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Consolidation in the 3D Printing Industry – Merger Arbitrage Mondays

  • June 5, 2023

Over the past decade, the 3D printing industry in the United States has undergone substantial growth and also witnessed the bursting of a bubble. Also known as additive manufacturing, 3D printing involves the creation of three-dimensional objects by layering materials gradually. The impact of 3D printing can be seen across a wide range of sectors, such as manufacturing, healthcare, aerospace, automotive, and consumer goods.

The United States has been at the forefront of 3D printing technology, with a robust ecosystem of companies, research institutions, and entrepreneurs driving its development.

Despite expectations of consolidation in the early 2010s following strategic actions by industry leaders such as Stratasys (SSYS) and 3D Systems (DDD), the additive manufacturing industry has witnessed a continuous influx of fresh players. These new entrants have introduced their distinctive and innovative approaches to additive manufacturing.

The 3D Bubble Burst

Back in 2013, Forbes reported the following:

3D printing and related fields in scanning, modeling have seen a phenomenal rise in 2013. There are big questions about 3D printing and if we are witnessing a stock bubble that is soon to burst. Most of these questions and forecasts focus on consumer adoption, or prototyping alone, but the big value in 3D is in printing final parts.

The big appeal with 3D printing was that it would allow for just-in-time manufacturing of custom components. The reality was that the actual process was slow and adoption was not as rapid as expected. The 3D bubble eventually did burst in 2016.

Tweet regarding the 3D Bubble burst

Headquartered in Eden Prairie, Minnesota, United States, Stratasys (SSYS) is a prominent company in the field of 3D printing and additive manufacturing. The company specializes in both industrial and desktop 3D printers, catering to a diverse range of industries including aerospace, automotive, healthcare, consumer goods, education, and more. Stratasys offers a wide variety of 3D printing technologies, including fused deposition modeling (FDM), PolyJet, and selective laser sintering (SLS), each suited to different applications and material requirements.

Industry-leading systems portfolio addressing both prototyping as well as additive manufacturing requirements

On May 25th, 2023, Stratasys and Desktop Metal (DM), two major players in the 3D printing industry, announced their merger.  The companies reached an agreement for an all-stock deal, valuing the combined entity at USD$1.8 billion. The merger is expected to be completed in the fourth quarter of 2023.

In November 2021, Desktop Metal completed its acquisition of The ExOne Company, reinforcing its leadership in additive manufacturing (AM) for mass production.

Stratasys has been an active contender in our deals in the works list since the beginning of this year. We added Stratasys as a potential deal in the works on March 9, 2023, when Nano Dimension (NNDM), a prominent supplier of Additively Manufactured Electronics, made an official non-binding offer to acquire Stratasys (SSYS) for $18.00 per share in cash. The price after the news of the potential deal came out was $15.28.

After Nano Dimension’s initial offer to acquire Stratasys was rejected by the company’s Board of Directors, Nano Dimension persisted and revised its offer twice. On March 29, 2023, they increased the offer to $19.55, and then further revised it to $20.05 on April 3, 2023. On May 30, 2023, the Stratasys Board came to the determination that the proposals put forth by Nano Dimension undervalued Stratasys and were not in the best interests of the company and its shareholders.

In November 2021, Nano Dimension received a proposal from its largest shareholder to acquire the remaining shares of the company for around $995 million. Following that, on January 30, 2023, Nano Dimension’s Board of Directors implemented a limited duration shareholder rights plan. Seeking transformative acquisitions, the company hired Lazard Ltd as an advisor on February 17, 2023. Murchinson, the largest shareholder with approximately 5.2% of Nano Dimension’s outstanding shares, urged shareholders to support the need for change at an upcoming special meeting on March 20, 2023.

consolidation in the 3d printing industry

On June 1, 2023, Stratasys made an announcement stating that it received an unsolicited non-binding proposal from 3D Systems Corporation (DDD). According to the proposal, 3D Systems intends to acquire Stratasys for $7.50 in cash and offer 1.2507 newly issued shares of common stock of 3D Systems for each ordinary share of Stratasys. The price after the news of this potential deal came out is $16.21.

Bidding for SSYS

According to an analyst from Credit Suisse, Stratasys is likely to decline the cash and stock takeover offer of approximately $18 per share from 3D Systems. SSYS Price Chart

 

Based on the various offers Stratasys (SSYS) has received, I would not be surprised to see a bidding war emerge and it would be worth tracking this situation closely to see if a definitive merger agreement results either before or after Stratasys completes its Desktop Metal (DM) acquisition.


Merger Arbitrage activity decreased significantly last week with two new deals announced and five deals closing.

You can find all the active deals listed below in our Merger Arbitrage Tool (MAT) which automatically updates itself during market hours.

