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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: June 2025 (Report No. 9)
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 June 12, 2025, Nano Dimension Ltd. (the “Registrant”) issued a press release titled “Nano Dimension Reports First Quarter 2025 Financial Results, a copy of which is furnished herewith as Exhibit 99.1 and incorporated by reference herein.
Attached hereto as Exhibit 99.2 and incorporated herein is the Registrant’s investor presentation, dated June 12, 2025.
The sections titled “Financial Results” and “Forward-Looking Statements” and the IFRS financial statements of Exhibit 99.1 and 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, and 333-278368) and Form S-8 (File No. 333-214520, 333-248419 and 333-269436), filed with the Securities and Exchange Commission, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.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 | Nano Dimension Ltd.’s press release titled “Nano Dimension Reports First Quarter 2025 Financial Results”. | |
| 99.2 | Investor Presentation of Nano Dimension Ltd., dated June 12, 2025. |
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: June 12, 2025 | By: | /s/ Assaf Zipori |
| Name: | Assaf Zipori | |
| Title: | Chief Financial and Operating Officer | |
Exhibit 99.1
Nano Dimension Reports First Quarter 2025 Financial Results
Core Business Revenue of $14.4 Million, 8% Higher Year-Over-Year
Conference Call Today at 4:30 PM EDT
WALTHAM, Mass., June 12, 2025 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM) (“Nano Dimension” or the “Company”), a leader in Digital Manufacturing solutions, today announced its financial results for the first quarter ended March 31, 2025.
The following information does not reflect the results or impact of Desktop Metal, Inc. (“Desktop Metal”) or Markforged Holding Corporation (“Markforged”) unless stated otherwise, as transactions concerning these companies were completed after the conclusion of the first quarter.
First Quarter 2025 Highlights
| ● | Revenue: $14.4 million, an 8% increase from $13.4 million year-over-year |
| ● | Gross Margin (“GM”): 41%, down from 46% year-over-year |
| ● | Adjusted Gross Margin (“Adjusted GM”): 44%, down from 50% year-over-year |
| ● | Adjusted EBITDA loss: $9.0 million, down from a loss of $13.6 million or 33% improved year-over-year |
| ● | Net Loss: $24.0 million, down from a loss of $35.0 million or 31% improved year-over-year |
| ● | Total Cash, cash equivalents, deposits and investable securities: $840 million as of March 31, 2025, down from $907 million year-over-year |
Details regarding Adjusted EBITDA and Adjusted Gross Margin can be found below in this press release under “Non-IFRS Measures.”
Ofir Baharav, Chief Executive Officer, commented, “In spite of the challenging economic environment, we were able to grow revenue while meeting our cost cutting commitments. Our transformation is well underway as we focused the Core business on the most impactful, high-performance customer solutions, and applied a disciplined operating model to drive efficiency and long-term value creation. We took action designed to realize more than $20 million in annualized operating costs savings from Q4 2025 onwards, targeting an improvement of revenue per employee of approximately 50% over historical levels.
“Since our Markforged acquisition in April 2025, we’ve been applying the same rigorous approach to ensure their alignment with our financial and operational standards and we are well on our way to realize operational synergies, along with product and customer focus.
“This is a pivotal time for Nano Dimension. We remain focused on building a scalable, profitable platform, and will continue updating shareholders, including in regard to Desktop Metal’s ongoing strategic assessment.”
