Crown Laboratories Announces Completion of Acquisition of Revance Therapeutics

Rhea-AI Summary

Crown Laboratories has successfully completed its acquisition of Revance Therapeutics (NASDAQ: RVNC) through a tender offer at $3.65 per share. The tender offer expired on February 4, 2025, with approximately 86,197,893 shares (82.0% of outstanding shares) validly tendered and accepted for payment.

Following the tender offer completion, Crown executed a second-step merger to finalize the acquisition. As a result, Revance's common stock will be delisted from the NASDAQ Global Select Market and deregistered under the Securities Exchange Act of 1934. Leerink Partners and PJT Partners served as financial advisors to Crown, while Kirkland & Ellis LLP and Lowenstein Sandler LLP provided legal counsel.

Positive

• Successful acquisition with high shareholder participation (82% of shares tendered)
• Strategic expansion strengthening Crown's position in aesthetics and skincare
• All-cash transaction providing immediate liquidity to RVNC shareholders

Negative

• RVNC shareholders lose potential future upside as company goes private
• Delisting from NASDAQ removes public trading opportunity

Insights

M&A Specialist

The completion of Crown Laboratories' acquisition of Revance Therapeutics marks a significant consolidation in the aesthetics and skincare industry. The 3.65 per share all-cash transaction values Revance at approximately 381 million, representing Crown's strategic move to expand its presence in the high-growth aesthetics market.

The deal's structure and execution demonstrate several key strategic elements: First, the 82% tender offer acceptance rate indicates strong shareholder support for the transaction. Second, the all-cash nature of the deal provides immediate liquidity for Revance shareholders while eliminating market risk.

This acquisition has broader implications for the aesthetics industry landscape. Crown, already known for brands like PanOxyl and Blue Lizard, gains access to Revance's innovative biotechnology platform and product pipeline. This vertical integration positions Crown more competitively against industry giants like Allergan and Galderma, particularly in the premium segment of the market.

For investors in the aesthetics and biotech sectors, this deal signals:

• Continued consolidation trends in the aesthetics industry
• Private equity's growing interest in the dermatology and aesthetics space
• The strategic value of combining traditional skincare with biotechnology capabilities
• The premium being placed on innovation and intellectual property in the sector

The transition from public to private ownership under Crown suggests a focus on long-term value creation without quarterly earnings pressures. The integration phase will be crucial, particularly in maintaining Revance's innovation pipeline while achieving operational synergies.

The business combination reinforces Crown's position as a leading, innovative, high-growth aesthetics and skincare company

JOHNSON CITY, Tenn., Feb. 6, 2025 /PRNewswire/ -- Crown Laboratories, Inc. ("Crown"), a privately held, global innovative leader in the skincare industry, today announced the successful closing of its acquisition of Revance Therapeutics, Inc. ("Revance") (NASDAQ: RVNC), a biotechnology company aimed at setting the new standard in healthcare with innovative aesthetic and therapeutic offerings.

The Offer and the Merger

Crown's tender offer to acquire all of the issued and outstanding shares of common stock, par value $0.001 per share (each, a "Share") of Revance at a purchase price of $3.65 per Share, net to the stockholder in cash, without interest and less any applicable tax withholding (the "Offer"), expired as scheduled at one minute past 11:59 p.m., Eastern Time, on February 4, 2025, and was not further extended (such date and time, the "Expiration Time"). Crown previously announced that Computershare Trust Company, N.A., the depositary and paying agent for the tender offer, advised Crown that, as of the Expiration Time, 86,197,893 Shares were validly tendered and not properly withdrawn in the Offer, representing approximately 82.0% of the issued and outstanding Shares as of the Expiration Time. In accordance with the terms of the Offer, Crown and its affiliate, Reba Merger Sub, Inc. ("Merger Sub"), accepted for payment all such Shares that were validly tendered and not properly withdrawn pursuant to the Offer. Following completion of the Offer, Crown completed the acquisition of Revance through the previously-planned and announced second-step merger. Revance's common stock will be delisted from the NASDAQ Global Select Market and deregistered under the Securities Exchange Act of 1934, as amended.

Advisors

Leerink Partners and PJT Partners served as financial advisors to Crown; Kirkland & Ellis LLP and Lowenstein Sandler LLP served as legal advisors to Crown.

About Crown

Crown, a privately held, fully integrated global skincare company, is committed to developing and providing a diverse portfolio of aesthetic, premium and therapeutic skincare products that improve the quality of life for its consumers throughout their skincare journey. An innovative company focused on skin science for life, Crown's unyielding pursuit of delivering therapeutic excellence and enhanced patient outcomes is why it has become a leader in Dermatology and Aesthetics. Crown has been listed on the Inc. 5000 Fastest Growing Privately Held Companies List for eleven years and has expanded its distribution to over 50 countries. For more information, visit www.crownlaboratories.com.

The "Crown" logo, PanOxyl and Blue Lizard are registered trademarks of Crown Laboratories, Inc.  SkinPen and StriVectin are registered trademarks of Bellus Medical, LLC and StriVectin Operating Company, Inc., respectively.

Forward-Looking Statements

Certain statements contained in this press release are "forward-looking statements." The use of words such as "anticipates," "hopes," "may," "should," "intends," "projects," "estimates," "expects," "plans" and "believes," among others, generally identify forward-looking statements. All statements, other than statements of historical fact, are forward-looking statements. These forward-looking statements include, among others, statements relating to Revance's and Crown's future financial performance, business prospects and strategy, expectations with respect to the integration following the merger, including the timing thereof and Revance's and Crown's ability to successfully complete such transactions and realize the anticipated benefits. Actual results could differ materially from those contained in these forward-looking statements for a variety of reasons, including, among others, difficulties or unanticipated expenses in connection with integrating the parties' operations, products and employees and the possibility that anticipated synergies and other anticipated benefits of the transaction will not be realized in the amounts expected, within the expected timeframe or at all, the effect of the merger on Revance's and Crown's business relationships (including, without limitations, partners and customers), and other circumstances beyond Revance's and Crown's control. You should not place undue reliance on these forward-looking statements. All forward-looking statements in this communication are based on information available as of the date of this communication, and except as required by law, neither Revance nor Crown undertakes any duty to update forward-looking statements to reflect events after the date of this press release.

Contacts

Media:
Alecia Pulman
ICR 
Crown@icrinc.com

 

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SOURCE Crown Laboratories, Inc.

FAQ

What is the acquisition price per share for Revance Therapeutics (RVNC)?

Crown Laboratories acquired Revance Therapeutics at $3.65 per share in cash, without interest and less applicable tax withholding.

How many shares of RVNC were tendered in the Crown acquisition?

86,197,893 shares were validly tendered, representing approximately 82.0% of Revance's issued and outstanding shares.

When did the tender offer for RVNC expire?

The tender offer expired at one minute past 11:59 p.m., Eastern Time, on February 4, 2025.

What happens to Revance (RVNC) stock after the Crown acquisition?

Revance's common stock will be delisted from the NASDAQ Global Select Market and deregistered under the Securities Exchange Act of 1934.

Who were the financial advisors for Crown's acquisition of RVNC?

Leerink Partners and PJT Partners served as financial advisors to Crown for the acquisition.