According to the Complaint, C&J was founded in Texas in 1997. In 2015, C&J merged with the completion and production services business of Nabors Industries Ltd. The Company filed for reorganization under Chapter 11 of the U.S. Bankruptcy Code in July 2016, and emerged from bankruptcy in January 2017. After the Chapter 11 proceeding, C&J focused on becoming the leading oilfield services provider for onshore basins in the continental United States. The services provided by the Company include completion services, well construction and intervention services, and well support services.

This action stems from a proposed transaction announced on June 17, 2019, when C&J and Keane Group, Inc. announced that they had entered into a definitive merger agreement pursuant to which C&J stockholders will receive 1.6149 shares of Keane common stock for each share of C&J common stock that they hold. The deal is valued at approximately $1.8 billion and is expected to close in the fourth quarter of 2019.

On July 16, 2019, Defendants filed a registration statement (the “S-4”) with the United States Securities and Exchange Commission. The Complaint alleges that the S-4 contains materially incomplete and misleading information concerning the sales process, financial projections prepared by C&J management, and the financial analyses conducted by C&J’s financial advisor.