23andMe Special Committee Rejects Acquisition Proposal From CEO Anne Wojcicki

Rhea-AI Summary

The Special Committee of 23andMe's Board of Directors (Nasdaq: ME) has unanimously rejected a non-binding acquisition proposal from CEO Anne Wojcicki. The proposal aimed to acquire all outstanding shares not owned by Wojcicki and her affiliates for $0.41 per share.

This new offer represents an 84% decrease from the previous joint non-binding proposal of $2.53 per share submitted on February 20, 2025. The proposal was disclosed in an amended Schedule 13D filing with the SEC.

Moelis & Company and Goodwin Procter LLP are serving as financial and legal advisors respectively to the Special Committee, which has stated it will not provide further comments until required.

Positive

• None.

Negative

• CEO's acquisition offer decreased 84% to $0.41 from $2.53 per share
• Special Committee unanimously rejected the acquisition proposal
• Previous co-bidder no longer part of the acquisition attempt

SUNNYVALE, Calif., March 03, 2025 (GLOBE NEWSWIRE) -- 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 23andMe
23andMe is a genetics-led consumer healthcare and biopharmaceutical company empowering a healthier future. For more information, please visit www.23andme.com.

Forward-Looking Statements
This 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.

FAQ

What is the current acquisition offer price for 23andMe (ME) stock?

CEO Anne Wojcicki's latest acquisition offer is $0.41 per share, representing an 84% decrease from the previous $2.53 per share offer.

Why did 23andMe's Special Committee reject the acquisition proposal?

The Special Committee unanimously rejected the proposal after reviewing it with financial and legal advisors, though specific reasons were not disclosed in the announcement.

How much did 23andMe's (ME) acquisition offer decrease from the February 20, 2025 proposal?

The new offer of $0.41 per share represents an 84% decrease from the previous joint proposal of $2.53 per share made on February 20, 2025.

Who are the advisors for 23andMe's Special Committee in the acquisition proposal?

Moelis & Company serves as financial advisor and Goodwin Procter LLP serves as legal advisor to the Special Committee.