The Delaware Court of Chancery has dismissed fraud claims alleged by the directors of a New Jersey software company to manage their trust department against its acquiring entity, but allowed the claims of breach of contract and breach of the implied covenant of good faith to move forward. In allowing the claims of breach of implied covenant of good faith to stand, the court held that the plaintiffs sufficiently pleaded that the defendants’ actions may have impacted post-acquisition revenue targets.
LPL Holdings, a Boston manufacturer of brokerage and investment advisory services for financial institutions, acquired Concord Capital Partners Inc., a Matawan, N.J., provider of technology for banks to manage their trust business, for an undisclosed amount in April 2011. American Capital Acquisition Partners LLC is Concord’s parent company.
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