Teoxane announces proposal to acquire Revance for $3.60 per share in cash

Teoxane SA announced that on January 6, it submitted a proposal to the Board of Directors of Revance (RVNC) Therapeutics to acquire Revance for $3.60 per share in cash. Teoxane beneficially owns 6.2% of the outstanding shares of common stock of Revance. Teoxane’s proposal provides a 16% premium over the $3.10 per share price in Revance’s amended and restated merger agreement with Crown Laboratories, as announced on December 9, 2024. Teoxane believes its proposal is a superior alternative to the amended and restated transaction with Crown. Teoxane has organized the resources to work as expeditiously as possible toward a transaction with Revance and is prepared to transact promptly. Teoxane has performed due diligence with publicly available information and would have only limited and specific confirmatory due diligence requirements. Teoxane already possesses deep knowledge of Revance’s operations and capabilities via its existing commercial relationship: Teoxane’s products represent a material portion of Revance’s current and prospective revenues under the companies’ existing Distribution Agreement. Closing the transaction would be subject to any applicable regulatory approvals, but Teoxane does not anticipate any significant regulatory risks or delays, and notes that Teoxane’s U.S. sales are already conducted effectively entirely through Revance’s platform, and that there are no other known geographical or portfolio overlaps today. Teoxane has substantial cash on hand, is highly profitable, and together with its financial advisor is already in discussions with financing sources that are familiar with Teoxane and the sector in order to secure committed financing for the transaction in a timely manner, in parallel with the completion of due diligence. Teoxane will obtain fully underwritten, binding commitment letters prior to signing a definitive agreement, which will not contain a financing contingency.