Seer CEO Omid Farokhzad proposes to take company private at $2.45/share plus two CVRs

Seer, Inc.

CEO Omid Farokhzad proposes to acquire all outstanding shares for $2.45/share cash plus two CVRs (Revenue-Linked up to $0.25, Sale-Linked up to $2.91).
Cash consideration represents 41% premium to 30-day VWAP; aggregate potential value up to 222% premium.
Proposal not subject to financing contingency; board to form Special Committee of independent directors to evaluate.
CEO acknowledges conflict of interest and will recuse from board deliberations; proposal presented as superior to Radoff-JEC alternative.
CVRs tied to revenue milestones in 2031 and future sale of company within 5 years; no dilution from future equity financings.

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