According to the Complaint, Microchip Technology Incorporated ("Microchip" or the "Company") is a provider of microcontroller, mixed-signal analog and Flash-IP solutions.

On March 1, 2018, Microchip announced that it would acquire Microsemi Corp. for $8.35 billion. On May 29, 2018, Microchip announced the completion of the Microsemi acquisition. During the Class Period, Microchip represented that the Microsemi acquisition would be "immediately accretive" by increasing Microchip's earnings per share as it "will add further operational and customer scale to Microchip." Microchip's CEO represented that the "deal is accretive on day one without doing anything, without any synergy," and was "strategically and financially, a very compelling transaction."

On August 9, 2018, Microchip's CEO admitted that Microsemi "was extremely aggressive in shipping inventory into the distribution channel" which "will provide some headwind for revenue for the next couple of quarters" for Microchip. As a result, Microchip common stock declined $10.67 or nearly 11% on August 10, 2018. The Complaint alleges that Defendants' statements during the Class Period were materially false and misleading during the Class Period and that Microchip had done inadequate due diligence and was unable to make any statements concerning whether the Microsemi acquisition was "immediately accretive."