23andMe Special Committee Rejects Acquisition Proposal From CEO Anne Wojcicki
March 03 2025 - 3:35PM
The Special Committee of the Board of Directors of 23andMe Holding
Co. (“23andMe” or the “Company”) (Nasdaq: ME) today confirmed
receipt of a non-binding proposal from Anne Wojcicki, Chief
Executive Officer, Co-Founder, and Chair of the Board of Directors
of 23andMe, to acquire all of the outstanding shares of capital
stock of 23andMe not owned by Ms. Wojcicki and her affiliates (or
any other stockholders that she invites to “roll over” their
current equity ownership) for cash consideration of $0.41 per
share. Ms. Wojcicki’s proposal, which was included in an amended
Schedule 13D filing made by Ms. Wojcicki with the Securities and
Exchange Commission earlier today, represented an 84% decrease to
the $2.53 per share price included in the joint non-binding
proposal previously submitted by Ms. Wojcicki and her then
co-bidder on February 20, 2025.
The Special Committee has reviewed Ms.
Wojcicki’s acquisition proposal in consultation with its financial
and legal advisors, and has unanimously determined to reject the
proposal. Moelis & Company LLC is serving as financial advisor
and Goodwin Procter LLP is serving as legal advisor to the Special
Committee.
The Special Committee does not intend to comment
further on these matters until it determines that additional
disclosure is appropriate or required by law.
About 23andMe23andMe is a
genetics-led consumer healthcare and biopharmaceutical company
empowering a healthier future. For more information, please visit
www.23andme.com.
Forward-Looking StatementsThis
press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended.
All statements, other than statements of historical fact, included
or incorporated in this press release are forward-looking
statements. The words "believes," "anticipates," "estimates,"
"plans," "expects," "intends," "may," "could," "should,"
"potential," "likely," "projects," “predicts,” "continue," "will,"
“schedule,” and "would" or, in each case, their negative or other
variations or comparable terminology, are intended to identify
forward-looking statements, although not all forward-looking
statements contain these identifying words. These forward-looking
statements are predictions based on 23andMe’s current expectations
and projections about future events and various assumptions.
23andMe cannot guarantee that it will actually achieve the plans,
intentions, or expectations disclosed in its forward-looking
statements and you should not place undue reliance on 23andMe’s
forward-looking statements. These forward-looking statements
involve a number of risks, uncertainties (many of which are beyond
the control of 23andMe), or other assumptions that may cause actual
results or performance to differ materially from those expressed or
implied by these forward-looking statements, including, without
limitation, the ability to complete a transaction as a result of
the strategic alternatives process being conducted by the Special
Committee, the Company’s ability to raise additional capital or
otherwise improve its liquidity position, and the Company’s ability
to continue as a going concern. The forward-looking statements
contained herein are also subject generally to other risks and
uncertainties that are described from time to time in the Company’s
filings with the Securities and Exchange Commission, including
under Item 1A, “Risk Factors” in the Company’s most recent Annual
Report on Form 10-K, as filed with the Securities and Exchange
Commission, and as revised and updated by our Quarterly Reports on
Form 10-Q and Current Reports on Form 8-K. The statements made
herein are made as of the date of this press release and, except as
may be required by law, 23andMe undertakes no obligation to update
them, whether as a result of new information, developments, or
otherwise.
Contact Information
press@23andme.com
investors@23andme.com
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