This action stems from a proposed transaction announced on October 3, 2017 (the “Proposed Transaction”), pursuant to which Dimension Therapeutics, Inc. (“Dimension” or the “Company”) will be acquired by Ultragenyx Pharmaceutical Inc. (“Parent”) and Mystic River Merger Sub Inc. (“Merger Sub” and together with Parent, “Ultragenyx”) through a tender offer currently set to expire on November 6, 2017 (the “Tender Offer”).
On October 2, 2017, Dimension’s Board of Directors (the “Board” or “Individual Defendants”) caused the Company to enter into an agreement and plan of merger (the “Merger Agreement”) with Ultragenyx. Pursuant to the terms of the Merger Agreement, shareholders of Dimension will receive $6.00 per share in cash. On October 10, 2017, defendants filed a Solicitation/Recommendation Statement (the “Solicitation Statement”) with the United States Securities and Exchange Commission (“SEC”) in connection with the Proposed Transaction.
The Complaint alleges that the Solicitation Statement omits material information with respect to the Proposed Transaction, which renders the Solicitation Statement false and misleading.