Nano Dimension offers to buy Stratasys for $16.50 a share (NASDAQ:SSYS)

Update 10:50am on Dec. 24: Adds Stratasys comment.

Nano Dimensions (NASDAQ:NNDM) submitted an all-cash proposal to buy rival 3D printer maker Stratasys (NASDAQ:SSYS) for $16.50 a share.

The preliminary proposal was made for all the remainder of Stratasys (SSYS) shares that Nano Dimension (NNDM) doesn’t aready own and can be increased subject to due diligence, according to a statement on Saturday. The offer represents a 26% premium to Stratasys’s closing price on Friday.

Stratasys (SSYS) on Sunday confirmed it received the preliminary proposal from Nano Dimension (NNDM), according to a statement.

“As previously announced on September 28, 2023, the Stratasys Board of Directors, in consultation with its independent financial and legal advisors, initiated a process to explore strategic alternatives for the Company,” Staratasys said in the statement. “The Stratasys Board will carefully review and consider Nano’s unsolicited preliminary proposal as part of this process.The Stratasys Board will carefully review and consider Nano’s unsolicited preliminary proposal as part of this process.”

Nano Dimension (NNDM) is Stratrasys (SSYS) largest shareholder with a 14% stake. The latest offer comes after Nano Dimension withdrew a $25 per share partial tender offer for Stratasys after several rejections from the 3D printer maker in late July. At the time Nano Dimension also withdrew its director nominees for the Stratasys board.

In addition to financing the proposal with available cash on hand, Nano Dimension has entered discussions with financing sources to support any transaction and there is no financing contingency to the proposal, according to the statement.

Stratasys (SSYS) in April rejected a revised $20.05 a share bid from Nano Dimension (NNDM) and said the proposal continues to “substantially undervalue” the company.

Nano Dimension (NNDM) has a a market cap of $564 million, while Stratasys (SSYS) is valued at $908 million.

Stratasys on Thursday adopted a limited shareholder rights plan as the 3D printer company’s current plan is set to expire at the end of the year. Stratasys (SSYS) originally adopted a poison pill in July 2022, days after Nano Dimension (NNDM) disclosed that it had taken a stake in the company.

Stratasys (SSYS) in late September that it would start a strategic review of alternatives after a deal to purchase 3D printer maker Desktop Metal (DM) was terminated.

The Desktop Metal (DM) deal termination came after 3D Systems (DDD) in Sepember submitted a binding offer for Stratasys (SSYS) after the 3D printer maker rejected previous offers. 3D Systems (DDD) said at the time he offer valued Stratasys (SSYS) at more than $27 a share.

JPMorgan is acting as exclusive financial advisor to Stratasys (SSYS), and Meitar Law Offices and Wachtell, Lipton, Rosen & Katz are serving as legal counsel.