Stratasys and Objet Complete Merger
Combination Creates a Leader in 3D Printing and Direct Digital
Manufacturing with Market Valuation of $3.0 Billion
MINNEAPOLIS & REHOVOT, Israel--(BUSINESS WIRE)--
Stratasys, Inc. (NASDAQ: SSYS) and Objet Ltd. today announced the
completion of their merger, forming a leader in 3D printing and direct
digital manufacturing. The combined company will trade on the NASDAQ
stock exchange as Stratasys Ltd. ("Stratasys") under the symbol SSYS
beginning December 3, 2012. Based on the closing price of Stratasys,
Inc. stock on November 30, 2012, the market capitalization of the new
company will be approximately $3.0 billion.
Stratasys
boasts an impressive portfolio of 3D printing and direct digital
manufacturing solutions, with systems that produce parts with a wide
range of capabilities and materials. The company will offer three
leading technologies: FDM® for functional prototypes and
production parts; inkjet-based PolyJet® for prototyping parts
with high feature detail and fine surface finish; and Solidscape®
Drop-on-Demand ("DoD") thermoplastic ink-jetting technology for complex
wax patterns for investment casting of finished parts. With more than
260 channel partners around the world, Stratasys can leverage the
extensive geographic reach of its marketing and sales organization to
serve customers and grow awareness of 3D printing for rapid prototyping
and production. In addition, Stratasys will have a world-class R&D team
focused on developing new consumables and systems.
David Reis, chief executive officer of Stratasys, stated, "We are
excited to move forward as one company and deliver the benefits this
combination creates for our shareholders, our customers and our
employees. Stratasys is now uniquely positioned to offer a comprehensive
portfolio of innovative products and technologies, and we have the
scale, team and financial strength to achieve our goals. I look forward
to working closely with the board of directors, our senior management
team and all of our employees to ensure a seamless transition as we
continue to deliver advanced solutions to our customers worldwide."
"We are pleased to announce the successful completion of this merger,"
said Scott Crump, full-time executive chairman of Stratasys.
"With our breadth of products, commitment to innovation, and
outstanding, service-focused team, we will be well positioned to address
customer needs across the entire 3D design and manufacturing spectrum.
The combined company has a deep well of talent and a strong board and
management team to lead us successfully as we continue to pave a new way
forward for the 3D printing industry."
Transaction Information
Consistent with the terms of the transaction, which was announced on
April 16, 2012, Stratasys, Inc. has merged with a subsidiary of Objet,
each former Stratasys common share has been converted into the right to
receive one newly issued ordinary share of Stratasys Ltd., and Objet has
changed its name to Stratasys Ltd. Former Stratasys stockholders hold
approximately 55 percent of the combined company's common stock, and
former Objet shareholders hold approximately 45 percent on a fully
diluted basis using the treasury stock method. Stratasys is maintaining
dual headquarters in Eden Prairie, Minnesota and Rehovot, Israel, and is
incorporated in Israel.
Financial Benefits of the Transaction
The transaction is expected to create significant revenue synergies from
increased sales, and to be accretive to non-GAAP earnings per share
immediately. Beginning 18 months after closing, Stratasys expects to be
generating between $7 and $8 million of annual net cost synergies and
between $3 and $4 million in annual tax savings.
Leadership
David Reis, former chief executive officer of Objet, has assumed the
role of chief executive officer; Erez Simha, former chief operations
officer and chief financial officer of Objet, has assumed the role of
chief operations officer (IL) and chief financial officer; Scott Crump,
co-founder and former chief executive officer of Stratasys, Inc., has
become full-time executive chairman of the board; and Elchanan Jaglom,
formerly chairman of Objet, is serving as the full-time chairman of the
executive committee.
Integration
Stratasys management will immediately begin the process of fully
integrating the two companies, and the company has formed an executive
committee comprised of four members of the board of directors to oversee
the integration process. In the near term, customers can expect to work
with each company as they always have, and in the coming months, will
have the ability to purchase both Stratasys and Objet products from one
channel partner point of contact. Learn more at www.StratasysForA3DWorld.com.
