Investigation Overview
An investigation on behalf of investors, who currently hold shares of Tesco Corporation (USA) (NASDAQ:TESO), was announced concerning whether the takeover of Tesco Corp. by Nabors Industries Ltd is unfair to NASDAQ:TESO stockholders.
The investigation by a law firm concerns whether certain officers and directors of Tesco Corporation breached their fiduciary duties owed to NASDAQ:TESO investors in connection with the proposed acquisition.
On August 14, 2017, Tesco Corporation (USA) (NASDAQ:TESO) announced that it has entered in to an Arrangement Agreement (Agreement) with Nabors Industries Ltd. (NYSE:NBR) to combine with Nabors in a stock-for-stock transaction. TESCO shareholders will be issued 0.68 common shares of Nabors for each outstanding share of common stock of TESCO. This transaction values Tesco Corporation (USA) (NASDAQ:TESO) common stock at $4.62 per share based on Nabors closing share price of $6.80 on the New York Stock Exchange on August 11, 2017.
However, given that at least one analyst has set the high target price for NASDAQ:TESO shares at $10.00 per share, the investigation concerns whether the offer is unfair to NASDAQ:TESO stockholders. More specifically, the investigation concerns whether the Tesco Board of Directors undertook an adequate sales process, adequately shopped the company before entering into the transaction, maximized shareholder value by negotiating the best price, and acted in the shareholders' best interests in connection with the proposed sale.