A $2.86 billion tax-inversion merger between C&J Energy Services and Nabors Industries Ltd. can move forward after the Delaware Supreme Court lifted an injunction imposed last month by the Court of Chancery. The Supreme Court said the C&J Energy shareholders who sought to block the deal failed to prove the board of directors violated their Revlon duties by not actively shopping the company.
“The Court of Chancery did not rely on undisputed facts showing a reasonable probability that the board had breached its fiduciary duties when it imposed this mandatory, affirmative injunction,” said Chief Justice Leo E. Strine Jr. in C&J Energy Services v. City of Miami General Employees’ and Sanitation Employees’ Retirement Trust. “Instead, it is undisputed that a deal with Nabors made strategic business sense and offered substantial benefits for C&J’s stockholders.”
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