According to the Complaint, Waddell & Reed Financial, Inc. has provided investment management and wealth management services to clients throughout the United States since 1937.

On December 2, 2020, Waddell & Reed issued a press release announcing that it had entered into an Agreement and Plan of Merger dated December 2, 2020 to sell Waddell & Reed to Macquarie Management Holdings, Inc. . Under the terms of the Merger Agreement, each Waddell & Reed stockholder will receive $25.00 in cash for each share of Waddell & Reed common stock they own. The Proposed Transaction is valued at approximately $1.7 billion.

On February 17, 2021, Waddell & Reed filed a Schedule 14A Definitive Proxy Statement with the SEC. The Complaint alleges the Proxy Statement, which recommends that Waddell & Reed stockholders vote in favor of the Proposed Transaction, omits or misrepresents material information concerning, among other things: (i) the Company’s financial projections and the financial analyses supporting the fairness opinion provided by the Board’s financial advisor; and (ii) potential conflicts of interest faced by the Board's financial advisor.