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: March 2023 (Report No. 7)

 

Commission file number: 001-37600

 

NANO DIMENSION LTD.

(Translation of registrant’s name into English)

 

2 Ilan Ramon

Ness Ziona 7403635 Israel

(Address of principal executive offices)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

 

Form 20-F ☒         Form 40-F ☐

 

 

 

 

 

 

CONTENTS

 

On March 15, 2023, Nano Dimension Ltd. (the “Registrant”) issued a press release titled “Nano Dimension’s Chairman & CEO Responds to the Latest Repetitive and Identical False Claims by Murchinson and Anson.” A copy of this press release is furnished herewith as Exhibit 99.1 and incorporated by reference herein.

 

On March 16, 2023, the Registrant issued: (i) a press release titled “Nano Dimension European Headquarters Inaugurated by Government Minister, in Munich, Germany,” a copy of which is furnished herewith as Exhibit 99.2 and incorporated by reference herein; and (ii) a press release titled “Nano Dimension’s Chairman & CEO on Capital Allocation Considerations,” a copy of which is furnished herewith as Exhibit 99.3 and incorporated by reference herein.

 

The first two paragraphs and the section entitled “Forward-Looking Statements” of Exhibit 99.2 to this Report of Foreign Private Issuer on Form 6-K are incorporated by reference into the Registrant’s registration statements on Form F-3 (File No. Nos. 333-255960, 333-233905, 333-251155, 333-252848, 333-251004 and 333-249184) and Form S-8 (File No. 333-214520, 333-248419 and 333-269436) of the Registrant, filed with the Securities and Exchange Commission (“SEC”), to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.

 

Exhibit No.    
99.1   Press release issued by Nano Dimension Ltd. on March 15, 2023, titled “Nano Dimension’s Chairman & CEO Responds to the Latest Repetitive and Identical False Claims by Murchinson and Anson.”
99.2   Press release issued by Nano Dimension Ltd. on March 16, 2023, titled “Nano Dimension European Headquarters Inaugurated by Government Minister, in Munich, Germany.”
99.3   Press release issued by Nano Dimension Ltd. on March 16, 2023, titled “Nano Dimension’s Chairman & CEO on Capital Allocation Considerations.”

 

1

 

 

SIGNATURES

 

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, thereunto duly authorized.

 

  Nano Dimension Ltd.
  (Registrant)
     
Date: March 17, 2023 By: /s/ Yael Sandler
  Name:  Yael Sandler
  Title: Chief Financial Officer

 

 

2

 

 

Exhibit 99.1

 

Nano Dimension’s Chairman & CEO Responds to the Latest Repetitive and Identical False Claims by Murchinson and Anson

 

A Detailed Study of Anson’s Published Track Record

 

Waltham, Mass., March 15, 2023 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM, “Nano Dimension” or the “Company”), a leading supplier of Additively Manufactured Electronics (“AME”) and multi-dimensional polymer, metal & ceramic Additive Manufacturing (“AM”) 3D printers, released a video in which Yoav Stern, Chairman and Chief Executive Officer, unequivocally responds to repetitive and identical lies from Murchinson Ltd. (“Murchinson) and Anson Funds Management LP (“Anson”).

 

In an effort to be continually transparent and forthcoming with Nano Dimension’s long-standing shareholders, Mr. Stern attempts to shed light on Murchinson’s and Anson’s seemingly continual attempts to besmirch the Company and its leadership, in their intention to take control and liquidate the Company and its assets and distribute what’s left to the shareholders.

 

Click here to watch the video: https://youtu.be/q6DMsPEzT74

 

A series of other videos are also available on Nano Dimension’s YouTube channel: https://www.youtube.com/@NanoDimension

 

About Nano Dimension

 

Nano Dimension’s (Nasdaq: NNDM) vision is to transform existing electronics and mechanical manufacturing into Industry 4.0 environmentally friendly & economically efficient precision additive electronics and manufacturing – by delivering solutions that convert digital designs to electronic or mechanical devices - on demand, anytime, anywhere

 

Nano Dimension’s strategy is driven by the application of deep learning based AI to drive improvements in manufacturing capabilities by using self-learning & self-improving systems, along with the management of a distributed manufacturing network via the cloud.

 

Nano Dimension serves over 2,000 customers across vertical target markets such as aerospace & defense, advanced automotive, high-tech industrial, specialty medical technology, R&D and academia. The company designs and makes Additive Electronics and Additive Manufacturing 3D printing machines and consumable materials. Additive Electronics are manufacturing machines that enable the design and development of High-Performance-Electronic-Devices (Hi-PED®s). Additive Manufacturing includes manufacturing solutions for production of metal, ceramic, and specialty polymers based applications - from millimeters to several centimeters in size with micron precision.

