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: August 2020 (Report No. 2)

 

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 ☐

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(1):_____

 

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulations S-T Rule 101(b)(7):_____

 

 

 

 

 

 

CONTENTS

 

Attached hereto and incorporated herein is the Registrant’s press release issued on August 13, 2020, titled “Nano Dimension Reports 2020 Second Quarter Financial Results.”

 

The first two paragraphs, the sections titled “Second Quarter 2020 Financial Results,” “Six Months Ended June 30, 2020 Financial Results,” “Balance Sheet Highlights,” and “Forward-Looking Statements,” and the IFRS financial statements in the press release are incorporated by reference into the registration statements on Form F-3 (File No. 333-217173, 333-233905 and 333-237668) and Form S-8 (File No. 333-214520) of the Registrant, 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and Exchange Commission, to be a part thereof from the date on which this report is submitted, to the extent not superseded by documents or reports subsequently filed or furnished.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   Press Release issued by Nano Dimension Ltd. on August 13, 2020, titled “Nano Dimension Reports 2020 Second Quarter Financial Results.”

 

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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: August 13, 2020 By: /s/ Yael Sandler
  Name:  Yael Sandler
  Title: Chief Financial Officer

 

 

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Exhibit 99.1 

 

 

Nano Dimension Reports 2020 Second Quarter Financial Results

Prolonged Covid-19 status leads to emphasis on product enhancements

 

Conference call to be held today at 9:00 a.m. EDT

 

Nano Dimension’s USA HQ, Boca Raton, Florida, August 13, 2020Nano Dimension Ltd. (Nasdaq: NNDM), a leading Additively Manufactured Electronics (AME)/PE (Printed Electronics) provider, today announced financial results for the second quarter ended June 30, 2020. 

 

Nano Dimension reported revenues of $288,000 for the second quarter of 2020. The Company ended the quarter with a cash and deposits balance of $49,525,000, while total operating loss for the second quarter was $3,812,000.

 

“As projected by our President & CEO in our last investors conference call in mid-May, the global effects of the Covid-19 pandemic have caused a material decrease to our revenues, since companies and organizations around the world are not releasing budgets for purchases of capital equipment,” said Yael Sandler, Chief Financial Officer of Nano Dimension. “Yet, we are already witnessing electronic companies considering ways to shorten their supply chains by looking to reduce dependency in the Far East by buffering part of their manufacturing on the ground in America and Europe, rather than only in China. Our DragonFly LDM Additive Manufacturing Electronic system allows exactly this: Short-cycled and cost-efficient prototyping and eventually fabrication of functional high-performance electronic devices (“Hi-PEDs) with minimal ecological disruptions. In the meanwhile, rather than over spending on marketing and sales while the market is irresponsive as capital expenses budgets are Corona-stagnated, we are directing the resources received from the successful equity offerings in the second quarter of 2020 to product and technology development. As a result, we expect to be better positioned once the electronics landscape is revitalized in a post-Covid-19 resurgence,” concluded Ms. Sandler.

 

Second Quarter 2020 Financial Results

 

Total revenues for the second quarter of 2020 were $288,000, compared to $702,000 in the first quarter of 2020, and $1,161,000 in the second quarter of 2019. The decrease is attributed to continuing delays in identified transactions of DragonFly systems, which the Company primarily attributes to Covid-19.

 

Research and development (R&D) expenses for the second quarter of 2020 were $1,895,000, compared to $1,702,000 in the first quarter of 2020, and $2,322,000 in the second quarter of 2019. The increase compared to the first quarter of 2020 is attributed to an increase in payroll and related expenses, as the Company is temporarily mobilizes resources from marketing and sales to product enhancements. The decrease compared to the second quarter of 2019 is mainly attributed to a decrease in payroll and related expenses and materials expenses.  The Company intends to allocate more funds to R&D, in order to be ready with new technology as Covid-19 subsides.

 

Sales and marketing (S&M) expenses for the second quarter of 2020 were $930,000, compared to $819,000 in the first quarter of 2020, and $1,507,000 in the second quarter of 2019. The increase compared to the first quarter of 2020 is attributed to an increase in payroll and related expenses, before the eruption of the Covid-19 pandemic. The decrease compared to the second quarter of 2019 was mainly attributed to a decrease in payroll and related expenses and marketing and advertising expenses.

 

General and administrative (G&A) expenses for the second quarter of 2020 were $908,000, compared to $1,035,000 in the first quarter of 2020, and $1,023,000 in the second quarter of 2019. The decrease compared to the first quarter of 2020 is attributed to a decrease in share-based payments expenses. The decrease compared to the second quarter of 2019 is attributed to a decrease in professional services expenses and the results of cost cutting of salaries and other expenses in the early stage of Covid-19 related slow down.

 

Net loss for the second quarter of 2020 was $8,265,000, or $0.27 per share, compared to $2,074,000, or $0.32 per share, in the first quarter of 2020, and $1,188,000, or $0.30 per share, in the second quarter of 2019. The increase compared to both the first quarter of 2020 and the second quarter of 2019 is mainly attributed to finance expenses of approximately $4,322,000 that were recognized in the second quarter of 2020, as a result of the change in the fair value of warrants, which are non-cash expenses.

