23andMe $3.5 billion merger with Virgin Group’s VG Acquisition

Davis Polk is advising VG Acquisition Corp. on its approximately $3.5 billion merger with 23andMe, Inc. The transaction is expected to deliver up to $759 million of gross proceeds through the contribution of up to $509 million of cash held in VG Acquisition Corp.’s trust account and a concurrent $250 million private placement (PIPE) of common stock, priced at $10.00 per share. The transaction, which is expected to close in the second calendar quarter of 2021, is subject to approval by VG Acquisition Corp.’s shareholders and other customary closing conditions.

 

VG Acquisition Corp. is a SPAC with a management team that includes Sir Richard Branson, founder of the Virgin Group, Josh Bayliss, CEO of the Virgin Group, and Evan Lovell, CFO of Virgin Group. 23andMe, headquartered in Sunnyvale, California, is a leading consumer genetics and research company with a mission to help people access, understand and benefit from the human genome.

 

The Davis Polk corporate M&A and capital markets team includes partners Lee Hochbaum, Derek Dostal and William H. Aaronson and associates Matthew J. Cowcher, Arisa Akashi and Amanda R. Simmons. Partner Adam Kaminsky is providing executive compensation advice. Partner Pritesh P. Shah and associate Yana Kipnis are providing intellectual property advice. Partner William A. Curran is providing tax advice. Members of the Davis Polk team are based in the New York and Washington DC offices.