Nano Dimension (NNDM) M&A Announcement summary

Deal rationale and strategic fit

• The merger creates a leading player in additive manufacturing, combining complementary technologies and the broadest product portfolio across metal, electronics, casting, polymer, micro-polymer, and ceramics, with no product overlap.

• The combined entity will have a broad portfolio, including binder jet, printed electronics, microfabrication, and ceramics, enabling cross-sell opportunities and access to new markets.

• Both companies share a vision for cloud-based, distributed manufacturing, leveraging AI-powered platforms and a large installed base of machines.

• Enhanced customer penetration and diversification are expected, leveraging blue-chip clients such as Amazon, NASA, Raytheon, Tesla, and Toyota.

• The deal is seen as a strategic move to drive industry consolidation, accelerate the shift to mass production, and profitability among technology innovators.

Financial terms and conditions

• Nano Dimension will acquire 100% of Desktop Metal's shares in an all-cash transaction at $5.50 per share, subject to adjustments for expenses and a potential $20 million loan facility, with a possible downward adjustment to $4.07 per share.

• The total consideration ranges from $135 million to $183 million, depending on adjustments for loans and transaction expenses.

• The combined company will have $665–$690 million in cash post-transaction, fully financed by Nano Dimension's cash on hand.

• The transaction is expected to close in Q4 2024 or a few months later, subject to customary closing conditions and regulatory approvals.

Synergies and expected cost savings

• The combination is anticipated to generate over $30 million in run-rate cost synergies over the next few years, in addition to existing cost reduction plans.

• Efficiencies are expected from pooling resources in administration, sales, marketing, and R&D, with consolidation opportunities in overlapping geographies.

• Material sales are expected to increase, leveraging the razor-and-blade model and expanded customer base.