 

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Six Months Ended June 30, 2020 Financial Results

 

Total revenues for the six months ended June 30, 2020 were $990,000, compared to $2,850,000 in the six months ended June 30, 2019. The decrease is attributed to less sales of DragonFly systems in the first half of 2020, which the Company primarily attributes to Covid-19.

 

R&D expenses for the six months ended June 30, 2020 were $3,597,000, compared to $4,474,000 in the six months ended June 30, 2019. The decrease resulted primarily from a decrease in payroll and related expenses and materials expenses.

 

S&M expenses for the six months ended June 30, 2020 were $1,749,000, compared to $2,871,000 in the six months ended June 30, 2019. The decrease is mainly attributed to a decrease in payroll and related expenses and marketing and advertising expenses.

 

G&A expenses for the six months ended June 30, 2020 were $1,943,000, compared to $1,590,000 in the six months ended June 30, 2019. The increase is mainly attributed to an increase in share-based payments expenses.

 

Net loss for the six months ended June 30, 2020 was $10,339,000, or $0.55 per share, compared to $2,664,000, or $0.80 per share, in the six months ended June 30, 2019. The increase is mainly attributed to finance expenses of approximately $3,023,000 that were recognized in the first half of 2020 as a result of the change in the fair value of warrants and convertible notes, compared to finance income of approximately $7,316,000 in the first half of 2019 as a result of the change in the fair value of warrants and convertible notes.

 

Balance Sheet Highlights

 

Cash and cash equivalents, together with short-term bank deposits totaled $49,525,000 as of June 30, 2020, compared to $3,925,000 as of December 31, 2019. The increase compared to December 31, 2019, mainly reflects proceeds received from the sale of American Depositary Shares representing the Company’s ordinary shares in the first half of 2020, less cash used in operations during the six months ended June 30, 2020.

 

Shareholders’ equity totaled $57,604,000 as of June 30, 2020, compared to $11,602,000 as of December 31, 2019.

 

Conference call information

 

The Company will host a conference call to discuss these financial results today, August 13, 2019, at 9:00 a.m. EDT (4:00 p.m. IDT). Investors interested in participating are invited to register for the conference call here: http://dpregister.com/10146541. Dial-in numbers, including a local Israeli number and instructions, will be provided upon registration. U.S. Dial-in Number: 1-844-695-5517, International Dial-in Number: 1-412-902-6751, Israel Toll Free Dial-in Number: 1-80-9212373. Please request the “Nano Dimension NNDM call” when prompted by the conference call operator. The conference call will also be webcast live from the Investor Relations section of Nano Dimension’s website at http://investors.nano-di.com/events-and-presentations.

 

For those unable to participate in the conference call, there will be a replay available from a link on Nano Dimension’s website at http://investors.nano-di.com/events-and-presentations.

 

About Nano Dimension

 

Nano Dimension (Nasdaq: NNDM) is a provider of intelligent machines for the fabrication of Additively Manufactured Electronics (AME). High fidelity active electronic and electromechanical subassemblies are integral enablers of autonomous intelligent drones, cars, satellites, smartphones, and in vivo medical devices. They necessitate iterative development, IP safety, fast time-to-market and device performance gains, thereby mandating AME for in-house, rapid prototyping and production. Nano Dimension machines serve cross-industry needs by depositing proprietary consumable conductive and dielectric materials simultaneously, while concurrently integrating in-situ capacitors, antennas, coils, transformers and electromechanical components, to function at unprecedented performance. Nano Dimension bridges the gap between PCB and semiconductor integrated circuits. A revolution at the click of a button: From CAD to a functional high-performance AME device in hours, solely at the cost of the consumable materials. For more information, please visit www.nano-di.com.

 

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Forward-Looking Statements

 

This press release contains forward-looking statements within the meaning of the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995 and other Federal securities laws. Words such as “expects,” “anticipates,” “intends,” “plans,” “believes,” “seeks,” “estimates” and similar expressions or variations of such words are intended to identify forward-looking statements. Because such statements deal with future events and are based on Nano Dimension’s current expectations, they are subject to various risks and uncertainties, and actual results, performance or achievements of Nano Dimension could differ materially from those described in or implied by the statements in this press release. For example, Nano Dimension is using forward-looking statements when it discusses the potential of its products and directing resources to product and technology development, its expectation to be better positioned as the electronics landscape is revitalized in a post-Covid-19 resurgence, and the Company’s intention to allocate more funds to R&D, in order to be ready with new technology as Covid-19 subsides. The forward-looking statements contained or implied in this press release are subject to other risks and uncertainties, including those discussed under the heading “Risk Factors” in Nano Dimension’s Annual Report on Form 20-F filed with the Securities and Exchange Commission (“SEC”) on March 10, 2020, and in any subsequent filings with the SEC. The following factors, among others, could cause actual results to differ materially from those described in the forward-looking statements: Nano Dimension’s ability to increase sales and revenue, its burn rate, and its ability to continue as a going concern. 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 press release. Nano Dimension is not responsible for the contents of third party websites. 

