According to the Complaint, Black Box Corporation ("Black Box" or the "Company") is a leading digital solutions provider dedicated to helping customers design, build, manage, and secure their IT infrastructure. This action stems from a proposed transaction announced on November 11, 2018 (the "Proposed Transaction"), pursuant to which Black Box will be acquired by affiliates of AGC Networks Ltd.

On November 11, 2018, Black Box's Board of Directors caused the Company to enter into an agreement and plan of merger with AGC Networks Ltd. The Tender Offer is set to expire on December 19, 2018.

On November 21, 2018, Defendants filed a Solicitation/Recommendation Statement (the "Solicitation Statement") with the United States Securities and Exchange Commission ("SEC") in connection with the Proposed Transaction. The Complaint alleges that the Solicitation Statement omits material information with respect to the Proposed Transaction, which renders the Solicitation Statement false and misleading.