Seer, Inc. Receives Multiple Revised Acquisition Proposals — Special Committee to Review Offers
Key Developments
- Seer, Inc. (Nasdaq: SEER) has confirmed receipt of two further revised, unsolicited, non-binding acquisition proposals for all outstanding shares of its Class A common stock.
- The first proposal was submitted by Bradley L. Radoff and Michael Torok (collectively, the “Radoff-JEC Group”). This proposal offers \$2.55 per share in cash plus a contingent value right.
- The second proposal came from Omid Farokhzad, M.D., who is Seer’s Chair and Chief Executive Officer. His offer is for \$2.45 per share in cash plus two separate contingent value rights.
- Both proposals are unsolicited and non-binding, meaning there is no guarantee of completion and terms could be subject to further negotiation.
- The Special Committee of Seer’s Board of Directors, with assistance from its advisors, will review and consider both proposals and all available alternatives to determine the best course of action for Seer and its stockholders.
- No stockholder action is required at this time. The company emphasizes that shareholders should not take any action in response to the proposals until further notice.
Details for Investors
These acquisition offers represent a significant development for Seer, Inc. shareholders. Both proposals involve substantial premiums over the company’s recent trading price (investors should compare the offered price to the latest market value), and the inclusion of contingent value rights means that shareholders could receive additional value depending on certain future outcomes or milestones.
Of note, the proposal from Dr. Farokhzad, the company’s Chair and CEO, signals potential interest from management in taking the company private or effecting a significant change in corporate structure. This could have material implications for company strategy, governance, and share value.
Importantly, the company’s Special Committee is committed to a thorough review and has not yet made any recommendation regarding any proposal. Shareholders should be aware that further announcements could lead to substantial share price movements, depending on the outcome of the Board’s review and any ultimate transaction terms.
What Shareholders Need to Know
- Both proposals are not binding and subject to further negotiation.
- No immediate shareholder action is required. The Board will provide guidance when necessary.
- A copy of Dr. Farokhzad’s revised proposal will be included in a forthcoming Form 8-K filing, offering shareholders more details.
- Seer’s products are for research use only and not intended for diagnostic procedures; these proposals do not change the company’s immediate business operations.
- Forward-looking statements are present in the company’s communication, subject to risks and uncertainties. Actual outcomes may differ.
Contact Information
For further information, shareholders and interested parties are encouraged to visit www.seer.bio or email [email protected].
Media inquiries can also be directed to Patrick Schmidt at Seer, or Joele Frank, Wilkinson Brimmer Katcher (Eric Brielmann / Joseph Sala at (212) 355-4449).
Disclaimer: This article contains forward-looking statements and information provided by Seer, Inc. All investment decisions should be made with careful consideration of the risks and uncertainties described in Seer’s public filings with the SEC. The information herein does not constitute investment advice or a recommendation to buy or sell any securities. Shareholders are strongly advised to await further communications from Seer’s Board before making any decisions related to these acquisition proposals.