Merger Arbitrage

Deal Statistics:

Total Number of Deals Closed in 202374
Total Number of Deals Not Completed in 20235
Total Number of Pending Deals
Cash Deals42
Stock Deals20
Stock & Cash Deals5
Special Conditions5
Total Number of Pending Deals72
Aggregate Deal Consideration$687.46 billion

New Merger Arbitrage Deals:

  1. The acquisition of Arlington Asset Investment (AAIC) by Ellington Financial (EFC) for $135.28 million in an all stock deal. Under the terms of the merger agreement, each share of Arlington common stock will be converted into 0.3619 shares of Ellington Financial common stock.
  2. The acquisition of GreenLight Biosciences Holdings (GRNA) by a group of buyers led by Fall Line Capital for $113.01 million or $0.30 per share in cash. We added GRNA as a potential deal to the Deals in the Works section on March 30, 2023, and the price after the news of the potential deal came out was $0.44.

Deal Updates:

  1. May 31, 2023: According to Bloomberg, Credit Suisse Group (CShas been notified by the New York Stock Exchange that it’s no longer in compliance with minimum listing criteria. UBS Group AG (UBS) executives have guided that the deal could close around the end of May and some senior bankers had been told to prepare for around June 7.
  2. May 31, 2023: During the TD Cowen Technology, Media, and Telecom conference, Intel’s (INTC) CFO, David Zinsner, was asked about the potential outcome if the Tower Semi (TSEM) deal falls through. In response, Zinsner expressed confidence in the company’s ability to succeed, stating, “If, for reasons out of our control, that doesn’t happen, though I think we have all the elements and Pat has done a good job shifting that team’s focus to be more customer oriented in a way that we can be successful regardless,”.
  3. On June 2, 2023, Arconic Corporation (ARNC) and Apollo Global Management (APOmade the filings required under the HSR Act on May 16, 2023, and the initial waiting period will expire on June 15, 2023.

Approvals:

  1. On May 30, 2023, Microsoft’s (MSFT) deal to acquire Activision Blizzard (ATVIreceived approval from South Korea’s antitrust regulator after the government agency said the merger was unlikely to negatively impact its domestic gaming market.
  2. On May 30, 2023, shareholders of Seagen (SGENapproved the company’s merger with Pfizer (PFE) at a special meeting of shareholders.
  3. On May 30, 2023, shareholders of Broadmark (BRMKapproved the company’s merger with Ready Capital (RC) at a special meeting of shareholders. The merger is expected to close on May 31, 2023.
  4. On May 30, 2023, shareholders of TCR2 Therapeutics (TCRRapproved the company’s merger with Adaptimmune Therapeutics (ADAP) at a special meeting of shareholders.
  5. May 31, 2023: Ruth’s Hospitality Group (RUTH) and Darden Restaurants (DRIfiled notifications under the HSR Act with the Antitrust Division and the FTC on May 15, 2023. The waiting period under the HSR Act expired on May 30, 2023.
  6. On May 31, 2023, Kimball International (KBAL) announced that its shareholders approved the adoption of the merger agreement with HNI Corporation (HNI). The transaction is expected to close on June 1, 2023.
  7. On June 1, 2023, Heska Corporation (HSKAreceived the final outstanding regulatory clearance required to consummate the transactions contemplated by the Merger Agreement. The Company expects to close the Merger on or around June 13, 2023, subject to receipt of the company stockholder approval at the special meeting of Stockholders to be held on June 7, 2023.

Hurdles:

  1. June 1, 2023: EU antitrust regulators will decide by July 6 whether to clear Amazon’s (AMZN) acquisition of iRobot (IRBT), according to a European Commission filing.
  2. June 2, 2023: According to Reuters, Microsoft (MSFT) President Brad Smith will meet with UK Chancellor Jeremy Hunt next week to voice his frustration over the shock decision by Britain’s competition regulator to block its takeover of Activision Blizzard (ATVI).

Closed Deals:

  1. The acquisition of Momentive Global (MNTV) by Symphony Technology Group on May 31, 2023. It took 79 days for this deal to be completed.
  2. The acquisition of Broadmark Realty Capital (BRMK) by Ready Capital Corporation (RC) on May 31, 2023. It took 93 days for this deal to be completed.
  3. The acquisition of MoneyGram International (MGI) by Madison Dearborn Partners on June 1, 2023. It took 471 days for this deal to be completed.
  4. The acquisition of Kimball International (KBAL) by HNI Corporation (HNI) on June 1, 2023. It took 85 days for this deal to be completed.
  5. The acquisition of TCR2 Therapeutics (TCRR) by Adaptimmune Therapeutics (ADAP) on June 1, 2023. It took 87 days for this deal to be completed.

Weekly Spread Changes:

The table below shows weekly spread changes between May 26, 2023, and June 2, 2023.

