Nano Dimension Rejects Murchinson's Control Attempt
Nano Dimension issued the following letter to shareholders providing a business update and commenting on the Schedule 13D/A filing by Murchinson Ltd. and certain of its affiliates. "Nano Dimension and its Board of Directors remain fully focused on executing the Company's previously announced strategic alternatives review process to maximize shareholder value and believe shareholders should understand the facts and implications surrounding the recent actions of Murchinson Ltd. and certain of its affiliates... The Board is rejecting this latest attempt by Murchinson to seize control of the Company through disruption and pressure tactics... It has become clear to the Board that Murchinson's objective is not long-term value creation, but rather control of Nano's balance sheet and strategic direction without offering shareholders a premium or presenting a coherent long-term value creation plan. The Board believes this approach creates significant risk for all shareholders... The Board believes these efforts are beginning to gain meaningful traction and that stability and continuity are critical at this stage of the process. Importantly, these efforts are being pursued with a focus on creating value for all shareholders - not advancing the interests or agenda of any single shareholder or activist group... The Board remains fully committed to acting in the best interests of all shareholders and will continue to pursue every opportunity to maximize shareholder value through disciplined governance and responsible stewardship of the Company's assets."
Trade with 70% Backtested Accuracy
Analyst Views on NNDM
About NNDM
About the author

- Transaction Details: Nano Dimension announced its plan to acquire Infinite Epigenetics for $890 million, a decision made after a rigorous strategic review of approximately 20 companies, highlighting the firm's commitment to the biotechnology sector and its growth potential.
- Shareholder Feedback Response: Despite significant shareholder Murchinson's opposition, labeling the deal as a 'poor business decision,' Nano Dimension emphasized its intention to engage with shareholders to ensure comprehensive understanding before finalizing the transaction.
- Value Creation Opportunity: Nano Dimension noted that Infinite Epigenetics possesses a CLIA-certified methylation laboratory and defensible proprietary assets, indicating that this merger is not merely a capital deployment but a strategic plan aimed at creating long-term value for shareholders.
- Tense Shareholder Relations: This transaction occurs against a backdrop of longstanding tensions between Nano Dimension and Murchinson, who previously attempted to replace three directors, illustrating the complexities and challenges within the company's governance structure.
- Merger Progress: The merger between Nano Dimension and Infinite Epigenetics is actively being negotiated, with the company committed to transparent communication with shareholders to ensure all stakeholders understand the potential value of the transaction, despite final details still being under discussion.
- Scientific Foundation and Market Potential: Infinite Epigenetics boasts a database of over 120,000 biological samples and a CLIA-certified laboratory capable of processing over one million epigenetic signals, demonstrating its strong commercial potential in molecular diagnostics, which is expected to drive long-term value creation for Nano.
- Capital Deployment Plan: Nano Dimension plans to deploy capital to accelerate Infinite's commercialization efforts, expanding its provider network and test volume while developing its biological AI platform to enable earlier detection of chronic diseases, which is anticipated to significantly enhance the company's competitiveness in the health diagnostics market.
- Shareholder Interest Protection: The merger transaction will provide Nano's shareholders with a 20% premium on the cash value, with the board committed to not supporting any arrangements that do not align with shareholder interests, ensuring that shareholders retain corresponding rights in the combined company.

- Strategic Review Outcome: Nano Dimension conducted a multi-month strategic review assessing approximately 20 companies, ultimately selecting Infinite Epigenetics as the most compelling path for long-term value creation, demonstrating its strategic vision in the healthcare AI sector.
- Transaction Value and Shareholder Benefits: The proposed transaction is valued at $890 million, with existing Nano shareholders expected to retain meaningful minority ownership in the combined company, reflecting a 20% premium over Nano's estimated net cash, ensuring maximized shareholder interests.
- Market Opportunity and Technological Edge: Infinite Epigenetics targets a $90 billion U.S. clinical diagnostics market, leveraging its extensive private epigenetic dataset and proprietary biological AI platform to provide earlier disease risk warnings, showcasing significant market potential.
- Future Outlook and Leadership Team: Post-merger, Infinite Epigenetics' CEO Matthew Dawson will continue to lead the new company, expected to utilize Nano's capital base and Nasdaq listing platform to accelerate its mission in the high-growth healthcare AI space.
- Shareholder Warning: Murchinson Ltd., a significant shareholder with approximately 7.4% of Nano Dimension's shares, publicly expresses concerns about the Board's decisions, suggesting they may prioritize self-preservation over shareholder interests, indicating deep dissatisfaction with corporate governance.
- Historical Lessons: Murchinson highlights the similarities between current Chairman Bob Pons and former Chairman Yoav Stern, who allegedly led the company into value-destructive transactions, raising questions about the transparency of the Board's decision-making and potentially undermining investor confidence.
- Industry Selection Concerns: Murchinson expresses skepticism about the sectors the Board may consider, such as space exploration, AI, and medical technology, arguing that these trendy choices may not align with the company's long-term interests and could lead to capital loss.
- Shareholder Engagement Invitation: Murchinson invites other shareholders to share their views on the Board's decisions and predict potential executive compensation, demonstrating a commitment to influencing the Board's direction through collective shareholder voices.
- Acquisition Agreement: Stratasys has entered into a definitive agreement to acquire MarkForged, a wholly owned subsidiary of Nano Dimension, in an all-cash transaction valued at $42.5 million, expected to close in the second half of 2026, thereby enhancing Stratasys' capabilities in the aerospace and defense sectors.
- Revenue Contribution: MarkForged generated approximately $70 million in revenue in 2025, and while its Metal Binder Jetting product line will be retained by Nano Dimension, this acquisition will provide Stratasys with new distribution channels, enhancing its competitive position in the market.
- Positive Market Reaction: Following the announcement of the acquisition, Stratasys' stock rose by 1.9% in premarket trading, indicating investor optimism regarding the deal and its potential to bolster the company's long-term growth prospects.
- Future Guidance: Stratasys stated it would update its financial guidance following the completion of the transaction, reflecting the company's confidence in future performance and its strategic intent to expand in a rapidly evolving market landscape.
- Strategic Progress: Nano Dimension has announced the sale of its wholly-owned subsidiary MarkForged for $42.5 million in cash, marking a significant step in its three-phase strategic plan aimed at enhancing long-term shareholder value through business simplification and balance sheet strengthening.
- Cash Burn Reduction: The transaction is expected to reduce annualized cash burn by approximately $15 million, primarily achieved through direct and indirect operating cost savings, thereby enhancing the company's financial flexibility and supporting future growth.
- Product Line Retention: Despite the sale of MarkForged, Nano Dimension will retain the Markforged Metal Binder Jetting product line, a decision that not only ensures the continued development of core technologies but also lays the groundwork for future market opportunities.
- Future Outlook: The transaction is expected to close in the second half of 2026, as Nano Dimension continues to advance its strategic plan and actively seeks strategic opportunities with potential partners to maximize long-term shareholder value.






