Nano Dimension (NNDM) Acquires NanoFabrica Ltd.

Nano Dimension Ltd. (Nasdaq: NNDM), an industry leading Additively Manufactured Electronics (AME)/PE (3D-Printed Electronics) provider, announced today that it has signed and closed a definitive agreement to acquire NanoFabrica Ltd. (“NanoFabrica”) (https://www.nano-fabrica.com/), a world leader in technology and turn-key systems for precise 3D-micro-printing (or precision additive manufacturing). Nano Dimension will pay the shareholders of NanoFabrica a total ranging between $54.9 million to $59.4 million. Out of that, between $23 million to $27.5 million will be paid in cash (depending upon NanoFabrica meeting certain performance milestones and the founders of NanoFabrica continuing to work for a defined period after the acquisition), and approximately $32 million was paid in American Depositary Shares (ADSs) of Nano Dimension (approximately 30% of which cannot be sold for various periods of up to 24 months after the closing of the transaction). Certain cash payments will be based on NanoFabrica’s revenue and gross margin performance in the next 12 months.

NanoFabrica is a prominent player in the field of precision digital manufacturing. Its industrial Additive Manufacturing systems have an unprecedented micron-resolution with ultra-fine features, details, accuracy, and precision – enabled by the innovative Micro Adaptive Projection technology. NanoFabrica brings the power of Additive Manufacturing to applications that require high precision, overlapping the typical target markets of Nano Dimension (https://www.nano-fabrica.com/industries): Aerospace, aviation, high-end electronics and automotive, medical, optics, research, education and more. NanoFabrica’s technology and machines are designed to enable digital mass manufacturing of precise and complex parts. With advanced hardware, software and materials and a team of experts and industry veterans, they are positioned to potentially transform businesses through micro-part manufacturing innovation.

(https://www.nano-fabrica.com/media1).

NanoFabrica’s scientists and engineers, all of whom are expected to now join Nano Dimension, are leading experts and industry veterans in materials, software, mechanical automation, and robotics. They are going to continue to be led by NanoFabrica’s two founders:

• Dr. Jon Donner, who holds a PhD in nano optics and earned a double degree in physics and electrical engineering.
• Mr. Eyal Shelef, who worked at Hewlett-Packard Company for 16 years in R&D, building large industrial machines and developing some of the most advanced materials for the digital printing industry as well as managing algorithm development, process control and advanced chemistry manufacturing processes. Eyal has registered over 35 patents under his name.

Yoav Stern, Chief Executive Officer of Nano Dimension, stated, “NanoFabrica fits Nano Dimension’s vertical original equipment manufacturers’ (OEM) target markets, and as such will be leveraged by the distribution channels and go-to-market efforts of both. In parallel, our mutual vision is to merge the technologies of our micro-electronic 3D-fabrications machines for Hi-PEDsTM (Hi-Performance Electronic Devices) with NanoFabrica’s micro-mechanic 3D printing. The future of Hi-PEDsTM and miniaturized high-performance printed circuit boards (PCBs) is interlaced with micro-mechanical printing applications to fit the adage “The Next Big thing is Small.”

“In addition,” Mr. Stern said, “NanoFabrica’s machines fit the larger picture of Nano Dimension’s vision, aiming to establish “INDUSTRY 4.0” solutions, which entail building an artificial intelligence/machine learning (AI/ML) “distributed digital fabrication application” rather than just building machines as capital equipment. The “AI/ML/DL Distributed Electronic Fabrication Application” will be furnished by additional edge devices in the form of NanoFabrica’s 3D-micro-printing systems. Eventually, the end goal is to reach a capability for maintaining an inventory of high-end PCB devices, micro-mechanical parts and Hi-PEDsTM in digital form: print them as you need them, where you need them, only the quantity you need, in the best quality at competitive prices, as it is done in highest yield and throughput possible for that point in time, specifically in high mix/low volume scenarios.”

Dr. Jon Donner, Chief Executive Officer and co-founder of NanoFabrica, who will become General Manager of the NanoFabrica Division of Nano Dimension, commented: “Today is an exciting day for NanoFabrica and for the entire field of precision manufacturing. We have set out on a mission to transform this traditional analog non-environmentally friendly industry, and by joining the segment leader, Nano Dimension, we will be able to fulfill our mission statement much faster and in more elaborate fashion. By combining the advanced capabilities of deep learning together with our manufacturing systems, we hope to improve printing speed by five times and yield by 20 times. Henceforth, by integrating our ultra-precise miniaturization capability with Nano Dimension’s Hi-PEDsTM (High-Performance-Electronic-Devices), we shall become a transformative power in our vertical markets. Nano Dimension-NanoFabrica’s combined offering will greatly increase the number of applications that can be relevant for mass manufacturing on our planned neural network of digital manufacturing systems.”

Sullivan & Worcester Tel-Aviv is acting as legal counsel to Nano Dimension in connection with the acquisition.

INVESTORS CONFERENCE CALL:

Thursday, April 29, 2021, at 9:00 AM ETNano Dimension will host an investor call to update on the above acquisition, on Thursday, April 29, 2021, at 9:00 a.m. ET. To attend the conference call, please dial one of the following teleconferencing numbers. Please begin by placing your call five minutes before the conference call commences. U.S. Dial-in Number: 1.866.744.5399Israel Toll Free Number: 03.9180644 At: 9:00 a.m. Eastern Time, 6:00 a.m. Pacific TimeA REPLAY: will be available on the Company’s IR website after the end of the conference call. Participants will be required to state their name and company upon entering the call.

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