Leapfrog Enterprises, Inc. ("LeapFrog") is an educational entertainment and electronics company based in California. LeapFrog designs, develops, and markets technology-based learning products and related content for the education of children from infancy through grade school.

According to the law firm press release, the Complaint alleges that the Schedule 14D-9 Solicitation/Recommendation Statement filed with the Securities and Exchange Commission on March 3, 2016 provides materially incomplete and misleading information about the Company and the Proposed Transaction, in violation of Sections 14(d)(4), 14(e) and 20(a) of the Exchange Act. The Recommendation Statement fails to provide LeapFrog’s shareholders with material information concerning the financial and procedural fairness of the Proposed Transaction.

Furthermore, according to the Complaint, the Merger Agreement includes a non-solicitation provision, a matching rights provisions, and a $2.9 million termination fee which essentially ensure that a superior bidder will not emerge, as any potential suitor will undoubtedly be deterred from expending the time, cost, and effort of making a superior proposal while knowing that VTech can easily foreclose a competing bid.

On May 9, 2017, the Court issued an Order granting Defendants' Motion to Dismiss with prejudice.