Delaware’s standard for reviewing shareholder approval in merger cases involving fiduciary breach claims was correctly applied in a challenge to Zendesk Inc.'s $10.2 billion take-private sale, the state’s supreme court said Wednesday.
The order signed by Chief Justice Collins J. Seitz Jr. affirms the Delaware Chancery Court’s dismissal of claims that Zendesk’s former senior leaders arranged the sale to save face amid Jana Partners LLC’s campaign to oust them.
The two-page order didn’t elaborate on the court’s reasoning. Justices Abigail M. LeGrow and N. Christopher Griffiths also heard the appeal. A panel of three justices typically hears oral arguments, except ...