Murchison urges Nano Dimension shareholders to withhold votes

Murchison, a significant shareholder with approximately 7.1% of the outstanding shares of Nano Dimension (NNDM), issued the following open letter to fellow shareholders regarding the upcoming 2024 Annual General Meeting of Shareholders scheduled for December 6, 2024. “Murchinson, one of the largest shareholders of Nano, has been working tirelessly to effectuate shareholder-driven change at the Company over the past two years,” the letter reads. “Despite the repeated actions taken by Nano’s Board of Directors (the “Board”) to disenfranchise and prevent the voices of shareholders from being heard, we continue to believe that together, we can reverse the status quo of terrible governance and value destruction that has plagued the Company under Yoav Stern’s leadership. Now that Nano has announced the date of the 2024 Annual Meeting, which is scheduled for December 6, 2024, we feel compelled to remind shareholders of the deceptive actions the Board employed before last year’s Annual General Meeting of Shareholders (the “2023 Annual Meeting”). As you may recall, Nano rushed to send out a voting instruction form (“VIF”) that did not include Murchinson’s director candidates, while using a false record date. This was, in our view, an entrenchment tactic employed by the Stern-led Board to confuse shareholders and make them believe the 2023 Annual Meeting would not be contested. For the avoidance of doubt, Murchinson intends to nominate independent and well-qualified candidates to be voted on at the 2024 Annual Meeting who can offer shareholders a preferable alternative. Although we notified Nano on October 9, 2024 that we will be nominating candidates, the Board has wasted shareholder resources by publishing a proxy card that will have to be revised and refiled to reflect Murchinson’s shareholder proposals. We urge shareholders to withhold any votes until the complete updated agenda for the 2024 Annual Meeting is published and a revised proxy card and VIF that properly reflect such updated agenda and Murchinson’s shareholder proposals are distributed. We firmly believe that the only way to protect shareholders’ best interests is to install truly independent directors who are not beholden to Mr. Stern. We are confident that shareholders will agree when they have an opportunity to review our nominees’ qualifications as well as more information about the Board’s and Mr. Stern’s mishandling of Company resources and reckless destruction of value… We are still in this fight, and we advise shareholders to wait to cast their vote until we have an opportunity to show them a better alternative to the status quo.”