SCHEDULE: Anson Funds Significantly Reduces Nano Dimension Stake, Establishes Short Position

Sentiment:

Shareholder Ownership Update


Anson Funds Management LP and its affiliates have substantially decreased their beneficial ownership in Nano Dimension Ltd. to 7.5% and initiated short economic exposure through derivative agreements.

Worse than expectedThe reporting persons, a significant shareholder group, have substantially reduced their direct beneficial ownership in Nano Dimension Ltd.They have simultaneously established a short economic exposure to a notable portion of the company's shares through derivative agreements, indicating a negative view on the stock's future.The detailed transaction history shows consistent selling of ADSs over the past 60 days, often at declining prices.

Summary

  • Anson Funds Management LP and its affiliated entities, including Anson Management GP LLC, Tony Moore, Anson Advisors Inc., Amin Nathoo, and Moez Kassam, collectively beneficially own 16,361,433 Ordinary Shares of Nano Dimension Ltd., represented by American Depositary Shares (ADSs).
  • This ownership represents 7.5% of Nano Dimension's outstanding shares, calculated based on 217,283,476 shares outstanding as of April 30, 2025.
  • The initial acquisition of the ADSs reported as beneficially owned by the Reporting Persons in the original Schedule 13D utilized approximately $25,364,326 of working capital, excluding brokerage commissions.
  • Over the past sixty days, the Reporting Persons executed significant open market sales of Nano Dimension ADSs, including 70,382 ADSs at $1.6146 on May 27, 2025, and 750,000 ADSs at $1.5080 on June 26, 2025, among other transactions.
  • The Reporting Persons have entered into cash-settled derivative agreements (swaps) that provide short economic exposure to an aggregate of 4,247,231 ADSs, which corresponds to 1.95% of the Issuer's outstanding Ordinary Shares. These derivative agreements do not confer voting or dispositive power.

Sentiment

Score: 3

Explanation: The document indicates a strong bearish sentiment from a significant institutional investor, evidenced by substantial share sales and the establishment of short positions. This is a negative signal for the issuer's stock.

Negatives

  • A significant reduction in direct beneficial ownership by a major institutional investor, Anson Funds, signals a potential loss of confidence.
  • The establishment of short economic exposure to 4,247,231 ADSs (1.95% of outstanding shares) through derivative agreements indicates a bearish outlook on the company's stock performance.
  • Consistent open market sales of ADSs by the reporting persons over the past 60 days, totaling a substantial volume of shares, suggests a strategic divestment.

Risks

  • The substantial sales of ADSs by a significant shareholder group could exert downward pressure on Nano Dimension's stock price.
  • The disclosure of a short economic position by a prominent investor may negatively influence market sentiment and potentially lead to further selling by other investors.
  • The actions of the reporting persons could be interpreted as a lack of confidence in Nano Dimension's future prospects or valuation.

Future Outlook

The reporting persons' actions, including significant sales of shares and the establishment of short economic exposure, suggest a negative outlook on Nano Dimension Ltd.'s future stock performance and valuation.

Industry Context

This filing reflects a significant institutional investor's strategic decision to reduce its stake and take a bearish position in a company. Such actions by large funds can influence broader market sentiment and potentially trigger similar moves by other investors, particularly within the specific industry Nano Dimension operates in.

Stakeholder Impact

  • Shareholders: Existing shareholders may face downward pressure on share price due to the significant sales by a large holder and the bearish signal from the short positions. Potential investors might be deterred by this negative sentiment.

Key Dates

DateDescription
2023-03-10Original Schedule 13D filing date with the Securities and Exchange Commission.
2025-04-30Date as of which 217,283,476 shares outstanding were reported for Nano Dimension Ltd., used for percentage calculations.
2025-05-12Date of Issuer's Report of Foreign Private Issuer on Form 20-F filed with the SEC, reporting shares outstanding.
2025-05-27First reported transaction date in the past 60 days (sale of 70,382 ADSs at $1.6146).
2025-06-26Date of event which required the filing of this statement; also the date of the last reported transaction (sale of 750,000 ADSs at $1.5080).
2025-07-03Signature date of Amendment No. 5 to the Schedule 13D.

Recommendation

sell

Keywords

Nano Dimension, NNDM, Anson Funds, Schedule 13D, beneficial ownership, short position, derivative agreements, ADSs, institutional investor, stock sales, SEC filing

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