Genealogy website Ancestry.com — which filed for an IPO back in 2009 — has agreed to be acquired by an investor group led by European private equity firm Permira in a cash deal worth $1.6 billion, or $32 per share. Ancestry.com described the buyout as a “definitive merger agreement”.
The deal was first reported by the Wall Street Journal — citing “people familiar with the matter” and suggesting an expansion in Western Europe as a goal. It has since been confirmed to TechCrunch by Ancestry.com.
“This is a successful outcome for our public stockholders, and a great day for Ancestry.com employees and subscribers around the world,” said CEO Tim Sullivan. “We’re excited that Permira shares our commitment to keep investing in our technology and product experience to make family history easy and accessible for more and more families around the world.”
The transaction represents a 41 percent premium over Ancestry.com’s closing stock price on June 5, 2012, the company’s last trading day prior to press reports that it was looking for a buyer. The company is due to report its Q3 2012 financials on Wednesday. Earlier this month it bought print photograph digitizing startup 1000memories, and also recently acquired competitor Archives.com for $100 million. It has more than two million paying subscribers, and grew its revenues from $166 million in 2007 to $399.7 million in 2011.
Ancestry.com’s release follows below in full
Ancestry.com (Nasdaq:ACOM), the global leader in online family history, and Permira, the European private equity firm with global reach, today announced that a company owned by the Permira funds and co-investors has entered into a definitive merger agreement to acquire Ancestry.com for $32.00 per share in cash in a transaction valued at $1.6 billion. Tim Sullivan, Ancestry.com’s President and Chief Executive Officer, and Howard Hochhauser, Ancestry.com’s Chief Financial Officer and Chief Operating Officer, will maintain a majority of their equity stakes in the company as part of the transaction. Spectrum Equity will also remain an investor in the company.
The transaction represents a premium of 41% over Ancestry.com’s closing stock price on June 5, 2012, the last trading day prior to press reports that Ancestry.com had retained a financial advisor in connection with a possible sale of the company. The disinterested members of Ancestry.com’s Board of Directors have unanimously approved the transaction and recommend that Ancestry.com stockholders approve the merger. Affiliates of Spectrum Equity, which together own approximately 30% of the company’s outstanding shares, have agreed to vote their shares in favor of the merger.
Ancestry.com is the world’s largest online family history resource. Its global network of websites empowers users to make meaningful discoveries and share their family history. Over 15 years Ancestry.com has assembled an unrivaled worldwide collection of over 10 billion digitized, indexed records and built a feature-rich, engaging product experience for its 2 million-plus subscribers. The company’s best-in-class technology ensures access everywhere via web, desktop and mobile.
“This is a successful outcome for our public stockholders, and a great day for Ancestry.com employees and subscribers around the world,” said Tim Sullivan. “We’re excited that Permira shares our commitment to keep investing in our technology and product experience to make family history easy and accessible for more and more families around the world. Their strong investment track record in the technology and Internet sectors makes them a terrific advisor and partner as we take the company forward.”
Added Charles Boesenberg, Chairman of the Board of Ancestry.com, “Our board conducted a thorough sale process, and we are pleased to be able to offer our stockholders this premium transaction.”
Brian Ruder, Partner and Head of Permira’s Menlo Park office said: “With its pioneering technology and market leading position, Ancestry.com is an exciting investment opportunity for the Permira funds. We are thrilled to be able to back the company as it continues to develop new and innovative content, and expand in both its core markets and into new geographies. We look forward to bringing Permira’s technology and media experience to bear in supporting Tim, Howard and the rest of the talented team at Ancestry.com and its mission of helping everyone discover, preserve and share their family history.”
Ancestry.com and Permira indicated that the company will continue executing on its growth strategy and initiatives led by content acquisition and technology investment, with the support of the Permira funds and the investor group. There are no anticipated changes in Ancestry.com’s operating structure. Ancestry.com’s focus will continue to be on investing in content, technology and its user experience, expanding its product offerings in areas like DNA, and building the Ancestry.com brand and the family history category, all on a global basis. Ancestry.com will remain headquartered in Provo, Utah, with a continued large presence in San Francisco, Dublin, London and other international markets.
The transaction, which is subject to the approval of holders of a majority of the outstanding shares of Ancestry.com common stock and other customary closing conditions, is expected to close in early 2013. The company will file additional details regarding the transaction shortly with the Securities and Exchange Commission on a Form 8-K, and in proxy materials to be provided to the company’s stockholders in connection with the special meeting to vote on the merger.
The Board of Directors of Ancestry.com received financial advice from Qatalyst Partners LP, who also provided a fairness opinion in connection with the transaction, and Wachtell, Lipton, Rosen & Katz served as the company’s legal counsel. Morgan Stanley served as financial advisor to the Permira funds while Fried, Frank, Harris, Shriver & Jacobson LLP and Clifford Chance LLP served as legal advisors. The Permira funds were also advised by McKinsey & Company, Aon M&A Solutions, and PricewaterhouseCoopers LLP. Barclays, Credit Suisse Securities, Deutsche Bank, Morgan Stanley and RBC Capital Markets have agreed to provide financing to the acquiring company in connection with the merger.