23andMe: From $6B Unicorn to $305M Nonprofit Sale

On March 23, 2025, 23andMe Holding Co. and its affiliated debtors initiated chapter 11 bankruptcy proceedings in the United States Bankruptcy Court for the Eastern District of Missouri (Case No. 25-40976), following a decline from a $6 billion peak valuation to approximately $50 million. The filing came after a data breach affecting nearly seven million customers, the resignation of the company's entire independent board, and the end of a drug discovery partnership with GlaxoSmithKline. Following a two-stage auction in which Regeneron Pharmaceuticals and company co-founder Anne Wojcicki competed, the bankruptcy court approved a $305 million sale to TTAM Research Institute, a nonprofit organization Wojcicki founded to acquire the company's assets—including the genetic data of more than 15 million customers. The confirmed liquidating plan, effective December 5, 2025, established a Plan Administration Trust to administer distributions from approximately $312.5 million in total asset realizations.

Debtor(s)	23andMe Holding Co. (13 jointly administered entities)
Court	U.S. Bankruptcy Court, Eastern District of Missouri (Eastern Division)
Case Number	25-40976
Judge	Hon. Brian C. Walsh
Petition Date	March 23, 2025
Confirmation Date	December 5, 2025
DIP Facility	$35M senior secured term loan (JMB Capital Partners); amended to $60M
Winning Bidder	TTAM Research Institute (Wojcicki nonprofit); $305M
Backup Bidder	Regeneron Pharmaceuticals ($151M)
Total Asset Realizations	~$312.5M ($302.5M Chrome sale + $10M Lemonaid sale)
Claims Agent	Kroll Restructuring Administration LLC

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From SPAC Boom to Nasdaq Delisting

23andMe was founded in April 2006 by Anne Wojcicki, Linda Avey, and Paul Cusenza in South San Francisco as a direct-to-consumer genetic testing company. By 2018, 23andMe had built a database of over five million genotyped customers, with more than 80% consenting to participate in genetic research. At the time of filing, revenue came primarily from consumer genetic testing (approximately 76%), with smaller contributions from the Lemonaid Health telehealth platform (16%) and pharmaceutical research collaborations (8%), as described in the First Day Declaration.

In June 2021, 23andMe went public through a merger with VG Acquisition Corp., a special purpose acquisition company backed by Richard Branson and Virgin Group. The SPAC deal valued the combined company at $3.5 billion and brought in approximately $592 million in gross proceeds. The stock jumped 35% on its first trading day, and the company reached a peak valuation of approximately $6 billion. Shortly after going public, 23andMe used a portion of the SPAC proceeds to acquire Lemonaid Health in November 2021 for $400 million.

After the SPAC merger, 23andMe never turned a profit. From 2020 through the first three quarters of fiscal 2025, the company accumulated net losses of $1.79 billion. In fiscal year 2024, 23andMe generated $220 million in revenue and $99 million in gross profit, but $781 million in operating expenses—including a $352 million goodwill impairment—produced a $680 million operating loss. Revenue had declined 27% year-over-year to $219.6 million. The stock price declined from highs above $17 per share after the SPAC merger to below $1 by September 2023, triggering a Nasdaq delisting notice. In October 2024, 23andMe executed a 1-for-20 reverse stock split to regain compliance, but the share price continued to fall. By the time of the bankruptcy filing, shares traded at approximately $0.73—equivalent to $0.037 per share on a pre-split basis, representing a 99.6% decline from peak valuation. 23andMe delisted from Nasdaq and deregistered with the SEC in May 2025. Debtwire data shows 40 former SPACs filed for bankruptcy since 2022.

GSK partnership and therapeutics program. In July 2018, GSK made a $300 million equity investment in exchange for an exclusive four-year collaboration to leverage 23andMe's genetic database for drug target discovery. Within four years, the partnership identified more than 50 therapeutic programs and advanced an immuno-oncology antibody targeting CD96 into clinical development. In January 2022, GSK exercised its option to extend the exclusive collaboration for a fifth year through July 2023, paying 23andMe a $50 million extension fee. The partnership ended without producing a commercial drug. By mid-2023, GSK chose not to continue co-developing new programs and shifted to a non-exclusive data licensing arrangement, paying $20 million for a one-year license to 23andMe's database. After the partnership ended, 23andMe reduced headcount in its therapeutics division. In August 2023, the company laid off 71 therapeutics employees—approximately half of the division's staff—following 75 job cuts in April. By November 2024, 23andMe ceased its in-house therapeutics program entirely and cut 40% of total headcount.

