Monitor for Personalis shareholder vote and HSR regulatory clearance as key milestones toward Q4 2026 close. The stock-for-stock structure means TEM's stock price at closing will determine the final exchange ratio; a decline below $46.00 gives Personalis the right to terminate. Watch for any competing bids or activist interest given the modest 6% premium to Personalis's closing price.
Price Chart
Executive Summary
Tempus AI (TEM) filed an investor presentation deck as a Rule 425 communication, reinforcing its July 20, 2026 announcement to acquire Personalis (PSNL) for $16.25/share in a stock-for-stock transaction valued at $1.7Bn ($1.5Bn net of Tempus's existing stake). The presentation emphasizes the strategic rationale of integrating Personalis's ultrasensitive MRD technology into Tempus's AI-enabled precision oncology platform, targeting a >$20B market opportunity, and highlights Personalis's Q2 test volume of 10,384 (33% sequential growth) and >35,000 total tests delivered. The deal is expected to close in Q4 2026, subject to Personalis shareholder approval and regulatory clearances.
Key Financial Metrics
Key Facts
- Total transaction value of $1.7Bn ($1.5Bn net of Tempus's existing ownership interest)
- Personalis shareholders to receive $16.25 per share in a combination of Tempus stock and up to 50% cash at Tempus's discretion
- Floating exchange ratio with a maximum of 0.3356x Tempus Class A common stock per Personalis share
- Closing expected in Q4 2026 at earliest, subject to Personalis shareholder approval and regulatory clearances (including HSR)
- Personalis has delivered >35,000 tests to date, with Q2 sequential test volume growth of 33% (10,384 tests in Q2)
- Only ~10% of Tempus's sales force currently sells NeXT Personal Dx, implying significant volume acceleration potential
- Tempus's infrastructure includes ~65% of U.S. academic medical centers and >55% of oncologists connected, with ~1M NGS tests run annually across 4 labs
Financial Impact
Acquisition valued at $1.7Bn total ($1.5Bn net of existing stake), representing ~18% of Tempus's $9.4B market cap. The deal expands Tempus into a >$20B MRD market and is expected to drive meaningful revenue growth through full ownership of Personalis's test portfolio and commercial infrastructure.
Risk Factors
- Integration risk combining two platforms and sales forces
- Regulatory approval delays or conditions (HSR clearance)
- Personalis shareholder approval not obtained
- Termination risk if Tempus stock falls below $46.00 prior to closing
- Potential litigation challenging the transaction
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 5 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 425 Filing (TEM) — Batch item 1 | 0001193125-26-309090 |
| Document: 0001193125-26-309090-index-headers.html | 0001193125-26-309090 |
| Document: 0001193125-26-309090-index.html | 0001193125-26-309090 |
| Document: 0001193125-26-309090.txt | 0001193125-26-309090 |
| 425 Filing (TEM) — Batch item 5 | 0001193125-26-309090 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Sep 3, 2026 29d ago | Insider Cluster | $64.62 $62.21 | ▼ −3.73% | ▼ −2.52% | $76.63 (+18.59%) |
Sep 3, 2026 29d ago | Insider Cluster | $64.62 $62.21 | ▼ −3.73% | ▼ −2.52% | $76.63 (+18.59%) |
Sep 1, 2026 4w ago | Insider Cluster | $62.27 $61.28 | ▼ −1.59% | ▼ −1.67% | $76.63 (+23.06%) |
Aug 28, 2026 5w ago | Insider Cluster | $64.04 $64.62 | ▼ −0.91% | ▼ −0.80% | $76.63 (−19.66%) |
Aug 25, 2026 5w ago | 144 | $68.48 $61.94 | ▲ +9.55% | ▲ +9.43% | $76.63 (−11.90%) |
Aug 25, 2026 5w ago | Insider Cluster | $68.73 $62.27 | ▼ −9.40% | ▼ −8.86% | $76.63 (+11.49%) |
Aug 21, 2026 6w ago | Insider Cluster | $72.69 $64.04 | ▲ +11.90% | ▲ +12.37% | $76.63 (−5.42%) |
Aug 19, 2026 6w ago | 144 | $66.65 $70.69 | ▲ +6.06% | ▲ +4.95% | $76.63 (+14.97%) |
Aug 18, 2026 6w ago | Insider Cluster | $49.36 $68.73 | ▼ −39.24% | ▼ −39.44% | $76.63 (−55.25%) |
Aug 11, 2026 7w ago | Insider Cluster | $55.69 $49.36 | ▼ −11.37% | ▼ −10.96% | $76.63 (+37.60%) |
US Market Status
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