 

Through the integration of its portfolio of products, Nano Dimension is offering the advantages of rapid prototyping, high-mix-low-volume production, IP security, minimal environmental footprint, and design-for-manufacturing capabilities, which is all unleashed with the limitless possibilities of additive manufacturing.

 

For more information, please visit www.nano-di.com.

 

NANO DIMENSION INVESTOR RELATIONS CONTACT

 

Investor Relations | ir@nano-di.com

 

Exhibit 99.2

 

Nano Dimension European Headquarters Inaugurated by Government Minister, in Munich, Germany

 

New HQ at Center of German and European Manufacturing to Drive Commercial Success and Material R&D Progress

 

Waltham, Mass., March 16, 2023 (GLOBE NEWSWIRE) --  Nano Dimension Ltd. (Nasdaq: NNDM, “Nano Dimension” or the “Company”), a leading supplier of Additively Manufactured Electronics (“AME”) and multi-dimensional polymer, metal & ceramic Additive Manufacturing (“AM”) 3D printers, announced that it has inaugurated its new European headquarters in Munich, Germany to further its commercial and research and development (“R&D”) efforts.

 

Munich was chosen given its prominence as a technology and manufacturing hub for Germany and the European region. Nano Dimension will be able to provide unmatched service and responsiveness to the many current and potential customers in proximity to the headquarters. The Company also expects to make great strides in Advanced Material R&D, thanks to the leading research institutions, materials companies, and strong industrial and technology workforce that exist specifically in Munich and the State of Bavaria.

  

To match the significance of the event, the State of Bavaria’s Minister of Economic Affairs, Herr Hubert Aiwanger, was the Company’s guest of Honor. Minister Aiwanger commented, “The combination of 3D printing and electronics manufacturing fits perfectly with Bavaria's high-tech agenda. In particular, in the area of microelectronics, Bavaria aims to strengthen its position. This technology even allows for the production and competence in the field of microelectronics to be partly brought back to Bavaria.”

 

Ziki Peled, President of Nano Dimension EMEA, added, “Germany has long been a strategic focus for Nano Dimension. The concentration of our commercial and R&D relationships is hard to beat. We are happy to cement our work in the country and region by establishing our new headquarters in Munich in the State of Bavaria. This city and region are at the forefront of two aspects that define Nano Dimension – technology and manufacturing. We look forward to being even closer to the people we work with already and hope to work more with in the future.”

 

This newest development complements the Company’s strong presence in the United States, the United Kingdom, Switzerland, Netherlands, Australia and Israel.

 

About Nano Dimension

 

Nano Dimension’s (Nasdaq: NNDM) vision is to transform existing electronics and mechanical manufacturing into Industry 4.0 environmentally friendly & economically efficient precision additive electronics and manufacturing – by delivering solutions that convert digital designs to electronic or mechanical devices - on demand, anytime, anywhere

 

Nano Dimension’s strategy is driven by the application of deep learning based AI to drive improvements in manufacturing capabilities by using self-learning & self-improving systems, along with the management of a distributed manufacturing network via the cloud.

 

Nano Dimension serves over 2,000 customers across vertical target markets such as aerospace & defense, advanced automotive, high-tech industrial, specialty medical technology, R&D and academia. The company designs and makes Additive Electronics and Additive Manufacturing 3D printing machines and consumable materials. Additive Electronics are manufacturing machines that enable the design and development of High-Performance-Electronic-Devices (Hi-PED®s). Additive Manufacturing includes manufacturing solutions for production of metal, ceramic, and specialty polymers based applications - from millimeters to several centimeters in size with micron precision.

 

Through the integration of its portfolio of products, Nano Dimension is offering the advantages of rapid prototyping, high-mix-low-volume production, IP security, minimal environmental footprint, and design-for-manufacturing capabilities, which is all unleashed with the limitless possibilities of additive manufacturing.

 

For more information, please visit www.nano-di.com.

 

Forward Looking Statements

 

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and similar expressions or variations of such words are intended to identify forward-looking statements. For example, Nano Dimension is using forward-looking statements in this press release when it discusses the potential benefits from the Munich headquarters. Because such statements deal with future events and are based on Nano Dimension’s current expectations, they are subject to various risks and uncertainties. Actual results, performance, or achievements of Nano Dimension could differ materially from those described in or implied by the statements in this press release. The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in Nano Dimension’s annual report on Form 20-F filed with the Securities and Exchange Commission (“SEC”) on March 31, 2022, and in any subsequent filings with the SEC. Except as otherwise required by law, Nano Dimension undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Nano Dimension is not responsible for the contents of third-party websites.

