Robbins LLP is Investigating Allegations that Cerevel Therapeutics Holdings, Inc. (formerly CERE) Misled Investors Relating to the Company's October 16, 2023 Secondary Stock Offering

Robbins LLP informs stockholders that a class action was filed against Cerevel Therapeutics Holdings, Inc. (“Cerevel” or the “Company”), Bain Capital Investors, LLC (“Bain”) and Pfizer, Inc. (“Pfizer”) on behalf of a class (the “Class”) consisting of all persons or entities that:

(a) sold or otherwise disposed of the publicly-traded common stock of Cerevel (NASDAQ: CERE) during the period from October 11, 2023 through August 1, 2024, inclusive, and thus were damaged by defendants’ violations of Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”); (b) held shares of Cerevel as of January 8, 2024 (the “Record Date”) and were entitled to vote on the merger of Cerevel and AbbVie Inc. (“AbbVie”) and thus were damaged by defendants’ violations of Section 14(a) of the Exchange Act; and/or (c) sold shares of Cerevel stock contemporaneously with Bain’s purchase of shares on or about October 16, 2023 and thus were damaged by Bain’s violations of Section 20A of the Exchange Act.

The Allegations

According to the complaint, Cerevel’s secondary offering documents and other public statements omitted material facts regarding AbbVie’s interest in acquiring Cerevel at a price well in excess of the $22.81 per share offering price, artificially deflating Cerevel’s stock price until the merger was announced. Moreover, Cerevel’s controlling shareholder, Bain, acquired Cerevel shares from the October offering at an artificially depressed price while allegedly in possession of material nonpublic information regarding AbbVie’s interest. On December 6, 2023 (less than two months after the October offering), Cerevel publicly announced that AbbVie agreed to acquire Cerevel for $45 per share. The merger allowed Bain to receive a windfall of more than $120 million on the shares it acquired at the artificially depressed Offering price.

The Action also seeks to recover damages on behalf of investors that held shares as of the January 8, 2024 Record Date and were damaged as a result of defendants’ allegedly false and misleading statements and omissions of material facts in Cerevel’s January 18, 2024 Proxy statement (the “Proxy”). Among other things, the complaint alleges the Proxy misled investors regarding the true nature and timing of AbbVie’s interest in Cerevel.

What Now: You may be eligible to participate in the class action against Cerevel Therapeutics Holdings, Inc. Shareholders who want to serve as lead plaintiff for the class must file their papers with the court by June 3, 2025. The lead plaintiff is a representative party who acts on behalf of other class members in directing the litigation.  You do not have to participate in the case to be eligible for a recovery. If you choose to take no action, you can remain an absent class member.

All representation is on a contingency fee basis. Shareholders pay no fees or expenses.