Core Viewpoint - 23andMe is facing a proposal from CEO Anne Wojcicki and New Mountain Capital to take the company private at a price of $2.53 per share, following a significant decline in stock value over the past year [1][2]. Group 1: Proposal Details - The acquisition offer values 23andMe at approximately $74.7 million, with the stock closing at $2.42, indicating a market cap of about $65 million [1]. - The proposal aims to provide immediate liquidity and compelling value to public stockholders, as stated by Wojcicki and New Mountain's president [4]. Group 2: Company Background - 23andMe has experienced a turbulent year, with its stock losing over 80% of its value in 2024, prompting the company to explore strategic alternatives [2]. - A special committee of independent directors has been established to evaluate potential paths forward, including the current proposal [3]. Group 3: Previous Proposals and Financing - Wojcicki's earlier proposal in July to take the company private at 40 cents per share was rejected due to lack of committed financing and insufficient premium [5]. - New Mountain is prepared to provide secured debt financing to support 23andMe's operations through the transaction's closing [6].

Financial Performance - Total revenue for the three months ended December 31, 2024, was $60.262 million, a 34.6% increase from $44.747 million in the same period of 2023[14] - Gross profit for the three months ended December 31, 2024, was $39.826 million, compared to $19.685 million in the same period of 2023, reflecting a significant improvement[14] - The net loss for the three months ended December 31, 2024, was $53.035 million, compared to a net loss of $277.976 million in the same period of 2023, indicating a substantial reduction in losses[14] - For the nine months ended December 31, 2024, the net loss was $181,538,000, compared to a net loss of $457,870,000 for the same period in 2023[18] - The company reported a loss from operations of $35.873 million for the three months ended December 31, 2024, compared to a loss of $262.934 million in the same period of 2023[14] - The company recorded a net loss attributable to common stockholders of $38.2 million for the three months ended December 31, 2024, and $181.1 million for the nine months ended December 31, 2024[164] Operating Expenses - Operating expenses totaled $75.699 million for the three months ended December 31, 2024, down from $282.619 million in the same period of 2023, primarily due to reduced restructuring charges[14] - Research and development expenses for the three months ended December 31, 2024, were $20.216 million, down from $23.897 million in the same period of 2023[14] - Stock-based compensation expense for the nine months ended December 31, 2024, was $50,467,000, down from $101,198,000 in the prior year[18] - The company’s total stock-based compensation expense from continuing operations was $9.2 million for the three months ended December 31, 2024, compared to $24.1 million for the same period in 2023[158] Cash and Assets - Cash and cash equivalents decreased to $79.350 million as of December 31, 2024, from $216.488 million as of March 31, 2024[13] - Total current assets decreased to $161.577 million as of December 31, 2024, from $255.309 million as of March 31, 2024[13] - The Company held total restricted cash of $13.9 million as of December 31, 2024, an increase from $8.4 million as of March 31, 2024[42] - The Company had total financial assets of $74.75 million as of December 31, 2024, compared to $211.0 million as of March 31, 2024[95] Liabilities and Equity - Total liabilities increased to $214.702 million as of December 31, 2024, compared to $206.647 million as of March 31, 2024[13] - As of December 31, 2024, 23andMe reported a total stockholders' equity (deficit) of $62,720,000, with an accumulated deficit of $2,354,626,000[15] - The Company recorded restructuring charges of $12.1 million and $14.1 million for the three and nine months ended December 31, 2024, respectively, related to discontinued operations[71] Strategic Initiatives - 23andMe continues to focus on expanding its telehealth platform, Lemonaid Health, to provide affordable healthcare access[20] - The Company formed a Special Committee on March 28, 2024, to explore strategic alternatives to maximize stockholder value[23] - The Company is now willing to consider third-party takeover proposals after previously stating it would not[23] - The Company has undertaken a process to explore strategic alternatives, including a possible sale or business combination[23] Operational Changes - The Company announced a reduction in force on November 8, 2024, including the closure of substantially all operations in the Therapeutics segment[27] - The Company now operates as a single segment following the discontinuation of the Therapeutics operating segment as of December 31, 2024[28] - The November 2024 Reduction Plan involved a workforce reduction of approximately 40%, aimed at aligning the workforce with the Company's current strategy and reducing operating costs[111] Compliance and Governance - The company received a deficiency letter from Nasdaq on November 10, 2023, for not maintaining a minimum bid price of $1.00 per share for 30 consecutive trading days[52] - The company regained compliance with the Nasdaq Minimum Bid Requirement on October 30, 2024, with a closing bid price of $1.00 per share or greater from October 16 to October 29, 2024[56] - The Company was notified on September 18, 2024, of non-compliance with Nasdaq Corporate Governance Requirements, and regained compliance on October 30, 2024, after appointing three independent directors[201] Cyber Incident - The Company reached a settlement agreement to pay $30.0 million related to a cyber incident disclosed in October 2023[204] - The Company incurred $19.8 million in net expenses related to the Cyber Incident during the nine months ended December 31, 2024, primarily due to $42.0 million in legal fees, partially offset by $22.2 million in probable insurance recoveries[127] - As of December 31, 2024, the Company had $41.3 million of accrued expenses related to estimated loss contingencies and legal fees from the Cyber Incident[127] Revenue Streams - Revenue from the PGS business represented approximately 55% of total revenues for the three months ended December 31, 2024, down from 78% in the same period of 2023[184] - Revenue from the telehealth business accounted for approximately 11% of total revenue during the three months ended December 31, 2024, compared to 18% in the same period of 2023[186] - The Company recognized research services revenue of $19.6 million related to the 2023 GSK Amendment during the three and nine months ended December 31, 2024, while no revenue was recognized in the same periods of 2023[88] Stock and Shareholder Information - The Company entered into an ATM program allowing for the sale of up to $150.0 million in Class A common stock, with no sales made as of December 31, 2024[134] - The Board approved a Reverse Stock Split at a ratio of one-for-twenty, effective October 16, 2024, impacting the total number of issued shares without changing the total number of authorized shares[130] - The total shares of common stock reserved for future issuance as of December 31, 2024, amounted to 9,987,362, including 3,030,595 outstanding stock options and 2,975,491 outstanding restricted stock units[133]

