Simpson Thacher represented Arches Buyer Inc., the indirect parent company of Ancestry, in connection with a Rule 144A/Regulation S offering of $250 million aggregate principal amount of 4.25% Senior First Lien Notes due 2028 (the “Additional Notes”). The Additional Notes were issued as additional notes under the same indenture governing Ancestry’s $700 million aggregate principal amount of 4.25% Senior First Lien Notes due 2028 that were issued on December 4, 2020 (the “Original Notes”). Ancestry intends to use the net proceeds of the offering, together with cash on hand, to fund a distribution to the owners of the economic interests in their indirect parent company and to pay fees, costs and expenses related to the offering.
Ancestry is the global leader in family history, which includes its subscription business and AncestryDNA products. Ancestry has approximately 3.8 million subscribers and also has the world’s largest consumer DNA network of more than 20 million genomes.
The Simpson Thacher team for the transaction included Jonathan Ozner and Adriana Estor Restrepo (Capital Markets); Elizabeth Cooper and Michael Chao (M&A); Jon Pall (Collateral); Alysha Sekhon (Intellectual Property); Michael Mann and Scott Grundei (Tax); Gregory Grogan, Jeanne Annarumma and Alan Fenyes (Executive Compensation and Employee Benefits); and Brian Gluck and Adam Moss (Credit).