Stratasys Mails Letter to Shareholders Highlighting the Risks of Nano Dimension’s Misleading Campaign - Seite 2

Nano’s Director Candidates are Not Qualified…

Five of Nano’s nominees are Nano employees, reporting to Mr. Stern. If they are elected to our Board, Nano will take control of Stratasys without having paid a penny to Stratasys shareholders.

In nearly two decades, only two Nano nominees have served on a public company board, with most of the nominees lacking experience running 3D printing companies or companies that are of a comparable scale to Stratasys.

...While Stratasys’ Board is Highly Qualified with Relevant Sector Experience

The Stratasys Board consists of highly qualified directors with relevant sector and public board experience. The Stratasys Board has a balanced tenure, including four directors who have served for six to ten years, three directors for under six years and one director for over 11 years, and maintains strong governance practices and policies in line or better than market standards.

How will Nano’s nominees act on Stratasys’ Board if elected? A Nano-controlled Board could sell Stratasys without shareholders receiving adequate compensation, replace Stratasys’ highly experienced management team, force Stratasys into a value-eroding business combination, or block Stratasys from engaging in discussions regarding any transactions that would maximize value for Stratasys shareholders.

Mr. Stern admits that Nano's nominees are not independent or qualified to act in Stratasys shareholders' long term best interests, and recently promised that he will replace his director nominees, which are also Nano employees, with independent directors “for the long term.” Based on his past, inconsistent behavior and statements, we do not believe he can be trusted to live up to this statement. Mr. Stern provides no timetable for these Board changes to happen, which means your investment in Stratasys could be at significant risk for a long time if he and his employees gain control of the Stratasys Board.

The fact that Nano and Mr. Stern did not put forth an independent, qualified board that is Nasdaq- and SEC-compliant from the outset shows that they are not serious about corporate governance and needed to be “reminded” by Stratasys’ proxy materials about those legal requirements. This is not the shareholder or slate of directors to whom you can entrust your investment in Stratasys.

HELP ENSURE STRATASYS CAN CONTINUE TO BUILD ON ITS PROGRESS TO DELIVER OUTSIZED AND ENDURING SHAREHOLDER VALUE.

Stratasys’ Board unanimously recommends that Stratasys shareholders vote on the WHITE proxy card “FOR” the re-election of the Stratasys Slate at the Annual General Meeting of Shareholders (the “Meeting”) on August 8, 2023.