Nano Dimension (NNDM) Proxy filing summary

Executive summary

• Announced a proposed business combination with Infinite Epigenetics, transitioning from 3D printing to AI-powered preventive health and diagnostics.

• Infinite Epigenetics operates a CLIA-certified lab, has over 120,000 proprietary biological samples, and commercial revenue.

• The transaction aims to leverage Nano's capital to accelerate Infinite's commercialization and AI platform development.

• Shareholders are offered a 20% premium to net cash value and contingent value rights on legacy assets.

• The Board emphasizes transparency, long-term value creation, and alignment with shareholder interests.

Voting matters and shareholder proposals

• Shareholders will vote on the proposed business combination and continuation of the strategic alternatives review process at an extraordinary general meeting.

• Proxy materials, including a WHITE proxy card, will be filed and made available for shareholder review.

• Murchinson Ltd. has requisitioned a meeting to potentially replace a majority of the Board, but has not disclosed its alternative plan.

Board of directors and corporate governance

• The Board comprises experienced professionals in capital allocation, M&A, governance, and technology.

• Nano will receive two board seats in the combined company to protect shareholder interests.

• No transaction-driven compensation or payouts are provided to directors or management.