Funds Speak Out on Nabors Reincorporation

The shareholders of the giant land-drilling contractor, taking the view that the disadvantages to shareholders outweigh any tax advantages, have urged other shareholders to vote against the move.

“We have found it difficult to make an intelligent cost-benefit analysis because Nabors has failed to quantify the tax savings,” Terry O’Sullivan, General President of the Laborers’ Union, said.

The group includes:

• the Amalgamated Bank,
• AFL-CIO, 
• Central Laborers’ Pension Fund and 
• Laborers’ International Union of North America.

Public Pension funds

Several influential public pension funds, taking the view that such reincorporations are not in the interest of shareholders, also intend to vote against the proposal, the group noted in a joint press release. Pension funds argue that:

• reincorporation would compromise the accountability of the company’s officers and directors, and threaten the long-term interests of shareholders.
• the right to file shareholder derivative lawsuits would be more limited in Bermuda
• Nabors’ proxy materials do not adequately demonstrate how fiduciary duty claims would be enforced in Bermuda, and
• the move raises tax fairness issues.

Among the public funds opposing the move are:

• Connecticut Retirement Plans and Trust Funds
• The State of Wisconsin Investment Board, and
• The California State Employee Retirement System, and
• The five New York City Pension Funds.