Nano Dimension defends Infinite Epigenetics deal amid shareholder pushback

Nano Dimension Ltd. (NASDAQ: NNDM) and Infinite Epigenetics issued a joint shareholder update on June 16, 2026, providing additional details on their proposed business combination announced a day earlier, and responding to concerns raised by shareholder Murchinson.

The two companies stated that final terms of the transaction are still being negotiated. Under the terms agreed to so far, Nano Dimension shareholders would receive a 20% premium to the company's cash value through ownership in the combined entity. Nano Dimension would receive two board seats in the combined company.

Infinite Epigenetics operates a CLIA-certified methylation laboratory, holds a database of more than 120,000 biological samples, and serves a network of more than 7,500 healthcare providers. The company claims more than 50 peer-reviewed publications from its team and holds issued intellectual property.

Nano Dimension's board stated it reviewed approximately 20 candidates before selecting Infinite Epigenetics. The proposed transaction would shift Nano Dimension's focus from 3D printing to epigenetic diagnostics and AI-powered preventive health.

Murchinson has requisitioned an extraordinary shareholder meeting seeking to replace a majority of Nano Dimension's board. The companies' statement challenged Murchinson to disclose its own plan for deploying the company's cash reserves, saying no such plan has been provided despite multiple requests.

The board stated that a liquidation scenario would return less than the headline cash value after accounting for wind-down costs, tax leakage, and contingent liability reserves, and would assign no value to Nano Dimension's Nasdaq listing.

Nano Dimension said it plans to file a registration statement on Form S-4 with the SEC containing a proxy statement and prospectus related to the proposed combination. Any definitive agreement will be subject to a shareholder vote.

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