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WALTHAM, Mass., July 21, 2026 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM) (“Nano Dimension,” “Nano”, or the “Company”) today announced the appointment of Moshe Rozenbaum as Interim Chief Executive Officer (“CEO”), effective immediately. The Company's Board of Directors (the “Board”) has also appointed Phillip Borenstein as Chairman of the Board.

Enters into Agreement to Terminate Current Corporate Headquarters Lease, Expected to Generate Approximately $25 Million in Cumulative Net Cash Savings Enters into Agreement to Terminate Current Corporate Headquarters Lease, Expected to Generate Approximately $25 Million in Cumulative Net Cash Savings

WALTHAM, Mass., June 16, 2026 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM) (“Nano Dimension,” “Nano”, or the “Company”) and Infinite Epigenetics™ (“Infinite Epigenetics,” “Infinite”) today issued the following shareholder update to provide additional detail on the proposed business combination announced on June 15, 2026. The Company has carefully reviewed Murchinson’s recent letter regarding the proposed transaction with Infinite. While we welcome shareholder engagement and are committed to transparency, the final details of the transaction are still being negotiated. However, we would like to address specific questions posed by Murchinson, contextualize the Infinite story and commercial success achieved, and provide further perspective on the substantial value creation of the proposed transaction. We will then provide complete details and a description of the proposed transaction for discussion with shareholders once finalized. We recognize that this is a complex transaction and appreciate the feedback that we have received so far; we look forward to continued discussions with shareholders about this transaction with the benefit of full and finalized information, and the exciting path forward for Nano.

A Real Business with Proven Science in a Well-Established Market

Murchinson's letter ignores the central fact that Nano's Board of Directors (the “Board”) evaluated: Infinite Epigenetics is not a concept company and not an AI wrapper around generic healthcare data. It is built on operating businesses, a CLIA-certified methylation laboratory, established science, and defensible proprietary assets, which is precisely why the Board believes this combination presents a compelling long-term value creation opportunity for shareholders.  

The science is established, not speculative. Epigenetics is one of the most extensively validated areas of modern molecular biology, supported by a deep and growing body of peer-reviewed research, including over 50 publications authored by experts within Infinite’s team. A single sample processed in Infinite's CLIA-certified laboratory can read more than one million epigenetic signals, and its proprietary database comprises more than 120,000 biological samples, among the largest private DNA methylation datasets in the world. This is not a concept awaiting proof. It is an operating diagnostic platform with existing commercial revenue, a network of more than 7,500 healthcare providers, and issued intellectual property.

The category is proven by public-market leaders. The model of building a category-defining molecular diagnostics company is well established, and three multi-billion-dollar public companies have each validated a different piece of what Infinite is building. GRAIL (~$2.5B Market Cap) demonstrated that methylation-based diagnostics can detect disease. Exact Sciences (valued at ~$21B in announced acquisition by Abbott), with Cologuard, demonstrated that a molecular diagnostic test can achieve broad clinical adoption and payor reimbursement and scale into a household name. Tempus AI (~$9B Market Cap) demonstrated that proprietary biological data paired with AI commands a premium public-market valuation. Notably, Brad Keywell, Original Investor & Board Member of Tempus AI, is the Chairman of Infinite’s board, a reflection of experienced confidence in Infinite's approach.

Infinite is pursuing all three of these proven strategies: methylation-based detection, a scaled clinical testing business, and a proprietary data-and-AI platform, simultaneously, on a single platform and across multiple disease areas. The opportunity these companies illustrate is precisely the one Murchinson overlooks: enormous value is created as a data-driven diagnostics platform scales, and that value accrues to those who participate early rather than after it has already been recognized in the public markets. Moreover, by utilizing AI, Infinite can scale its business with a fraction of the capital required by its predecessors.

Clear Strategic Rationale and Capital Plan

Of the approximately 20 opportunities that the Nano leadership thoroughly evaluated, Infinite was selected as the single greatest candidate to drive value for Nano’s shareholders. While Infinite represents a transition of Nano’s operations from 3D printing to AI-powered preventive health and diagnostics, the Board believes the next wave of healthcare AI will be built on proprietary biological data, not generic medical text, and Infinite's focus on DNA methylation is a distinct and complementary frontier. The chronic disease diagnostics market exceeds $90 billion, significantly larger than the 3D printing industry. The Board's focus is on capturing the biggest addressable market for shareholders, which this opportunity delivers.

Infinite is developing the next step: a multi-omics foundation model trained in biology rather than language. Its AI strategy begins with a live, provider-facing assistant that helps clinicians interpret methylation reports today, but the chatbot is merely the interface. The real value sits underneath it, in the biological foundation model and the IP that powers it: a proprietary dataset, proprietary algorithms, multiple patents, and existing commercial scale, designed to learn from methylation data and clinical context that cannot be scraped from the internet. This is the defined purpose of Nano's capital: to accelerate the data, validation, compute, and clinical infrastructure that turn a real diagnostics business into a compounding biological AI platform, an asset that cannot be easily replicated and grows more valuable over time.

