Tender Offers for Revance Therapeutics, Inc.
Form Type: SC 14D9/A
Filing Date: 2025-01-02
Corporate Action: Tender-offer
Type: Update
Accession Number: 000114036125000082
Comments: This document is an Amendment No. 1 to the Solicitation/Recommendation Statement on Schedule 14D-9 filed by Revance Therapeutics, Inc., regarding a cash tender offer by Reba Merger Sub, Inc., a wholly owned subsidiary of Crown Laboratories, Inc. The tender offer is for all outstanding shares of Revance at a price of $3.10 per share. The offer's terms, conditions, and related agreements are discussed, including the significant conditions under which the tender offer will be completed, such as the requirement for a majority of shares to be tendered and free from governmental prohibitions. The expiration date for the offer is set for January 13, 2025, with extension possibilities. The document also details the merger agreement and the implications for Revance’s stockholders, including equity awards and compensation for executives dependent on the tender offer's results. Other discussions cover the interests of various stakeholders and relevant agreements between the parties involved in the transaction.
Document Link: View Document
Additional details:
Subject Company Name: Revance Therapeutics, Inc.
Offer Price: 3.10
Expiration Time: 2025-01-13
A R Merger Agreement Date: 2024-12-07
Number Of Shares Outstanding: 104,389,885
Crown Laboratories Contact Address: c/o Crown Laboratories, Inc., 207 Mockingbird Lane, Johnson City, Tennessee 37604
Form Type: SCHEDULE 1
Filing Date: 2024-12-19
Corporate Action: Tender-offer
Type: Update
Accession Number: 000095010324017967
Comments: On December 9, 2024, Revance Therapeutics, Inc. announced entering into an Amended and Restated Agreement and Plan of Merger with Crown Laboratories, Inc. and Reb Merger Sub, Inc. Crown commenced a tender offer on December 12, 2024, to purchase all outstanding shares of Common Stock at a price of $3.10 per share. The Reporting Person believes the Proposed Transaction undervalues the Issuer and is not in the best interests of the Issuer or its stockholders. The Reporting Person intends to review its investment continuously and may engage in discussions with management, stockholders, and third parties regarding alternative strategic transactions.
Document Link: View Document
Additional details:
Tender Offer Price: 3.10 USD
Percentage Spun Off: 6.2%
Form Type: 8-K
Filing Date: 2024-12-12
Corporate Action: Tender-offer
Type: Update
Accession Number: 000114036124049072
Comments: On December 11, 2024, Revance Therapeutics, Inc. entered into an amendment to the Amended and Restated Agreement and Plan of Merger with Crown Laboratories, Inc. and Reba Merger Sub, Inc. The Amendment clarifies the mechanism for calculating the Expiration Time related to the tender offer and merger agreement. The A&R Merger Agreement, originally dated December 7, 2024, remains in effect except for modifications by the Amendment. The document includes forward-looking statements regarding the Company’s performance, expectations about the tender offer, and potential risks associated with the merger process. The tender offer has not yet commenced, and future documents related to the tender offer will be filed with the SEC and made available to shareholders.
Document Link: View Document
Additional details:
Expiration Time Mechanism: clarified
Date Of Merger Agreement: 2024-12-07
Amendment Date: 2024-12-11
Form Type: SC 14D9
Filing Date: 2024-12-12
Corporate Action: Tender-offer
Type: Update
Accession Number: 000114036124049087
Comments: Revance Therapeutics, Inc. filed a Schedule 14D-9 in connection with a tender offer initiated by Crown Laboratories, Inc. through its wholly-owned subsidiary, Reba Merger Sub, Inc. The offer allows for the purchase of all outstanding shares of Revance’s common stock at a price of $3.10 per share in cash. As of November 29, 2024, there were approximately 104,389,885 shares of common stock issued and outstanding. The Revance Board unanimously recommends that stockholders tender their shares in connection with this offer. The document highlights the financial implications of the offer, the intentions of Revance's leadership regarding the tendering of their shares, and the overall process surrounding the merger. The minimum condition for the tender offer includes valid tenders of a majority of the total shares.
Document Link: View Document
Additional details:
Tender Offer Price: 3.10 USD
Offer Expiration Date: 2025-01-13
Minimum Condition: majority of voting power tendered
Termination Fee: 13,373,000 USD
Total Shares Outstanding: 104,389,885
Effective Time: to be determined following the merger
Form Type: 8-K
Filing Date: 2024-11-07
Corporate Action: Tender-offer
Type: Update
Accession Number: 000147929024000127
Comments: Revance Therapeutics, Inc. announced a pending merger with Crown Laboratories, Inc. This is part of a broader financial report dated November 7, 2024. The document is filed as a Form 8-K with the SEC. The announcement also includes the financial results for the quarter ended September 30, 2024. The filing indicates that Revance Therapeutics is incorporated in Delaware and is registered with the SEC under file number 001-36297. The merger and results are expected to impact the company and its commercial performance. The press release referenced in the report is attached as an exhibit. No specific tender offer price or percentage acquisition details were provided in the document.
Document Link: View Document
Additional details:
Acquirer Cik: 847385
Target Cik: 1479290
: 0
Form Type: 8-K
Filing Date: 2024-08-28
Corporate Action: Tender-offer
Type: New
Accession Number: 000147929024000118
Comments: Price not yet set, commencement date delayed, agreeing on timings
Document Link: View Document
Additional details:
Acquirer Cik: 847385
Target Cik: 1479290
: stock
Percentage: 100