As previously announced, Nano Dimension Ltd. (Nasdaq: NNDM) (“Nano
Dimension”, “NANO” or the “Company”), a leading supplier of
Additively Manufactured Electronics (“AME”) and multi-dimensional
polymer, metal & ceramic Additive Manufacturing (“AM”) 3D
printers, will host a conference call on
Tuesday, May
30th, 2023 at
9:00 a.m. EDT (4:00 p.m.
IDT) to discuss its special tender offer to increase its
ownership in Stratasys Ltd. (Nasdaq: SSYS) (“Stratasys”), as well
as the merits of Stratasys’ proposed deal with Desktop Metal, Inc.
(NYSE: DM) (“Desktop Metal”, “DM”), which are being positioned as
an alternative to the Company’s aforementioned special tender
offer.
On May 25, 2023, the Company commenced a special
tender offer to purchase between 38.8% and 40.8% of the outstanding
ordinary shares of Stratasys for $18.00 per share in cash, less any
required withholding taxes and without interest. The successful
completion of the special tender offer would result in Nano
Dimension’s beneficial ownership of between 53% and 55% of the
outstanding Stratasys shares, inclusive of the approximately 14.2%
of Stratasys’ outstanding ordinary shares that Nano Dimension
currently owns.
As previously announced, in conjunction with the
special tender offer, Nano Dimension also released
an investor presentation further
detailing the benefits of the special tender offer to Stratasys’
shareholders and the strategic rationale for the tender
offer, which was filed as an exhibit to the tender offer
statement filed with the U.S. Securities and Exchange Commission
(the “SEC”) by the Company on Schedule TO on May 25, 2023, and
which can also be accessed on the investor relations page of Nano
Dimension’s website.
During the investor call, shareholders and
markets stakeholders will also learn more about the alternative to
Nano Dimension’s special tender offer - the Stratasys and Desktop
Metal (“SSYS-DM”) deal that was announced on May 25th, 2023. Nano
Dimension will articulate the aspects of the SSYS-DM deal that are
problematic from a shareholder’s perspective, especially in
comparison to the certain all-cash value of Nano Dimension’s $18.00
per share offer.
Conference Call Information The
Company encourages participants to pre-register for the conference
call using the following link:
https://dpregister.com/sreg/10179536/f99cd70110
Webcast link:
https://event.choruscall.com/mediaframe/webcast.html?webcastid=Rz0vpvXy
Those without internet access or unable to pre-register may dial
in by calling: Participant dial-in (toll free):
1-844-695-5517Participant international dial-in: 1-412-902-6751
Israel toll free: 1-80-9212373
For those unable to participate in the conference call, there
will be a replay available from a link on Nano Dimension’s website
at:
https://investors.nano-di.com/events-presentations/default.aspx
Important
Information
About the
Special Tender
OfferThis press release is for
informational purposes only and is neither an offer to purchase nor
a solicitation of an offer to sell any ordinary shares of Stratasys
or any other securities, nor is it a substitute for the tender
offer materials described herein. On May 25, 2023, Nano Dimension
filed with the SEC a tender offer statement on Schedule TO,
including an offer to purchase, a related letter of transmittal and
other tender offer documents. The Company expects that Stratasys
will file with the SEC a solicitation/recommendation statement on
Schedule 14D-9, as required by the tender offer rules.
INVESTORS AND SECURITY HOLDERS ARE URGED
TO CAREFULLY READ BOTH THE TENDER OFFER MATERIALS
(INCLUDING THE OFFER TO PURCHASE,
RELATED LETTER OF TRANSMITTAL AND CERTAIN
OTHER TENDER OFFER DOCUMENTS) AND THE
SOLICITATION/RECOMMENDATION STATEMENT ON SCHEDULE 14D-9 REGARDING
THE OFFER, AS THEY MAY BE AMENDED FROM TIME TO TIME, WHEN THEY
BECOME AVAILABLE BECAUSE THEY CONTAIN AND WILL
CONTAIN IMPORTANT INFORMATION THAT INVESTORS AND
SECURITY HOLDERS SHOULD CONSIDER BEFORE MAKING ANY DECISION
REGARDING TENDERING THEIR SECURITIES.