Business Transformation & Recent Developments
| ● | Core Business Strategic Review: Delivered $20 million in annualized cost savings from Q4 2025 onwards through: |
| ○ | Discontinuation of underperforming product lines including Admatec, DeepCube, Fabrica, and Formatec. |
| ○ | Targeted headcount reductions and process optimization while preserving investment in high-growth areas. |
| ● | Desktop Metal Acquisition (Closed April 2, 2025): |
| ○ | Desktop Metal has initiated an independent strategic assessment to address liabilities and liquidity issues. |
| ● | Markforged Acquisition (Closed April 25, 2025): |
| ○ | Post-merger integration underway, following the same playbook applied to Core business. |
| ● | Operational Leveraging: |
| ○ | Reviewing manufacturing footprint for optimization opportunities. |
| ○ | Unifying software division to build a scalable platform and reduce backend costs. |
| ● | Product Innovation: |
| ○ | Launched FOX Ultra and PUMA Ultra, next-gen SMT solutions from Essemtec. |
| ● | Corporate governance: |
| ○ | Strengthening of board of directors with the addition of technology and growth experts Andy Sriubas and Eileen Tanghal (June 11, 2025) |
Financial results in detail
First Quarter 2025 Financial Results
| ● | Total revenues for the first quarter of 2025 were $14.4 million, compared to $13.4 million in the first quarter of 2024. The increase is attributed mostly to increased sales efforts for Nano Dimension’s diversified product portfolio. |
| ● | Total cost of revenues for the first quarter of 2025 was $8.5 million, compared to $7.2 million in the first quarter of 2024. The increase is mainly attributed to the above-mentioned increase in revenues. |
| ● | Research and development (“R&D”) expenses for the first quarter of 2025 were $5.0 million, compared to $9.1 million in the first quarter of 2024. The decrease is mainly attributed to a decrease in payroll and related expenses, share-based payments, subcontractor and professional fees and other R&D expenses. |
| ● | Sales and marketing (“S&M”) expenses for the first quarter of 2025 were $5.5 million, compared to $6.5 million in the first quarter of 2024. The decrease is mainly attributed to payroll and related expenses, as well as share-based payments and other S&M expenses. |
| ● | General and administrative (“G&A”) expenses for the first quarter of 2025 were $3.5 million, compared to $9.6 million in the first quarter of 2024. The decrease is mainly attributed to a decrease in share-based payments, professional services and payroll and related expenses. |
| ● | Other expenses for the first quarter of 2025 were $30.8 million, compared to other income, net of $109 thousand for the first quarter of 2024. In the first quarter of 2025 the amount is mainly attributed to Desktop Metal litigation related expenses. |
| ● | Net loss attributable to owners for the first quarter of 2025 was $23.8 million or $0.11 loss per share, compared to net loss of $34.8 million, or $0.15 loss per share, in the first quarter of 2024. |
Conference Call Today
Nano Dimension will host a conference call to discuss its financial results and strategic outlook today, June 12, 2025, at 4:30 p.m. EDT.
Participants can also dial-in/connect by following the below:
| ● | Listen in via US dial-in: 1-844-695-5517 |
| ● | Listen via international dial-in: 1-412-902-6751 |
| ● | Listen and view presentation via webcast: https://event.choruscall.com/mediaframe/webcast.html?webcastid=uKTBW5Ak |
http://investors.nano-di.com/events-and-presentations.
About Nano Dimension
For those unable to participate in the conference call, there will be a replay available from a link on Nano Dimension’s website at Driven by strong trends in onshoring, national security, and increasing product customization, Nano Dimension (Nasdaq: NNDM) delivers advanced Digital Manufacturing technologies to the defense, aerospace, automotive, electronics, and medical devices industries, enabling rapid deployment of high-mix, low-volume production with IP security and sustainable manufacturing practices.
For more information, please visit https://www.nano-di.com/.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include statements regarding Nano’s future growth, strategic plan and value to shareholders, and all other statements other than statements of historical fact that address activities, events or developments that Nano intends, expects, projects, believes or anticipates will or may occur in the future. Such statements are based on management’s beliefs and assumptions made based on information currently available to management. These forward-looking statements involve known and unknown risks and uncertainties, which may cause the Company’s actual results and performance to be materially different from those expressed or implied in the forward-looking statements. Accordingly, we caution you that any such forward-looking statements are not guarantees of future performance and are subject to risks, assumptions, estimates and uncertainties that are difficult to predict. Because such statements deal with future events and are based on the current expectations of Nano, they are subject to various risks and uncertainties. The forward-looking statements contained or implied in this communication are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in Nano’s annual report on Form 20-F filed with the Securities and Exchange Commission (the “SEC”) on May 12, 2025, and in any subsequent filings with the SEC. Except as otherwise required by law, Nano 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 communication.
