The dispute between Desktop Metal and Nano Dimension is growing more complicated: Desktop Metal has filed a second suit against Nano Dimension – the company that agreed to take over DM last July for $183 million – now claiming that a separate takeover agreement breached its initial obligation to avoid actions that might delay or put at regulatory risk the initial deal.
Desktop Metal wants the Delaware court hearing its initial claim to issue a restraining order that will keep Nano Dimension from closing its acquisition of Markforged Holdings until after their previously announced merger has closed.
Nano Dimension struck a deal to acquire Markforged Holdings in September for $115 million. Markforged is the developer and supplier of the additive manufacturing platform called Digital Forge, which includes printers, software, and materials for printing metal and composites.
In the second suit, Desktop Metal added Markforged as a defendant, claiming Nano Dimension’s pursuit of that business could delay or add regulatory risk to the Desktop Metal acquisition.
In the initial suit, Desktop Metal is contending that Nano Dimension has not fulfilled its commitment to completing the transaction as obligated under terms of their purchase agreement. The merger was expected to be completed during Q4 2024, and DM is asking a court to require Nano Dimension “to cooperate in seeking approval by the Committee on Foreign Investment in the United States, including finalizing negotiations and executing the mitigation agreement proposed by CFIUS (as required by the merger agreement), and to close the merger within five business days of receiving CFIUS’ approval.”
On January 3, the court granted Desktop Metal’s request for an expedited hearing, with a trial set to start February 24.
There is some commonality across the three companies. In its September announcement of the Markforged deal, Nano Dimension explained that its takeover would expand “Nano Dimension’s product portfolio to include fused filament fabrication (FFF) for high-performance applications - which Nano Dimension believes will create the most comprehensive set of solutions expected to drive future growth”.
Nano Dimension is a designer/manufacturer of additive manufacturing systems and machinery, and supplier of consumable materials, with particular capabilities in 3D-printed electronics.
Desktop Metal develops additive technologies for industrial-scale applications, focusing on metal and polymer processes and materials, plus software and sintering capabilities. Desktop Metal also owns ExOne, a specialty developer of systems for binder-jet 3D printing of sand molds and cores. Under their July purchase agreement, the transaction and combination were unanimously approved by the directors of both companies and was expected to close in Q4 2024.