Nano Dimension has re-affirmed its opposition to the Stratasys merger with Desktop Metal and its intention to vote against it, and is urging fellow shareholders in Stratasys to cast their votes. Nano Dimension is the largest shareholder in Stratasys with 14.1% of the ordinary shares of the company.
The vote is scheduled to take place at the upcoming Extraordinary General Meeting of Shareholders on September 28, 2023. Nano Dimension says its position has only been further supported in the past week, with fellow Stratasys shareholder The Donerail Group LP affirming its intention to vote against the merger, as well as investment advisor Institutional Shareholder Services (ISS) recommending Stratasys shareholders reject the deal.
Yoav Stern, CEO of Nano Dimension said: “We are pleased to see our messages and opposition to the Stratasys-Desktop Metal deal are being echoed by other parties – especially a fellow large shareholder and an independent, respected advisory firm. With the deadline to vote quickly approaching, we re-affirm our deep conviction that this merger would be highly dilutive and result in significant value destruction, sacrificing profitability and financial flexibility of Stratasys for limited upside.
“We intend to vote against the proposed merger. It is important to note that abstaining or not voting is not sufficient to express your opposition and we urge our fellow Stratasys shareholders to join us in voting against the transaction.”
In its statement that reiterated its intentions, Nano also explained the rationale which its opposition to the deal is based upon. Nano claims that Desktop Metal is a “cash-burning former special purpose acquisition company (SPAC) that has underperformed and destroyed substantial shareholder value.”
Nano says that as of September 13, 2023, Desktop Metal has lost over 3.9 billion USD of value. The company also claims that the proposed merger is a defensive move by an ‘entrenched’ board of directors that would be highly dilutive to Stratasys shareholders in the immediate term, leaving them with 59% ownership of the combined company.
Nano says that weeks after rejecting its offer for Stratasys, which it valued at over 25 USD per share, Stratasys plans to issue shares at today’s value, which Nano claims is less than half of the prior Nano all-cash offer, which was rejected. Nano claims that this ‘directly contradicts’ Stratasys’ claim that its stock is undervalued.
Nano Dimension says in its statement that instead of pursuing an “expensive, highly dilutive, and speculative” transaction, the Board of Directors of Stratasys should reconsider a “genuine exploration of the numerous offers the company has received at valuations more than double the current share price.”
Read more:
A complete timeline of the Stratasys + Nano Dimension + Desktop Metal + 3D Systems story (so far)
Proxy advisor ISS recommends Desktop Metal shareholders vote “FOR” merger with Stratasys
Stratasys’ largest shareholder Nano Dimension to vote against Desktop Metal merger
Nano Dimension to “stand down” on Stratasys and withdraw special tender offer
