Tempus AI plans $400 million convertible notes offering

CHICAGO - Tempus AI, Inc. (NASDAQ:TEM), an $11.5 billion market cap healthcare technology company currently trading above its InvestingPro Fair Value, announced Monday its intention to offer $400 million in Convertible Senior Notes due 2030 to qualified institutional buyers in a private placement. The AI-powered precision medicine company also plans to grant initial purchasers an option to buy up to an additional $60 million in notes.

The notes will be unsecured obligations maturing on July 15, 2030, with interest payable semiannually. Upon conversion, Tempus will pay in cash, shares of its Class A common stock, or a combination of both, at its discretion.

Tempus intends to use proceeds to repay $274.7 million in outstanding senior secured term loans, fund capped call transactions to reduce potential dilution of its stock, and for general corporate purposes including possible acquisitions or strategic investments.

In connection with the offering, Tempus expects to enter into privately negotiated capped call transactions with financial institutions to reduce potential dilution to its Class A common stock upon conversion of the notes.

The notes and any shares issuable upon conversion have not been registered under the Securities Act and may not be offered or sold in the United States without registration or an applicable exemption.

Tempus develops AI-enabled precision medicine solutions using one of the world’s largest libraries of multimodal healthcare data. The company’s technology helps physicians deliver personalized patient care while facilitating therapeutic discovery and development.

This announcement is based on a press release statement from Tempus AI, Inc.

In other recent news, Tempus AI, Inc. announced a multi-year collaboration with Northwestern University’s Abrams Research Center on Neurogenomics to advance Alzheimer’s research using artificial intelligence. The partnership aims to leverage Tempus’ AI platform to analyze genomic data, potentially accelerating therapeutic development. Additionally, Tempus AI unveiled a new liquid biopsy assay, xM for TRM, designed to monitor the effectiveness of cancer treatments, which was presented at the American Society of Clinical Oncology Annual Meeting. This assay is expected to be available for clinical use later this year.

In corporate governance developments, Tempus AI held its 2025 Annual Meeting of Stockholders, where all proposals were approved, including the election of nine directors and the appointment of PricewaterhouseCoopers LLP as the independent auditor. A proposal to reincorporate from Delaware to Nevada was also approved, although it remains at the board’s discretion to execute. In collaboration news, Tempus AI and Verastem Oncology announced a partnership to develop a companion diagnostic test for recurrent low-grade serous ovarian cancer, building on Verastem’s Phase 2 RAMP-201 clinical trial success.

Furthermore, TD Cowen analysts maintained their Buy rating on Tempus AI stock despite a recent short report that raised various concerns. The analysts found some issues misleading and remain confident in their rating, emphasizing discussions with Tempus AI’s CFO to address investor concerns. These developments highlight Tempus AI’s ongoing efforts in research, diagnostics, and corporate strategy, reflecting its commitment to advancing precision medicine.

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