This transaction is not a search for a use of capital, it is a plan to deploy capital against a specific, defensible asset. The capital would fund two complementary engines of value. First, it would accelerate commercialization of Infinite's existing diagnostic and consumer operations, expanding the provider network, test volume, and multiple revenue lines of an already-operating business. Second, it would fund the continued expansion of Infinite's proprietary methylation dataset and the development of its biological AI platform: the data engine and the models that translate epigenetic signals into earlier detection of major chronic diseases.

The epigenome records what is happening in your body right now, governing which genes are turned on or off in response to age, environment, and disease. The AI models that are currently prominent in computational biology are trained on static gene sequencing and predict average population behavior, not the functional state of a real person measured over time. Only epigenetic data can do this. Infinite uniquely owns one of the world’s largest epigenetic datasets with more than 120,000 samples, making it one of the only platforms capable of executing this vision. The result is a compounding dynamic. Commercial growth generates more proprietary data, that data strengthens the AI platform, and the platform deepens a competitive advantage that cannot be easily replicated and grows more valuable over time. Unlike genetic testing, which returns the same fixed result every time, epigenetic testing is dynamic and longitudinal: a patient's biology changes over time, so they can be retested again and again. That makes it a recurring model rather than a one-time transaction, and every repeat test feeds the model, making it smarter.

Finally, this transaction differs meaningfully from a SPAC. This is not a situation where the amount of cash at closing is unclear, the capitalization table is over-burdened by warrants and the external sponsor receives a significant promote. Rather, this transaction reflects a value-accretive combination with a defined operating business. Unlike a SPAC, the Company remains an operating platform with existing assets, and capital and strategic direction. Further, in the contemplated transaction, the premium to Nano’s cash value accrues to the benefit of Nano’s shareholders through their ownership in the combined company, not a SPAC sponsor.

A Rigorous Review and Diligence Process

The term sheet with Infinite is the culmination of a months-long, rigorous and comprehensive review process conducted with the support of Nano’s financial advisor and legal counsel. This review process considered a range of opportunities, including companies within the manufacturing space, as well as those operating in healthcare diagnostics, artificial intelligence, biological data analytics, and precision medicine. In addition, the Company engaged the services of several well-known consultants to assist in assessing Infinite’s technology, target markets and business operations.

Board Expertise and Independence

The Board is composed of individuals with significant experience across capital allocation, mergers & acquisitions, corporate governance, public markets and technology-enabled industries. The board remains committed to driving long-term returns for shareholders and has the ability, with the support of external experts and advisors, to evaluate complex opportunities and execute transactions that enhance shareholder value.

Additionally, Murchinson's reference to General Garrett conflates two fundamentally different roles. A director is a fiduciary who votes to approve a transaction; an advisor provides subject-matter expertise and has no vote, no fiduciary duty, and no authority over whether a deal proceeds or on what terms. General Garrett serves Infinite Epigenetics as an advisor on government and military health, a field unrelated to the matters Murchinson cites, and plays no role in Nano's evaluation or approval of this combination, which rests with Nano's Board and its shareholders. Attaching a prior, unanimous Board decision to an individual's later, unrelated advisory role is innuendo, not analysis.

Alignment with Shareholders

The Board rejects any implication that its decision to pursue this transaction is motivated by interests that are not aligned with shareholders. For the avoidance of doubt, the Board has not approved and will not support any arrangement that is not aligned with shareholder interests. Indeed, this transaction will not provide for any separate or transaction-driven compensation or payouts. The term sheet provides for Nano to get two board seats to join the combined company board based upon the expected shareholder ownership split; this is designed to protect the ongoing interests of Nano’s shareholders and is standard practice for all stock mergers.

We have heard from certain shareholders that they prefer a simple return of capital. That option is far less attractive than it appears. A liquidation or wind-down would not return the headline cash dollar-for-dollar: it would be reduced materially by wind-down and professional costs, tax leakage, reserves for contingent liabilities, and the time value of cash escrowed for an extended period before any final distribution. It would also assign zero value to Nano's Nasdaq listing, a scarce, expensive-to-replicate asset, and remove any chance of upside. By contrast, the proposed combination values Nano at net cash plus a 20% premium, preserving Nano’s listing's value, lets holders retain contingent value rights on Nano's legacy assets, and adds equity upside, a premium with optionality versus a discount with finality.

Transaction Terms

While we are not able to address particular terms of the merger until we have fully negotiated definitive documents, we believe the terms we have negotiated thus far are customary for transactions of this nature. Moreover, we are affording our shareholders the opportunity to receive a 20% premium for the cash value of the Company through the ownership in the combined entity.

Market Reaction vs. Long-term Outlook

Short-term trading volatility is not a reliable measure of long-term value creation as market reactions immediately following an announcement are often incomplete, information-constrained and influenced by short-term trading dynamics. The Board is committed to clear and consistent engagement with all investors and is confident that once the full and detailed information is available for review, investors will recognize the substantial value creation opportunity that this transaction represents. To that end, any definitive agreement will be presented and subject to shareholder vote. The Board does not make decisions focused on maximizing short-term price performance but rather aligned with strategies that they believe will generate superior long-term value creation for the Company’s shareholders.

