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Stratasys, Inc. (NASDAQ: SSYS) and Objet Ltd. (the “Companies”) today announced that on October 15, 2012, they submitted a request to withdraw their Joint Voluntary Notice filed under Section 721 of the Defense Production Act of 1950 with respect to their proposed merger, which was granted by the Committee on Foreign Investment in the United States (“CFIUS”) on October 16, 2012. The companies resubmitted their Joint Voluntary Notice on October 16, 2012, to provide for up to 45 additional days of review by CFIUS. This new 45-day CFIUS review period will close on November 30, 2012, and CFIUS may complete its review at any time during this period. The voluntary withdrawal and resubmission was made at the request of CFIUS to allow it additional time to complete its review process. The Companies have not been informed of any specific issues identified by CFIUS and remain committed to completing the CFIUS review process, which may include a mitigation plan that would address any national security concerns that CFIUS may have. In connection with the withdrawal and resubmission, the Companies have agreed to extend the end date under their merger agreement until December 6, 2012.
As announced on April 16, 2012, Stratasys and Objet entered into a definitive merger agreement under which the Companies have agreed to combine in an all-stock transaction. The merger has received HSR approval, and Stratasys stockholders and Objet shareholders have also taken all actions required under the merger agreement for approval of the merger.
Cautionary Statement Regarding Forward-Looking Statements
Statements in this document regarding the proposed transaction between Stratasys and Objet, including, without limitation, the expected timetable for completing the transaction, statements related to the anticipated consummation of the proposed combination of Stratasys and Objet, statements regarding regulatory review of the transaction, management of the combined company, the benefits of the proposed combination, the future financial performance of the combined company after the proposed combination, and any other statements regarding future expectations, beliefs, goals, plans or prospects constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements that are not statements of historical fact (including statements containing "believes," "anticipates," "plans," "expects," "may," "will," "would," "intends," "estimates" and similar expressions) should also be considered to be forward-looking statements. There are a number of important factors that could cause actual results or events to differ materially from those indicated by such forward-looking statements, including: the ability of each of Stratasys and Objet to satisfy the closing conditions and consummate the transaction; the risk that the businesses may not be integrated successfully; the risk that the transaction may involve unexpected costs or unexpected liabilities; the risk that synergies from the transaction may not be fully realized or may take longer to realize than expected; the risk that management's focus on and disruptions arising from the transaction make it more difficult to maintain relationships with customers, employees, or suppliers; and the other risks set forth in the definitive proxy statement/prospectus filed with the SEC by Stratasys on August 8, 2012, as well as the other factors described in the filings that Stratasys makes with the SEC from time to time. If one or more of these factors materialize, or if any underlying assumptions prove incorrect, the transactions described herein may not be successfully consummated, and if consummated the actual results, performance or achievements of the combined company may vary materially from any future results, performance or achievements expressed or implied by these forward-looking statements.