CAS Medical Systems Inc. (“CAS Medical”) is a medical device company that develops, manufactures and distributes blood pressure measurement as well as other monitoring devices and neonatal supplies.

According to the Complaint, this action stems from a Proposed Transaction announced on February 12, 2019, pursuant to which CAS Medical will be acquired by Edwards Lifesciences Corporation and its affiliates (together, “Edwards”).

On February 11, 2019, CAS Medical’s Board of Directors caused the Company to enter into an agreement and plan of merger (the “Merger Agreement”) with Edwards Lifesciences Holding, Inc. and Crown Merger Sub, Inc. Pursuant to the terms of the Merger Agreement, CAS Medical’s stockholders will receive $2.45 in cash for each share of CAS Medical common stock they hold. On March 1, 2019, Defendants filed a proxy statement (the “Proxy Statement”) with the United States Securities and Exchange Commission in connection with the Proposed Transaction.

The Complaint alleges the Proxy Statement omits material information with respect to the Proposed Transaction, which renders the Proxy Statement false and misleading. Accordingly, Plaintiff alleges that Defendants violated Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 (the “1934 Act”) in connection with the Proxy Statement.

This case was voluntarily dismissed on April 10, 2019.