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     641  0 Kommentare All Three Leading Independent Proxy Advisory Firms Recommend Nano Dimension Shareholders Support Murchinson’s Four Proposals – Including Removing Yoav Stern From the Board - Seite 3



  • “We believe that the Company’s poor corporate governance practices…have [led] to an entrenched board which is the root cause of a problematic leadership.

  • “We believe that electing Murchinson’s nominees who are highly equipped with industry experience, skills and expertise for a sustainable value creation in the long-run will initiate the much needed change in the Company and will restore investor confidence as well.”
  • The positive recommendations from Glass Lewis and Egan-Jones follow the March 8, 2023, report from ISS, which highlighted a myriad of issues at the Company, including Nano Dimension’s significant underperformance and corporate governance concerns: 3

    • “The company's share price and operating performance, coupled with corporate governance deficiencies, indicate that change is necessary and that shareholders would benefit from enhanced independence on the board.”

    • “Stern is at the center of the underperformance and corporate governance concerns underpinning the dissident's compelling case for change.”

    • “It appears that the market does not have faith in the company's ability to build value through M&A, given NNDM currently trades at an enterprise value of approximately $(380) million and an approximate 40 percent discount to its cash per share.”

    • Addressing the other three sitting directors, ISS notes, “Gera, Rotem, and Nissan-Cohen have contributed, alongside Stern, to many of the decisions that have led to this state of affairs.”

    • In contrast, “Dissident nominees Traub and Rosensweig would increase the independence of the board, and they would bring public company director and corporate governance expertise.”

    For more information – including on how to vote – shareholders should visit: www.SaveNanoDimension.com

    Shareholders have the opportunity to vote at the upcoming Special General Meeting of Shareholders (the “Special Meeting”), in spite of the Company’s efforts to declare the meeting illegal. ADS holders should be mindful that all votes must be received by 12:00 p.m. E.T. on March 13, 2023, and, in any event, should correspond with their bank or broker to ensure their vote is counted.

    Additional Information and Where to Find It

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    In connection with the Meeting, Murchinson will make available to the Company’s shareholders of record a proxy statement describing the various proposals to be voted upon at the Meeting, along with a proxy card or voting instruction form enabling them to indicate their vote on each matter. Murchinson has also furnished copies of the proxy statement, the proxy card and voting instruction form to the SEC as exhibits to the Schedule 13D amendment we filed with the SEC, which may be obtained for free from the SEC’s website at www.sec.gov, as well as at the following website: www.SaveNanoDimension.com.

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    All Three Leading Independent Proxy Advisory Firms Recommend Nano Dimension Shareholders Support Murchinson’s Four Proposals – Including Removing Yoav Stern From the Board - Seite 3 Murchinson Ltd. (collectively with its affiliates and funds it advises and/or sub-advises, “Murchinson” or “we”), the largest shareholder with approximately 5.2% of the outstanding shares of Nano Dimension Ltd. (NASDAQ: NNDM) (“Nano Dimension” or …