M&A: Revance Therapeutics, Inc.

Form Type: SC 14D9/A

Filing Date: 2025-01-08

Corporate Action: Acquisition

Type: Update

Accession Number: 000114036125000490

Comments: This document serves as Amendment No. 2 to the Solicitation/Recommendation Statement filed by Revance Therapeutics, Inc. regarding a cash tender offer by Reba Merger Sub, Inc., a subsidiary of Crown Laboratories. The amendment updates previously filed information and introduces an unsolicited acquisition proposal from Teoxane, offering $3.60 per share, which Revance's Board of Directors is considering as potentially superior to the existing offer. The Revance Board convened to evaluate the proposal after receiving it on January 6, 2025, and agreed to engage in negotiations with Teoxane, adhering to the terms of the existing A&R Merger Agreement. Relevant correspondence, including the Crown Letter expressing views on the Teoxane Proposal, is included as Exhibit 99.1. The document outlines the ongoing discussions, considerations for financing, and the due diligence process as stipulated by Teoxane.

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Form Type: SCHEDULE 13D/A

Filing Date: 2025-01-06

Corporate Action: Acquisition

Type: Update

Accession Number: 000095010325000171

Comments: This amendment updates the scheduling of the previously filed Schedule 13D regarding Revance Therapeutics, Inc. It reports that as of January 6, 2025, a proposal was submitted by Teoxane SA to acquire all outstanding shares of Common Stock at a price of $3.60 per share, which is perceived to be an improvement over an earlier tender offer initiated by Crown Laboratories at $3.10 per share. The proposal indicates a concern that the ongoing acquisition plan undervalues Revance and may not align with shareholder interests. The proposal is characterized as non-binding, preliminarily indicating interest without obligation for further negotiation on definitive terms. It covers potential actions related to corporate restructuring, board changes, and shareholder policies. Additionally, as of January 6, the Reporting Person holds approximately 6.2% of the outstanding shares.

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