 

NANO DIMENSION INVESTOR RELATIONS CONTACT

 

Yael Sandler, CFO | ir@nano-di.com

 

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Consolidated Statements of Financial Position as at

 

    June 30,     December 31,  
    2019     2020     2019  
(In thousands of USD)   (Unaudited)     (Unaudited)        
                   
Assets                  
Cash and cash equivalents     5,290       39,665       3,894  
Bank deposits     31       9,860       31  
Trade receivables     1,174       541       1,816  
Other receivables     573       503       570  
Inventory     3,967       3,956       3,543  
Total current assets     11,035       54,525       9,854  
                         
Restricted deposits     351       376       377  
Property plant and equipment, net     5,350       4,391       4,743  
Right of use asset     1,640       2,258       2,673  
Intangible assets     5,597       4,826       5,211  
Total non-current assets     12,938       11,851       13,004  
Total assets     23,973       66,376       22,858  
                         
Liabilities                        
Trade payables     819       669       850  
Other payables     3,153       3,678       3,575  
Total current liabilities     3,972       4,347       4,425  
                         
Liability in respect of government grants     867       892       1,044  
Lease liability     1,273       1,699       2,089  
Liability in respect of warrants and rights of purchase     2,804       1,834       3,698  
Total non-current liabilities     4,944       4,425       6,831  
Total liabilities     8,916       8,772       11,256  
                         
Equity                        
Share capital     5,559       66,236       6,441  
Share premium and capital reserves     63,850       61,748       65,202  
Treasury shares     (1,509 )     (1,509 )     (1,509 )
Presentation currency translation reserve     1,431       1,431       1,431  
Accumulated loss     (54,274 )     (70,302 )     (59,963 )
Total equity     15,057       57,604       11,602  
Total liabilities and equity     23,973       66,376       22,858  

 

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Consolidated Statements of Profit or Loss and Other Comprehensive Income

(In thousands of USD, except per share amounts) 

  

    For the Six-Month
Period Ended
June 30,
    For the Three-Month
Period Ended
June 30,
    For the Year ended
December 31,
 
    2019     2020     2019     2020     2019  
    (Unaudited)     (Unaudited)     (Unaudited)     (Unaudited)        
                               
Revenues     2,850       990       1,161       288       7,070  
                                         
Cost of revenues     1,959       589       841       174       4,312  
                                         
Cost of revenues - amortization of intangible     386       386       193       193       772  
                                         
Total cost of revenues     2,345       975       1,034       367       5,084  
                                         
Gross profit (loss)     505       15       127       (79 )     1,986  
                                         
Research and development expenses, net     4,474       3,597       2,322       1,895       8,082  
                                         
Sales and marketing expenses     2,871       1,749       1,507       930       5,469  
                                         
General and administrative expenses     1,590       1,943       1,023       908       3,270  
                                         
Operating loss     (8,430 )     (7,274 )     (4,725 )     (3,812 )     (14,835 )
                                         
Finance income     7,317       130       3,796       --       8,765  
                                         
Finance expense     1,551       3,195 (*)     259       4,453 (*)     2,283  
                                         
Total comprehensive loss     (2,664 )     (10,339 )     (1,188 )     (8,265 )     (8,353 )
                                         
Basic loss per share (after 1:50 reverse split effective June 29, 2020)     (0.82 )     (0.55 )     (0.33 )     (0.27 )     (2.38 )

 

(*) The Finance expenses are mainly attributed to finance expenses due to changes in the fair value of warrants of approximately $3,023,000 in the six months ended June 30, 2020, and approximately $4,322,000 in the second quarter of 2020.

 

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Consolidated Statements of Changes in Equity (Unaudited)

(In thousands of USD)

 

    Share
capital
    Share
premium and
capital
reserves
    Treasury
shares
    Presentation
currency
translation
reserve
    Accumulated
loss
    Total
equity
 
                                     
For the six months ended June 30, 2020:                                    
Balance as of January 1, 2020     6,441       65,202       (1,509 )     1,431       (59,963 )     11,602  
Issuance of ordinary shares, net     55,512       (9,743 )     --       --       --       45,769  
Conversion of convertible notes     2,013       (78 )     --       --       --       1,935  
Exercise of warrants and options     2,270       2,883       --       --       --       5,153  
Share-based payments     --       3,484       --       --       --       3,484  
Net loss     --       --       --       --       (10,339 )     (10,339 )
                                                 
Balance as of June 30, 2020     66,236       61,748       (1,509 )     1,431       (70,302 )     57,604  
                                                 
For the three months ended June 30, 2020:                                                
Balance as of April 1, 2020     12,219       65,216       (1,509 )     1,431       (62,037 )     15,320  
Issuance of ordinary shares, net     51,747       (9,325 )     --       --       --       42,422  
Exercise of warrants and options     2,270       2,883       --       --       --       5,153  
Share-based payments     --       2,974       --       --       --       2,974  
Net loss     --       --       --       --       (8,265 )     (8,265 )
                                                 
Balance as of June 30, 2020     66,236       61,748       (1,509 )     1,431       (70,302 )     57,604  

 

 

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