Bumble CEO Whitney Wolfe Herd Converts 21.2 Million Partnership Units to Stock
The joint filing, made Wednesday, covers a Monday conversion and leaves 22,660,195 Class A shares reported, mostly held indirectly.
On Monday, Bumble CEO Whitney Wolfe Herd and her Beehive Holdings III entity turned 21,230,911 partnership units into Class A common stock, a joint Form 4 (the report insiders file after trading) filed Wednesday shows. The conversion ran one-for-one, and Yahoo Finance reported that Ithaca Holdings agreed to take Bumble private the day after.
What the filing says
The units were common units of Buzz Holdings L.P. The filing's footnotes say they are exchangeable for Class A shares one-for-one under an exchange agreement dated February 10, 2021, and that these exchange rights do not expire.
After the conversion, the filing reports 22,660,195 shares held. Of those, 1,306,029 are held directly and 21,354,166 indirectly.
The indirect shares sit in three places, per the footnotes: Beehive Holdings III, LP, whose general partner is an entity of which Wolfe Herd is the sole member; her spouse; and a trust whose trustee is her spouse.
The converted shares make up 93.69% of the stake reported after the transaction. That is a share of her own reported holdings, not of Bumble's shares outstanding.
The deal around it
Yahoo Finance reported that the all-cash deal offers $6.05 per share and values Bumble at $1.3 billion. It also reported that Wolfe Herd has joined Blackstone in supplying the shareholder approval the deal requires.
Business Insider reported that Ithaca co-CEOs Ravi Gupta and John Hegeman would lead Bumble once the deal closes.
Bumble shares closed Wednesday at $5.97, up 67.2% this year and within 5% of the 52-week high of $5.98, according to market data. At that price, the post-conversion holding is worth about $135.3 million and the converted units about $126.7 million, estimates at current prices.
The filing itself does not address how the converted shares are treated if the takeover closes, so the next documents to read are the deal's closing filings.
Sources
- Form 4 — Whitney Wolfe Herd (BMBL) — SEC EDGAR
- Bumble Swipes Left on the Public Market — and Names 2 Male CEOs - Business Insider — Business Insider
- Bumble Soars 56% as Ithaca Holdings Agrees to Take It Private at $6.05 a Share; Match Group Advances 2% — Yahoo Finance
- Bumble Given a Billion Reasons to Go Private — gizmodo.com