Contacts:
Investors: nano-di@icrinc.com
Media: NanoDimension@feintuchpr.com
Unaudited Consolidated Statements of Financial Position as at
(In thousands of USD)
| March 31, | December 31, | |||||||||||
| 2024 | 2025 | 20241 | ||||||||||
| (Unaudited) | (Unaudited) | |||||||||||
| Assets | ||||||||||||
| Cash and cash equivalents | 251,858 | 487,438 | 317,169 | |||||||||
| Bank deposits | 541,164 | 257,227 | 440,790 | |||||||||
| Restricted deposits | 60 | 60 | 537 | |||||||||
| Trade receivables | 11,840 | 12,300 | 9,141 | |||||||||
| Other receivables | 6,419 | 5,076 | 4,790 | |||||||||
| Inventory | 19,698 | 16,832 | 16,899 | |||||||||
| Total current assets | 831,039 | 778,933 | 789,326 | |||||||||
| Restricted deposits | 879 | 766 | 768 | |||||||||
| Investment in securities | 112,657 | 94,915 | 86,190 | |||||||||
| Property plant and equipment, net | 16,078 | 13,057 | 14,143 | |||||||||
| Right-of-use assets | 11,084 | 8,484 | 9,307 | |||||||||
| Intangible assets | 2,235 | 2,076 | 2,155 | |||||||||
| Total non-current assets | 142,933 | 119,298 | 112,563 | |||||||||
| Total assets | 973,972 | 898,231 | 901,889 | |||||||||
| Liabilities | ||||||||||||
| Trade payables | 4,123 | 30,685 | 4,249 | |||||||||
| Other payables | 21,837 | 18,798 | 22,461 | |||||||||
| Current portion of lease liability | 4,317 | 3,921 | 3,968 | |||||||||
| Current portion of bank loan | 138 | 142 | 138 | |||||||||
| Total current liabilities | 30,415 | 53,546 | 30,816 | |||||||||
| Liability in respect of government grants | 1,989 | 873 | 843 | |||||||||
| Employee benefits | 4,009 | 4,827 | 4,700 | |||||||||
| Long term lease liability | 7,900 | 5,855 | 6,547 | |||||||||
| Bank loan | 380 | 248 | 276 | |||||||||
| Total non-current liabilities | 14,278 | 11,803 | 12,366 | |||||||||
| Total liabilities | 44,693 | 65,349 | 43,182 | |||||||||
| Equity | ||||||||||||
| Non-controlling interests | 857 | 491 | 715 | |||||||||
| Share capital | 404,366 | 410,973 | 409,145 | |||||||||
| Share premium and capital reserves | 1,298,973 | 1,300,382 | 1,304,617 | |||||||||
| Treasury shares | (149,461 | ) | (167,651 | ) | (167,651 | ) | ||||||
| Foreign currency translation reserve | 1,249 | 1,625 | 1,044 | |||||||||
| Remeasurement of net defined benefit liability (IAS 19) | (726 | ) | (2,062 | ) | (2,062 | ) | ||||||
| Accumulated loss | (625,979 | ) | (710,876 | ) | (687,101 | ) | ||||||
| Equity attributable to owners of the Company | 928,422 | 832,391 | 857,992 | |||||||||
| Total equity | 929,279 | 832,882 | 858,707 | |||||||||
| Total liabilities and equity | 973,972 | 898,231 | 901,889 | |||||||||
| 1 | The December 31, 2024, balances were derived from the Company’s audited annual financial statements |
Unaudited Consolidated Statements of Profit or Loss and Other Comprehensive Income
(In thousands of USD, except per share amounts)
| Three Months Ended | Year ended | |||||||||||
| March 31, | December 31, | |||||||||||
| 2024 | 2025 | 2024 | ||||||||||
| Revenues | 13,364 | 14,401 | 57,775 | |||||||||
| Cost of revenues | 7,142 | 8,392 | 31,125 | |||||||||
| Cost of revenues - write-down of inventories and amortization of technology | 44 | 103 | 1,655 | |||||||||
| Total cost of revenues | 7,186 | 8,495 | 32,780 | |||||||||
| Gross profit | 6,178 | 5,906 | 24,995 | |||||||||
| Research and development expenses | 9,133 | 4,977 | 37,157 | |||||||||
| Sales and marketing expenses | 6,517 | 5,506 | 26,951 | |||||||||
