UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
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| Item 7.01 | Regulation FD Disclosure. |
On November 6, 2023, Sensei Biotherapeutics, Inc. (the “Company”) confirmed that on October 25, 2023 it received an unsolicited proposal from Newtyn Management, LLC (“Newtyn”) to acquire all of the Company’s outstanding shares of common stock at a price of $1.00 per share in cash.
The Company’s Board of Directors (“Board”) reviewed Newtyn’s proposal and determined unanimously that the proposal substantially undervalues the Company and its future prospects and is not in the best interests of the Company and its stockholders. Accordingly, on November 6, 2023, the Board rejected Newtyn’s proposal.
The Board believes the Company is well-positioned to continue executing on its strategy and create significant long-term value for stockholders.
The information in Item 7.01 is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any filing under the Exchange Act or the Securities Act of 1933, as amended, whether filed before or after the date hereof and regardless of any general incorporation language in such filing.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Sensei Biotherapeutics, Inc. | ||||||
| Date: November 6, 2023 | /s/ Christopher W. Gerry | |||||
| Christopher W. Gerry | ||||||
| General Counsel and Secretary | ||||||
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