The claims arise in connection with the Transaction and Merger Consideration. The Complaint alleges that the Defendants breached their fiduciary duties by issuing a materially false and misleading Proxy Statement to obtain stockholder approval in relation to the acquisition. Among other things, (i) the Proxy Statement misled the public stockholders about their rights to dissent from the Transaction and have their shares in The Aaron’s Company appraised at fair value; (ii) the Proxy Statement failed to disclose about the perpetuity growth rate range; (iii) the Proxy Statement failed to disclose the reason for the “revised calculation of the Company’s current share count”; (iv) the Proxy Statement failed to disclose the sale price, risk and reasons of the Transaction.