23andMe Independent Directors Resign From Board: Read CEO Memo


Anne Wojcicki, co-founder and CEO of 23andme Inc., speaks during the South by Southwest (SXSW) festival in Austin, Texas, U.S., on Friday, March 10, 2023.

Jordan Vonderhaar | Bloomberg | Getty Images

The seven independent directors of 23andMe resigned from the company's board on Tuesday, a decision that Chief Executive Officer Anne Wojcicki said left her “surprised and disappointed,” according to a memo to employees.

Wojcicki, who co-founded 23andMe in 2006, said she remains committed to taking the company private.

The genetic testing company went public in 2021 via a special purpose acquisition company (SPAC), and the stock price has been in freefall ever since, falling more than 95% from its peak. Directors formed a special committee in late March to explore possible paths forward.

Wojcicki submitted a proposal to take the company private in July, but it was rejected by the special committee, in part because it did not provide a premium over the closing price of 40 cents a share at the time.

In a letter to Wojcicki on Tuesday, the directors said they had not yet seen a “fully funded, due diligence-based and viable proposal that is in the best interest of unaffiliated shareholders.” The directors said they disagree with Wojcicki on the “strategic direction of the company” and have decided to resign effective immediately.

“The fact that we have not seen any notable progress over the past five months leads us to believe that no such proposal will be put forward,” they wrote. “Therefore, the Special Committee is not prepared to consider further extensions and the Board agrees with the Special Committee's decision.”

Wojcicki wrote in the memo to employees, which was obtained by CNBC, that she still sees taking 23andMe private as its “best chance for long-term success.” The company will begin looking for new independent directors to join the board, she added.

Far from its previous valuation of $3.5 billion, 23andMe now has a market capitalization of less than $200 million. Shares closed at 34 cents on Tuesday.

Here is Wojcicki's full note:

Team 23,

We wanted to let you know that the 23andMe Board of Directors issued a press release this afternoon stating that all independent directors have resigned from the Board, effective immediately.

I am surprised and disappointed by the directors' decision to resign.

I have been committed to 23andMe's mission for the past 18 years and strongly believe in the potential of genetic information to transform healthcare and the therapeutic discovery process. I remain committed to our customers, my employees, and our shareholders in achieving our goals. I continue to believe that we will be best positioned to achieve our mission and goals outside of the short-term pressures of the public markets and that taking 23andMe private will be the best opportunity for long-term success.

We will immediately begin identifying independent directors to join the board. I want to thank them for their service to the company and its shareholders.

I don't have any additional information to share at this time, but we'll update as soon as we can on Feisty on Thursday.

Ann

LOOK: 23andMe CEO calls for company to go private

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