SymbolQuoteAcquiring
Company
Acquiring
Company Quote
Current
Spread
Last Week
Spread
Spread Change
Weekly
Deal
Type
HVBC31Citizens Financial Services, Inc. (CZFS)84.38.77%3.69%5.08%All Stock
PTRS5.47LINKBANCORP, Inc. (LNKB)5.17.22%4.01%3.21%All Stock
APGN0.56Pyxis Oncology, Inc. (PYXS)3.332.58%-0.01%2.59%All Stock
SAL25.5001NBT Bancorp Inc. (NBTB)36.737.31%4.78%2.53%All Stock
MLVF15.56First Bank (FRBA)10.73.31%1.13%2.18%Cash Plus Stock
SAVE15.39JetBlue Airways Corporation (JBLU)7.18101.43%109.46%-8.03%All Cash
SIMO64.46MaxLinear, Inc. (MXL)28.8362.47%71.63%-9.16%Cash Plus Stock
DHC1.69Office Properties Income Trust (OPI)7.7-33.02%-10.77%-22.25%All Stock
IRBT39.98Amazon (AMZN)124.2552.58%81.87%-29.29%All Cash
INFI0.1801MEI Pharma, Inc. (MEIP)7.5116.55%150.28%-33.73%All Stock

Top 10 Merger Arbitrage Deals With The Largest Spreads:

Please do your own due diligence on deals with large spreads. Some of these large spreads might be related to regulatory issues or because of the way the deal is structured. We classify some of these deals as “special situation” deals in our merger arbitrage tool and provide additional details to help with the analysis. There may be unique situations related to special dividends, spinoffs, proration, etc. that need to be accounted for when looking at these spreads.

SymbolAnnounced
Date
Acquiring
Company
Closing
Price
Last
Price
Closing
Date
ProfitAnnualized
Profit
INFI02/23/2023MEI Pharma, Inc. (MEIP)$0.39$0.180106/30/2023116.55%1636.13%
SAVE07/28/2022JetBlue Airways Corporation (JBLU)$31.00$15.3906/30/2024101.43%94.44%
SIMO05/05/2022MaxLinear, Inc. (MXL)$104.73$64.4606/30/202362.47%876.94%
IRBT08/05/2022Amazon (AMZN)$61.00$39.9808/05/202352.58%309.52%
TSEM02/15/2022Intel Corporation (INTC)$53.00$38.3605/15/202338.16%-696.51%
ACI10/14/2022The Kroger Co. (KR)$27.25$20.503/31/202432.93%39.93%
BKI05/04/2022Intercontinental Exchange, Inc. (ICE)$75.36$57.3108/04/202331.50%188.50%
ATVI01/18/2022Microsoft Corporation (MSFT)$95.00$80.5006/30/202318.01%252.87%
SGEN03/13/2023Pfizer Inc. (PFE)$229.00$195.3801/31/202417.21%26.06%
HZNP12/12/2022Amgen Inc. (AMGN)$116.50$99.9312/15/202316.58%31.20%

Deals In The Works

Three new potential Merger Arbitrage deals were added to the ‘Deals In The Works‘ section last week.

  1. On May 30, 2023, MEI Pharma (MEIP) confirmed receipt of an unsolicited and non-binding proposal from a group represented by Anson Advisors and Cable Car Capital to acquire all outstanding shares of MEI for not less than $8.00 in cash per share.
  2. On May 31, 2023, LL Flooring (LL) confirmed that it has received an unsolicited, non-binding proposal from Cabinets To Go, a subsidiary of F9 Brands to acquire all of the outstanding shares of the company for $5.76 per share in cash. F9 Brands is owned by LL Founder Thomas D. Sullivan.
  3. On June 1, 2023, Stratasys (SSYS) announced that it has received an unsolicited non-binding indicative proposal from 3D Systems Corporation (DDD) to acquire Stratasys for $7.50 in cash and 1.2507 newly issued shares of common stock of 3D Systems per ordinary share of Stratasys.

Updates

  1. On June 1, 2023, MEI Pharma (MEIP) announced that its Board of Directors  reviewed and rejected the unsolicited and non-binding proposal received.
  2. According to Bloomberg, Glencore Plc is getting closer to increasing its offer for Teck Resources (TECK).

SPAC Arbitrage

SPAC Business Combination

  1. On May 30, 2023, ANEW MEDICAL, INC. entered into a definitive merger agreement with Redwoods Acquisition Corp. (RWOD).
  2. On May 31, 2023, Gebr. SCHMID GmbH and Pegasus Digital Mobility Acquisition Corp. (PGSSannounced a definitive business combination agreement.
  3. On June 2, 2023, Seaport Global Acquisition II Corp. (SGII) and American Battery Materials entered into a definitive merger agreement for a business combination.
  4. On June 2, 2023, Clover Leaf Capital (CLOE) and Digital Ally (DGLY) announced that Kustom Entertainment, Inc., a wholly-owned subsidiary of Digital Ally focused on live events, concert production, and ticketing, and CLOE have entered into a merger agreement.

List of all pending Merger Arbitrage deals:

Disclaimer: I have long positions in Activision Blizzard (ATVI), Spirit Airlines (SAVE) and Tower Semiconductor (TSEM). Please do your own due diligence before buying or selling any securities mentioned in this article. We do not warrant the completeness or accuracy of the content or data provided in this article.