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Seer Announces Receipt of Unsolicited Acquisition Proposal from Omid Farokhzad, M.D.

(Neutral)

Seer (Nasdaq: SEER) received an unsolicited, non-binding proposal from Chair and CEO Omid Farokhzad, M.D. to acquire all outstanding Class A common shares for $2.45 in cash per share plus two contingent value rights.

A Special Committee of independent directors will evaluate this proposal and other strategic alternatives with independent financial and legal advisors. No stockholder action is required now.

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Positive

  • All-cash offer of $2.45 per share plus two CVRs for Class A stock
  • Independent Special Committee formed to review the proposal and alternatives
  • Engagement of independent financial and legal advisors to support evaluation

Negative

  • Acquisition proposal is unsolicited and non-binding, with outcome uncertain
  • No timeline or guarantee that any transaction or alternative will be completed

Market reaction after CEO-led acquisition proposal: SEER +35.19% in the Jul 6 session

+35.19% 24.0x vol
20 alerts
+35.19% Session close to close
+50.0% Peak in 9 hr 24 min
$89.07M Market Cap
24.0x Rel. Volume

In the Jul 6 session, SEER gained 35.19%, reflecting a significant positive market reaction. Argus tracked a peak move of +50.0% during that session. Our momentum scanner triggered 20 alerts that day, indicating elevated trading interest and price volatility. Trading volume was exceptionally heavy at 24.0x the daily average, suggesting very strong buying interest.

Data tracked by StockTitan Argus on the day of publication.

Market Context

The stock surged +35.2% in the session following this news. A strong upside reaction would be consis...
Analysis

The stock surged +35.2% in the session following this news. A strong upside reaction would be consistent with past acquisition headlines that averaged 2.71% moves and could reflect optimism toward the CEO’s $2.45-plus-CVR bid, though low short interest limits squeeze fuel and any committee review could still alter terms or timing.

Key Figures

CEO proposal price: $2.45 per share Prior bid price: $2.40 per share Share price decline: 97.0% +5 more
8 metrics
CEO proposal price $2.45 per share Cash consideration in unsolicited CEO acquisition proposal
Prior bid price $2.40 per share Radoff-JEC May 14, 2026 acquisition proposal with CVR
Share price decline 97.0% Reported drop since December 2020 IPO per DFAN14A
Cumulative losses $465 million Cumulative reported losses since IPO per DFAN14A
Cash burned $310 million Cash burned since IPO per DFAN14A filing
Radoff-JEC ownership 7.7% Approximate ownership of Seer per proxy contest filings
Shares outstanding 55,315,982 shares Shares outstanding as of May 29, 2026 record date
Omid Farokhzad holding 6,918,732 shares Reported beneficial ownership per DFRN14A

Previous Acquisition Reports

5 past events · Latest: May 27 (Neutral)
Same Type Pattern 5 events
Date Event Sentiment 24h Move Catalyst
May 27 Acquisition campaign Neutral +2.1% Radoff-JEC Group urged Seer to reevaluate its premium acquisition proposal.
May 14 Acquisition proposal Neutral -1.1% Radoff-JEC Group submitted its third non-binding proposal to acquire Seer.
Apr 29 Proposal response Neutral -2.6% Radoff-JEC Group responded after Seer rejected its April 24 acquisition proposal.
Apr 24 Improved offer Neutral +1.6% Radoff-JEC Group submitted an improved non‑binding proposal to acquire Seer.
Apr 13 Initial offer Neutral +13.6% Radoff-JEC Group made its initial non‑binding proposal to acquire Seer.

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Pattern Detected

Recent acquisition-related headlines for Seer have typically produced modest single‑digit percentage moves, with one earlier proposal triggering a double‑digit gain.

Key Terms

contingent value rights, form 8-k, class a common stock, special committee
4 terms
contingent value rights financial
"for $2.45 per share in cash plus two separate contingent value rights"
Contingent value rights are special financial instruments that give their holder the potential to receive additional payments if certain future events or conditions happen, such as the achievement of specific business milestones. They are like a promise of extra rewards that depend on how well a project or company performs later on. Investors care about them because they offer a chance for extra gains but also carry uncertainty, as the extra payments are not guaranteed.
form 8-k regulatory
"letter ... outlining the Proposal will be included on a Form 8-K filing"
A Form 8-K is a report that companies file with the government to share important news quickly, such as changes in leadership, major business deals, or financial updates. It matters because it helps investors stay informed about significant events that could affect the company's value or stock price.
class a common stock financial
"to acquire all of the outstanding shares of Seer’s Class A common stock"
Class A common stock is a category of a company’s shares that carries a specific set of ownership rights—most commonly defined voting power and claims on dividends—set out in the company’s charter. For investors it matters because the class determines how much influence you have over corporate decisions, the share’s likely dividend and trading behavior, and how it compares in value to other share classes, like choosing a particular seat with different privileges at the company’s decision-making table.
special committee regulatory
"Seer’s Board of Directors will establish a Special Committee consisting solely"
A special committee is a group of people chosen by an organization to carefully examine a specific issue or problem, often when a decision could have significant consequences. Think of it as a task force brought together to investigate and recommend actions, ensuring that important matters are handled thoroughly and fairly. For investors, this means decisions are made with careful oversight, which can impact the organization's stability and future direction.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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No Stockholder Action Required at This Time

