Law firm Kahn Swick & Foti has joined a growing list of firms examining whether the $16.25-per-share Tempus offer and the sale process provide adequate value to Personalis shareholders.
Tempus AI has agreed to acquire Personalis in a deal valued at about $1.5 billion, with Personalis shareholders set to receive $16.25 per share, a 28% premium to the prior close. Personalis shares nonetheless fell 13.39% on the announcement day, reflecting investor caution about the capped upside in merger arbitrage situations until the transaction closes. The deal would combine Personalis's cancer detection and monitoring tests, including its minimal residual disease, or MRD, business, with Tempus's AI-driven oncology platform and genomic data capabilities. Kahn Swick & Foti is now investigating whether the proposed consideration and sale process are adequate or whether the deal undervalues Personalis, adding to earlier scrutiny from Julie & Holleman LLP and Ademi LLP. Earlier reports on the transaction said the consideration was primarily structured as Tempus stock using a floating exchange ratio, with Tempus able to elect to pay up to 50% in cash and a maximum exchange ratio of 0.3356 Tempus shares for each Personalis share.