*1 Before STRINE , Chief Justice; VAUGHN , and SEITZ , Justices.

ORDER This 31 st day of May 2017, after careful consideration of the parties’ briefs and the record on appeal, we find it evident that the final judgment of the Court of Chancery should be affirmed on the basis of and for the reasons stated in its October 31, 2016 decision.

NOW, THEREFORE, IT IS ORDERED that the final judgment of the Court of Chancery is AFFIRMED.

BY THE COURT: /s/ Collins J. Seitz, Jr. Justice