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Seer to Remain an Independent Public Company Following Conclusion of Special Committee Review Process

Neither unsolicited, non-binding cash proposal, each including contingent value rights, will proceed following the committee’s unanimous rejection.

(Moderate)

Sentiment and the balance of points

Rhea-AI Sentiment reads the wording of the document, how positive or negative its language is on a 1 to 5 scale. The balance of points shown with the takes weighs what the document actually discloses, so the two can disagree, for example when a trial that missed its main goal is described in upbeat language.

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Rhea-AI Summary

Seer (SEER) will remain an independent public company after its Special Committee concluded its review and unanimously rejected both acquisition proposals. The three-month review included work with legal and financial advisors and an assessment of possible interest from other potential transaction counterparties.

The Radoff-JEC Group’s July 28, 2026 unsolicited, non-binding proposal offered $2.55 per Class A share in cash plus a contingent value right. Chair and CEO Omid Farokhzad’s July 29, 2026 unsolicited, non-binding proposal offered $2.45 per Class A share in cash plus two separate contingent value rights. Each proposal covered all outstanding Class A shares. The committee concluded that a sale at this time would undervalue Seer and its future prospects.

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0 points · 0 major

How this balance works

Rhea-AI gives every point it takes from this document a weight. Minor counts 1, Moderate 3 and Major 9, so one Major point outweighs several Minor ones. The bar adds up the weights on each side, and when neither side holds more than 65% of the total the balance reads Mixed.

It reads the document as published, with the same rules for every company, and it does not look at what the market expected or at how the stock traded, so a point can be objectively good on a day the stock falls.

Rhea-AI Sentiment measures something else, the tone of the wording.

0 major · 2 points

How the balance works

Positive

  • None.

Negative

  • Moderate pointRadoff-JEC Group’s non-binding acquisition proposal was rejected: $2.55 per Class A share in cash plus a contingent value right.
  • Moderate pointCEO Omid Farokhzad’s non-binding acquisition proposal was rejected: $2.45 per Class A share in cash plus two contingent value rights.
Argus 15 min delay 8 alerts
-7.11% vs previous close $1.80 last price 1.2x rel. volume Open Argus
Details

Market move: SEER -7.11% vs previous close. acquisition proposal rejection

$1.72 – $2.08 Day Range
$99.79M Mkt Cap at Last Price

On Oct 29, the day this news came out, the latest delayed price for SEER is 7.11% below the previous close. Our momentum scanner has recorded 8 alerts for this stock so far that day. The latest delayed price is $1.80.

Data tracked by StockTitan Argus (15 min delayed). Upgrade to Gold for real-time data.

Key Figures

Radoff-JEC proposal cash consideration: $2.55 per share in cash plus one contingent value right Farokhzad proposal cash consideration: $2.45 per share in cash plus two separate contingent value rights
Radoff-JEC proposal cash consideration
$2.55 per share in cash plus one contingent value right
July 28, 2026 proposal; rejected
Farokhzad proposal cash consideration
$2.45 per share in cash plus two separate contingent value rights
July 29, 2026 proposal; rejected

Key Terms

contingent value right
1 terms
contingent value right financial
"for $2.55 per share in cash plus a contingent value right"
A contingent value right is a special security that gives its holder the right to receive one or more future payments only if specified events happen, such as a product reaching a sales target or getting regulatory approval. It matters to investors because it offers potential extra payout tied to uncertain outcomes—like a bet that a project will succeed—so it can add upside to a deal while also carrying extra risk and valuation uncertainty.

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

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REDWOOD CITY, Calif., Oct. 29, 2026 (GLOBE NEWSWIRE) -- Seer, Inc. (Nasdaq: SEER), the pioneer and trusted partner for deep, unbiased proteomic insights, today announced that the Special Committee of Seer’s Board of Directors (the “Special Committee”) has concluded its review process and decided to reject the recent acquisition proposals made to Seer.

“Over the last three months, we have worked closely with our legal and financial advisors to carefully evaluate the unsolicited acquisition proposals that Seer has received, as well as other strategic alternatives, including through a careful assessment of possible interest from alternative potential transaction counterparties,” said independent directors Meeta Gulyani and Nicolas Roelofs, Ph.D., the members of the Special Committee. “We approached this process with no options off the table. Our work was thorough, deliberative and focused on shareholder value. Following this review, we have concluded that a sale of Seer at this time would undervalue the company and our future prospects. We are confident that Seer is well positioned to meet the growing demand for deep, large-scale, unbiased proteomics in the era of AI-biology and we look forward to capturing the opportunities ahead.”

As previously disclosed, on July 28, 2026, Bradley L. Radoff and Michael Torok (together with certain of their affiliates, the “Radoff-JEC Group”) submitted an unsolicited, non-binding proposal to acquire all outstanding shares of Seer’s Class A common stock for $2.55 per share in cash plus a contingent value right. On July 29, 2026, Omid Farokhzad, M.D., Seer’s Chair and Chief Executive Officer, submitted an unsolicited, non-binding proposal to acquire all outstanding shares of Seer’s Class A common stock for $2.45 per share in cash plus two separate contingent value rights.

After careful consideration, the Special Committee determined that both of the unsolicited acquisition proposals fail to reflect Seer’s intrinsic value. As such, the Special Committee has unanimously rejected both unsolicited acquisition proposals.

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 Seer’s prospects, positioning and technology, as well as statements regarding shareholder value and future value creation. These and other risks are described more fully in Seer’s filings with the SEC and other documents that Seer subsequently files with the SEC 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

AI-generated questions and answers. How Rhea-AI works. Not financial advice.

Why did Seer reject the acquisition proposals and remain independent?

The Special Committee concluded that a sale at this time would undervalue Seer and its future prospects. It unanimously rejected both unsolicited acquisition proposals after a three-month review with legal and financial advisors that also assessed possible interest from alternative transaction counterparties.

What were the acquisition offers rejected by Seer?

The Radoff-JEC Group offered $2.55 per Class A share in cash plus a contingent value right, while Chair and CEO Omid Farokhzad offered $2.45 per Class A share in cash plus two separate contingent value rights. Both proposals were unsolicited and non-binding and sought all outstanding Class A common shares.

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