Tempus to Acquire Personalis in Stock Deal
Tempus to Acquire Personalis; definitive agreement sets $16.25 per share and stock/cash mechanics that traders will model for dilution and financing risk.
KEY TAKEAWAYS
- Consideration set at $16.25 per share and $1.5 billion enterprise value net of Tempus stake.
- Transaction is stock-based with optional up-to-50% cash and a floating exchange ratio capped at 0.3356.
- Closing targeted late 2026 or early 2027, subject to Personalis shareholder and regulatory approvals.
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Tempus AI, Inc. (NASDAQ: TEM) will acquire all outstanding shares of Personalis, Inc. (NASDAQ: PSNL) that it does not already own, the companies said on July 20, 2026, signing a definitive agreement to combine cancer-testing capabilities and expand Tempus’ role across diagnosis, treatment selection, and recurrence monitoring.
Deal Terms and Strategic Fit
The agreement sets consideration at $16.25 per Personalis share, implying an enterprise value of $1.5 billion net of Tempus’ existing stake. An investor presentation values the total transaction at $1.7 billion. The offer represents a 6% premium to Personalis’ closing price on July 17 and about a 28% premium to its 30-day volume-weighted average price before the deal.
The transaction is stock-based, with Tempus retaining the option to pay up to half of the aggregate consideration in cash. Personalis shareholders will receive a floating exchange ratio of Tempus common stock per Personalis share, capped at 0.3356 shares. If cash is elected for part of the consideration, the share component will adjust accordingly.
The acquisition integrates Personalis’ NeXT Personal tumor-informed minimal residual disease (MRD) test into Tempus’ AI-enabled precision oncology platform. This test detects microscopic tumor DNA in blood to track treatment response and detect early recurrence. The deal builds on a strategic partnership begun in November 2023, when Tempus invested in Personalis and began commercializing the NeXT Personal capability.
Transaction materials frame MRD testing as an approximately $20 billion addressable market. Personalis’ preliminary second-quarter results show revenue of $22.4 million and delivery of 10,384 clinical tests, a 33% sequential increase in volume, indicating commercial momentum in MRD.
Timing, Approvals, and Financing
The companies expect the transaction to close in late 2026 or early 2027, with the earliest possible closing in the fourth quarter of 2026. Both boards have unanimously approved the deal. Completion remains subject to approval by Personalis shareholders, receipt of regulatory approvals, and other customary closing conditions.
Tempus said it would fund any elected cash portion from existing cash on hand and borrowings under its current credit facilities.