Board Providing Transparency vs. Unclear Alternative From Murchinson

We agree with Murchinson that transparency is critical to maintaining credibility and the confidence of shareholders. Since Dave Stehlin was named CEO in September 2025 and the strategic review process was initiated, the Company has issued 13 press releases and updates where possible to ensure that the focus and strategy of the Board is clear. Our latest announcement, investor call, investor presentation and this subsequent press release are all testaments to the Board's commitment to provide information to shareholders as available so they can make an informed decision. While we acknowledge the importance of Murchinson's ability to ask questions, we believe the same standard of transparency should be applied equally to all parties. Murchinson has requisitioned an extraordinary shareholder meeting with intent to replace a majority of Nano's Board, yet despite multiple requests and offers for engagement, has not provided any detail on what their plan for Nano would be. On behalf of all shareholders, we ask: how would they utilize Nano's significant balance sheet reserves? The absence of any such transparency leaves shareholders without the information needed to evaluate whether Murchinson's intentions are aligned with the best interests of the Company and all of its shareholders.

Murchinson is asking shareholders to focus on surface-level labels. Nano is asking shareholders to look at the asset and value potential: a commercial epigenetics diagnostics platform with strong recurring revenue, a CLIA-certified lab, more than 120,000 epigenetic samples processed, over 50 peer-reviewed validation studies, reported performance metrics across major chronic diseases that are stronger than traditional diagnostics, one of the world’s largest proprietary biological datasets, and an AI foundation model that Nano’s capital can help accelerate toward significant revenue growth.

Nano’s cash is not being used to chase an AI slogan. It is expected to fund clinical validation, payer evidence, reimbursement work, provider growth, data infrastructure, regulatory preparation, pharma and data partnerships, and disciplined commercial scale.

About Nano Dimension Ltd.
Nano Dimension Ltd. (Nasdaq: NNDM) has historically delivered advanced digital manufacturing technologies serving customers across the defense, aerospace, automotive, electronics and medical device industry segments. Following a strategic review process initiated in 2025, the Company has focused on streamlining its operations, reducing cash burn, monetizing product lines and evaluating opportunities to deploy its capital base and publicly traded company platform into a more compelling long-term value creation opportunity. Nano Dimension continues to operate its remaining product lines, while the Company advances its strategic plan and evaluates the proposed business combination with Infinite Epigenetics. For more information, please visit www.nano-di.com.

About Infinite Epigenetics
Infinite Epigenetics is an AI-powered, preventive health and diagnostics company building a proprietary biological AI platform to read, interpret, and apply epigenetic signals at scale. Powered by one of the world’s largest private DNA methylation datasets and supported by a deep body of peer-reviewed research, the company partners with biotech innovators, researchers, and healthcare organizations to translate epigenetic insights into actionable diagnostic and clinical applications. Its operating portfolio includes TruDiagnostic™, a CLIA-certified laboratory and clinical epigenetic testing company, and Tally Health™, a consumer longevity and preventive health company. For more information, visit www. infiniteepigenetics.com.

infiniteepigenetics.com
trudiagnostic.com
tallyhealth.com
prnewswire.com/news/trudiagnostic

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 the extraordinary general meeting requisitioned by Murchinson, Nano Dimension’s strategic plan, strategic alternatives review process, expectations on the timing, economics and success of the proposed business combination, beliefs regarding the future success and long-term growth opportunities of Infinite Epigenetics and the combined company, expectations for the structure of the proposed business combination, belief that deploying Nano’s capital and publicly traded company platform into a high growth healthcare and data business offers a more compelling path to long-term value creation than continuing to scale within the advanced digital manufacturing sector, and all other statements other than statements of historical fact that address activities, events or developments that Nano Dimension intends, expects, projects, believes or anticipates will or may occur in the future. Forward-looking statements may be characterized by terminology such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “forecast,” “outlook,” “target,” “endeavor,” “seek,” “predict,” “intend,” “strategy,” “plan,” “may,” “could,” “should,” “will,” “would,” “continue,” “likely,” or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. 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, the Company cautions shareholders 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. The forward-looking statements contained or implied in this communication are subject to other risks and uncertainties, including, but not limited to (i) the risk that Nano Dimension and Infinite Epigenetics are unable to negotiate and enter into a definitive agreement for the proposed combination; (ii) the risk that the conditions to the closing (including any necessary shareholder approvals) are not satisfied; (iii) uncertainties as to the timing of the consummation of the proposed combination and the ability of each of Nano Dimension and Infinite Epigenetics to consummate the proposed combination; (iv) effect of the announcement of the proposed combination on the ability of Nano Dimension and Infinite Epigenetics to continue to operate their respective businesses and retain and hire key personnel and to maintain favorable business relationships; (v) risks related to the failure or delay in obtaining required approvals from any governmental or regulatory entity necessary to consummate the proposed combination; (vi) changes in the exchange ratio that could cause Nano Dimension’s shareholders and Infinite Epigenetics’ stockholders to own more or less of the combined company than is currently anticipated; (vii) risks related to the market price of Nano Dimension’s shares relative to the value suggested by the term sheet; (viii) unexpected costs, charges or expenses resulting from the proposed combination; (ix) the potential for the occurrence of any event, change or other circumstance or condition that could give rise to the termination of the definitive agreement for the proposed combination and the other agreements entered into in connection therewith; (x) the possibility that holders of CVRs may never receive any proceeds therefrom; (xi) changes in demand for Nano Dimenson’s or Infinite Epigenetics’ products and services; (xii) global market, political and economic conditions, and conditions in the countries in which Nano Dimension and Infinite Epigenetics operate; (xiii) the impact of changes in law and government regulations; (xiv) competition in the epigenetics health industry; (xv) the risk of litigation, including any proceedings that may be instituted against Nano Dimension or Infinite Epigenetics related to the proposed combination; (xvi) the impact of rapid technological change in the epigenetics health industry; and (xvii) those discussed under the heading “Risk Factors” in Nano Dimension’s annual report on Form 10-K for the fiscal year ended December 31, 2025, filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 31, 2026, 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 communication.