Board resignation and governance crisis. Throughout 2024, Wojcicki had pursued taking the company private. In July 2024, she submitted a proposal to acquire all shares she did not already own at $0.40 per share. A Special Committee of the board rejected the offer as not in the best interests of non-affiliated shareholders. On September 17, 2024, all seven independent directors resigned effective immediately. The departing directors included Sequoia Capital's Roelof Botha, YouTube CEO Neal Mohan, and Patrick Chung of Xfund, among others. In their resignation letter, the directors stated: "After months of work, we have yet to receive from you a fully financed, fully diligenced, actionable proposal that is in the best interests of the non-affiliated shareholders." They cited Wojcicki's concentrated voting power—approximately 49% of voting rights through Class B shares carrying ten votes per share compared to one vote for Class A shares. In a memo to employees, Wojcicki said she was "surprised and disappointed" by the resignations. The stock fell to $0.30 per share following the announcement.

Data Breach, Settlements, and Privacy Response

In October 2023, 23andMe disclosed a cybersecurity incident. A threat actor used credential stuffing to access approximately 14,000 user accounts; through the platform's DNA Relatives feature, the attackers obtained personal data from approximately 6.9 million connected profiles. The exposed information included ancestry reports, DNA matches, family names, and birthdates. Attackers targeted Chinese and Ashkenazi Jewish ancestry customers, posting their information for sale on dark web forums.

The breach triggered multiple class actions centralized in an MDL proceeding in the Northern District of California, approximately 35,000 arbitration demands, and state attorney general investigations. In September 2024, 23andMe agreed to a $30 million settlement, which Judge Edward M. Chen conditionally approved in December 2024. Following the bankruptcy filing, the settlement fund was increased to $50 million in September 2025, covering approximately 6.4 million U.S. residents. Only 24 persons opted out, and the court overruled all six objections when it granted final approval on January 30, 2026. Approximately 100,000 claims were submitted, including roughly 7,324 Health Information Claims entitled to automatic payment. Attorneys' fees were approved at 25% of the settlement fund, and 34 class representatives received service awards of $1,000 each.

A separate arbitration settlement of $9 million resolved the individual demands. The Canadian Data Breach Class Settlement of US$3.25 million (~CA$4.49 million), covering approximately 320,000 Canadian residents, received final approval on February 17, 2026, with only 12 opt-outs and five overruled objections. Canadian class counsel KND Complex Litigation received US$1.07 million in approved fees. The Pixel Class Settlement of $3.25 million remains pending, with a fairness hearing scheduled for March 18, 2026 after the court ordered supplemental notice to approximately 724,000 class members to disclose a $318,750 contingent fee payable to Dundon Advisers. Combined data breach-related settlements exceeded $65 million in aggregate.

Privacy and regulatory response. The bankruptcy filing prompted Attorney General Rob Bonta to issue a consumer alert regarding deletion rights under the Genetic Information Privacy Act and CCPA. Approximately 1.9 million consumers deleted their data in the months following the filing. The bankruptcy court appointed Professor Neil Richards of Washington University School of Law as Consumer Privacy Ombudsman, with Husch Blackwell LLP as CPO counsel (~$117,000 in approved fees). Richards produced a 200-page report concluding it was "highly unlikely" that typical customers understood the privacy terms regarding data transfer in bankruptcy and recommending affirmative consent, data deletion for non-consenting users, and restrictions on government data access. A 28 state attorneys general, led by New York Attorney General Letitia James, objected to the sale on June 9, 2025, arguing that genetic data is too sensitive to transfer without express customer consent. The UK Information Commissioner's Office separately fined 23andMe £2.31 million (~$3.14 million) for security failures that enabled the credential stuffing attack, finding that 23andMe had failed to implement multi-factor authentication, secure password protocols, and adequate monitoring. The U.S. government filed a notice of appearance in April 2025, noting potential national security concerns related to genetic data, and the House Oversight Committee held a hearing in June 2025 on privacy and national security risks. Senators Grassley, Cornyn, and Klobuchar introduced the Don't Sell My DNA Act in May 2025 to update the Bankruptcy Code with protections for consumer genetic data.

