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The ongoing securities fraud lawsuit against Cerevel Therapeutics Holdings, Inc. (NASDAQ: CERE) has created a critical opportunity for eligible investors to shape the outcome of a case that could reshape the biotech sector and deliver financial relief. With allegations of misleading statements tied to a secondary stock offering and a high-stakes merger, the litigation’s success hinges on investor participation—and the clock is ticking.

At the heart of the lawsuit is a claim that Cerevel’s controlling shareholders—Bain Capital and Pfizer—orchestrated a secondary stock offering on October 16, 2023, at $22.81 per share while secretly aware of AbbVie Inc.’s intention to acquire the company at $45 per share. Just 51 days later, AbbVie’s bid was announced, enabling Bain to profit over $120 million from its discounted purchases.
The January 2024 proxy statement for the merger vote, meanwhile, is alleged to have obscured the timeline of AbbVie’s interest, further misleading shareholders. Class action plaintiffs argue these actions artificially depressed CERE’s stock price, costing investors millions.
The lawsuit, SM Merger/Arbitrage, LP v. Cerevel Therapeutics Holdings, Inc., is active in the U.S. District Court for the District of Delaware, with multiple law firms representing investors. A pivotal moment comes on June 3, 2025, when the deadline to file motions for lead plaintiff status expires.
Lead plaintiff selection is vital: this investor will guide litigation strategy and choose the law firm to represent the class. Eligible claimants include:
- Investors who sold CERE shares between October 11, 2023, and August 1, 2024.
- Shareholders who held stock as of the January 8, 2024 record date for the AbbVie merger vote.
- Those who sold shares around Bain’s October 2023 purchase.
The stock’s trajectory tells a stark story. After the October 2023 offering, CERE shares hovered near $22—only to surge to $45 upon the AbbVie announcement in late November 2023, then fluctuate downward again amid regulatory scrutiny. The gap between the offering price and merger value underscores plaintiffs’ claims of intentional undervaluation.
Legal precedents also loom large. Firms like Rosen Law and Robbins Geller have secured landmark recoveries, including a $438 million settlement in 2019 and a $2.5 billion win in 2024. These successes suggest that well-funded plaintiffs could push for significant damages here.
Delays could cost investors their voice—and their compensation. Without a certified class, participants aren’t formally represented unless they join or become lead plaintiff. Even if the case succeeds, latecomers may miss out on settlements.
Moreover, the stakes are high. If proven, the alleged $120 million Bain windfall alone could form the basis for damages. Add in losses from depressed stock sales during the class period, and the total at risk easily surpasses $500 million.
The June 3 deadline is a turning point. Investors who act swiftly can position themselves to influence this case—and potentially recover losses from one of the most contentious biotech deals in recent memory.
With law firms like The Gross Law Firm and Bronstein, Gewirtz & Grossman already mobilized, and a data-driven narrative of stock manipulation, the path to justice is clear. But time is limited. Eligible investors must act now to ensure their voices are heard—or risk losing their chance to hold Cerevel’s leadership accountable.
The numbers don’t lie: from the $45-per-share merger premium to the $120 million profit Bain allegedly pocketed, this case is primed to test the boundaries of corporate accountability. For those who seize the opportunity, the reward could be transformative.
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