Additional Information and Where to Find It
The Company has filed a preliminary proxy statement and intends to file a proxy statement and WHITE proxy card with the SEC in connection with its solicitation of proxies for an extraordinary general meeting of shareholders that will include, among other proposals, a proposal to approve on a non-binding advisory basis a resolution regarding the continuation of Nano Dimension’s strategic alternatives review process including any related transaction approved by the Board (the “Extraordinary General Meeting”). THE COMPANY’S SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT, ANY AMENDMENTS OR SUPPLEMENTS THERETO, AND THE ACCOMPANYING WHITE PROXY CARD WHEN THEY BECOME AVAILABLE, AS THEY WILL CONTAIN IMPORTANT INFORMATION.

Shareholders may obtain the proxy statement, any amendments or supplements to the proxy statement and other documents as and when filed by the Company with the SEC without charge from the SEC’s website at www.sec.gov.

This communication also relates to a proposed combination involving Nano Dimension and Infinite Epigenetics and may be deemed to be solicitation material in respect of the proposed combination. In connection with the proposed combination, Nano Dimension intends to file with the Securities and Exchange Commission (the “SEC”) a registration statement on Form S-4 that will contain a proxy statement of Nano Dimension that will constitute a prospectus with respect to shares of Nano Dimension’s stock to be issued in the proposed combination (the “Proxy Statement/Prospectus”). Nano Dimension may also file other documents with the SEC regarding the proposed combination. This document is not a substitute for the Proxy Statement/Prospectus or any other document which Nano Dimension may file with the SEC. INVESTORS AND SECURITYHOLDERS OF NANO DIMENSION AND INFINTE EPIGENETICS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT WILL BE FILED BY NANO DIMENSION WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED COMBINATION AND RELATED MATTERS. Nano Dimension shareholders and Infinite Epigenetics stockholders will also be able to obtain free copies of the Proxy Statement/Prospectus (when available) and other documents containing important information about Nano Dimension, Infinite Epigenetics and the proposed combination that will be filed with the SEC by Nano Dimension through the website maintained by the SEC at www.sec.gov. Copies of the documents filed with the SEC by Nano Dimension will also be available free of charge on Nano Dimension’s website at https://investors.nano-di.com/sec-filings-1/default.aspx or by contacting Nano Dimension’s investor relations department by email at [email protected].

Participants in the Solicitation
The Company, the President, Chief Executive Officer and Director, David Stehlin, and each of its non-employee directors (namely, Robert Pons; Phillip Borenstein; Dr. Joshua Rosensweig and Andrew Sriubas) are deemed to be “participants” (as defined in Section 14(a) of the Securities Exchange Act of 1934) in the solicitation of proxies from the Company’s shareholders in connection with the matters to be considered at the Extraordinary General Meeting. Information about the compensation of our non-employee Directors is set forth in the sections titled “Director Compensation” and “Director Compensation Table” in the Company’s Annual Report, at pages 54-56, and is available here. Information about the compensation of our President, Chief Executive Officer, and Director, David Stehlin, is set forth in the section titled “Executive Compensation” in the Annual Report, at pages 56-64, and is available here. Information regarding the participants’ holdings of the Company’s securities can be found in the section titled “Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters” in the Company’s Annual Report on pages 64-65 and is available here, and as updated in the filings referenced below. Supplemental information regarding the participants’ holdings of the Company’s securities can be found in SEC filings on Statements of Change in Ownership on Form 4 filed with the SEC on May 29, 2026 for Mr. Stehlin (available here) and June 12, 2026 (available here). Such filings are available on the Company’s website at https://investors.nano-di.com/sec-filings-1/default.aspx or through the SEC’s website via the links referenced above.

Updated information regarding the participants’ direct or indirect interests, by security holdings or otherwise, is be set forth in the Company’s preliminary proxy statement on Schedule 14A and will be set forth in the Company’s definitive proxy statement and other materials to be filed with the SEC in connection with the Extraordinary General Meeting.

