ZAIS is a publicly traded holding company that conducts substantially all of its operations through its principal operating subsidiary ZAIS Group, LLC (“ZAIS Group”), an investment advisory and asset management firm focused on specialized credit.
According to the Complaint, this action stems from a proposed transaction announced on January 12, 2018 (the “Proposed Transaction”), pursuant to which the minority shares of Class A common stock of ZAIS Group Holdings, Inc. (“ZAIS” or the “Company”) will be acquired by the Company’s majority stockholder, Chairman, and Chief Investment Officer through his affiliated entities, Z Acquisition LLC and ZGH Merger Sub, Inc. (together, the “Buyers”).
On February 16, 2018, Defendants filed a preliminary proxy statement with the United States Securities and Exchange Commission (“SEC”) in connection with the Proposed Transaction, which was subsequently amended on March 19, 2018 (as amended, the “Proxy Statement”).
The Complaint alleges that the Proxy Statement omits material information with respect to the Proposed Transaction, which renders the Proxy Statement false and misleading.
This case was dismissed as moot on June 22, 2018.