NEW YORK and SUNNYVALE, Calif., May
5, 2021 /PRNewswire/ -- VG Acquisition Corp. (NYSE: VGAC), a
special purpose acquisition company sponsored by Virgin Group,
today announced that it has filed an amended registration statement
on Form S-4 in connection with its pending business combination
with 23andMe, Inc., a leading consumer genetics and research
company.
The Amended S-4 includes restated financial statements of VGAC
for its fiscal year ended December 31,
2020 in order to account for its outstanding warrants as
liabilities in accordance with applicable accounting rules and
recent guidance from the Securities and Exchange Commission (SEC).
It also updates the information about 23andMe to disclose certain
preliminary unaudited financial results for 23andMe's fiscal
2021.
23andMe expects its revenue for its fiscal year ended
March 31, 2021 to be in the range of
$240 million to $247 million, compared to projected revenue for
fiscal 2021 of $218 million, as
previously announced and provided to VGAC in connection with its
analysis of the business combination. 23andMe expects adjusted
EBITDA for its Consumer & Research Services segment to be in
the range of positive $5 million to
$15 million, compared with negative
$65.8 million for its fiscal year
ended March 31, 2020. For its
Therapeutics segment, 23andMe expects adjusted EBITDA for fiscal
2021 to be in the range of negative $55
million to $65 million,
compared with negative $52.9 million
for fiscal 2020.
Note Regarding Preliminary Financial Results
The foregoing preliminary financial results for 23andMe's fiscal
2021 are preliminary and unaudited and are based solely on
information available to 23andMe as of the date hereof. Reported
results for fiscal 2021 remain subject to the completion of
management's final reviews and 23andMe's other financial closing
procedures and may differ from these estimated preliminary results
due to the completion of such financial closing procedures, final
adjustments, and other developments that may arise during the
review process. The foregoing preliminary financial results for
fiscal 2021 have been prepared by and are the responsibility of
23andMe's management. 23andMe's independent registered public
accountants have not audited, reviewed, compiled, or performed any
procedures with respect to these estimated financial results and,
accordingly, do not express an opinion or any other form of
assurance with respect to these preliminary estimates.
About 23andMe
23andMe, Inc., headquartered in Sunnyvale, CA, is a leading
consumer genetics and research company. Founded in 2006, the
company's mission is to help people access, understand, and benefit
from the human genome. 23andMe has pioneered direct access to
genetic information as the only company with multiple FDA
authorizations for genetic health risk reports. The company has
created the world's largest crowdsourced platform for genetic
research, with 80% of its customers electing to participate. The
23andMe research platform has generated more than 180 publications
on the genetic underpinnings of a wide range of diseases,
conditions and traits. The platform also powers the 23andMe
Therapeutics group, currently pursuing drug discovery programs
rooted in human genetics across a spectrum of disease areas,
including oncology, respiratory, and cardiovascular diseases, in
addition to other therapeutic areas. More information is available
at www.23andMe.com.
About VG Acquisition Corp.
VG Acquisition Corp. was formed for the purpose of effecting a
merger, amalgamation, share exchange, asset acquisition, share
purchase, reorganization, or similar business combination with one
or more businesses. The management team includes Sir Richard Branson, founder of VGAC, a renowned
global entrepreneur, and founder of the Virgin Group; Josh Bayliss, VGAC's Chief Executive Officer and
director, who is the Chief Executive Officer of the Virgin Group
and is responsible for the Virgin Group's strategic development,
licensing of the brand globally, and management of direct
investments on behalf of the Virgin Group in various companies
around the world; and Evan Lovell,
VGAC's Chief Financial Officer and director, who is the Chief
Investment Officer of the Virgin Group and is responsible for
managing the Virgin Group's investment team and portfolio in
North America. More information is
available at https://vgacquisition.com/
Forward-Looking Statements
This communication contains certain "forward-looking statements"
including statements regarding the anticipated timing and benefits
of the business combination (the "Transaction") between VGAC and
23andMe and the expected financial results of 23andMe. The words
"anticipate," "believe," "continue," "could," "estimate," "expect,"
"intends," "may," "might," "plan," "possible," "potential,"
"predict," "project," "should," "would," and similar expressions
may identify forward looking statements, but the absence of these
words does not mean that a statement is not forward looking. The
forward-looking statements contained herein are based on 23andMe's
current expectations and beliefs concerning future developments and
their potential effects, but there can be no assurance that these
will be as anticipated. These forward-looking statements involve a
number of risks, uncertainties (some of which are beyond the
control of 23andMe), or other assumptions that may cause actual
results or performance to be materially different from those
expressed or implied by these forward-looking statements. These
factors include, among others: the inability to complete the
Transaction; the inability to recognize the anticipated benefits of
the proposed Transaction, including due to the failure to receive
required security holder approvals, or the failure of other closing
conditions; and costs related to the proposed Transaction. Except
as required by law, VGAC and 23andMe do not undertake any
obligation to update or revise any forward-looking statements
whether as a result of new information, future events, or
otherwise.
Additional Information
VGAC filed with the SEC a registration statement on Form S-4,
which included a preliminary proxy statement of VGAC and a
prospectus. The definitive proxy statement and other relevant
documents will be mailed to stockholders of VGAC as of a record
date to be established for voting on the business combination.
Shareholders of VGAC and other interested persons are advised to
read, the preliminary proxy statement, and amendments thereto, and
the definitive proxy statement because these documents will contain
important information about VGAC, 23andMe, and the Transaction.
Shareholders will also be able to obtain copies of the registration
statement and the proxy statement/prospectus, without charge, by
directing a request to: VG Acquisition Corp. 65 Bleecker Street,
6th Floor, New York NY 10012.
These documents and VGAC's annual and other reports filed with the
SEC can also be obtained, without charge, at the SEC's internet
site (https://www.sec.gov).
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities, or a
solicitation of any vote or approval, nor shall there be any sale
of securities in any jurisdiction in which such offer,
solicitation, or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction.
Participants in the Solicitation
VGAC, 23andMe, and their respective directors, executive
officers, other members of management, and employees may be deemed
to be participants in the solicitation of proxies from VGAC's
shareholders in connection with the Transaction. Information
regarding the names and interests in the proposed transaction of
VGAC's directors and officers is contained in VGAC's filings with
the SEC. Additional information regarding the interests of such
potential participants in the solicitation process will also be
included in the registration statement (and will be included in the
definitive proxy statement/prospectus) and other relevant documents
filed with the SEC.
Contacts
Investor Relations:
23andMe
Sard Verbinnen & Co
23andMe-SVC@sardverb.com
VG Acquisition Corp.
FTI Consulting
US, Canada, South America, Australia – Antonia
Gray / Grace Altman
Antonia.Gray@fticonsulting.com / Grace.Altman@fticonsulting.com
UK, Middle East, Asia, Africa
– Charles Palmer
Charles.Palmer@fticonsulting.com
Media Relations:
23andMe
press@23andMe.com
Sard Verbinnen & Co
Paul Kranhold / John Christiansen / Chris Kittredge
23andMe-SVC@sardverb.com
VG Acquisition Corp.
FTI Consulting
US, Canada, South America, Australia – Antonia
Gray / Grace Altman
Antonia.Gray@fticonsulting.com / Grace.Altman@fticonsulting.com
UK, Middle East, Asia, Africa
– Charles Palmer
Charles.Palmer@fticonsulting.com
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SOURCE VG Acquisition Corp.