October 22, 2012
PROVO, Utah, Oct. 22, 2012 (GLOBE NEWSWIRE) -- 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 bes-itn-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. Morga 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, an
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.
Ancestry.com Third Quarter 2012 Financial Results
As previously announced, Ancestry.com will release financial
results for its third quarter 2012 on Wednesday, October
24,
2012 at approximately 2:00 p.m. MT (4:00 p.m. ET). In light
of today's announcement, the company will no longer be
hosting a corresponding conference call with analysts and
investors to discuss the financial results.
About Ancestry.com
Ancestry.com Inc. (Nasdaq:ACOM) is the world's largest
online family history resource, with more than 2 million
paying subscribers. More than 10 billion records have been
added to the site in the past 15 years. Ancestry users have
created more than 39 million family trees containing
approximately 4 billion profiles. In addition to its flagship
site, Ancestry.com offers several localized Web sites
designed to empower people to discover, preserve and share
their family history.
The Ancestry.com, Inc. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=13617
About Permira
Permira is a European private equity firm with global reach.
The Permira funds, raised from pension funds and other
institutions, make long-term investments in companies with
the ambition of transforming their performance and driving
sustainable growth. Founded in 1985, the firm advises funds
with a total committed capital of approximately $26
billion.
Permira established its presence in North America with the
opening of the New York office in 2002 followed by the Menlo
Park office in 2008. The Permira funds have a long track
record of successful technology and digital media investing
in companies around the world including Odigeo, NDS,
Renaissance Learning and Genesys. Since 1997, over 30% of the
Permira funds' investments have been in the core sector
of Technology, Media & Telecom.
For more information visit: www.permira.com.
Forward-looking Statements
Statements about the expected timing, completion and effects
of the proposed merger and all other statements in this
document, other than historical facts, constitute
forward-looking statements within the meaning of the safe
harbor provisions of the Private Securities Litigation Reform
Act of 1995. Readers are cautioned not to place undue
reliance on these forwar-d looking statements and any such
forward-looking statements are qualified in their entirety by
reference to the following cautionary statements. All
forward-looking statements speak only as of the date hereof
and are based on current expectations and involve a number of
assumptions, risks and uncertainties that could cause the
actual results to differ materially from such forward-looking
statements. The Company may not be able to complete the
proposed merger on the terms described above o other
acceptable terms or at all because of a number of factors,
including the failure to obtain stockholder approval or the
failure to satisfy the closing conditions. Factors that may
affect the business or financial results of the Company are
described in the risk factors included in the Company's
filings with the Securities and Exchange Commission,
including the Company's
2011 Annual Report on Form 10-K and later filed quarterly
reports on Form 10-Q and Current Reports on Form 8-K, which
factors are incorporated herein by reference. The Company
expressly disclaims a duty to provide updates to
forwar-dlooking statements, whether as a result of new
information, future events or other occurrences.
Additional Information and Where to Find It
In connection with the proposed merger transaction, the
Company will file with the SEC and furnish to the
Company's stockholders a proxy statement. Stockholders
are urged to read the proxy statement when it becomes
available because it will contain important information about
the proposed transaction. Investors and security holders may
obtain a free copy of documents filed by Ancestry.com with
the SEC at the SEC's website at http://www.sec.gov. In addition,
investors and security holders may obtain a free copy of
Ancestry.com's filings with the SEC from
Ancestry.com's website at ir.ancestry.com.com/sec.cfm or
by directing a request to: Ancestry.com 360 West 4800 North,
Provo, Utah 84604, Attn: Invest Relations, (801)
705-7942.
The Company and certain of its directors and executive
officers may be deemed to be participants in the solicitation
of proxies from stockholders of the Company in favor of the
proposed merger. Information about the directors and
executive officers of the Company is set forth in the proxy
statement for the Company's 2012 annual meeting of
stockholders, as filed with the SEC on Schedule 14A on April
11, 2012. Additional information regarding the interests of
these individuals and other persons who may be deemed to be
participants in the solicitation will be included in the
proxy statement the Company will file with the SEC.
CONTACT: Ancestry.com
Investors: Aaron Felix (801) 705-7942
afelix@ancestry.com
Media:
Heather Erickson (801) 705-7104 herickson@ancestry.com
Permira
Sard Verbinnen & Co
Brooke Gordon/Nathaniel Garnick
(212) 687-8080
Noemie de Andia
+44 79 7338 7473 noemie.deandia@permira.com
Matthieu Roussellier
+44 20 7632 1053 matthieu.roussellier@permira.com
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