Elite Law Firms Wachtell and Kirkland Join Forces for Stratasys' $1.8bn Merger with Desktop Metal
In an all-stock transaction valued at approximately $1.8 billion, 3D industrial printer manufacturer Stratasys has sought the expertise of Wachtell Lipton Rosen & Katz and Kirkland & Ellis to provide guidance on its merger with fellow industry player Desktop Metal.
Wachtell Lipton Rosen & Katz, in collaboration with Israeli law firm Meitar Law Offices, is providing legal counsel to Israeli-American company Stratasys on the merger. Simultaneously, Kirkland & Ellis, alongside Tel Aviv-Yafo-based firm Shibolet & Co., is advising Desktop Metal, headquartered in Burlington, Massachusetts.
Following a series of takeover offers from Nano Dimension, which holds a significant 14.2 per cent stake in the company, Stratasys has made the decision to decline those proposals, opting instead to pursue a merger with another entity.
Coinciding with Stratasys' merger announcement on May 25, Nano Dimension made an unsolicited all-cash offer of $18.00 per share, intending to increase its ownership in Stratasys to a range between 53 per cent and 55 per cent of the company's outstanding shares.
In response to the unsolicited offer made by Nano Dimension, Stratasys has issued a statement expressing its commitment to thoroughly reviewing and evaluating the proposal. The company intends to provide its shareholders with the board's position regarding the offer within 10 working days.
The team from Wachtell Lipton Rosen & Katz providing advisory services to Stratasys is spearheaded by corporate partners Adam Emmerich and Viktor Sapezhnikov, both based in New York.
Assisting them on the deal are partners Zachary Podolsky (corporate), Ilene Knable Gotts (antitrust), Erica Bonnett (executive compensation and benefits), Emily Johnson (finance), Theodore Mirvis (litigation), Ryan McLeod (litigation), and Jodi Schwartz (tax). The team also includes two intellectual property counsels and five associates, contributing their expertise to the merger process.
Leading Kirkland & Ellis's team of over 40 lawyers for the merger are Ryan Maierson, a corporate partner based in Houston, and Daniel Hoffman, another corporate partner based in Boston.
The Stratasys merger receives comprehensive guidance on public company matters from partners Emily Taylor and Jennifer Yoon. Assisting them, the team comprises partners Samuel Weiner and Nicholas DeNovio in tax matters, David Della Rocca in benefits and compensation, Amanda Reeves and Max Hauser in antitrust, Reza Mojtabaee-Zamani in convertible notes, Elisabeth Martin in capital markets, Sarah Gagan in IP, Julia Hatcher in regulatory affairs, James Barrett in environmental matters, Nathan Seltzer in compliance, Heather Deixler in data privacy, Damara Chambers in export controls, CFIUS, and sanctions, and Dean Baxtresser in government contracts.
Supporting this team of partners are 24 experienced counsel and associates, collectively ensuring a comprehensive approach to the merger process.
Anticipated to form a prominent presence in the additive manufacturing industry, the merger between Stratasys and Desktop Metal is poised to establish one of the largest companies in the sector. Stratasys and Desktop Metal have expressed their expectations that the combined entity will yield a revenue of $1.1 billion by the year 2025.
The merger agreement, receiving unanimous approval from the boards of both companies, stipulates that each stockholder of Desktop Metal will be entitled to receive 0.123 ordinary shares of Stratasys for every share of Desktop Metal Class A common stock held.
Upon the completion of the transaction, which is projected to take place in the fourth quarter of this year, Stratasys shareholders are expected to hold approximately 59 per cent ownership of the combined company.
Stratasys has appointed JP Morgan Securities as its exclusive financial advisor for the merger, while Desktop Metal has engaged Stifel as its exclusive financial advisor for the transaction.