UCP, Inc. operates as a homebuilder and land developer in growth markets in Northern California and the Puget Sound area of Washington State.

According to the Complaint, on April 10, 2017, the Board caused UCP to enter into an agreement and plan of merger (the “Merger Agreement”). Pursuant to the terms of the Merger Agreement, stockholders of UCP will receive $5.32 in cash and 0.2309 of a share in the newly combined company for each share they own.

On May 5, 2017, Defendants filed a Form S-4 Registration Statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction. The Complaint alleges the Registration Statement omits material information with respect to the Proposed Transaction, which renders the Registration Statement false and misleading.

On August 7, 2017, Plaintiff filed a Notice voluntarily dismissing this action. The Court granted an Order of Dismissal without prejudice on August 16.