| General and administrative expenses | 9,602 | 3,472 | 40,059 | |||||||||
| Other expenses (income), net | (109 | ) | 30,810 | 5,966 | ||||||||
| Impairment losses | — | 1,229 | 1,283 | |||||||||
| Operating loss | (18,965 | ) | (40,088 | ) | (86,421 | ) | ||||||
| Finance income | 11,311 | 18,035 | 43,540 | |||||||||
| Finance expenses | 27,324 | 1,935 | 53,645 | |||||||||
| Loss before taxes on income | (34,978 | ) | (23,988 | ) | (96,526 | ) | ||||||
| Taxes (expenses) benefit | 16 | (23 | ) | (397 | ) | |||||||
| Loss for the period | (34,962 | ) | (24,011 | ) | (96,923 | ) | ||||||
| Loss attributable to non-controlling interests | (190 | ) | (236 | ) | (1,029 | ) | ||||||
| Loss attributable to owners | (34,772 | ) | (23,775 | ) | (95,894 | ) | ||||||
| Loss per share | ||||||||||||
| Basic loss per share | (0.15 | ) | (0.11 | ) | (0.44 | ) | ||||||
| Other comprehensive income items that after initial recognition in comprehensive income were or will be transferred to profit or loss | ||||||||||||
| Foreign currency translation differences for foreign operations | (1,704 | ) | 593 | (1,944 | ) | |||||||
| Other comprehensive income items that will not be transferred to profit or loss | ||||||||||||
| Remeasurement of net defined benefit liability (IAS 19), net of tax | (1,433 | ) | — | (2,769 | ) | |||||||
| Total other comprehensive income (loss) for the period | (3,137 | ) | 593 | (4,713 | ) | |||||||
| Total comprehensive loss for the period | (38,099 | ) | (23,418 | ) | (101,636 | ) | ||||||
| Comprehensive loss attributable to non-controlling interests | (214 | ) | (224 | ) | (1,088 | ) | ||||||
| Comprehensive loss attributable to owners of the Company | (37,885 | ) | (23,194 | ) | (100,548 | ) | ||||||
Consolidated Statements of Changes in Equity (Unaudited)
(In thousands of USD)
| Share | ||||||||||||||||||||||||||||||||||||
| premium | ||||||||||||||||||||||||||||||||||||
| and | Remeasurement | Foreign | Non- | |||||||||||||||||||||||||||||||||
| capital | of | Treasury | currency | Accumulated | controlling | Total | ||||||||||||||||||||||||||||||
| Share capital | reserves | IAS 19 | shares | reserve | loss | Total | interests | equity | ||||||||||||||||||||||||||||
| Balance as of December 31, 2024 | 409,145 | 1,304,617 | (2,062 | ) | (167,651 | ) | 1,044 | (687,101 | ) | 857,992 | 715 | 858,707 | ||||||||||||||||||||||||
| Loss for the period | — | — | — | — | — | (23,775 | ) | (23,775 | ) | (236 | ) | (24,011 | ) | |||||||||||||||||||||||
| Other comprehensive income for the period | — | — | — | — | 581 | — | 581 | 12 | 593 | |||||||||||||||||||||||||||
| Exercise of warrants, options and vesting of RSUs | 1,828 | (1,828 | ) | — | — | — | — | — | — | — | ||||||||||||||||||||||||||
| Share-based payments | — | (2,407 | ) | — | — | — | — | (2,407 | ) | — | (2,407 | ) | ||||||||||||||||||||||||
| Balance as of March 31, 2025 |
410,973 | 1,300,382 | (2,062 | ) | (167,651 | ) | 1,625 | (710,876 | ) | 832,391 | 491 | 832,882 | ||||||||||||||||||||||||
Consolidated Statements of Cash Flows (Unaudited)
(In thousands of USD)
| Three Months Ended | Year ended | |||||||||||
| March 31, | December 31, | |||||||||||
| 2024 | 2025 | 2024 | ||||||||||
| Cash flow from operating activities: | ||||||||||||
| Net loss | (34,962 | ) | (24,011 | ) | (96,923 | ) | ||||||
| Adjustments: | ||||||||||||
| Depreciation and amortization | 2,066 | 1,500 | 6,675 | |||||||||
| Impairment losses | — | 1,229 | 1,283 | |||||||||
