TMCnet News
Radoff-JEC Group Announces That Glass Lewis Has Joined ISS in Supporting its Case for Change at Seer, Inc.Bradley L. Radoff and Michael Torok (together with certain of their affiliates, the "Radoff-JEC Group" or "we"), who collectively own approximately 7.7% of Seer, Inc.'s (NASDAQ: SEER) ("Seer" or the "Company") outstanding common stock, today announced that independent proxy advisory firm Glass, Lewis & Co., LLC ("Glass Lewis") has recommended that the Company's stockholders vote on the WHITE proxy card FOR the election of Howard H. Berman, Ph.D. and Luis E. Rinaldini to Seer's Board of Directors (the "Board") and WITHHOLD on incumbent directors Terrance McGuire and Dipchand Nishar. Glass Lewis also recommends stockholders vote AGAINST the ratification of the NOL pill. Glass Lewis' recommendation follows a report published by Institutional Shareholder Services Inc., which also endorsed the Radoff-JEC Group's case for change at Seer. In its report, Glass Lewis cited Seer's operating losses and share price underperformance since its IPO as reasons stockholders should withhold support from Messrs. McGuire and Nishar, stating:1
In recommending stockholders vote for Radoff-JEC Group nominees Dr. Berman and Mr. Rinaldini, Glass Lewis highlighted how their skillsets would be additive to Seer's Board:
The Radoff-JEC Group issued the following statement: "Both leading independent proxy advisors have recognized that the current directors appear incapable of creating value for Seer stockholders and are recommending stockholders vote for our director candidates to strengthen objective oversight of management. At this critical moment for Seer, stockholders need to have independent, qualified directors in the boardroom to support a more credible evaluation of strategic alternatives. We believe that the two-member Special Committee's rejection of Chairman and CEO Omid Farokhzad, M.D.'s acquisition proposal does not magically erase our concerns about the Board's ability to act in stockholders' best interests - especially since Special Committee member Nicolas Roelofs, Ph.D., as Chair of the Corporate Governance and Nominating Committee, is responsible for the Board's adoption of the NOL pill, failure to remove the supermajority vote requirement to amend Seer's anti-stockholder governing provisions and attempted extension of the dual-class share structure to benefit Dr. Farokhzad. Further, the fact that only two directors are sufficiently independent to serve on the Special Committee reinforces the need to elect our highly qualified and independent director candidates to conduct a credible strategic review process aimed at maximizing value for all stockholders. We urge our fellow stockholders to elect all three of our nominees - Howard H. Berman, Ph.D., Joshua S. Horowitz and Luis E. Rinaldini - ahead of the Company's July 28th annual meeting." *** Vote FOR the Radoff-JEC Group's Nominees - Howard H. Berman, Ph.D., Joshua S. Horowitz and Luis E. Rinaldini - Today to Support a Legitimate Strategic Review Process Aimed at Maximizing Value for ALL Seer Stockholders Do NOT Vote for Omid Farokhzad, M.D., Terrance McGuire or Dipchand (Deep) Nishar Questions about how to vote? Contact (888) 368-0379 or [email protected]. Visit www.SaratogaProxy.com/SEER to learn more.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260722853454/en/ |