Core Viewpoint - 23andMe is exploring strategic alternatives for the second time, which may include a sale, restructuring, or business combination, amid significant financial challenges and a drastic decline in stock value [1][2][3] Financial Performance - The company's consumer services revenue decreased by 8% to $39.6 million from $42.9 million year-over-year [2] - 23andMe reported a need for additional liquidity to fund operations and expressed substantial doubt about its ability to continue as a going concern [2] Company Valuation and Market Position - 23andMe's market value has plummeted to less than $100 million from a peak of $6 billion [3] - The stock lost 82% of its value in the previous year and fell 10% in extended trading following the announcement [1][2] Management and Strategic Direction - CEO Anne Wojcicki has faced challenges in maintaining the company's viability, including a rejected proposal to take the company private due to lack of financing and no premium offered [3][5] - A special committee of independent directors was formed to evaluate potential paths forward, but all independent directors resigned due to disagreements with Wojcicki regarding the company's strategic direction [4] Restructuring Efforts - The company plans to cut 40% of its workforce and shut down its therapeutics business as part of a restructuring plan [4] - Moelis & Company has been selected as the financial advisor and Goodwin Procter as the legal advisor for the search for strategic alternatives [5]

Core Viewpoint - 23andMe Holding Co. is exploring strategic alternatives, which may include a potential sale of the company or other strategic actions [1][2]. Group 1: Strategic Alternatives - The Special Committee of the Board of Directors has been formed to review available strategic alternatives for 23andMe [2]. - The company has engaged Moelis & Company LLC as its financial advisor and Goodwin Procter LLP as its legal advisor for this process [2]. Group 2: Future Expectations - There is no assurance that the exploration of strategic alternatives will lead to any agreements or transactions [3]. - 23andMe does not plan to provide updates on this process until definitive agreements are reached or additional disclosure is legally required [3]. Group 3: Company Overview - 23andMe is a genetics-led consumer healthcare and research company focused on empowering a healthier future [4].