| Financing income, net | (9,798 | ) | (7,383 | ) | (42,183 | ) | ||||||
| Loss (gain) from revaluation of financial assets and liabilities accounted at fair value | 25,811 | (8,717 | ) | 52,288 | ||||||||
| Share-based payments | 3,460 | (2,407 | ) | 13,883 | ||||||||
| Other | 43 | (32 | ) | 217 | ||||||||
| 21,582 | (15,810 | ) | 32,163 | |||||||||
| Changes in assets and liabilities: | ||||||||||||
| Decrease (increase) in inventory | (2,287 | ) | 340 | 387 | ||||||||
| Decrease (increase) in other receivables | 4,589 | (371 | ) | 6,078 | ||||||||
| Decrease (increase) in trade receivables | 313 | (2,881 | ) | 2,950 | ||||||||
| Decrease in other payables | (1,917 | ) | (4,026 | ) | (1,150 | ) | ||||||
| Increase (decrease) in employee benefits | 51 | 38 | (562 | ) | ||||||||
| Increase (decrease) in trade payables | (345 | ) | 26,362 | 47 | ||||||||
| 404 | 19,462 | 7,750 | ||||||||||
| Net cash used in operating activities | (12,976 | ) | (20,359 | ) | (57,010 | ) | ||||||
| Cash flow from investing activities: | ||||||||||||
| Change in bank deposits | (6,594 | ) | 177,395 | 100,530 | ||||||||
| Interest received | 17,154 | 14,010 | 42,806 | |||||||||
| Change in restricted bank deposits | (11 | ) | 474 | (377 | ) | |||||||
| Acquisition of property plant and equipment | (776 | ) | (295 | ) | (2,196 | ) | ||||||
| Acquisition of intangible asset | (711 | ) | — | (711 | ) | |||||||
| Net cash from investing activities | 9,062 | 191,584 | 140,052 | |||||||||
| Cash flow from financing activities: | ||||||||||||
| Lease payments | (1,140 | ) | (1,082 | ) | (4,524 | ) | ||||||
| Repayment long-term bank debt | (73 | ) | (35 | ) | (180 | ) | ||||||
| Proceeds from non-controlling interests | — | — | 555 | |||||||||
| Amounts recognized in respect of government grants liability | (36 | ) | (43 | ) | (180 | ) | ||||||
| Payments of share price protection recognized in business combination | (363 | ) | — | (363 | ) | |||||||
| Repurchase of treasury shares | (51,565 | ) | — | (69,755 | ) | |||||||
| Net cash used in financing activities | (53,177 | ) | (1,160 | ) | (74,447 | ) | ||||||
| Increase (decrease) in cash and cash equivalents | (57,091 | ) | 170,065 | 8,595 | ||||||||
| Cash and cash equivalents at beginning of the period | 309,571 | 317,169 | 309,571 | |||||||||
| Effect of exchange rate fluctuations on cash | (622 | ) | 204 | (997 | ) | |||||||
| Cash and cash equivalents at end of the period | 251,858 | 487,438 | 317,169 | |||||||||
| Non-cash transactions: | ||||||||||||
| Property plant and equipment acquired on credit | 286 | 54 | 69 | |||||||||
| Recognition of a right-of-use asset | 158 | 55 | 1,275 | |||||||||
Non-IFRS Measures
The following are reconciliations of income before taxes, as calculated in accordance with International Financial Reporting Standards (“IFRS”), to EBITDA and Adjusted EBITDA, as well as of gross profit, as calculated in accordance with IFRS, to Adjusted Gross Profit:
| For the Three- Month Period |
||||
| Ended March 31, 2025 |
||||
| In thousands of USD |
||||
| Net loss | (24,011 | ) | ||
| Tax expenses | 23 | |||
| Depreciation and amortization | 1,500 | |||
| Interest income | (9,309 | ) | ||
| EBITDA (loss) | (31,797 | ) | ||
| Finance income from revaluation of assets and liabilities | (8,396 | ) | ||
| Exchange rate differences | 1,573 | |||
| Share-based payments | (2,407 | ) | ||
| Desktop Metal litigation related expenses | 28,069 | |||