Moelis Marketing Process and JMB DIP Facility

Moelis & Company LLC was engaged as investment banker to the Special Committee in January 2025, later expanding its role to advise the company directly. Moelis contacted 103 potential counterparties—51 strategic and 52 financial—generating 42 signed confidentiality agreements. The Special Committee announced the strategic exploration on January 28, 2025. By February 20, multiple preliminary indications of interest had been received, but none resulted in a viable out-of-court solution. Wojcicki submitted an indication of interest at $0.41 per share—valuing the company at approximately $11 million—which also failed to result in a transaction. On March 10, 2025, she submitted a final non-binding acquisition proposal, which the Special Committee rejected. Wojcicki resigned as CEO upon filing but remained a director and potential bidder.

The Debtors evaluated three written DIP proposals, according to the First Day Declaration. The Special Committee selected a proposal from JMB Capital Partners after comparing it against an alternative from Wojcicki. The DIP Term Sheet was executed on March 23, 2025. The initial $35 million facility carried a 2.00% commitment fee ($700,000), a $100,000 work fee, and a 4.00% exit fee on drawn amounts, all non-refundable, secured by senior liens on substantially all assets with superpriority administrative expense status.

The court entered the Interim DIP Order on March 26, 2025, following the DIP Motion supported by Moelis Managing Director Andrew Swift. The Final DIP Order followed on April 23, 2025. The facility was subsequently amended twice—first in connection with the sale timeline and again on June 11, 2025, increasing total commitments to $60 million. The DIP was fully repaid upon the Chrome Sale closing on July 14, 2025.

Two-Stage Auction and Sale to TTAM

On March 28, 2025, the court entered the Bidding Procedures Order, establishing a timeline that called for stalking horse selection by April 25, an auction on May 14, and a sale hearing on June 17.

The first auction on May 14-16, 2025 concluded with Regeneron Pharmaceuticals as the winning bidder at $256 million and TTAM Research Institute—a nonprofit Wojcicki had founded in May to acquire 23andMe—as the backup bidder. Regeneron's asset purchase agreement covered the Personal Genome Service, Total Health, Research Services, and biobank assets, with Regeneron citing strategic value in genetic data for drug discovery across nearly 3 million consented participants' deidentified DNA sequences. On June 4, 2025, the court reopened the auction under a Final Proposal Procedures Order after TTAM made an unsolicited higher offer. The second auction resulted in TTAM winning at $305 million, with Regeneron declining to match, citing its assessment of the remaining value. Regeneron remained as backup bidder at $151 million.

On June 27, 2025, the bankruptcy court entered the Sale Order approving the sale to TTAM. The transaction closed on July 14, 2025, with TTAM agreeing to binding privacy commitments including establishing a Consumer Privacy Advisory Board within 90 days, publishing annual privacy reports to state attorneys general, providing two years of free Experian identity theft monitoring, allowing individuals to delete their data and opt out of research in perpetuity, and promising not to sell or transfer genetic data in connection with any future bankruptcy or change of control.

Separately, 23andMe's Lemonaid Health telehealth business was sold to Bambumeta Ventures, LLC for $10 million—a fraction of the $400 million acquisition price in 2021. TTAM had initially agreed to acquire Lemonaid for $2.5 million before Bambumeta submitted a higher winning bid at auction. Bambumeta closed the transaction on the plan's effective date, December 5, 2025.

Liquidating Plan and Plan Administration Trust

On December 5, 2025, the bankruptcy court entered the Confirmation Order confirming the Modified Fifth Amended Joint Plan of Chrome Holding Co. and its debtor affiliates—the sixth iteration of the plan since the initial filing on August 15, 2025. The plan underwent five amendments between September 30 and November 28, 2025, addressing objections from the U.S. Trustee, multiple states, and other parties. The plan's effective date occurred the same day as confirmation. The confirmed plan is a liquidating plan that established a Plan Administration Trust to distribute sale proceeds to creditors according to the Bankruptcy Code's priority scheme, with a Plan Administrator, a GUC Representative for unsecured creditor interests, and an Equity Representative for equity holder interests. Administrative and priority claims are to be paid in full, with general unsecured creditors receiving distributions from remaining trust proceeds. The Wojcicki Parties—including Wojcicki, ABeeC 2.0 LLC, and the Anne Wojcicki Foundation—were excluded from the plan's third-party releases and exculpation provisions; the Anne Wojcicki Foundation opted out of third-party releases.

