According to the Complaint, Stanley Furniture Company, Inc. specializes in the design, marketing and overseas sourcing resource of the wood residential market.

On November 20, 2017, the Board caused the Company to enter into an Asset Purchase Agreement (the "Initial Agreement") with Churchill Downs LLC, pursuant to which, Stanley will sell substantially all of the Company's assets in exchange for $11.5 million in cash, a $4.6 million promissory note, the assumption of substantially all of Stanley's liabilities, and a 5% equity interest in Churchill's holding company. On January 22, 2018, the Board caused the Company to enter into a First Amendment to the Asset Purchase Agreement (the "Amended Agreement") with Churchill, pursuant to which Stanley will sell substantially all of the Company's assets in exchange for at least $7 million in cash, a promissory note in a principal amount equal to the difference between $18,369,000 and the amount of the cash (the "Promissory Note"), the assumption of substantially all of Stanley's liabilities, and a 5% equity interest in Churchill's holding company (the "Purchase Price").

The Complaint alleges that on January 30, 2018, the Board authorized the filing of a materially incomplete and misleading proxy statement on Schedule 14A with the Securities and Exchange Commission, in violation of Sections 14(a) and 20(a) of the Exchange Act.

This case was voluntarily dismissed as moot on March 12, 2018.