| Desktop Metal and Markforged transaction related expenses | 1,515 | |||
| Restructuring costs | 1,180 | |||
| Impairment losses | 1,229 | |||
| Adjusted EBITDA (loss) | (9,034 | ) | ||
| Gross profit | 5,906 | |||
| Depreciation and amortization | 209 | |||
| Share-based payments | 190 | |||
| Adjusted gross profit | 6,305 | |||
EBITDA is a non-IFRS measure and is defined as earnings before interest income, income tax, depreciation and amortization. We believe that EBITDA, as described above, should be useful in evaluating the performance of our business. EBITDA facilitates operating performance comparisons from period to period and company to company by backing out potential differences caused by variations in capital structures (affecting interest expenses (income), net), and the age and depreciation charges and amortization of fixed and intangible assets, respectively (affecting relative depreciation and amortization expense, respectively) and EBITDA is useful to an investor in evaluating our operating performance because it is widely used by investors, securities analysts and other interested parties to measure a company’s operating performance without regard to the items mentioned above.
Adjusted EBITDA is a non-IFRS measure and is defined as earnings before interest income, income tax, depreciation and amortization, share-based payments, exchange rate differences, finance expenses (income) for revaluation of assets and liabilities, Desktop Metal litigation related expenses, Desktop Metal and Markforged transaction related expenses, restructuring costs and impairment losses. We believe that Adjusted EBITDA, as described above, should also be useful in evaluating the performance of our business. Like EBITDA, Adjusted EBITDA facilitates operating performance comparisons from period to period and company to company by backing out potential differences caused by variations in capital structures (affecting other financial expenses (income), net), and the age and depreciation charges and amortization of fixed and intangible assets, respectively (affecting relative depreciation and amortization expense, respectively), as well as from share-based payment payments, restructuring costs and impairment losses, and Adjusted EBITDA is useful to an investor in evaluating our operating performance because it is widely used by investors, securities analysts and other interested parties to measure a company’s operating performance without regard to non-cash items, such as expenses related to share-based payments.
Adjusted gross profit, excluding depreciation and amortization and share-based compensation expenses, is a non-IFRS measure and is defined as gross profit excluding amortization expenses. We believe that adjusted gross profit, as described above, should also be useful in evaluating the performance of our business. Adjusted gross profit facilitates gross profit and gross margin comparisons from period to period and company to company by backing out potential differences caused by variations in amortization of inventory and intangible assets. Adjusted gross profit is useful to an investor in evaluating our performance because it enables investors, securities analysts and other interested parties to measure a company’s performance without regard to non-cash items, such as amortization expenses. Adjusted gross margin is calculated by dividing the adjusted gross profit by the revenues.