Nano Dimension and its directors and executive officers may be deemed to be “participants” (as defined in Section 14(a) of the Securities Exchange Act of 1934) in the solicitation of proxies from Nano Dimension’s shareholders in connection with the proposed combination. Information regarding the persons who may, under SEC rules, be deemed participants in the solicitation of proxies from Nano Dimension’s shareholders in connection with the proposed combination will be set forth in the Proxy Statement/Prospectus on Form S-4 for the proposed combination, which is expected to be filed with the SEC by Nano Dimension. Investors and securityholders of Nano Dimension and Infinite Epigenetics are urged to read the Proxy Statement/Prospectus and other relevant documents that will be filed with the SEC by Nano Dimension carefully and in their entirety when they become available because they will contain important information about the proposed combination.

Contacts

Investors:
Purva Sanariya
Director, Investor Relations
[email protected]

Media:
Samuel Manning
Principal Manager, External Communications
[email protected]

Nano Dimension Ltd. (NNDM) M&A Call Prepared Remarks Transcript

March 16, 2026 08:00 ET  | Source: Nano Dimension

Fourth Quarter 2025 Revenue Exceeds Guidance
Strategic 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 12b-25 with the SEC related to its Annual Report on Form 10-K for the fiscal year ended December 31, 2025. The Company expects to file its Form 10-K within the 15-day extension period permitted under SEC rules and does not anticipate that there will be any restatement of its previously issued financial statements.

Preliminary Fourth Quarter Revenue Exceeds Guidance

In January 2026, the Company disclosed preliminary financial information for the fourth quarter of 2025. Based on the work completed to date, management believes the financial results remain materially consistent with prior disclosure. Based on preliminary, unaudited results, fourth quarter 2025 revenue is expected to be approximately $35.3 million, exceeding prior guidance of $31.5 million to $33.5 million.

Strategic Alternatives Review Process

Nano’s Board of Directors continues to advance its previously announced strategic alternatives review process. This process is progressing in-line with the Company’s stated plan and remains focused on evaluating all options to maximize shareholder value. The Company will be providing additional updates on this process during its upcoming earnings call.

Material Weakness Disclosed in Form 12b-25 Will Not Impact Financial Statements

As disclosed in the Form 12b-25, management identified a material weakness in internal control over financial reporting primarily related to resource limitations impacting accounting for and disclosure of business combinations and related valuation analyses. Management has not identified any errors in previously issued financial statements, has no indication that any restatement will be required, and believes that its 2025 results are materially correct. Management is actively implementing measures to strengthen its controls.

Form 10-K Filing and Earnings Release Timing Reflects 2025 Acquisitions and Reporting Transition

As of January 1, 2026, Nano Dimension transitioned to U.S. domestic issuer reporting obligations after no longer qualifying as a foreign private issuer. This transition shortened the annual reporting deadline from 119 days to 75 days, significantly accelerating the timeline for the Company’s first U.S. domestic Form 10-K filing. Additional work is required to finalize reporting and disclosures for the Company’s 2025 acquisitions of Desktop Metal and Markforged. These efforts are aimed at ensuring accurate, complete, and transparent disclosure.

Fourth Quarter and Full Year 2025 Financial Results Conference Call

Nano Dimension will host a conference call and webcast to discuss its fourth quarter and full year 2025 financial results.

Conference Call Information

Date: Tuesday, March 31, 2026
Time: 4:30 p.m. ET

Pre-Registration Link for Dial-In Access
Participants can pre-register for the conference call here in order to receive dial in information.

Dial-In Access
Those unable to pre-register may join the call by dialing:

U.S. Dial-in: 1-844-695-5517
International Dial-in: 1-412-902-6751
Israel Toll Free: 1-80-9212373

Access via Webcast
The conference call will be broadcast live (listen only) and can be replayed shortly after the conclusion of the call via the webcast at https://event.choruscall.com/mediaframe/webcast.html?webcastid=1YPvoqSL

Participants are advised to log in at least 10 minutes prior to the call.

About Nano Dimension Ltd.

Driven by strong trends in onshoring, national security, and increasing product customization, Nano Dimension Ltd. (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, the expected timing of the filing of its Form 10-K, its expected financial results, its strategic alternatives review process, 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: Purva Sanariya
Director, Investor Relations
[email protected]

Media: Samuel Manning
Principal Manager, External Communications
[email protected]

Nano Dimension Ltd. (NNDM) Q4 2025 Earnings Call Transcript

April 06, 2026 08:30 ET  | Source: Nano Dimension

Advances Strategic Alternatives Process Intended to Maximize Shareholder Value

Expected to Reduce Annualized Cash Burn by $10 Million

Company to Update 2026 Financial Guidance on First Quarter 2026 Earnings Call

WALTHAM, Mass., April 06, 2026 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM) (“Nano Dimension”, “Nano”, or the “Company”) today announced the sale of its additively manufactured electronics (AME) product line and its previously discontinued Fabrica product line to Inspira Technologies OXY B.H.N. Ltd. (Nasdaq: IINN) (“Inspira”).

The total consideration payable to the Company in connection with the transaction is up to $12.5 million, consisting of a $2.0 million upfront cash payment, and up to $10.5 million of deferred payments tied to the future performance of the product lines over the next twelve months. Inspira has assumed operational control of the product lines effective immediately. Completion of the transaction remains subject only to the receipt of customary regulatory approvals.

