Wachtell, Kirkland called in for 3D printer maker Stratasys’ $1.8bn merger with Desktop Metal
Wachtell counsels Stratasys alongside Israeli firm Meitar Law Offices as Kirkland advises longtime client Desktop Metal with help from Tel Aviv-Yafo’s Shibolet & Co
Wachtell Lipton Rosen & Katz and Kirkland & Ellis have been called in to advise 3D industrial printer maker Stratasys on its merger with peer Desktop Metal in an all-stock transaction valued at about $1.8bn.
Wachtell is counselling Israeli-American Stratasys on the matter alongside Israeli law firm Meitar Law Offices. Meantime Kirkland is advising Burlington, Massachusetts-based Desktop Metal alongside Tel Aviv-Yafo firm Shibolet & Co.
News of the merger follows Stratasys rejecting multiple takeover offers from Nano Dimension, its largest shareholder with a 14.2% stake.
On Thursday (25 May), the same day that Stratasys announced the merger, Nano launched an unsolicited $18.00 per share all-cash offer to grow its stake in Stratasys to between 53% and 55% of its outstanding shares.
Stratasys said in a statement it would “carefully review and evaluate” the unsolicited offer and intended to advise its shareholders of the board’s position within 10 working days.
The Wachtell team advising Stratasys is led by New York-based corporate partners Adam Emmerich and Viktor Sapezhnikov.
Also working on the deal were 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) alongside a pair of intellectual property counsel and five associates.
Meantime Kirkland’s 40-plus lawyer team is led by corporate partners Ryan Maierson and Daniel Hoffman, based respectively in Houston and Boston.
Advice on public company matters is being provided by partners Emily Taylor and Jennifer Yoon, with the team also including partners Samuel Weiner and Nicholas DeNovio (both tax), David Della Rocca (benefits and compensation), Amanda Reeves and Max Hauser (both antitrust), Reza Mojtabaee- Zamani (convertible notes), Elisabeth Martin (capital markets), Sarah Gagan (IP), Julia Hatcher (regulatory), James Barrett (environment), Nathan Seltzer (compliance), Heather Deixler (data privacy), Damara Chambers (export controls, CFIUS and sanctions) and finally Dean Baxtresser (government contracts). They are supported by a team of 24 counsel and associates.
The merger is expected to create one of the largest additive manufacturing companies in the industry, with Stratasys and Desktop Metal saying they expected the combined entity to generate $1.1bn in revenue by 2025.
Under the terms of the merger, which has been unanimously approved by the boards of both companies, Desktop Metal stockholders will receive 0.123 ordinary shares of Stratasys for each share of Desktop Metal Class A common stock.
Following the closing of the transaction, expected in the fourth quarter of this year, Stratasys shareholders will own around 59% of the combined company.
JP Morgan Securities is acting as exclusive financial advisor to Stratasys, while Stifel is exclusive financial advisor to Desktop Metal.
Meitar Law Offices and Shibolet & Co did not immediately respond to a request for details.