Case Page

 

Case Status:    ONGOING    
On or around 10/18/2017 (Ongoing date of last review)

Filing Date: September 28, 2017

On August 14, 2017, Nabors Industries Ltd. and Tesco Corporation announced they had entered into an Agreement and Plan of Merger dated August 13, 2017 (“Merger Agreement”), by which Nabors, through its wholly owned subsidiary, Nabors Maple Acquisition Ltd. (“Merger Sub”), will acquire all of the outstanding shares of Tesco in an all-stock transaction in which Tesco’s stockholders will receive 0.68 shares of Nabors common stock for each share of Tesco common stock (the “Proposed Transaction”). On September 18, 2017, Tesco caused the filing of the Preliminary Proxy Statement on Form PREM14A with the SEC (the “Proxy”).

The Complaint alleges that the Proxy is materially deficient and misleading because it fails to disclose material information regarding the financial projections that were prepared by Company management and relied upon by J.P. Morgan Securities, LLC (“J.P. Morgan”), the Company’s financial advisor. The Complaint further alleges the Proxy materially misleads Tesco stockholders by omitting any GAAP reconciliation of the non-GAAP financial measures contained in the Company’s projections, and omitting material information pertaining to the financial analysis underlying J.P. Morgan’s opinion of the fairness of the Merger Consideration.

On October 18, 2017, the Court issued an order consolidating cases.

COMPANY INFORMATION:

Sector: Energy
Industry: Oil & Gas Operations
Headquarters: United States

SECURITIES INFORMATION:

Ticker Symbol: TESO
Company Market: NASDAQ
Market Status: Public (Listed)

About the Company & Securities Data


"Company" information provides the industry and sector classification and headquarters state for the primary company-defendant in the litigation. In general, "Securities" information provides the ticker symbol, market, and market status for the underlying securities at issue in the litigation.

In most cases, the primary company-defendant actually issued the securities that are the subject of the litigation, and the securities information and company information relate to the same entity. In a small subset of cases, however, the primary company-defendant is not the issuer (for example, cases against third party brokers/dealers), and the securities information and company information do not relate to the same entity.
COURT: S.D. Texas
DOCKET #: 17-CV-02904
JUDGE: Hon. Alfred H Bennett
DATE FILED: 09/28/2017
CLASS PERIOD START: 08/14/2017
CLASS PERIOD END: 09/28/2017
PLAINTIFF FIRMS NAMED IN COMPLAINT:
  1. Kendall Law Group, LLP
    3232 McKinney, Ste 700, Kendall Law Group, LLP, TX 75204
    214.744.3000 214.744.3000 ·
  2. Levi & Korsinsky LLP (DC)
    1101 30th Street, NW; Suite 115, Levi & Korsinsky LLP (DC), DC 20007
    ·
No Document Title Filing Date