The Company believes this transaction represents a key step as it advances its previously announced strategic alternatives review process to maximize shareholder value and reflects Nano’s continued focus on optimizing its cost structure, reducing operating complexity and lowering overall cash burn. Following a thorough review of the Company’s asset base, management and the Board of Directors determined that the AME and Fabrica product lines were not aligned with its go forward priorities. The Company expects this transaction to reduce annualized cash burn by approximately $10 million, to strengthen its liquidity and financial flexibility, and to enable greater focus on key strategic initiatives.

David Stehlin, Chief Executive Officer, commented, “Today’s announcement marks the first of a series of steps to maximize shareholder value and builds on the cost reduction actions initiated in the third quarter of 2025. The sale of the AME and Fabrica product lines will lower our operating costs and cash burn while reinforcing financial flexibility, and the deferred consideration structure allows us to participate in potential upside as the product lines perform under Inspira’s ownership.”

Nano Dimension will continue to evaluate strategic alternatives to further maximize shareholder value and provide updates on its strategic alternatives review process as appropriate. The Company will update its 2026 financial guidance on its first quarter 2026 earnings call.

About Nano Dimension Ltd.

Driven by strong trends in onshoring, national security, and increasing product customization, Nano Dimension Ltd. (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, the expected benefits of the sale of the AME and Fabrica product lines, the reduction in Nano’s annualized cash burn as a result of such sale 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. Forward-looking statements may be characterized by terminology such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “forecast,” “outlook,” “target,” “endeavor,” “seek,” “predict,” “intend,” “strategy,” “plan,” “may,” “could,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. 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 10-K filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2026, 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: Purva Sanariya
Director, Investor Relations
[email protected]

Media: Samuel Manning
Principal Manager, External Communications
[email protected]

April 23, 2026 16:30 ET  | Source: Nano Dimension

Call to Be Held Thursday, May 7, 2026 at 4:30 PM ET

WALTHAM, Mass., April 23, 2026 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM), a leader in digital manufacturing solutions, today announced it will host a conference call and webcast to discuss its Q1 2026 financial results for the period ended March 31, 2026.

Conference Call Information

Date: Thursday, May 7, 2026
Time: 4:30 p.m. ET

Pre-Registration Link for Dial-In Access
Participants can pre-register for the conference call here in order to receive dial in information.

Dial-In Access
Those unable to pre-register may join the call by dialing:

U.S. Dial-in: 1-844-695-5517
International Dial-in: 1-412-902-6751
Israel Toll Free: 1-80-9212373

Access via Webcast
The conference call will be broadcast live (listen only) and can be replayed shortly after the conclusion of the call via the webcast at https://event.choruscall.com/mediaframe/webcast.html?webcastid=ZaodVpNh

Participants are advised to log in at least 10 minutes prior to the call.

About Nano Dimension Ltd.
Driven by strong trends in onshoring, national security, and increasing product customization, Nano Dimension Ltd. (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/.

Contacts:
Investors: Purva Sanariya
Director, Investor Relations
[email protected]

Media: Samuel Manning
Principal Manager, External Communications
[email protected]

Nano Dimension Ltd. (NNDM) Q1 2026 Earnings Call Transcript

May 26, 2026 08:00 ET  | Source: Nano Dimension

Comments on Amended Schedule 13D Filing by Murchinson

Strategic Alternatives Review Process Progresses

WALTHAM, Mass., May 26, 2026 (GLOBE NEWSWIRE) -- Nano Dimension Ltd. (Nasdaq: NNDM) today issued the following letter to shareholders providing a business update and commenting on the Schedule 13D/A filing by Murchinson Ltd. and certain of its affiliates. The full text of the letter is below.

Dear Fellow Shareholders,

Nano Dimension Ltd. (“Nano” or the “Company”) and its Board of Directors (the “Board”) remain fully focused on executing the Company’s previously announced strategic alternatives review process to maximize shareholder value and believe shareholders should understand the facts and implications surrounding the recent actions of Murchinson Ltd. and certain of its affiliates (“Murchinson”).

Recently, Murchinson filed a Schedule 13D/A initiating yet another costly and distracting campaign to obtain effective control of Nano and its substantial cash and strategic assets without paying shareholders a control premium. Murchinson is seeking to replace three of the Company’s five directors, including two directors originally nominated by Murchinson in its prior proxy contests as well as the Company’s CEO, because those directors have chosen to fulfill their fiduciary duties to all shareholders, rather than advance Murchinson’s self-serving agenda to take control of the Company’s cash.

The Board is rejecting this latest attempt by Murchinson to seize control of the Company through disruption and pressure tactics.

Currently, the Board includes three directors initially supported by Murchinson, including Robert Pons and Dr. Joshua Rosensweig, each of whom Murchinson nominated in previous proxy contests at Nano, and Phillip “Pinny” Borenstein, who was seated in December 2025. Now, Murchinson is attempting to replace two of these directors, Messrs. Pons and Rosensweig. Moreover, Nano director Andy Sriubas informed the Board that he will not serve on a Board controlled by Murchinson. The Board opposes Murchinson’s latest attempt to gain control of your Company, and supports the Company’s ongoing strategic alternatives review process and the actions underway to maximize value for all shareholders.

