Stratasys Board Rejects Nano Dimension's Partial Tender Offer

(RTTNews) - Stratasys Ltd. (SSYS), a 3D printing solutions provider, announced Tuesday that its Board of Directors unanimously rejected the partial tender offer by Nano Dimension Ltd. (NNDM), noting that the $18 per share cash offer substantially undervalues the firm and is not in the best interests of its shareholders.

As announced on May 25, Stratasys has entered into a definitive agreement to combine with Desktop Metal Inc. (DM) in an all-stock deal valued at around $1.8 billion, which was unanimously approved by the Stratasys Board.

In its latest statement, Stratasys said its Board unanimously recommends that shareholders reject the Nano Dimension offer and deliver a Notice of Objection against the offer.

According to the company, Nano's partial offer is inadequate, highly opportunistic and substantially undervalues Stratasys' industry-leading position and growth opportunities, which are even larger in light of the pending merger with Desktop Metal.

The Board views Nano's attempt to increase its ownership to 53% to 55% of Stratasys' ordinary shares, and control of Stratasys, in an offer that is $2.05 less per share than Nano was willing to pay to acquire 100% of Stratasys' ordinary shares as evidence of the manipulative and self-interested nature of the offer.

Nano's $18 per share offer is a substantial discount to where Stratasys' peers trade. Additionally, Nano's offer does not reflect the full value of the business, as Stratasys is moving toward stronger and more profitable growth. The company noted that Nano's partial offer fails to adequately value the significant value creation expected to result from the Desktop Metal transaction.

Dov Ofer, Stratasys' Chairman of the Board of Directors, said, "Due to the strength of our business and the significant upside potential of our pending merger with Desktop Metal, our Board's position is clear: shareholders should reject Nano's partial offer and ensure their voices are heard by delivering a Notice of Objection against the offer. We remain focused on acting in the best interests of Stratasys shareholders and completing our combination with Desktop Metal, despite Nano's self-interested campaign led by a Board and management team whose legality and authority continue to be in question."