Entwistle & Cappucci LLP Appointed Co-Lead Counsel in Securities Class Action Against Revance Therapeutics, Inc.

March 20, 2025

On March 20, 2025, the United States District Court for the Middle District of Tennessee appointed Entwistle & Cappucci LLP as Co-Lead Counsel in the securities class action against Revance Therapeutics, Inc. (“Revance” or the “Company”) and related defendants (collectively, “Defendants”).

In August 2024, Revance and skincare product company Crown Laboratories, Inc. (“Crown”) jointly announced they had entered into a merger agreement, pursuant to which Crown would acquire all outstanding shares of Revance’s common stock for $6.66 per share (the “Tender Offer”).  On September 23, 2024, Revance disclosed that: (i) it had “received a notice to remedy alleged material breaches . . . under the Company’s exclusive distribution agreement with Teoxane SA” (“Teoxane”), which allowed the Company to import, market, promote, sell and distribute Teoxane’s line of dermal fillers; and (ii) the Tender Offer had been delayed until October 4, 2025.

Following additional postponements of the Tender Offer, on December 9, 2024, Revance and Crown announced they had entered into an amended merger agreement, pursuant to which Crown would acquire all outstanding shares of Revance’s common stock for $3.10 per share – a reduction of over 50% from the original purchase price.

The action alleges that Defendants repeatedly issued or caused to be issued materially false or misleading statements, or omitted material facts, concerning Revance’s alleged breaches of the distribution agreement with Teoxane, and the risk such breaches posed for the Tender Offer.  Specifically, the complaint alleges that defendants made materially false statements and/or concealed that: (i) Revance was in material breach of the distribution agreement with Teoxane; (ii) the foregoing subjected the Company to an increased risk of litigation, as well as monetary and reputational harm; (iii) all the foregoing increased the risk that the Tender Offer would be delayed and/or amended; and (iv) as a result, the Company’s public statements were materially false and misleading at all relevant times.

The parties have submitted a proposed briefing scheduled concerning a consolidated complaint and anticipated motions to dismiss.  Briefing is expected to conclude by December 2025.