According to the Complaint, Avalara, Inc. is a software as a service company that offers a cloud-based transaction tax calculation and compliance system to companies of all sizes worldwide, with a primary target market of small and mid size businesses.

This Action stems from a proposed transaction announced on August 8, 2022, pursuant to which Avalara would be acquired by Vista Equity Partners.

On September 12, 2022, Defendants filed a Proxy Statement with the United States Securities and Exchange Commission in connection with the Proposed Transaction. The Complaint alleges that the Proxy Statement omitted material information with respect to the Proposed Transaction, rendering the Proxy Statement false and misleading.

The acquisition closed on October 19, 2022. Avalara continues to exist as an independent entity under Vista ownership.

On February 3, 2023, the Court issued an Order appointing Lead Plaintiff and Counsel. Lead Plaintiff filed an Amended Complaint on March 6. Defendants filed a Motion to Dismiss the Amended Complaint on April 20.

On October 6, 2023, the Court issued an Order granting Defendants' Motion to Dismiss. Plaintiff was given leave to amend the Complaint. Lead Plaintiff filed a second Amended Complaint on October 27. Defendants filed a Motion to Dismiss the second Amended Complaint on December 1.

On March 1, 2024, the Court issued an Order granting Defendants' Motion to Dismiss. The Case was dismissed with prejudice.

Lead Plaintiff filed a notice appealing the Court's Dismissal Order on March 12, 2024. On March 31, 2025, the Court of Appeals reversed in part and affirmed in part the District Court's holding and remanded the Case to the District Court.