Tang’s Concentra Biosciences offers to buy Singular Genomics for $12 per share

In a regulatory filing, Kevin Tang reported a 14.9% stake in Singular Genomics Systems and disclosed a letter dated September 18 that states in part: “On behalf of Concentra Biosciences, LLC, I am pleased to present this non-binding proposal to acquire all of the outstanding shares of common stock of Singular Genomics Systems, Inc. not already owned by Tang Capital Partners, LP. Tang Capital, Concentra’s controlling shareholder, beneficially owns approximately 14.9% of the Common Shares of the Company. The transaction detailed in this Proposal would offer the Company’s stockholders an opportunity to (1) obtain immediate liquidity at a significant premium to the unaffected stock price or, in the alternative, (2) continue to participate in any future value realized from the ongoing Singular Genomics Systems business through a contingent value right, or “CVR”. The key terms of the Proposal are as follows: 1. Purchase Price: We are prepared to offer $12.00 per share in cash to acquire 100% of the Common Shares. This per share price is a 112% premium to the closing stock price of $5.65 on September 12, 2024. The Company announced that it had received a non-binding acquisition proposal from another party after market close on September 12, 2024. 2. Alternative Consideration: Provided there is sufficient interest from existing stockholders, including management holders, we contemplate inviting all interested stockholders (regardless of how many or how few shares they own) to elect to continue to participate in any future value realized from the ongoing Singular Genomics Systems business through a CVR in lieu of receiving $12.00 per share in cash. In this scenario, following the Transaction, the Company would continue as a privately held entity, and its management team would be able to operate the business without the expenses, disclosure obligations and other burdens associated with being a publicly traded company. 3. Financing: The Transaction would be fully financed by Tang Capital and not be subject to any financing condition. 4. Timing: We are prepared to efficiently complete all due diligence required to enter into a definitive agreement. We would expect to consummate the Transaction as quickly as possible through a two-step merger, subject to entry into a definitive merger agreement and satisfaction of customary closing conditions. An acquisition through a two-step merger is typically significantly faster than an acquisition through a one-step merger.”