Financial Performance - Total revenue for Q3 FY25 was $60.3 million, a 34% increase from $44.7 million in the same period last year, primarily due to $19.3 million in non-recurring research services revenue[8] - Consumer services revenue decreased by 8% year-over-year to $39.6 million, driven by a $6.4 million decline in PGS revenue and a $1.5 million decrease in telehealth revenue[9] - Net loss for Q3 FY25 was $26.8 million, an improvement from a net loss of $259.7 million in the prior year quarter[12] - Non-GAAP Adjusted EBITDA for Q3 FY25 was a loss of $13.0 million, compared to a loss of $32.5 million in the prior year quarter, reflecting improved revenue and reduced expenses[13] - Total revenue for the three months ended December 31, 2024, was $60,262,000, a 34.7% increase from $44,747,000 in the same period of 2023[25] - Gross profit for the nine months ended December 31, 2024, was $82,492,000, compared to $71,149,000 for the same period in 2023, reflecting a 15.9% increase[25] - The net loss from continuing operations for the three months ended December 31, 2024, was $26,775,000, a substantial improvement from a loss of $259,700,000 in the same period of 2023[25] - Adjusted EBITDA from continuing operations for the three months ended December 31, 2024, was $(12,999,000), an improvement from $(32,484,000) in the same period of 2023[31] - The company had a total comprehensive loss of $45,535,000 for the three months ended December 31, 2024, compared to a loss of $277,976,000 in the same period of 2023[25] Operating Expenses and Cost Management - Operating expenses for Q3 FY25 were $68.2 million, significantly lower than $282.6 million in the prior year, mainly due to a prior year non-cash goodwill impairment charge[11] - Operating expenses for the three months ended December 31, 2024, totaled $68,199,000, significantly lower than $282,619,000 in the same period of 2023, indicating a reduction in costs[25] - The company implemented a 40% reduction in force, expected to save over $35 million annually, and discontinued its Therapeutics business to cut costs[9] Cash and Liquidity - Cash and cash equivalents at the end of Q3 FY25 were $79.4 million, down from $126.6 million at the end of Q2 FY25 and $216.5 million at the end of FY24[4] - Cash and cash equivalents as of December 31, 2024, were $79,350,000, down from $216,488,000 as of March 31, 2024[27] - Total current assets decreased to $161,577,000 as of December 31, 2024, from $255,309,000 as of March 31, 2024[27] - The company reported a net cash used in operating activities of $128,854,000 for the nine months ended December 31, 2024, compared to $138,535,000 for the same period in 2023[29] Strategic Concerns - The company has substantial doubt about its ability to continue as a going concern without raising additional capital or entering into a strategic transaction[5] - 23andMe is actively seeking to improve its financial condition through capital raising and cost-cutting measures, including negotiating lease terminations[6] - The previously disclosed $30 million settlement related to a cyber incident was not unconditionally approved, complicating efforts to resolve claims from affected U.S. customers[9] Accumulated Deficit - The accumulated deficit as of December 31, 2024, was $(2,347,126,000), an increase from $(2,173,088,000) as of March 31, 2024[27]

Core Insights - 23andMe Holding Co. reported significant liquidity concerns and is exploring options to address operational and financial challenges [4][5][6] - The company experienced a notable increase in total revenue for Q3 FY25, primarily due to non-recurring research services revenue [7][8] - The net loss for Q3 FY25 improved compared to the previous year, largely due to the recognition of non-recurring revenue and a prior year impairment charge [11][12] Financial Performance - Total revenue for Q3 FY25 was $60.3 million, up from $44.7 million in Q3 FY24, driven by $19.3 million in non-recurring research services revenue [7][8] - Consumer services revenue decreased by 8% year-over-year, totaling $39.6 million in Q3 FY25, attributed to lower PGS kit sales and telehealth revenue [8][9] - Operating expenses for Q3 FY25 were $68.2 million, significantly lower than $282.6 million in the same quarter last year, mainly due to a prior year goodwill impairment charge [10] Liquidity and Capital Needs - As of December 31, 2024, the company had cash and cash equivalents of $79.4 million, down from $126.6 million at the end of Q2 FY25 [3][8] - The company has no debt but requires additional liquidity to meet operational and financial commitments over the next 12 months [4][5] - Management is implementing cost-cutting measures, including a 40% reduction in workforce, aiming for annual savings of over $35 million [5][10] Discontinued Operations - The Therapeutics segment was closed on November 11, 2024, and is now classified as discontinued operations, with a net loss of $18.8 million in Q3 FY25 [13][14] - The increase in net loss from discontinued operations was primarily due to expenses related to the write-off of lab facilities and assets [14] Legal and Settlement Issues - A $30 million settlement related to a cyber incident was conditionally approved by the U.S. District Court, but discussions to include all affected U.S. customers have not yet resulted in a revised settlement [15]

