Complex Commercial Litigation Update

October 24, 2017


This quarter, the Delaware Superior Court’s Complex Commercial Litigation Division (“CCLD”) addressed a number of disputes arising from business acquisitions. Specifically, the CCLD issued decisions considering fraudulent inducement, bootstrapping a contract claim to a fraud claim, and the obligation to make deferred payments under an asset purchase agreement. The CCLD continued to wrestle with complex insurance coverage disputes in this quarter as well. Each of the decisions highlighted this quarter demonstrates the CCLD’s ability to promptly resolve complex commercial disputes. If you would like more information regarding the CCLD, please visit our website.

Judge Carpenter Denies Various Motions to Dismiss Fraudulent Inducement Claims in Business Acquisition Dispute
In In re Bracket Holding Corp. Litigation, C.A. No. N15C-02-233 WCC CCLD, Judge Carpenter decided three motions to dismiss on various issues. The genesis of the instant dispute began in 2012, when Express Scripts, Inc. indicated its interest in acquiring United BioSource LLC. In 2013, Parthenon Capital Partners, a private equity fund, formed Bracket Holding Corp. to facilitate the acquisition.  

Judge Johnston Considers Summary Judgment Motions in Dispute Arising out of Asset Purchase Agreement
In Adchemy, Inc. v. Plateau Data Services, LLC and Zeta Interactive, C.A. No. N15C-03-096 MMJ [CCLD], Judge Johnston considered a number of summary judgment motions in a dispute arising out of an asset purchase agreement (“APA”).  

Judge Jurden Denies Post-Trial Motions in Insurance Coverage Dispute
In TIAA-CREF v. Illinois National Insurance Company, C.A. No. N14C-05-178 JRJ [CCLD], Judge Jurden denied various post-trial motions. This insurance coverage dispute arose from TIAA’s settlement of an underlying action related to TIAA’s activities in providing mutual fund-like investment accounts and investment management services to teachers, professors, and others in academic, research, and medical fields.   

Judge Wallace Adopts Special Discovery Master’s Final Report and Recommendation Denying Plaintiffs’ Requests for Jurisdictional Discovery
In Otto Candies, LLC v. KPMG LLP, C.A. No. N16C-02-260 PRW CCLD, Judge Wallace adopted the special master’s Final Report and Recommendation and denied the plaintiffs’ exceptions. This resulted in a denial of the plaintiffs’ request for jurisdictional discovery.

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