 

NANO DIMENSION INVESTOR RELATIONS CONTACT

 

Investor Relations | ir@nano-di.com

 

 

Exhibit 99.3

 

 

Nano Dimension’s Chairman & CEO on Capital Allocation Considerations

 

Delivering Revenue and Profits Through Acquisition of Stratasys and/or Other Companies Compared To Other Alternatives

 

Waltham, Mass., March 16, 2023 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM, “Nano Dimension”, “NANO” or the “Company”), a leading supplier of Additively Manufactured Electronics (“AME”) and multi-dimensional polymer, metal & ceramic Additive Manufacturing (“AM”) 3D printers, released a video in which Yoav Stern, Chairman and Chief Executive Officer of the Company, shares how Nano Dimension thinks about delivering revenue and profit to shareholders through Buy (M&A) vs. Build (R&D) Strategies specifically about potentially buying Stratasys Ltd. (“Stratasys”) and/or other companies versus allocating capital for internal development R&D, Go-To-Market, Channel development, Marketing, Operations etc.

 

Yoav Stern gives an in-depth insight into one of the most important decisions a business leader must make, after choosing the right people to work with: Capital Allocation. Yoav, the board of directors, and the management are continuously analyzing and adapting this decision to the changing business ecosystem, in order to eventually deliver the best value for shareholders.  i.e,

 

●Acquire and merge Stratasys into NANO.

 

●Acquire and merge with one of several other advanced opportunities in the pipeline – either in addition to Stratasys or instead of it.

 

●More investment in our internal, existing products and services, go-to-market and channels.

 

●Maximize profits for the short term, before investing in acceleration of top line.

 

●Other uses of capital.

 

Click here to watch the video: https://youtu.be/K5qrqwdkquE

 

A series of other videos are also available on Nano Dimension’s YouTube channel: https://www.youtube.com/@NanoDimension.

 

About Nano Dimension

 

Nano Dimension’s (Nasdaq: NNDM) vision is to transform existing electronics and mechanical manufacturing into Industry 4.0 environmentally friendly & economically efficient precision additive electronics and manufacturing – by delivering solutions that convert digital designs to electronic or mechanical devices - on demand, anytime, anywhere

 

Nano Dimension’s strategy is driven by the application of deep learning based AI to drive improvements in manufacturing capabilities by using self-learning & self-improving systems, along with the management of a distributed manufacturing network via the cloud.

 

Nano Dimension serves over 2,000 customers across vertical target markets such as aerospace & defense, advanced automotive, high-tech industrial, specialty medical technology, R&D and academia. The company designs and makes Additive Electronics and Additive Manufacturing 3D printing machines and consumable materials. Additive Electronics are manufacturing machines that enable the design and development of High-Performance-Electronic-Devices (Hi-PED®s). Additive Manufacturing includes manufacturing solutions for production of metal, ceramic, and specialty polymers based applications - from millimeters to several centimeters in size with micron precision.

 

Through the integration of its portfolio of products, Nano Dimension is offering the advantages of rapid prototyping, high-mix-low-volume production, IP security, minimal environmental footprint, and design-for-manufacturing capabilities, which is all unleashed with the limitless possibilities of additive manufacturing.

 

For more information, please visit www.nano-di.com.

 

 

 

 

Forward Looking Statements

 

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and similar expressions or variations of such words are intended to identify forward-looking statements. For example, Nano Dimension is using forward-looking statements in this press release when it discusses its vision to transform additive electronics and additive manufacturing. Because such statements deal with future events and are based on Nano Dimension’s current expectations, they are subject to various risks and uncertainties. Actual results, performance, or achievements of Nano Dimension could differ materially from those described in or implied by the statements in this press release. The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in Nano Dimension’s annual report on Form 20-F filed with the Securities and Exchange Commission (“SEC”) on March 31, 2022, and in any subsequent filings with the SEC. Except as otherwise required by law, Nano Dimension undertakes no obligation to publicly release any revisions to these forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. References and links to websites have been provided as a convenience, and the information contained on such websites is not incorporated by reference into this press release. Nano Dimension is not responsible for the contents of third-party websites.

 

NANO DIMENSION INVESTOR RELATIONS CONTACT

 

Investor Relations | ir@nano-di.com