MEMORANDUM OPINION
I. INTRODUCTION
■This case concerns state-court litigation in which the Delaware Court of Chancery (the “Chancery Court”) ordered the sale of TransPerfect Global, Inc, (“TransPerfect”) over the objections of Plaintiffs Philip R. Shawe (“Shawe”) and Shirley Shawe (“Ms. Shawe,”‘and collectively the “Shawes” or “Plaintiffs”). Plaintiffs are two of the three stockholders of TransPerfect. The third stockholder,' Elizabeth Elting (“Elting”), supports the sale. Defendants are the court-appointed custodian responsible for overseeing the sale of TransPerfect (the “Custodian”) and the Delaware Secretary of. State (the “Secretary,” and collectively, the “Defendants”). The Secretary was not involved in the state-court litigation, but may be statutorily required to take certain administrative actions in the future if the sale is in the form of a merger or consolidation. Plaintiffs’ claims, brought pursuant to 42 U.S.C. § 1983,. seek: (1) a declaratory judgment that, the court-ordered sale violates the Takings and .Due Process Clauses of the Fifth- and Fourteenth Amendments.to the United States Constitution, and (2) an injunction prohibiting Defendants from carrying out their duties to effectuate with the sale.
The court has subject matter jurisdiction over this action pursuant to 28 U.S.C. § 1331. Currently before the court are Defendants’ motions to dismiss. (D.1.11; D.I. 14; D.I. 31; D.I. 32),
II. BACKGROUND
TransPerfect is a Delaware corporation that provides worldwide translation and litigation support services. (D.I. 30 ¶¶ 16, 20). Shawe and Elting are the co-founders, co-Chief Executive Officers, and before the appointment of the Custodian, the sole members of the board of directors. (Id. at ¶ 18). In 2014, the Chancery Court consolidated for trial several actions Elting and Shawe had filed against each other in that court. In re Shawe & Elting LLC,
On February 8, 2016, the Custodian submitted to the Chancery Court a proposed plan of sale (the “Sale Report”). In re TransPerfect Global, Inc.,
On July 28, 2016, the Shawes filed a motion seeking certification of an interlocutory appeal of the Merits Opinion, the Custodian Order, the Letter Opinion, and the Sale Order, which the Chancery Court granted. (BL-1773; BL-1774; BL-1863). On appeal, Ms. Shawe argued for the first time that the forced sale of her share violated the Takings and Due Process Clauses of the United States Constitution. Shawe v. Elting,
III. STANDARD OF REVIEW
A motion to dismiss pursuant to the Rooker-Feldman doctrine is a challenge to the court’s subject matter jurisdiction. Singleton v. Collins,
IV. DISCUSSION
The Rooker-Feldman doctrine bars federal district courts from hearing cases “that are essentially appeals from state-court judgments.” Great W. Mining & Mineral Co. v. Fox Rothschild LLP,
A. The Appropriate Rooker-Feldman Test
In asserting the Rooker-Feld-man doctrine, Defendants have relied on the inextricably intertwined test. (D.I. 13 at 8-10; D.I. 15 at 7). Under that test, a claim is barred by Rooker-Feldman: (1) “if the federal claim was actually litigated in state court prior to the filing of the federal action,” or (2) “if the federal claim is inextricably intertwined with the-state adjudication.” In re Knapper,
In 2010, five years after the U.S. Supreme Court reversed the Third Circuit in Exxon Mobil Corp. v. Saudi Basic Indus. Corp.,
From this court’s perspective, the U.S. Supreme Court’s reversal in Exxon Mobil should not be read as a criticism of the inextricably intertwined test. Instead, the Third Circuit' simply misapprehended the temporal requirements of Rooker-Feld-man in that one case. Exxon Mobil had argued that Rooker-Feldman did not apply unless the state-court judgment was reached before the federal suit was filed, which was not what happened. Exxon Mobil Corp. v. Saudi Basic Indus. Corp.,
The Great Western test effectively remedies the infirmities in the inextricably intertwined test by making clear that the correct temporal comparison is the state-court judgment and the federal complaint. However, Great Western goes too far if it is to be read as a complete rejection of the inextricably intertwined test. Both the inextricably intertwined test and the Great Western test consider whether plaintiffs are essentially asking a federal court to find that an adverse state-court ruling was reached in error. Compare Jonas,
Ultimately, Great Western did not explicitly hold that the inextricably intertwined test was no longer good law, perhaps recognizing that “no subsequent panel overrules the holding in a precedential opinion of a previous panel.” Reilly v. City of Harrisburg,
B. The Inextricably Intertwined Test
As stated above, the inextricably intertwined test bars a claim under Rook-er-Feldman: (1) “if the federal claim was actually litigated in state court prior to the filing of the federal action,” or (2) “if the federal claim is inextricably intertwined with the state adjudication.” In re Knapper,
Even if the first prong of the inextricably intertwined test is. not satisfied unless there is a merits ruling, Plaintiffs’ federal claims are still barred because they also meet the second prong. Plaintiffs’ federal claims'are- inextricably intertwined with the state adjudication, because they essentially'ask this court to enjoin the Chancery Court’s implementation of its Sale Order. Feingold,
C. The Great Western Test
If Great Western replaced the inextricably intertwined test, then under Great Western the Rooker-Feldman doctrine deprives the court of subject matter jurisdiction when: (1) the federal plaintiff lost in state court; (2) the plaintiff complains of injuries caused by the state-court judgments; (3) those judgments were rendered before the federal suit was filed; and (4) the plaintiff is inviting the district court to review and reject the state judgments. Singleton,
