Revance Therapeutics Merger $17M Securities Settlement
Revance Therapeutics Merger $17M Securities Settlement

Investors who purchased or otherwise acquired Revance Therapeutics Inc. common stock or 1.75% fixed coupon convertible senior unsecured notes between Feb. 29, 2024, and Feb. 6, 2025, may be eligible to claim a cash payment from a class action settlement.

Revance Therapeutics Inc. and certain executives agreed to pay $17 million to settle a securities class action lawsuit alleging they made materially false and misleading statements and omitted material facts regarding the company's relationship with Teoxane SA and the tender offer and merger transaction with Crown Laboratories Inc. The lawsuit claimed these misrepresentations artificially inflated the price of Revance securities and caused investor losses when Revance issued corrective information.

Who can file a claim?

The settlement includes all persons and entities who purchased or otherwise acquired Revance securities between Feb. 29, 2024, and Feb. 6, 2025, inclusive, including common stock (CUSIP 761330109; ticker RVNC) and 1.75% fixed coupon convertible senior unsecured notes (CUSIP 761330AB5).

Additional details

  • Both individuals and entities can be class members.
  • The actual beneficial owner or a legal representative must submit the claim.
  • Joint owners must each sign the claim form.
  • Executors, administrators, guardians, conservators and trustees may submit claims on behalf of others and must provide proof of authority.
  • Claimants filing for multiple accounts must submit a separate claim form for each account.

How much can class members get?

The total settlement fund is $17,000,000. The amount each class member receives depends on several factors:

  • The number of valid claims submitted
  • The type, amount and timing of securities purchased or acquired
  • Whether and when class members sold their securities
  • The total recognized claims of all claimants

The settlement administrator will distribute payments on a pro rata basis according to the court-approved plan of allocation:

  • The estimated average recovery is approximately $0.16 per damaged common share and $10.26 per damaged note before fees and expenses. After estimated deductions of $0.06 per share and $2.99 per note for attorneys' fees and litigation expenses, the net average recovery is approximately $0.10 per damaged share and $7.27 per damaged note.
  • Actual payments may be higher or lower depending on individual claims and the total number of valid claims.
  • The settlement administrator will calculate recognized losses based on the difference between the alleged artificial inflation in the price of Revance securities at the time of purchase and the time of sale or the difference between the actual purchase price and sale price.
    • Revance common stock:
      • For shares sold before Sept. 16, 2024, the recognized loss is $0.
      • For shares sold from Sept. 16, 2024, through the close of trading on Feb. 6, 2025, the recognized loss is the least of the artificial inflation per share at purchase minus the artificial inflation per share at sale (using either Table A or Table B), or the purchase price minus the sale price (pages 11-14 of the settlement notice).
      • For shares held as of the close of trading on Feb. 6, 2025, the recognized loss is the least of the artificial inflation per share at purchase, or the purchase price minus $3.65 (the closing price on the delisting date).
  • Revance convertible notes:
    • For notes sold before Sept. 16, 2024, the recognized loss is $0.
    • For notes sold from Sept. 16, 2024, through the close of trading on Feb. 6, 2025, the recognized loss is the least of the artificial inflation per note at purchase minus the artificial inflation per note at sale (using either Table C or Table D), or the purchase price minus the sale price (pages 14-16 of the settlement notice).
    • For notes sold from the close of trading on Feb. 6, 2025, through the close of trading on Feb. 28, 2025, the recognized loss is the least of the artificial inflation per note at purchase, the purchase price minus the average closing price between Feb. 6, 2025, and the sale date, or the purchase price minus the sale price.
    • For notes held as of the close of trading on Feb. 28, 2025, the recognized loss is the least of the artificial inflation per note at purchase, or the purchase price minus $99.80 (the average closing price during the 90-day lookback period).
  • The settlement administrator will set any recognized loss that calculates to a negative number or zero to $0.
  • The plan of allocation reserves at least 2% of the settlement amount, or $340,000, for recognized debt claims; the remainder funds recognized equity claims.
  • If total recognized claims exceed the fund, the settlement administrator will reduce payments on a pro rata basis.
  • Class members whose payment would be less than $10 will not receive a payout.

How to claim a Revance securities class action settlement payment

Class members may file a claim online or download, print and complete the PDF claim form and mail it to the settlement administrator. The claim deadline is Aug. 28, 2026.

Settlement administrator's mailing address: Revance Securities Settlement, c/o A.B. Data Ltd., P.O. Box 173120, Milwaukee, WI 53217

Proof or documentation required to submit a claim

All class members must provide the last four digits of their Social Security number or taxpayer identification number. They must also provide holdings and transaction information, including:

  • Holdings of Revance common stock as of the opening of trading on Feb. 29, 2024
  • Holdings of Revance common stock as of the close of trading on Feb. 6, 2025
  • Beginning and ending principal amounts of Revance convertible notes
  • Trade dates and number of shares or principal amount purchased, acquired or sold

Class members must also provide documentation to support their transactions in Revance securities. Acceptable proof includes:

  • Broker confirmation slips
  • Monthly brokerage account statements
  • Authorized statements from a broker containing transactional and holding information

Payout options

  • Physical check

$17 million settlement fund

The $17,000,000 settlement fund includes:

  • Settlement administration costs: To be determined
  • Attorneys' fees: Up to $5,610,000
  • Attorneys' expenses: Up to $250,000
  • Service awards to lead plaintiffs: Up to $25,000 total
  • Payments to eligible class members: Remainder of the fund

Important dates

  • Opt-out deadline: July 13, 2026
  • Fairness hearing: Aug. 10, 2026
  • Deadline to file a claim: Aug. 28, 2026

When is the Revance securities class action settlement payout date?

The settlement administrator will issue payments after it completes processing and the court resolves any appeals and grants final approval to the settlement.

Why did this class action settlement happen?

The class action lawsuit alleged Revance Therapeutics and certain executives made materially false and misleading statements and omitted material facts regarding the company's relationship with Teoxane SA and the tender offer and merger transaction with Crown Laboratories Inc. The plaintiffs claimed these statements artificially inflated the price of Revance common stock and convertible notes and caused investor losses when corrective information entered the market.

Revance and the other defendants denied all allegations of wrongdoing but agreed to settle to avoid the costs, risks and delays of continued litigation.

Sources

  1. Class notice
  2. Claim form
Settlement Open for Claims
Award:
$0.10 per share or $7.27 per note
Deadline:
August 28, 2026
SUBMIT CLAIM