EBITDA and Adjusted EBITDA, and Adjusted gross profit can be useful in evaluating our performance by eliminating the effect of financing and non-cash expenses such as share-based payments, however, we may incur such expenses in the future, which could impact future results. In addition, other companies, including companies in our industry, may calculate non-GAAP metrics differently or not at all, which may reduce the usefulness of this measure as a tool for comparison
8
Exhibit 99.2
Q1 2025 Results June 2025
2 ©2025 Nano Dimension. All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. This presentation contains forward - looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 . Such forward - looking statements include statements regarding Nano’s future growth, strategic plan and value to shareholders, Desktop Metal’s strategic review process, and all other statements other than statements of historical fact that address acti vit ies, events or developments that Nano intends, expects, projects, believes or anticipates will or may occur in the future. Such statements are based on management’s beliefs and assumptions made based on information currently available to management. These forward - looking statements involve known and unknown risks and uncertainties, which may cause the Company’s actual results and performance to be materially different from those expressed or implied in the forward - looking statements. Accordingl y, we caution you that any such forward - looking statements are not guarantees of future performance and are subject to risks, assumptions, estimates and uncertainties that are difficult to predict. Because such statements deal with future events and a re based on the current expectations of Nano, they are subject to various risks and uncertainties. The forward - looking statements contained or implied in this communication are subject to other risks and uncertainties, including those discussed under the hea ding “Risk Factors” in Nano’s annual report on Form 20 - F filed with the Securities and Exchange Commission (the “SEC”) on May 12, 2025, and in any subsequent filings with the SEC. Except as otherwise required by law, Nano undertakes no obligation to publi cly 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 communication. Disclaimer Cautionary Note Regarding Forward Looking Statements 3 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Q1 2025 Results Speakers ● Ofir Baharav, Chief Executive Officer ● Assaf Zipori, Chief Financial Officer ● Julien Lederman, Chief Business Officer Information ● Website: https://investors.nano - di.com/investor - relations/ ● Investor queries: nano - di@icrinc.com ● Media queries: nanodimension@feintuchpr.com 4 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. We are a digital manufacturing leader. We are changing the way the world designs and manufactures high - performance, high - value parts. We innovate and deliver the industrial manufacturing solutions that are at the pinnacle of multi - disciplinary technology - combining hardware, software, and materials science. Who we are We’re Reinventing Manufacturing for Superior Parts Clear Vision, Well Capitalized, Premium Tech
6 ©2025 Nano Dimension. All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Total revenue Adj. Gross margin (2) Adj. EBITDA (loss) (3) Cash, cash equivalents, deposits and investable securities Key Financial Metrics (1) Nano Dimension’s Q1 2025 Results (As of March 31, 2025) (1) Only for Nano Dimension; does not include Desktop Metal or Markforged (2) See Appendix Slide 16 (3) See Appendix Slide 14 $14.4M Up 7.8% YoY 43.8% Down 601 BPS YoY $9.0M Improved by 33% YoY $840M 7 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Discontinue products Thorough, quick assessments and action Strategic Decisions Made With Material Financial Impact Re - Focusing The Business and Positioning For Long - Term Success Repositioning x Shifting closer to the customer with increased presence in market. Refocused products $20M In annual savings from Q4 - 25 onwards = 111 d 8 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Strategic Programs Growing the Business in the Right Areas in a Responsible Way Product rationalization of our solutions Operating model optimization ● Ensuring solutions have a competitive advantage that can demand a high margin ● Enabling high - value, high - performance parts manufacturing at scale, rather than fabrication of experimental designs and concepts ● Delivering a clear ROI ● Reducing expenses to normal ratios ● Breaking down organizational silos ● More doers, less managers for a flatter organization better equipped to innovate and deliver value 9 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Nano Dimension’s and Markforged’s Results Improving Overall Adjusted EBITDA Despite Macro Headwinds (1) (1) See Appendix Slide 14 and 15 321 d 10 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. A Focus on Markforged Update From Ongoing Post - Acquisition Integration What we are strategically building on What we are addressing ● High - Potential Software Platform: Positioned to be a leading multi - product suite serving the digital manufacturing industry. ● Gaining FFF Technology: Widely adopted on factory floors — more pervasive and impressively production - ready. ● Breakthrough Metal Binder Jetting: Capable of producing truly high - performance, high - value metal parts at scale. ● Strategic Sales: Ensuring we working with the most strategic customers should larger scale engagements ● Sizeable Operating Expenses: Right sizing the organization in a similar way to what we did with the Core business 11 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Q & A 13 ©2025 Nano Dimension.