Investors and security holders may obtain a free
copy of the offer to purchase, the related letter of transmittal,
certain other tender offer documents and the
solicitation/recommendation statement (when available) and other
documents filed with the SEC at the website maintained by the SEC
at www.sec.gov or by directing such requests to Georgeson
LLC, the information agent for the tender offer, named in the
tender offer statement. In addition, Stratasys files annual
reports, interim financial statements and other information with
the SEC, and Nano Dimension files annual reports, interim financial
statements and other information with the SEC, which are available
to the public at the website maintained by the SEC
at www.sec.gov. Copies of the documents filed with the SEC by
Stratasys may be obtained at no charge on the investor relations
page of Stratasys’ website at www.stratasys.com. Copies
of the documents filed with the SEC by Nano Dimension may be
obtained at no charge on the investor relations page of Nano
Dimension’s website at www.nano-di.com.
About Nano DimensionNano
Dimension’s (Nasdaq: NNDM) vision is to transform existing
electronics and mechanical manufacturing into Industry 4.0
environmentally friendly & economically efficient precision
additive electronics and manufacturing – by delivering solutions
that convert digital designs to electronic or mechanical devices –
on demand, anytime, anywhere.
Nano Dimension’s strategy is driven by the
application of deep learning-based AI to drive improvements in
manufacturing capabilities by using self-learning &
self-improving systems, along with the management of a distributed
manufacturing network via the cloud.
Nano Dimension serves over 2,000 customers
across vertical target markets such as aerospace & defense,
advanced automotive, high-tech industrial, specialty medical
technology, R&D and academia. The company designs and
makes Additive Electronics and Additive Manufacturing 3D
printing machines and consumable materials. Additive Electronics
are manufacturing machines that enable the design and development
of High-Performance-Electronic-Devices (Hi-PED®s). Additive
Manufacturing includes manufacturing solutions for production of
metal, ceramic, and specialty polymers-based applications – from
millimeters to several centimeters in size with micron
precision.
Through the integration of its portfolio of
products, Nano Dimension is offering the advantages of rapid
prototyping, high-mix-low-volume production, IP security, minimal
environmental footprint, and design-for-manufacturing capabilities,
which is all unleashed with the limitless possibilities of Additive
Manufacturing.
For more information, please
visit www.nano-di.com.
Forward Looking StatementsThis
press release contains forward-looking statements within the
meaning of the “safe harbor” provisions of the Private Securities
Litigation Reform Act of 1995 and other federal securities laws.
Words such as “expects,” “anticipates,” “intends,” “plans,”
“believes,” “seeks,” “estimates,” and similar expressions or
variations of such words are intended to identify forward-looking
statements. For example, Nano Dimension is using forward-looking
statements in this press release when it discusses the objectives
and outlook for Nano Dimension’s business, the success of Nano
Dimension’s products, the completion of the special tender offer
and that a solicitation/recommendation statement will be filed by
Stratasys with the SEC. Because such statements deal with future
events and are based on Nano Dimension’s current expectations, they
are subject to various risks and uncertainties. The completion of
the special tender offer would be subject to certain conditions as
described in the tender offer materials, including the offer to
purchase, the related letter of transmittal and other tender offer
documents. Actual results, performance, or achievements of Nano
Dimension could differ materially from those described in or
implied by the statements in this press release. The
forward-looking statements contained or implied in this press
release are subject to other risks and uncertainties, including
those discussed under the heading “Risk Factors” in Nano
Dimension’s annual report on Form 20-F filed with the SEC on March
30, 2023, and in any subsequent filings with the SEC. Except as
otherwise required by law, Nano Dimension undertakes no obligation
to publicly release any revisions to these forward-looking
statements to reflect events or circumstances after the date hereof
or to reflect the occurrence of unanticipated events. References
and links to websites have been provided as a convenience, and the
information contained on such websites is not incorporated by
reference into this press release. Nano Dimension is not
responsible for the contents of third-party websites.
NANO DIMENSION INVESTOR RELATIONS
CONTACTInvestor Relations | ir@nano-di.com
NANO DIMENSION MEDIA CONTACTSKal Goldberg /
Bryan Locke / Kelsey Markovich
| NanoDimension@fgsglobal.com
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