Total asset realizations reached approximately $312.5 million: the Chrome sale to TTAM closed at $302.5 million on July 14, 2025, and the Lemonaid sale added $10 million at closing. The estate also received $16.5 million in proceeds from a cyber insurer settlement and policy buyback agreement approved December 4, 2025, under which the debtors indemnified carriers—including various Lloyds underwriters—from further claims capped at the settlement amount. The court set a general bar date of May 20, 2025. The case generated over 250,000 claims with aggregate asserted liabilities exceeding $51 trillion, driven largely by data breach-related claims. California alone asserted potential administrative claims exceeding $1 billion. In February 2026, the Plan Administration Trust filed nine omnibus claims objections under the confirmed plan covering insufficient documentation, interest holder claims, late-filed claims, and no-liability claims, with hearings set for March 18, 2026.

Both official committees supported plan confirmation. The Official Committee of Unsecured Creditors was appointed April 3, 2025; the Official Committee of Equity Security Holders was formed on July 21, 2025 and filed a Statement in Support of Plan Confirmation on November 18, 2025. The U.S. Trustee filed an objection to plan confirmation on November 5, 2025, which was addressed through subsequent plan amendments before confirmation. Multiple states—including Massachusetts, West Virginia, and California—also filed objections concerning the treatment of genetic data and regulatory claims. The court also approved the rejection of major office leases in Sunnyvale and Oyster Point as part of the estate wind-down.

Following confirmation, 23andMe's publicly traded equity was cancelled—25.5 million Class A shares and 2.1 million Class B shares, totaling more than 27.5 million shares. The company was renamed Chrome Holding Co. for purposes of administering remaining estate matters. On January 21, 2026, the court entered an order closing the affiliate cases, consolidating outstanding claims into the remaining Chrome Holding Co. case (No. 25-40976) without substantive consolidation. The closing order preserved the KR OP Tech appeal rights and authorized the Plan Administration Trust and Wind-Down Debtors to continue operating in the remaining case. November 2025 monthly operating reports—the most recent available—showed an ending cash balance of approximately $256.6 million, including roughly $17.8 million in Professional Fee Administrative Reserves.

Paul, Weiss Retention and $59.3 Million in Fees

Aggregate professional fees requested on a final basis reached approximately $59.3 million across all retained professionals. Final fee applications were filed in January 2026 for the period through December 5, 2025, with orders entered between January and March 2026.

Debtor professionals. Paul, Weiss, Rifkind, Wharton & Garrison LLP served as lead restructuring counsel and received approved fees of $25.99 million plus $285,000 in expenses, with a net payable of $1.54 million after prior payments. Alvarez & Marsal North America served as restructuring advisor, with approved fees of $8.68 million. Moelis & Company received approved fees of $5.39 million plus $73,000 in expenses for its investment banking services. Carmody MacDonald P.C. served as co-counsel, with approved fees of $780,000. Deloitte Tax LLP received approved fees of $299,000 for tax advisory services. Kroll Restructuring Administration LLC served as claims agent and requested $175,000; the order remained pending as of the February 17, 2026 hearing.

Committee professionals. Kelley Drye & Warren LLP served as lead counsel to the Official Committee of Unsecured Creditors, with approved fees of $7.37 million. Stinson LLP served as UCC co-counsel, with approved fees of $284,000. FTI Consulting served as UCC financial advisor, with approved fees of $3.42 million. Brown Rudnick LLP served as lead counsel to the Equity Committee, with approved fees of $2.45 million; Desai Law Firm LLC served as Equity Committee co-counsel, with approved fees of $32,000. Goodwin Procter LLP, special counsel to the Special Committee, requested $4.21 million, and Lewis Rice LLC, serving as special local counsel, requested $102,000; both fee hearings were adjourned to March 18, 2026.

