For weeks, 3D printing companies Nano Dimension as well as 3D Systems have been trying to merge with or take over competitor Stratasys. Stratasys rejected both offers and is currently merging with 3D printing company Desktop Metal. 3D Systems and Nano Dimension want to prevent this and are both improving their bids for Stratasys.
3D Systems has submitted an improved merger proposal to Stratasys’ board. This new proposal calls for a combination of cash and stock swap, in which each share of Stratasys common stock would be exchanged for $7.50 in cash and 1.3223 newly issued shares of 3D Systems common stock. This represents an increase from 3D Systems’ original offer, which was filed on May 30, 2023 and provided for $7.50 in cash and 1.2507 newly issued shares per Stratasys common share.
With the revised offer, Stratasys stockholders would own approximately 41% of the combined company and receive $540 million in cash at closing. In comparison, the original proposal called for a 40% stake in the combined company and the same cash amount. 3D Systems calls its June 27 offer a “significant improvement” over the previous offer presented to the Stratasys board on May 30.
Nano Dimension also improves
Nano Dimension also announced an improved offer. For example, the price per share was increased from $18.00 to $20.05 in cash and the offer period was extended to July 24. Nano also changed the percentage of Stratasys shares to be offered in the offering from 38.8% to 40.8% to 31.9% to 36.9% of Stratasys’ outstanding common stock.
According to Nano Dimension, the increased price represents a premium to all relevant historical trading levels of Stratasys, including a 54.4% premium to the unaffected 60-day VWAP as of March 3, 2023. Nano believes its special tender offer is the only alternative available to Stratasys shareholders that provides “safe, short-term cash” at a “compelling” premium and offers shareholders the fastest path to realizing premium value.
Stratasys response expected soon
Stratasys’ board of directors said in a press release that 3D Systems’ revised proposal is under review. This follows consultation with independent financial and legal advisors and in accordance with Stratasys’ obligations under applicable law and its obligations under its merger agreement with Desktop Metal.
The Stratasys Board of Directors has not changed its unanimous approval, recommendation and declaration of advisability of the previously announced transaction with Desktop Metal.