Bumble Agrees To $6.05-A-Share Take-Private Deal As Paying Users Keep Falling
The dating-app company's all-cash sale to Ithaca Holdco is valued at about $1.3 billion, with a $29.0 million termination fee in play.
Bumble, which runs the Bumble, Badoo and BFF dating and friendship apps, agreed on October 12 to be bought by Ithaca Holdco for $6.05 a share in cash, a deal it values at about $1.3 billion, according to its quarterly report filed Wednesday. The board has approved the deal and the requisite stockholder approval is already in hand.
Terms and the exit clock
The $6.05 payout excludes dissenting, cancelled and rollover shares. After closing, Bumble goes private and its Class A stock leaves public trading.
Bumble would owe Ithaca a $29.0 million termination fee if the agreement ends under specified circumstances, the risk factors say. Either side can also walk if the merger has not closed by 5:00 p.m. Eastern on July 12, 2027.
Among the closing conditions are expiry of the antitrust waiting period and the mailing of a Schedule 14C information statement followed by 20 days. The company's market value was $799 million in Wednesday's report.
In a related step, an entity affiliated with the Founder exchanged 21.2 million Common Units for Class A shares on October 12. That cut the noncontrolling stake in Bumble Holdings from 13.8% at September 30 to less than 0.1%.
Another quarter of shrinking payers
Bumble App paying users fell 15.1% to 2.0 million in the third quarter, after a 16.9% decline to 2.1 million in the second quarter. Average revenue per paying user on the app slipped 0.9% to $28.02.
Revenue was $207.1 million against $246.2 million a year earlier. Net earnings were $31.6 million, down from $51.6 million, and adjusted EBITDA was $60.5 million against $83.1 million.
For the first nine months, revenue was $630.0 million versus $741.5 million, and the net loss was $43.6 million, including a $169.3 million impairment charge.
Write-downs and costly debt
The impairments, $129.3 million on goodwill and $40.0 million on indefinite-lived brands, came after what the company called a sustained stock-price decline. The tests used a 30.0% discount rate, up from 18.5% in the fourth quarter of 2025 and 14.0% in mid-2025.
In April, Bumble refinanced into a term loan priced at Term SOFR plus 8.0%. The rate in effect at September 30 was 11.69% on $460.2 million outstanding, against 7.17% and 7.67% on the prior loans a year earlier.
The company warns the pending deal could hurt it whether or not it closes, including if members leave over a negative view of the merger.
The deal's outside date is July 12, 2027, and until it closes Bumble says it will keep running its existing growth strategy.
Sources
- 10-Q Filing — Bumble (BMBL) — SEC EDGAR
- 10-Q Filing — Bumble (BMBL), Q2 FY2026 filed 2026-08-06 (comparison basis) — SEC EDGAR
- Bumble Inc. (NASDAQ:BMBL) : Articles :: Law360 — law360.com
- Swipe fees: Dating apps can cost up to $600 a year, report finds — silive.com
- Gen Z singletons warm up to dating apps, but wary of AI playing Cupid — news24.com
- Private Equity : Law360 : Legal News & Analysis — law360.com
- October M&A wrap: Bumble goes private, Gameto acquired at $1.4B valuation - Austin Business Journal — bizjournals.com
