Key Metrics Changes - The demand environment remains mixed, with pockets of strength and areas where customers are cautious in spending [10] - Key target segments include defense, aerospace, automotive, food and beverage, and next-generation networking, with wins across these areas [10][11] - The defense business continues to expand, driven by momentum across programs and increased adoption of the FX10 and FX20 platforms [11] Company Strategy and Development Direction - The company is focused on improving operations, driving toward profitability, and maximizing asset value [6] - A strategic alternatives review process is underway to evaluate options for maximizing shareholder value and unlocking technology potential [7][8] - The company aims to maintain customer focus, advance platform integration, and execute its roadmap to drive durable growth [14] Management's Comments on Operating Environment and Future Outlook - Management noted challenges from tariff uncertainties and cautious capital spending but highlighted strong improvements in operating expenses [9] - The company expects revenue for Q4 2025 in the range of $31.5 million to $33.5 million, representing nearly 21% sequential growth at the midpoint [18] - Adjusted EBITDA loss for Q4 is expected to be between approximately $12 million and $14 million, indicating a 22% improvement compared to Q3 [20] Other Important Information - The company repurchased approximately $5.6 million of shares during Q3 and an additional $11.5 million subsequent to the quarter end, believing shares are significantly undervalued [6] - The first formal guidance for Q4 2025 was provided, reflecting operational improvements and a disciplined approach to financial management [18] Q&A Session Summary - No questions were raised during the Q&A session, and the call concluded with management expressing confidence in the company's progress and future direction [23][24]