Appendix
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Reconciliation for Non - IFRS Measures The table presents the financial position as of March 31, 2025. Table heading Total Q1 - 2025 NNDM MKFG All amounts in thousands USD $31,258 $14,401 $16,857 Revenues $13,646 $5,906 $7,740 Gross Profit (Loss) $14,469 $6,305 $8,164 Adjusted Gross Profit $69,330 $45,994 $23,336 Operating Expenses $41,944 $24,011 $17,933 Net Loss ($18,333) ($9,034) ($9,299) Adjusted EBITDA (loss) $877,583 $840,406 $37,177 Cash, Cash Equivalents, Deposits and Investable Securities 14 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Reconciliation for Non - IFRS Measures - Nano Dimension The following are reconciliations of income before taxes, as calculated in accordance with International Financial Reporting Sta ndards (“IFRS”), to EBITDA and Adjusted EBITDA, as well as of gross profit, as calculated in accordance with IFRS, to Adjusted Gross Profit. See full reconc ili ation and explanation in Q1 2025 Nano Dimension press release published June 12, 2025. Table heading Q1 2025 Q1 2024 All amounts in thousands USD ($24,011) ($34,962) Net loss $23 ($16) Tax expenses (income) $1,500 $2,066 Depreciation and amortization ($9,309) ($11,311) Interest income ($31,797) ($44,223) EBITDA (loss) ($8,396) $25,972 Finance (income) expenses from revaluation of assets and liabilities $1,573 $1,333 Exchange rate differences ($2,407) $3,460 Share - based payments - ($115) Other non - GAAP income $28,069 - Desktop Metal litigation related expenses $1,515 - Desktop Metal and Markforged transaction related expenses $1,180 - Restructuring costs $1,229 - Impairment losses ($9,034) ($13,573) Adjusted EBITDA (loss) 123 15 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Reconciliation for Non - IFRS Measures - Markforged The following are reconciliations of income before taxes, as calculated in accordance with International Financial Reporting Sta ndards (“IFRS”), to EBITDA and Adjusted EBITDA, as well as of gross profit, as calculated in accordance with IFRS, to Adjusted Gross Profit. Table heading Q1 2025 Q1 2024 All amounts in thousands USD ($17,933) ($35,946) Net loss $(11) ($184) Tax expenses (income) $1,432 $1,352 Depreciation and amortization $136 ($1,246) Interest (income) expense ($16,376) ($36,024) EBITDA (loss) - - Finance (income) expenses from revaluation of assets and liabilities $64 $56 Exchange rate differences $1,884 $3,460 Share - based payments $2,484 $130 Other non - GAAP income - 17,300 Continuous composite litigation related expenses $1,671 1 Transaction related expenses $ - - Restructuring costs $1,310 2,446 Litigation expenses ($8,963) ($12,631) Adjusted EBITDA (loss) 544 16 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Reconciliation for Non - IFRS Measures The following are reconciliations of income before taxes, as calculated in accordance with International Financial Reporting Sta ndards (“IFRS”), to EBITDA and Adjusted EBITDA, as well as of gross profit, as calculated in accordance with IFRS, to Adjusted Gross Profit. See full reconciliation and explanation in Q1 2025 Nano Dimension press release published June 12, 2025. Table heading Q1 2025 Q1 2024 All amounts in thousands USD $5,906 $6,178 Gross Profit $209 $141 Depreciation and amortization $190 $335 Share - based payments $6,305 $6,654 Adjusted Gross Profit 17 ©2025 Nano Dimension.
All Rights Reserved. Distribution, Citation or Copying Without Permission is Strictly Prohibited. Key metrics Income statement Q1 2025 Q1 2024 All amounts in thousands USD $14,401 $13,364 Revenue $5,906 $6,178 Gross Profit ($31,797) ($44,223) EBITDA (loss) ($9,034) ($13,573) Adjusted EBITDA (loss) ($24,011) ($34,962) Net loss Balance sheet Q1 2025 Q1 2024 $65,349 $44,693 Total liabilities $898,231 $973,972 Total assets $832,882 $929,279 Total equity Thank you For information • Website: https://investors.nano - di.com/investor - relations/ • Investor queries: nano - di@icrinc.com • Media queries: nanodimension@feintuchpr.com