REDWOOD CITY, Calif., July 02, 2026 (GLOBE NEWSWIRE) -- Seer, Inc. (Nasdaq: SEER), the pioneer and trusted partner for deep, unbiased proteomic insights, today announced that it has received an unsolicited, non-binding proposal from Omid Farokhzad, M.D., Seer’s Chair and Chief Executive Officer, to acquire all of the outstanding shares of Seer’s Class A common stock for $2.45 per share in cash plus two separate contingent value rights (the “Proposal”). The full text of the letter received from Farokhzad, M.D., outlining the Proposal will be included on a Form 8-K filing made by Seer.

Seer’s Board of Directors will establish a Special Committee consisting solely of independent directors. The Special Committee will evaluate the Proposal and other alternatives available to Seer, and determine the course of action that it believes is in the best interests of Seer and its stockholders. The Special Committee will retain independent financial and legal advisors to assist it with its work.

No stockholder action is required at this time.

Perella Weinberg Partners LP is serving as financial advisor to Seer and Wilson Sonsini Goodrich & Rosati, Professional Corporation is serving as legal counsel.

About Seer, Inc.

Seer, Inc. (Nasdaq: SEER) sets the standard in deep, unbiased proteomics, delivering insights with a scale, speed, precision and reproducibility previously unattainable. Seer’s Proteograph® Product Suite integrates proprietary engineered nanoparticles, streamlined automation instrumentation, optimized consumables and advanced analytical software to overcome the limitations of traditional proteomic methods. Seer’s products are for research use only and are not intended for diagnostic procedures. For more information, visit www.seer.bio.

For more information, please email us at pr@seer.bio.

Forward Looking Statements

This communication contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Such forward-looking statements are based on Seer’s beliefs and assumptions and on information currently available to it on the date of this press release. Forward-looking statements may involve known and unknown risks, uncertainties and other factors that may cause Seer’s actual results, performance, or achievements to be materially different from those expressed or implied by the forward-looking statements. These statements include but are not limited to statements regarding the actions to be taken by the Board and the Special Committee. These and other risks are described more fully in Seer’s filings with the Securities and Exchange Commission and other documents that Seer subsequently files with the Securities and Exchange Commission from time to time. Except to the extent required by law, Seer undertakes no obligation to update such statements to reflect events that occur or circumstances that exist after the date on which they were made.

Media Contact:
Patrick Schmidt
pr@seer.bio

Joele Frank, Wilkinson Brimmer Katcher
Eric Brielmann / Joseph Sala
(212) 355-4449

Investor Contact:
Marissa Bych
investor@seer.bio


FAQ

What acquisition proposal did Seer (NASDAQ: SEER) receive on July 2, 2026?

Seer received an unsolicited, non-binding proposal from its Chair and CEO to acquire all outstanding Class A shares. According to Seer, the offer is $2.45 per share in cash plus two separate contingent value rights.

Who is proposing to acquire Seer (SEER) and on what terms?

Chair and CEO Omid Farokhzad, M.D. proposed acquiring all Seer Class A shares. According to Seer, the proposal offers $2.45 in cash per share plus two contingent value rights to current stockholders.

What does the $2.45 per share cash offer for Seer (SEER) include?

The proposal includes $2.45 in cash per Seer Class A share plus two contingent value rights. According to Seer, these CVRs would provide additional potential payments based on future specified events or milestones.

How will Seer’s Special Committee evaluate the SEER acquisition proposal?

Seer’s Board will form a Special Committee of independent directors to evaluate the proposal. According to Seer, the committee will review the offer and other alternatives, supported by independent financial and legal advisors.

Do Seer (SEER) stockholders need to take any action regarding the acquisition proposal?

Stockholders are not required to take any action at this time. According to Seer, the independent Special Committee will first evaluate the proposal and alternatives before determining any recommended course of action for investors.