Nano Dimension to Acquire Markforged in Merger Deal
Ticker: NNDM · Form: 6-K · Filed: Sep 26, 2024 · CIK: 1643303
| Field | Detail |
|---|---|
| Company | Nano Dimension LTD. (NNDM) |
| Form Type | 6-K |
| Filed Date | Sep 26, 2024 |
| Risk Level | medium |
| Pages | 15 |
| Reading Time | 18 min |
| Key Dollar Amounts | $0.0001, $5.00, $4.0 million, $4.6 million |
| Sentiment | neutral |
Sentiment: neutral
Topics: acquisition, merger, manufacturing
TL;DR
NANO is buying MARKFORGED in a merger deal announced Sept 25th.
AI Summary
On September 25, 2024, Nano Dimension Ltd. announced it entered into a Merger Agreement to acquire Markforged Holding Corporation. The transaction involves Nano US II, Inc., a subsidiary of Nano Dimension, merging with Markforged, with Markforged continuing as an indirect subsidiary.
Why It Matters
This acquisition could significantly expand Nano Dimension's market presence and technological capabilities in the additive manufacturing sector.
Risk Assessment
Risk Level: medium — Mergers and acquisitions carry inherent risks related to integration, valuation, and market reception.
Key Players & Entities
- Nano Dimension Ltd. (company) — Acquiring company
- Markforged Holding Corporation (company) — Target company
- Nano US II, Inc. (company) — Subsidiary of Nano Dimension involved in the merger
- September 25, 2024 (date) — Date of Merger Agreement
FAQ
What is the primary purpose of the Merger Agreement entered into by Nano Dimension Ltd.?
The Merger Agreement outlines the terms for Nano Dimension Ltd. to acquire Markforged Holding Corporation through a merger involving its subsidiary, Nano US II, Inc.
Who are the parties involved in the Merger Agreement?
The parties are Nano Dimension Ltd., Nano US II, Inc. (a subsidiary of Nano Dimension), and Markforged Holding Corporation.
When was the Merger Agreement entered into?
The Merger Agreement was entered into on September 25, 2024.
What is the structure of the proposed merger?
Nano US II, Inc. will merge with and into Markforged Holding Corporation, with Markforged surviving the merger as an indirect wholly owned subsidiary of Nano Dimension.
Which entity will survive the merger?
Markforged Holding Corporation will survive the merger.
Filing Stats: 4,482 words · 18 min read · ~15 pages · Grade level 20 · Accepted 2024-09-26 06:07:00
Key Financial Figures
- $0.0001 — anding share of common stock, par value $0.0001 per share, of Markforged (“ Commo
- $5.00 — t to receive an amount in cash equal to $5.00 per share (the “ Per Share Merger
- $4.0 million — pocket fees and expenses, not to exceed $4.0 million (the “ Termination Expenses &rdqu
- $4.6 million — to pay the Company, a cash fee equal to $4.6 million (the “ Company Termination Fee &r
Filing Documents
- ea0215726-6k_nano.htm (6-K) — 64KB
- ea021572601ex2-1_nano.htm (EX-2.1) — 474KB
- ea021572601ex10-1_nano.htm (EX-10.1) — 56KB
- ea021572601ex99-1_nano.htm (EX-99.1) — 24KB
- ex99-1_001.jpg (GRAPHIC) — 191KB
- ex99-1_002.jpg (GRAPHIC) — 588KB
- ex99-1_003.jpg (GRAPHIC) — 668KB
- ex99-1_004.jpg (GRAPHIC) — 341KB
- ex99-1_005.jpg (GRAPHIC) — 248KB
- ex99-1_006.jpg (GRAPHIC) — 596KB
- ex99-1_007.jpg (GRAPHIC) — 437KB
- ex99-1_008.jpg (GRAPHIC) — 414KB
- ex99-1_009.jpg (GRAPHIC) — 297KB
- ex99-1_010.jpg (GRAPHIC) — 355KB
- ex99-1_011.jpg (GRAPHIC) — 330KB
- ex99-1_012.jpg (GRAPHIC) — 362KB
- ex99-1_013.jpg (GRAPHIC) — 263KB
- ex99-1_014.jpg (GRAPHIC) — 272KB
- ex99-1_015.jpg (GRAPHIC) — 345KB
- ex99-1_016.jpg (GRAPHIC) — 133KB
- 0001213900-24-081939.txt ( ) — 8146KB
SIGNATURES
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) Dated: September 26, 2024 By: /s/ Dotan Bar-Natan Name: Dotan Bar-Natan Title: General Counsel 7