New York, New York–(Newsfile Corp. – January 6, 2025) – The law firm of Kirby (NYSE:) McInerney LLP announces that a class action lawsuit has been filed in the U.S. District Court for the Middle District of Tennessee on behalf of those who acquired Revance Therapeutics (NASDAQ:), Inc. (“Revance” or the “Company”) (NASDAQ: RVNC) securities during the period from February 29, 2024, through December 6, 2024 (“the Class Period”). Investors have until March 4, 2025, to apply to the Court to be appointed as lead plaintiff in the lawsuit.
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Prior to the Class Period, in January 2020, Revance entered into a distribution agreement (the “Distribution Agreement”) with Teoxane SA (“Teoxane”), pursuant to which Teoxane granted Revance the exclusive right to import, market, promote, sell, and distribute Teoxane’s line of Resilient Hyaluronic Acid dermal fillers, in exchange for 2,500,000 shares of Revance common stock. In addition, under the Distribution Agreement, Revance is required to meet certain minimum purchase obligations and certain minimum expenditure requirements and either party may terminate the Distribution Agreement in the event of “a material breach by the other party.”
In August 2024, Revance and Crown Laboratories, Inc. (“Crown”), a privately held marketer and manufacturer of skincare products, jointly announced that they had entered into a merger agreement (the “Merger Agreement”). Under the terms of the Merger Agreement, Crown would commence a tender offer (the “Tender Offer”) to acquire all outstanding shares of Revance’s common stock for $6.66 per share in cash, representing a total enterprise value of $924 million.
On September 23, 2024, Revance disclosed in an SEC filing that it “received a notice to remedy alleged material breaches, including breaches of the maximum level of buffer stock and required efforts to promote and sell Teoxane products, under the Company’s exclusive distribution agreement with Teoxane SA.” Due to the dispute with Teoxane, Revance advised that Crown’s Tender Offer had been delayed until at least October 4, 2024. On this news, the price of Revance shares declined by $0.45 per share, or 7.66%, from $5.81 per share on September 20, 2024, to close at $5.36 on September 23, 2024.
Then, on December 9, 2024, Revance disclosed in an SEC filing that Crown and Revance had amended their merger agreement, and that Crown would shortly commence a tender offer to acquire all outstanding shares of Revance’s common stock for $3.10 per share in cash – a reduction of over 50% from the previously-announced purchase price. On this news, the price of Revance shares declined by $0.79 per share, or approximately 20.68%, from $3.82 per share on December 6, 2024, to close at $3.82 on December 9, 2024.
The complaint alleges that defendants, throughout the Class Period, made false and/or misleading statements and/or failed to disclose that: (1) Revance was in material breach of the Distribution Agreement; (2) the foregoing subjected the Company to an increased risk of litigation, as well as monetary and reputational harm; and (3) all the foregoing increased the risk that the Tender Offer would be delayed and/or amended.
If you purchased or otherwise acquired Revance securities, have information, or would like to learn more about this investigation, please contact Thomas W. Elrod of Kirby McInerney LLP by email at investigations@kmllp.com, or fill out the contact form below, to discuss your rights or interests with respect to these matters without any cost to you.
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Kirby McInerney LLP is a New York-based plaintiffs’ law firm concentrating in securities, antitrust, whistleblower, and consumer litigation. The firm’s efforts on behalf of shareholders in securities litigation have resulted in recoveries totaling billions of dollars. Additional information about the firm can be found at Kirby McInerney LLP’s website.
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