Zeltiq Aesthetics, Inc. ("Zeltiq" or the Company) markets and licenses devices used for cryolipolysis procedures under the brand name CoolSculpting®.

According to the Complaint, on February 13, 2017, the Company announced that it had entered into a definitive agreement (the “Merger Agreement”) by which Allergan, through its wholly owned subsidiary, Merger Sub, would acquire Zeltiq through a long-form merger to acquire all of the outstanding shares of Zeltiq for $56.50 per share in cash (the “Proposed Transaction”). The Proposed Transaction is valued at approximately $2.475 billion.

On March 9, 2017, the Company filed a Preliminary Proxy Statement on Schedule 14A with the SEC. The Complaint alleges the Proxy Statement is materially deficient and misleading because it fails to disclose material information about the potential conflicts of interest faced by Company management and the financial projections prepared by Company management relied upon by the Company’s financial advisor.

Pursuant to a stipulation by the parties, this case was ordered dismissed on May 23, 2017.