Over an extended period, the Board repeatedly invited Murchinson to present a credible strategic, operational or value creation plan for Nano. Despite numerous opportunities, Murchinson failed to provide one. Instead, Murchinson has focused exclusively on obtaining influence and effective control over the Company and its cash resources. The Board recently invited Murchinson founder Marc Bistricer to join the Board, subject to a customary cooperation agreement. He never responded.

It has become clear to the Board that Murchinson’s objective is not long-term value creation, but rather control of Nano’s balance sheet and strategic direction without offering shareholders a premium or presenting a coherent long-term value creation plan. The Board believes this approach creates significant risk for all shareholders.

By contrast, the Board and management team are actively executing a disciplined process to maximize shareholder value, including:

conducting a comprehensive strategic alternatives process with leading financial advisorsmaterially reducing cash burn and improving operational disciplinemonetizing non-core assets and streamlining operationsstrengthening governance and shareholder communicationsevaluating transformational opportunities designed to unlock the value of Nano’s balance sheet, technology portfolio and public company platform The Board believes these efforts are beginning to gain meaningful traction and that stability and continuity are critical at this stage of the process. Importantly, these efforts are being pursued with a focus on creating value for all shareholders — not advancing the interests or agenda of any single shareholder or activist group.

As previously disclosed, the Board expects the strategic alternatives review process to conclude in the near future. Shareholders should ask themselves whether now is the appropriate time to hand control of the Company to Murchinson, an activist group that has failed to articulate a credible plan, at a time when the Company is actively pursuing strategic opportunities designed to maximize value for all shareholders.

Shareholders, including Murchinson, will have the opportunity to vote on any proposed change-of-control transaction. Until such a transaction is formally presented, the Board and management are committed to pursuing the best possible value-maximizing outcome for the Company and all of its shareholders.

The Board remains fully committed to acting in the best interests of all shareholders and will continue to pursue every opportunity to maximize shareholder value through disciplined governance and responsible stewardship of the Company’s assets.

We appreciate the continued support of our shareholders and look forward to updating you further as the Company advances its strategic initiatives.

We encourage you to contact us at [email protected] so that we can address all shareholder questions regarding the contents of this press release and the Company’s ongoing initiatives to create shareholder value. The Board remains committed to transparency, shareholder engagement, and open communication with its shareholders.

Mr. Borenstein has requested that it be publicly disclosed that he does not agree with the content of this letter.

Sincerely,

The Board of Directors

/s/ Dr. Joshua Rosensweig
/s/ David S. Stehlin
/s/ Andy Sriubas
/s/ Robert Pons

About Nano Dimension Ltd.

Driven by strong trends in onshoring, national security, and increasing product customization, Nano Dimension Ltd. (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, but are not limited to, statements regarding Nano’s future growth and strategic plan; the Board’s beliefs regarding Murchinson; beliefs regarding the timing of strategic initiatives; 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. Forward-looking statements may be characterized by terminology such as “believe,” “project,” “expect,” “anticipate,” “estimate,” “forecast,” “outlook,” “target,” “endeavor,” “seek,” “predict,” “intend,” “strategy,” “plan,” “may,” “could,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. 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 10-K for the fiscal year ended December 31, 2025, filed with the Securities and Exchange Commission (the “SEC”) on March 31, 2026 (the “Annual Report”), 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.

Additional Information and Where to Find It

The Company intends to file a proxy statement and WHITE proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for an extraordinary general meeting of shareholders (the “Extraordinary General Meeting”). THE COMPANY’S SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT (AND ANY AMENDMENTS AND SUPPLEMENTS THERETO) AND ACCOMPANYING WHITE PROXY CARD WHEN THEY BECOME AVAILABLE AS THEY WILL CONTAIN IMPORTANT INFORMATION. Shareholders may obtain the proxy statement, any amendments or supplements to the proxy statement and other documents as and when filed by the Company with the SEC without charge from the SEC’s website at www.sec.gov.

Participants in the Solicitation

The Company, the President, Chief Executive Officer and Director, David Stehlin and each of its non-employee Directors (namely, Robert Pons; Phillip Borenstein; Dr. Joshua Rosensweig and Andrew Sriubas) are deemed to be “participants” (as defined in Section 14(a) of the Securities Exchange Act of 1934) in the solicitation of proxies from the Company’s shareholders in connection with the matters to be considered at the Extraordinary General Meeting. Information about the compensation of our non-employee Directors is set forth in the sections titled “Director Compensation” and “Director Compensation Table” in the Company’s Annual Report, at pages 54-56, and is available here. Information about the compensation of our President, Chief Executive Officer and Director, David Stehlin, is set forth in in the in the section titled “Executive Compensation” in the Annual Report, at pages 56-64, and is available here. Information regarding the participants’ holdings of the Company’s securities can be found in the section titled “Security Ownership of Certain Beneficial Owners and Management and Related Shareholder Matters” in the Company’s Annual Report on pages 64-65 and is available here.

