Monitor the S-4 registration statement and Personalis shareholder vote timeline. The floating exchange ratio creates TEM share price sensitivity at close; arbitrageurs will watch TEM's stock relative to the $46.00 floor. Integration and MRD reimbursement progress are key medium-term catalysts.
Price Chart
Executive Summary
Tempus AI (TEM) announced a definitive agreement to acquire Personalis (PSNL) for $16.25/share in a stock-for-stock transaction valued at $1.5B enterprise value (net of Tempus's existing stake). The deal brings Personalis's industry-leading MRD technology into Tempus's AI-enabled precision oncology platform, expanding into a $20B market opportunity. Closing is expected in late 2026/early 2027, subject to Personalis shareholder and regulatory approvals.
Key Financial Metrics
Key Facts
- Consideration of $16.25 per share, 6% premium to Friday's close and 28% premium to 30-day VWAP
- Total enterprise value of $1.5 billion, net of Tempus's existing ownership interest
- 100% stock transaction; Tempus may elect cash up to 50% of consideration, financed with cash on hand and credit facilities
- Floating exchange ratio capped at 0.3356 shares of TEM per PSNL share
- Personalis reported preliminary Q2 2026 revenue of $22.4 million and 10,384 clinical tests (33% QoQ test volume growth)
- Closing expected late 2026 or early 2027; subject to Personalis shareholder approval, regulatory approvals, and customary conditions
- Tempus has the right to terminate if TEM stock price falls below $46.00 before closing
Financial Impact
$1.5B enterprise value acquisition; Personalis Q2 revenue of $22.4M with 33% QoQ test volume growth. Tempus expects to fund cash portion from existing cash and credit facilities.
Risk Factors
- Personalis shareholder may not approve the merger
- Regulatory approvals could be delayed or impose conditions
- Integration risk combining two technology platforms
- Dilution to existing Tempus shareholders from stock consideration
- Tempus stock price could fall below $46.00, triggering Personalis termination right
- MRD market reimbursement may not develop as expected
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 425 Filing (Primary) | 0001193125-26-308472 |
| Document: 0001193125-26-308472-index-headers.html | 0001193125-26-308472 |
| Document: 0001193125-26-308472-index.html | 0001193125-26-308472 |
| Document: 0001193125-26-308472.txt | 0001193125-26-308472 |
Filters
| Type | Now | ||||
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Sep 3, 2026 28d ago | Insider Cluster | $64.62 $62.21 | ▼ −3.73% | ▼ −2.52% | $76.03 (+17.65%) |
Sep 3, 2026 28d ago | Insider Cluster | $64.62 $62.21 | ▼ −3.73% | ▼ −2.52% | $76.03 (+17.65%) |
Sep 1, 2026 4w ago | Insider Cluster | $62.27 $61.28 | ▼ −1.59% | ▼ −1.67% | $76.03 (+22.09%) |
Aug 28, 2026 5w ago | Insider Cluster | $64.04 $64.62 | ▼ −0.91% | ▼ −0.80% | $76.03 (−18.71%) |
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US Market Status
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