Company Overview - 23andMe, a genetic testing company founded in 2006, initially gained consumer interest with ancestry-focused genetic testing kits and later expanded to health risk assessments in 2017 [2] - The company went public in June 2021 at $11.13 per share and acquired virtual care startup Lemonaid Health for $400 million in cash and stock later that year [3][4] - 23andMe's valuation has significantly declined from $3.5 billion at IPO to approximately $91 million as of January 2024 [4] Financial and Operational Challenges - The company's stock price has plummeted due to a 2023 data breach affecting nearly 7 million users, leading to a $30 million class action lawsuit settlement [3][5][6] - In response to financial struggles, 23andMe cut 40% of its workforce (approximately 200 employees) in November 2023 and discontinued its drug discovery efforts [3] - To avoid delisting from Nasdaq, the company executed a reverse stock split in October 2023, exchanging every 20 shares for one share [4] Strategic Developments - 23andMe is exploring the potential sale of its telehealth business, Lemonaid Health, which it acquired in 2021 [1][9] - CEO Anne Wojcicki proposed taking the company private in July 2024, but the bid was rejected by a special committee of the board of directors [7] - Following the rejection, Wojcicki expressed openness to a third-party takeover in September 2024, but later retracted the statement, reaffirming her intention to take the company private [7][8] Data Breach Impact - The 2023 data breach exposed sensitive user information, including names and birth details, which were subsequently sold on the dark web [5] - The company took five months to detect the breach, leading to significant reputational damage and legal consequences [6]

Core Viewpoint - 23andMe has launched Discover23®, a new research offering that allows authorized collaborators to access its extensive research cohort through a secure Trusted Research Environment (TRE) developed in partnership with Lifebit, aimed at enhancing biomedical research and drug development [1][4]. Group 1: Discover23 Overview - Discover23 provides access to genome-wide association studies (GWAS) based on over 4.7 billion phenotypic data points and 1,000+ disease cohorts curated by 23andMe's scientists [2]. - The platform evaluates associations of over 172 million genetic variants, with approximately 84% of 23andMe's 15 million customers opting into the research program [3]. Group 2: Privacy and Security - 23andMe emphasizes strong privacy protections, allowing customers to control their data and participate in research only if they consent, with personal identifiers stripped from the data used for research [5]. - The research program is overseen by a third-party Institutional Review Board (IRB) to ensure ethical standards are met [5]. Group 3: Strategic Partnerships - The collaboration with Lifebit aims to provide a secure platform for researchers, enhancing data security and supporting collaborative research in a controlled environment [4]. - 23andMe and Lifebit will showcase Discover23 and other solutions at the upcoming JPM Healthcare Conference in San Francisco [4].

Core Insights - 23andMe has launched Discover23®, a new research offering that allows authorized collaborators to access its research cohort through a secure Trusted Research Environment (TRE) developed by Lifebit [1][2] Group 1: Discover23 Overview - Discover23 provides analysis-ready genome-wide association studies (GWAS) based on over 4.7 billion phenotypic data points curated from more than 1,000 disease and condition cohorts [2] - The platform evaluates associations of over 172 million genetic variants, leveraging data from approximately 15 million customers, with 84% opting into the research program [3] Group 2: Collaboration and Security - Collaborators can access summarized results from analyses conducted in a secure environment, ensuring participant privacy by stripping personal identifiers from the data [2][5] - The partnership with Lifebit aims to enhance security and support collaborative research while allowing researchers to analyze data where it resides [4] Group 3: Company Vision and Future Prospects - The CEO of 23andMe expressed excitement about empowering biomedical researchers with insights that could lead to new and effective treatments [4] - Lifebit’s CEO emphasized the importance of secure data handling in driving innovative discoveries in drug development and precision medicine [4]

SUNNYVALE, Calif. and SAN DIEGO, Nov. 20, 2024 (GLOBE NEWSWIRE) -- 23andMe Holding Co. (Nasdaq: ME), a leading human genetics and preventive health company, and Mirador Therapeutics, a next-generation precision medicine company focused on developing first-in-class or best-in-class therapeutics for immunology and inflammation (I&I)-related diseases, today announced a strategic research collaboration. Under the agreement, Mirador will leverage a targeted set of aggregated, de-identified genetic and phenotypic ...