Such filings are available on the Company’s website at https://investors.nano-di.com/sec-filings-1/default.aspx or through the SEC’s website via the links referenced above. Updated information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, will be set forth in the Company’s proxy statement on Schedule 14A and other materials to be filed with the SEC in connection with the Extraordinary General Meeting.

Contacts:

Investors: Purva Sanariya
Director, Investor Relations
[email protected]

Media: Samuel Manning
Principal Manager, External Communications
[email protected]

Company Continues to Move Forward on Three-Phase Strategic Plan to Maximize Long-Term Shareholder Value Company Continues to Move Forward on Three-Phase Strategic Plan to Maximize Long-Term Shareholder Value

Murchinson Ltd. (collectively with its affiliates and funds it advises and/or sub-advises, “Murchinson” or “we”), a significant shareholder with approximately 7.4% of the outstanding shares of Nano Dimension Ltd. (NASDAQ: NNDM) (“Nano” or the “Company”), today issued the following letter to Nano shareholders.

***

Fellow Nano Shareholders,

Over the last few weeks and months, we have heard CEO Dave Stehlin repeatedly say that Nano’s Board of Directors (the “Board”), led by Chairman Robert (“Bob”) Pons, is evaluating “exciting opportunities” and “very interesting candidates” as potential uses of Nano’s “balance sheet, public company platform, and strategic flexibility.”1

We believe that any Board decision to approve an ill-advised transaction would be self-serving and aimed at preserving the directors’ seats rather than serving the interests of Nano and its shareholders. The parallels to the previous Board, led by Yoav Stern, are striking and should give any shareholder pause. Just as Mr. Stern – the fighter-pilot-turned-Kamikaze – appeared to treat the Company’s resources as his own, it seems to us that Mr. Pons may be operating under the same mistaken assumption.

Shareholders should ask: why is the Board following Mr. Pons in the footsteps of Mr. Stern, who, we believe, intentionally caused Nano to enter into a value-destructive transaction to preserve his position? Why does the Board insist on pursuing a deal that, in our opinion, is very likely to benefit others at the expense of Nano’s shareholders?

We are curious as to which flavor-of-the-week industry the Board may be considering. We invite shareholders to share their views with us at [email protected] as to which of the following trendy sectors they believe is most likely:

Space exploration “AI” software/hardware “Breakthrough” medical technology Autonomous vehicles Cannabis Cryptocurrencies/blockchain Feel free to also share your opinion on what remuneration or payout, if any, you predict Messrs. Pons and Stehlin will receive in return for using Nano's money on this SPAC-like deal – despite very likely lacking even the faintest clue about the industry in which the target will ultimately operate. Will it be a cash golden parachute? Options? Warrants? Perpetually-paying cushy next-jobs or directorships?

Hopefully, we will have survey results before the Board announces an ill-conceived transaction that we believe could strip Nano of its capital in exchange for nothing more than a pipedream, based on the Board’s concerning track record to date.

We look forward to your responses and to continuing this dialogue with our fellow shareholders.

Sincerely,
Murchinson Ltd.

***

About Murchinson
Founded in 2012 and based in Toronto, Canada, Murchinson is an alternative asset management firm that serves institutional investors, family offices and qualified clients. The firm has extensive experience capturing the best returning opportunities across global markets. Murchinson’s multi-strategy approach allows it to execute investments at all points in the market cycle with fluid allocation between strategies. Our team targets corporate action, distressed investing, private equity and structured finance situations, leveraging its broad market experience with a variety of specialized products and sophisticated hedging techniques to deliver alpha within a risk-averse mandate. Learn more at www.murchinsonltd.com.

Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking information within the meaning of applicable securities laws. In general, forward-looking information refers to disclosure about future conditions, courses of action, and events. All statements contained in this press release that are not clearly historical in nature or that necessarily depend on future events are forward-looking, and the use of any of the words “anticipates”, “believes”, “expects”, “intends”, “plans”, “will”, “would”, and similar expressions are intended to identify forward-looking statements. These statements are based on current expectations of Murchinson and currently available information. Forward-looking statements are not guarantees of future performance, involve certain risks and uncertainties that are difficult to predict, and are based upon assumptions as to future events that may not prove to be accurate. Murchinson undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events, or otherwise, except as required by applicable securities legislation.

Disclaimer
The information contained or referenced herein is for information purposes only in order to provide the views of Murchinson and the matters which Murchinson believes to be of concern to shareholders described herein. The information is not tailored to specific investment objections, the financial situations, suitability, or particular need of any specific person(s) who may receive the information, and should not be taken as advice in considering the merits of any investment decision. The views expressed herein represent the views and opinions of Murchinson, whose opinions may change at any time and which are based on analyses of Murchinson and its advisors. In addition, the information contained herein is being publicly disclosed without prejudice and shall not be construed to prejudice any of Murchinson’s rights, demands, grounds and/or remedies under any contract and/or law, including any pending lawsuits.

________________________________________________

1 Nano Dimension Q1 2026 Earnings Call (May 7, 2026); Press Release: Nano Dimension Issues Letter from Chief Executive Officer, David Stehlin (June 5, 2026).

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