Alliance Data Systems Corp. v. Blackstone Capital Partners v L.P.

OPINION

STRINE, Vice Chancellor.

I. Introduction

Alliance Data Systems Corporation (“ADS”) has brought this action to recover cash it feels it is owed by defendant Blackstone Capital Partners V L.P. (“BCP V”) after BCP V’s failed acquisition of ADS (the “Merger”). On May 17, 2007 — near the end of the most recent mergers and acquisition upsurge — ADS entered into an Agreement and Plan of Merger (the “Merger Agreement”) with defendant Aladdin Solutions, Inc. (“Aladdin Solutions”) and Aladdin Merger Sub, Inc. (“Aladdin Merger Sub,” together with Aladdin Solutions, “Aladdin”), two companies formed…