Advisors
Piper Jaffray & Co. acted as financial advisor to Stratasys and the
firms McLaughlin & Stern, LLP, Richards, Layton & Finger, P.A., Latham &
Watkins LLP, and Fischer Behar Chen Well Orion & Co. acted as its legal
advisors. J.P. Morgan Securities LLC acted as financial advisor to Objet
and the firms Meitar Liquornik Geva & Leshem Brandwein and Cooley LLP
acted as its legal advisors.
About Stratasys Ltd.
Stratasys Ltd. (Nasdaq: SSYS) is the corporate entity formed in
2012 by the merger of 3D printing companies Stratasys, Inc. and Objet
Ltd., based in Minneapolis, Minn. and Rehovot, Israel. The company
manufactures 3D printers and materials for prototyping and production.
Prior to merging, the two companies' revenues totaled $277 million for
2011. Its patented FDM® and inkjet-based PolyJet®
processes produce prototypes or manufactured goods directly from 3D CAD
files or other 3D content. Systems include affordable desktop 3D
printers for idea development, a range of systems for prototyping, and
large production systems for direct digital manufacturing. The company's
range of more than 120 3D printing materials is believed to be the
widest in the industry and includes over 100 proprietary inkjet-based
photopolymer materials and 10 proprietary FDM-based thermoplastic
materials. Stratasys also manufacturers Solidscape 3D Printers and
operates the RedEye On Demand digital-manufacturing service. The company
has over 1,000 employees, holds over 500 granted or pending additive
manufacturing patents globally, and has received 19 awards for its
technology and leadership. Online at: www.stratasys.com
or http://blog.stratasys.com
/ www.objet.com
or http://blog.objet.com
Cautionary Statement Regarding Forward-Looking Statements
Statements in this press release regarding the merger of Stratasys, Inc.
and Objet Ltd., including, without limitation, statements regarding the
management of the combined company, the benefits of the proposed
combination, the future financial performance of the combined company
after the merger, and any other statements regarding future
expectations, beliefs, goals, plans or prospects constitute
forward-looking statements within the meaning of the Private Securities
Litigation Reform Act of 1995. Any statements that are not statements of
historical fact (including statements containing "believes,"
"anticipates," "plans," "expects," "may," "will," "would," "intends,"
"estimates" and similar expressions) should also be considered to be
forward-looking statements. There are a number of important factors that
could cause actual results or events to differ materially from those
indicated by such forward-looking statements, including: the risk that
the businesses of the two companies may not be integrated successfully;
the risk that the transaction may involve unexpected costs or unexpected
liabilities; the risk that synergies from the transaction may not be
fully realized or may take longer to realize than expected; the risk
that management's focus on and disruptions arising from the transaction
make it more difficult to maintain relationships with customers,
employees, or suppliers; and the other risks set forth in the definitive
proxy statement/prospectus filed with the SEC by Stratasys, Inc. on
August 8, 2012, as well as the other factors described in the filings
that Stratasys, Inc. has made with the SEC and that Stratasys Ltd. will
make with the SEC in the future. If one or more of these factors
materialize, or if any underlying assumptions prove incorrect, the
actual results, performance or achievements of the combined company may
vary materially from any future results, performance or achievements
expressed or implied by these forward-looking statements.
In addition, the statements in this document reflect the expectations
and beliefs of Stratasys as of the date of this document. Stratasys
anticipates that subsequent events and developments will cause its
expectations and beliefs to change. However, while Stratasys may elect
to update these forward-looking statements publicly in the future, it
specifically disclaims any obligation to do so. The forward-looking
statements of Stratasys do not reflect the potential impact of any
future dispositions or strategic transactions that may be undertaken.
These forward-looking statements should not be relied upon as
representing Stratasys' views as of any date after the date of this
document.
Stratasys Ltd.
Investors:
Shane Glenn, +1-952-294-3416
Director,
Investor Relations
shane.glenn@stratasys.com
or
Media:
Arita
Mattsoff, +972 (0) 74 745 4338
Vice President, Marketing
arita.mattsoff@stratasys.com
Source: Stratasys Ltd.
News Provided by Acquire Media
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