Nano Dimension Ltd. (NNDM) Q2 2025 Earnings Call Prepared Remarks Transcript
Revenue $25.8 million, representing a year-over-year growth of approximately 72% compared to $15 million in the second quarter of 2024. This growth was driven primarily by Markforged whose results have been consolidated since the April 25 acquisition and contributed $16.1 million in revenue. Excluding Markforged, revenue was $9.7 million for the quarter, down 35% year-over-year, reflecting strategic divestitures and macroeconomic headwinds, including high interest rates and lingering tariff pressures.
Gross Profit $11.6 million, with gross margin of approximately 44.7%. This reflects a decrease compared to the prior year's gross margin of 46.1% and driven by lower revenue volumes and product mix. GAAP gross margin decreased to 27.3% from 44.7% in the prior year primarily due to the amortization of the fair value step-up of acquired Markforged inventory.
Operating Expenses $28.2 million, higher than the prior year due to combined operations with Markforged. However, on a stand-alone basis, Nano Dimension's operating expenses decreased by over 24% year-over-year, reflecting the benefits of focused efficiency initiatives and disciplined cost management.
Adjusted EBITDA A loss of $16.7 million compared to a loss of $14.6 million last year, primarily due to the inclusion of Markforged.
Cash, Cash Equivalents, and Investable Securities $551 million at the quarter end, which includes approximately $16 million of Desktop Metal-related balance compared to $840 million at the end of the first quarter. The decrease primarily reflects the cash considerations paid for the acquisitions of Desktop Metal and Markforged, totaling approximately $179.3 million and $115.1 million, respectively. As of August 31, cash, cash equivalents, and investable securities for Nano Dimension, including Markforged, totaled over $520 million.
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- Shareholder Rights Agreement: Nano Dimension has adopted a limited-duration shareholder rights agreement aimed at protecting the long-term interests of the company and its shareholders, requiring any individual or entity seeking to acquire 9.99% or more of shares to negotiate with the board first, thereby preventing hostile takeovers.
- Special Purchase Rights: Under the agreement, holders of American Depository Receipts will receive a special purchase right to acquire one share of Nano Dimension stock for $0.01, exercisable if an entity acquires 9.99% or more of the company's shares without board approval, effectively increasing the cost of hostile takeovers by diluting the bidder's stake.
- Restructuring Efforts: Since last year, Nano Dimension has been undergoing a restructuring process led by new management, including CEO Ofir Baharav, who took charge in early 2025, aiming for profitability despite a 38% stock drop in 2025, although the stock has risen 22% so far this year.
- Oramed Pharma Stake Increase: Oramed Pharmaceuticals and its CEO Nadav Kidron disclosed a 5% stake in Nano Dimension, intending to engage actively with management and the board to advocate for strategic and governance changes to enhance performance and shareholder value.
- Shareholder Rights Agreement: Nano Dimension's Board has adopted a limited-duration shareholder rights agreement aimed at protecting the long-term interests of the company and its American Depository Shareholders, thereby ensuring that shareholders can realize the full potential value of their investments.
- Control Prevention Mechanism: The agreement is designed to reduce the likelihood that any entity or individual could gain control or exert significant influence over the company, allowing the Board sufficient time to make informed judgments when facing control challenges, thus ensuring governance stability.
- Special Purchase Rights Issuance: Under the agreement, each ADS will come with a special purchase right allowing holders to buy one ADS at a price of $0.01, which will only become exercisable if a holder acquires 9.99% or more of the shares without Board approval.
- Strategic Review Progress: The company continues to advance a structured strategic alternatives review process with advisor support, expecting to provide further information during its upcoming earnings call to maximize shareholder value and ensure sustainable future growth.

- Revenue Guidance Increase: Nano Dimension anticipates Q4 2025 revenue of $35M–$35.5M, surpassing previous guidance of $31.5M–$33.5M, indicating robust demand across various sectors.
- Strong Sector Demand: The company’s performance is bolstered by strong demand in defense, aerospace, networking, automotive, and food & beverage sectors, reflecting its solid market position.
- Product Line Success: The strong performance of Markforged and Essemtec product lines is attributed to enhanced customer relationships and improved execution, showcasing the company's competitive edge in high-end manufacturing.
- Strategic Transition Plan: Nano Dimension began its transition to a U.S. domestic issuer on January 1, 2026, expecting to complete this transition in the first half of 2026, aiming to strengthen its influence and business integration in the U.S. market.
- Revenue Outperformance: Nano Dimension expects Q4 2025 revenue to range between $35 million and $35.5 million, surpassing the previous guidance of $31.5 million to $33.5 million, highlighting strong demand and market position in key sectors like defense and aerospace.
- Strategic Review Progress: The Board, supported by Guggenheim Securities and Houlihan Lokey, is advancing a structured strategic alternatives review process aimed at maximizing shareholder value, with more updates expected during the upcoming earnings call.
- Redomestication Update: The transition from a foreign private issuer to a U.S. domestic issuer began on January 1, 2026, with a Form 10-K filing anticipated in Q1 2026, enhancing transparency and aligning with U.S. market standards.
- Management Confidence: CEO David Stehlin noted that the Q4 performance exceeded expectations, reflecting efforts to reduce cash burn and execute priorities, further solidifying key customer relationships and driving revenue growth.
- Shareholder Support: At the Annual General Meeting, all proposals from Nano Dimension were approved, reflecting strong shareholder confidence in the company's leadership and strategic direction, ensuring governance continuity at a pivotal time.
- Leadership Transition: Since taking over as CEO in September, Dave has swiftly implemented measures to enhance transparency and operational discipline, which is expected to drive sustainable growth momentum into 2026.
- Cost Reduction Initiatives: Management has enacted several measures to streamline operations and reduce costs, thereby improving overall efficiency and strengthening the company's resilience in a competitive market.
- First-Time Financial Guidance: Nano Dimension provided financial guidance for the first time, aiming to enhance transparency and expectations for future performance, reflecting the company's commitment to maximizing shareholder value.

- Shareholder Support: At the Annual General Meeting, all proposals by Nano Dimension were approved, reflecting strong shareholder confidence in the leadership and strategic direction, ensuring governance continuity at a pivotal time.
- Leadership Transition: Since taking over as CEO in September, Dave has swiftly implemented measures to enhance transparency and operational discipline, which are expected to lay the groundwork for sustainable growth in 2026.
- Cost Reduction Initiatives: Management has enacted several measures to streamline operations, reduce costs, and improve overall efficiency, aiming to enhance the company's market competitiveness and profitability.
- Share Repurchase Program: The company has executed significant share repurchases, reflecting confidence in Nano Dimension's intrinsic value by both the Board and executive team, while also creating additional value for shareholders.