Converge Settlement, KR OP Tech Appeal, and Wojcicki Indemnification

Converge Technology Solutions. Converge Technology Solutions US, LLC filed an application seeking $4.03 million as an administrative expense for cloud services (AWS, Google Cloud) provided during May through August 2025. The Wind-Down Debtors objected, disputing $604,947 for an unmet minimum commitment, $1.19 million in July AWS charges lacking documentation, and $720,485 in August charges that postdated the sale closing. The Debtors argued that invoices fell under "Assumed Liabilities" in the Chrome Purchase Agreement, making TTAM legally responsible. 23andMe Research Institute (f/k/a TTAM) filed a reply disputing preclusive effect on any claims against it. On March 4, 2026, the Plan Administration Trust and Converge reached a settlement of $6.11 million—against an original combined claim of $32.37 million—with the PAT retaining the right to seek reimbursement from 23andMe Research Institute.

Post-effective administrative expense applications. On January 3, 2026, three administrative expense applications were filed: 23andMe Research Institute sought unliquidated amounts for unperformed APA obligations and unpaid Transition Services Agreement payments; Wojcicki sought indemnification for legal fees in ongoing proceedings concerning her fiduciary duties, relying on Plan section V.E and Confirmation Order paragraph 133(c)(i); and former executive Kristen Quint sought $102,500 in severance plus indemnification expenses.

KR OP Tech appeal. KR OP Tech, LLC, a San Francisco landlord whose $9.7 million rejection damages claim was capped at approximately $5.6 million under section 502(b)(6), filed a notice of appeal of the plan confirmation order on December 23, 2025, challenging Judge Walsh's ruling that the statutory cap applies regardless of whether the debtor is potentially solvent. The record was transmitted to the U.S. District Court (Case No. 25-01805SEP) in January 2026, and the Wind-Down Debtors filed a counter-designation of record items. The affiliate case closing order expressly preserves the appeal rights.

Judith May show cause order. On January 29, 2026, the court issued an order to show cause directed at creditor Judith L. May, an unrepresented creditor residing in Ireland, for sending mass emails to court personnel falsely claiming the court had entered an order requiring 23andMe to pay her claim and for interrupting the January 20, 2026 hearing to repeat the claim. The court discharged the show cause on February 18, 2026. The Plan Administration Trust subsequently filed an omnibus objection to May's claims, with a hearing set for March 19, 2026.

Key Timeline

Frequently Asked Questions

Why did 23andMe file for bankruptcy?

23andMe filed chapter 11 due to a combination of factors: the company never achieved profitability and accumulated $1.79 billion in losses from 2020-2024; the October 2023 data breach affecting 6.9 million customers led to litigation costs and regulatory investigations; the GSK drug discovery partnership ended in July 2023 without producing a commercial drug; and the stock price declined 99.6% from peak valuations.

Who ultimately purchased 23andMe?

TTAM Research Institute, a nonprofit medical research organization founded by Anne Wojcicki specifically to acquire 23andMe, won the bankruptcy auction with a $305 million bid. Regeneron Pharmaceuticals was the backup bidder at $151 million after declining to match TTAM's offer.

What happened to customer genetic data?

The genetic data of more than 15 million customers was transferred to TTAM Research Institute as part of the sale. TTAM agreed to binding privacy commitments including maintaining the existing privacy policy, establishing a privacy advisory board, providing two years of free identity theft monitoring, and promising not to sell genetic data in future bankruptcies. Approximately 1.9 million customers deleted their data following the bankruptcy filing.

What was the data breach settlement?

The U.S. Data Breach Class Settlement was set at up to $50 million, covering approximately 6.4 million residents, with eligible claimants able to receive up to $10,000 for documented extraordinary losses and five years of privacy and genetic monitoring. The court granted final approval on January 30, 2026. Separate settlements addressed arbitration claims ($9 million), Canadian customers ($3.25 million), and tracking pixel claims ($3.25 million).

What are the aggregate professional fees?

Aggregate professional fees requested on a final basis reached approximately $59.3 million. Paul, Weiss received the largest approved amount at $25.99 million for lead restructuring counsel, followed by Alvarez & Marsal at $8.68 million and Kelley Drye & Warren at $7.37 million for UCC representation.

Who is the claims agent for 23andMe?

Kroll Restructuring Administration LLC serves as the claims and noticing agent. The firm maintains the official claims register and distributes case notifications to creditors and parties in interest.

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