We are investigating possible breaches of fiduciary duty and other violations of law by the board of directors of The ExOne Company (“ExOne” or the “Company”) (NASDAQ: XONE).  in connection with the proposed cash-and-stock acquisition of the Company by Desktop Metal, Inc. (“Desktop”) (NYSE: DM).  Under the terms of the merger agreement, ExOne shareholders will receive $8.50 in cash and $17.00 in shares of Desktop stock for each ExOne share they own, for a total consideration of $25.50 per share.  The share consideration component is subject to an exchange ratio adjustment if Desktop’s 20-day volume weighted average price (“VWAP”) three days prior to closing is between $7.94 and $9.70.  If the 20-day VWAP exceeds the higher end of that range, the exchange ratio will be fixed at 1.7522 per share, and if the 20-day VWAP goes below the lower end of that range, the exchange ratio will be fixed at 2.1416 per share.  Upon completion of the transaction, Desktop shareholders will own between approximately 85% and88% of the combined company, while current ExOne shareholders will only own between approximately 12% and 15%.  

WeissLaw LLP is investigating whether (i) ExOne’s board of directors acted in the best interests of Company shareholders in agreeing to the proposed transaction, (ii) the per-share merger consideration adequately compensates ExOne’s shareholders, and (iii) all information regarding the sales process and valuation of the transaction will be fully and fairly disclosed. Notably, the merger consideration is below the $26.25 median price targets set by analysts following the Company and at least one analyst set a price target for the Company of $30 per share, $4.50 above the per-share merger consideration.

WeissLaw LLP has litigated hundreds of stockholder class and derivative actions for violations of corporate and fiduciary duties.  We have recovered over a billion dollars for defrauded clients and obtained important corporate governance relief in many of these cases.  If you have information or would like legal advice concerning possible corporate wrongdoing (including insider trading, waste of corporate assets, accounting fraud, or materially misleading information), consumer fraud (including false advertising, defective products, or other deceptive business practices), or anti-trust violations, please email us at stockinfo@weisslawllp.com

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