In Revlon, Inc. v. MacAndrews & Forbes Holdings, Inc., 506 A.2d 173, 182 (1986), the Delaware Supreme Court famously held that when the sale of a corporation becomes inevitable, the board of directors' duty changed from the preservation of the corporation to the maximization of the company's value at a sale for the stockholders' benefit. Nearly four decades have passed and Revlon remains a seminal case in Delaware jurisprudence.

Until now, however, the Nevada Supreme Court has taken absolutely no notice of Revlon. In a ruling earlier this month, the Court finally mentioned Revlon, but did not decide its application to Nevada corporate law:

Finally, we also note that Revlon appears to be in tension with Nevada corporate law, but we will not directly address that issue here, seeing that PAMTP has not pleaded a Revlon claim. See NRS 78.138(5) (“Directors and officers are not required to consider, as a dominant factor, the effect of a proposed corporate action upon any particular group or constituency having an interest in the corporation.”); Guzman v. Johnson, 137 Nev. 126, 131-32, 483 P.3d 531, 537 (2021) (holding that the “inherent fairness standard,” which obligated directors “to show [a transaction's] inherent fairness from the viewpoint of the corporation and those interested therein,” no longer applies in Nevada (internal quotation marks omitted)).