SEER Seer, Inc.
Price Chart
Executive Summary
The Radoff-JEC Group (7.8% owner) escalated its proxy fight against Seer by filing this DFAN14A, which includes an open letter accusing the board of bad-faith rejection of three fully financed acquisition proposals (latest at $2.40/share + CVR, a 42% premium). The group is running three director nominees (Berman, Horowitz, Rinaldini) to push for a strategic review and sale, citing Seer's -97% TSR since IPO, Q1 2026 revenue decline of 33.3% YoY to $2.8M, and $15.7M quarterly cash burn.
Actionable Insight
The activist's escalating proxy fight and credible acquisition proposals create a clear catalyst for a sale or strategic review. With Seer trading below cash value and revenue declining sharply, the probability of a transaction has increased materially. Monitor for management's response, potential settlement, or a competing bid. The annual meeting date is TBD but likely within 60-90 days.
Key Facts
- Radoff-JEC Group owns ~7.8% of Seer and is the fourth-largest stockholder.
- Three acquisition proposals submitted: $2.25 (Apr 13), $2.35 (Apr 24), $2.40 (May 14) per share in cash, each with a CVR for 80% of net asset sale proceeds.
- Latest $2.40/share offer represents a 42% premium to the unaffected price of $1.69.
- Board rejected all three proposals without engagement; activist alleges breach of fiduciary duty.
- Activist filed preliminary proxy to elect three nominees: Howard H. Berman, Joshua S. Horowitz, Luis E. Rinaldini.
- Seer's Q1 2026 revenue was $2.8M, down 33.3% YoY; cash burn ~$16M in the quarter.
- Stock down ~97% since IPO in December 2020; market cap $103M vs $219.5M cash on balance sheet.
- Cross-filing context: PREC14A filed May 21 and May 18, 2026, confirming proxy fight escalation.
Financial Impact
Activist's $2.40/share cash offer + CVR implies ~$2.40 per share floor, a 42% premium to $1.69 unaffected price. Seer's market cap of $103M is below its $219.5M cash position, suggesting potential liquidation value exceeds current valuation.
Risk Factors
- Board may continue to resist, leading to a prolonged proxy fight and legal costs.
- Activist's offer may be contingent on financing and due diligence; deal could fall through.
- Stock could trade down if activist loses proxy vote or if no transaction materializes.
- Historical calibration shows poor T+20 performance on SEER reports (avg -5.14%), suggesting limited near-term upside capture.
Market Snapshot
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| DFAN14A Filing (Primary) | 0000921895-26-001488 |
| Document: 0000921895-26-001488-index-headers.html | 0000921895-26-001488 |
| Document: 0000921895-26-001488-index.html | 0000921895-26-001488 |
| Document: 0000921895-26-001488.txt | 0000921895-26-001488 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
|
Jun 9, 2026
today
|
DFAN14A
| $1.70 awaiting T+1 | awaiting T+1 | — | $1.79 (+5.60%) |
|
Jun 3, 2026
6d ago
|
DEFA14A
| $1.85 $1.79 | ▼ −3.24% | ▼ −0.65% | $1.79 (−3.24%) |
|
Jun 3, 2026
6d ago
|
DEFA14A
| $1.85 $1.79 | ▼ −3.24% | ▼ −0.67% | $1.79 (−3.24%) |
|
May 27, 2026
13d ago
|
DFAN14A
| $1.93 $1.87 | ▼ −3.11% | ▼ −3.35% | $1.79 (−7.25%) |
|
May 22, 2026
18d ago
|
DEFA14A
| $1.79 $1.87 | ▼ −4.47% | ▼ −3.88% | $1.79 (+0.00%) |
|
May 22, 2026
18d ago
|
DEFA14A
| $1.79 $1.87 | ▼ −4.47% | ▼ −3.88% | $1.79 (+0.00%) |
|
May 22, 2026
18d ago
|
8-K
| $1.79 $1.87 | ▲ +4.47% | ▲ +3.88% | $1.79 (−0.00%) |
|
May 21, 2026
19d ago
|
Press Release
| $1.79 $1.87 | ▲ +4.47% | ▲ +3.88% | $1.79 (−0.00%) |
|
May 21, 2026
19d ago
|
PREC14A
| $1.77 $1.79 | ▲ +1.13% | ▲ +0.68% | $1.79 (+1.13%) |
|
May 14, 2026
26d ago
|
DFAN14A
| $1.75 $1.72 | ▼ −1.71% | ▼ −0.49% | $1.79 (+2.29%) |
US Market Status
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