According to the Complaint, HomeFed Corporation is a developer and owner of residential and mixed-use real estate projects in California, Virginia, South Carolina, Florida, Maine, and New York.

This action stems from a proposed transaction announced on April 15, 2019, pursuant to which HomeFed Corporation will be acquired by Jefferies Financial Group Inc.

On April 12, 2019, HomeFed’s Board of Directors caused the Company to enter into an agreement and plan of merger with Jefferies, which was amended on May 2, 2019. Pursuant to the terms of the Merger Agreement, Jefferies will issue two shares of Jefferies common stock for each share of HomeFed common stock to be acquired by Jefferies.

On May 17, 2019, Defendants filed a registration statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction, which scheduled a stockholder vote on the Proposed Transaction for June 28, 2019. The Complaint alleges that the Registration Statement omits material information with respect to the Proposed Transaction, which renders the Registration Statement false and misleading.

This case was voluntarily dismissed on June 21, 2019.