On December 11, 2024, Revance Therapeutics, Inc., a Delaware corporation ("Revance" or the "Company"), entered into an amendment (the "Amendment") to the Amended and Restated Agreement and Plan of Merger, dated December 7, 2024 (the "A&R Merger Agreement"), by and among the Company, Crown Laboratories, Inc., a Delaware corporation ("Parent") and Reba Merger Sub, Inc., a Delaware corporation and wholly owned subsidiary of Parent ("Merger Sub," and together with Parent, the "Buyer Parties"). Capitalized terms not defined herein shall have the meaning ascribed to them in the A&R Merger Agreement.
Under the Amendment, the Company and the Buyer Parties have agreed to amend the A&R Merger Agreement to, among other things, clarify the mechanism for calculating the Expiration Time.
Other than as expressly modified by the Amendment, the A&R Merger Agreement, which was filed as Exhibit 2.1 to the Current Report on Form 8-K filed by the Company with the Securities and Exchange Commission on December 9, 2024, remains in full force and effect. The foregoing description of the Amendment does not purport to be complete and is subject to, and qualified in its entirety by reference to, the full text of the Amendment, which is attached hereto as Exhibit 2.1 and incorporated herein by reference.