First, Plaintiffs lost when the Chancery Court entered judgment against them on Elting’s petitions for a custodian and ordered the sale of TransPerfect over their objections. Further confirming that Plaintiffs lost, those rulings were affirmed on appeal. Second, Plaintiffs complain of injuries caused by state-court judgments, not injuries caused by Defendants’ actions. This is best exemplified by the allegations in the complaint that the state-court orders constituted the unconstitutional taking that violated the Fifth Amendment. {See, e.g., D.I. 30 ¶ 48 (alleging that “Chan-eery identified no public use or public purpose for its Forced Sale that would be cognizable under the Takings Clause” (emphasis added)); Id. at ¶¶ 144, 146 (alleging that “[a] court-ordered forcible transfer of one person’s private property directly to another person constitutes a ‘taking1 ” and “does not constitute a public use or public purpose within the meaning of the Takings Clause of the Fifth Amendment”)). As the complaint alleges, the court-appointed Custodian is acting at the direction of the court, and the Secretary has not yet taken any actions related to Plaintiffs. {Id. at ¶¶ 14, 50). When defendants are acting under compulsion of a state-court order, that order and not defendants are the source of the injury. Great Western,
Plaintiffs argue that they have raised an independent constitutional challenge that is not barred by Rooker-Feld-man. (D.I. 22 at 13-15). But the relief sought in the complaint is a declaratory judgment that Section 226 “as construed by the Delaware courts” and “applied to the Shawes” is unconstitutional. Courts have repeatedly found that a claim is not an independent constitutional challenge when the claim seeks a declaratory judgment that a state court construed and applied a state statute to the facts of the case in an unconstitutional manner.
D. Interlocutory Orders
Plaintiffs argue that Rooker-Feldman is limited to “final judgments.” (D.I. 22 at 11-13). Several Third Circuit cases since Exxon Mobil, however, have held that district courts correctly dismissed complaints under Rooker-Feldman even though state-court proceedings had not yet come to an end before the federal action commenced. See, e.g., Mikhail v. Kahn,
In applying Rooker-Feldman, the critical inquiry should not be whether the state-court proceedings have come to an end, but whether plaintiffs filed their federal action before or after the adverse state-court rulings on which their claims are based. Here, Plaintiffs commenced their federal suit after the adverse state-court rulings. Thus, the facts of this case are the opposite of Exxon Mobil. Ultimately, it makes sense that “Rooker-Feldman ... applies to interlocutory orders issued by state courts,” because, “it cannot be the meaning of Rooker-Feldman that, while the inferior federal courts are barred from reviewing final decisions of state courts, they are free to review interlocutory orders.” Brown & Root, Inc. v. Breckenridge,
y. CONCLUSION
For the foregoing-reasons, Defendants’ motions to dismiss (D.I. 11; D.I. 14; D.I. 31; D.I. 32) are granted. The complaint (D.I. 30) is dismissed with prejudice. An appropriate order will be entered.
Notes
. While the motions to dismiss (D.I. 11; D.I. . 14) were pending, Plaintiffs filed a supplemental complaint (D.I. 30). Afterwards, Defendants filed new motions to dismiss that relied on their original briefs. (D.I. 31; D.I. 32), This memorandum opinion addresses all four motions collectively.
. Section 226(a) provides for the appoints ment of a custodian when; (1) "the stockholders are so divided that they have failed to elect successors to directors whose terms have expired;” or (2) "[t]he business of the corporation is suffering or is threatened with irreparable injury because the directors are so divided respecting the management of the affairs of the corporation that the required vote for action by the board of directors cannot be obtained and the stockholders are unable to terminate this division.” 8 Del. C.- § 226(a). ;
. Because the'parties did not provide a copy of the state-court docket, the court cites where necessary to the docket provided in Bloomberg Law for the action captioned In re TransPerfect Global, Inc., C.A. No. 9700-CB. These'documents are either incorporated into the complaint by reference and/or subject to judicial notice. Siwulec v. J.M. Adjustment Serv., LLC,
. One justice issued a dissenting opinion, but still "would not reach" the unconstitutional takings argument. Shawe,
. Great Western was not the first Third Circuit case to consider the Rooker-Feldman doctrine after the U.S. Supreme Court issued Exxon Mobil in March 2005; As a result, there are also numerous Third Circuit panel decisions before Great Western but after Exxon Mobil that relied on the inextricably intertwined test without questioning its validity. See, e.g., Parks v. Twp. of Portage,
. In contrast, challenges to state-court judgments are independent where plaintiffs allege that the judgment was procured through fraud, misrepresentation, or civil conspiracy. Robinson v. N.J. Mercer Cnty. Vicinage-Family Div.,
. Because Plaintiffs raised an as-applied constitutional challenge, the court finds inapplicable Skinner v. Switzer,
. In light of these decisions, the court does not And persuasive the non-binding cases Plaintiffs cited for the proposition that Rook-er-Feldman does not apply to interlocutory orders. (See D.I. 22 at 13 (citing Farah v. Lasalle Bank Nat'l Assoc.,