JWCA advises revance therapeutics on its UPSIZED $287.5 million convertible bond issuance

FEBRUARY 2020 | read press release

Transaction Background

Revance Therapeutics has had a number of positive milestones over the past several months, including a (i) distribution partnership with TEOXANE SA to commercialize TEOXANE’s RHA® line of fillers in the U.S. and (ii) FDA acceptance of its Biologics License Application (“BLA”) for DaxibotulinumtoxinA for Injection (“DAXI”) in glabellar lines with a PDUFA date set for November 25, 2020. These achievements have resulted in approximately a ~66% increase in share price year-to-date, and Revance wanted to take advantage of its strong stock price momentum and improved credit profile to raise less dilutive capital and further fund its growth initiatives

Revance’s objectives:

Take advantage of strong market conditions to raise meaningful growth capital and further extend cash runway
Fund TEOXANE and DAXI commercialization, continued development of its aesthetic and therapeutic pipeline, working capital, and other general corporate purposes including potential strategic transactions in the future

JWCA advised Revance on deal structuring and related items, including investor messaging, accounting considerations, issuer redemption, and make-whole mechanics, cost of capital, documentation, and syndicate economics

JWCA also designed and ran a capped call auction process to achieve competitive terms and diversify counterparty risk

JWCA provided advice, support, and analysis throughout the execution process

Results

Revance convertible issuance was very well-received by investors:

Base deal size was upsized from $200mm to $250mm ($287.5mm with greenshoe)
Executed terms on the coupon and conversion premium were both at the company-friendly end of the marketed range

Achieved ~50% allocation to long-only fundamental investors

Capped call documentation and auction process produced meaningful savings for Revance while protecting the company in early unwind scenarios