According to the Complaint, this action stems from a proposed transaction announced on October 5, 2017 (the “Proposed Transaction”), pursuant to which Onvia, Inc. (“Onvia” or the “Company”) will be acquired by Project Diamond Intermediate Holdings Corp. (“Parent”) and its wholly-owned subsidiary, Project Olympus Merger Sub, Inc. (“Merger Sub”), which are affiliates of Deltek, Inc. (“Guarantor,” and together with Parent and Merger Sub, "Deltek”).
On October 4, 2017, Onvia’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 Deltek. Pursuant to the terms of the Merger Agreement, Deltek commenced a tender offer, which is scheduled to expire on November 16, 2017, to acquire all of the Company’s outstanding shares of common stock for $9.00 per share in cash.
On October 19, 2017, defendants filed a Schedule 14D-9 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.