Industrial America Inc. v. Fulton Industries

285 A.2d 412 (Delaware 1971)

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Nature of the Case

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Facts

B-H, Inc. wanted to merge with another company. Industrial America (P) attempted to arrange several mergers. They all failed. B-H then changed its mind about merging. B-H did not notify P of this change. P approached Fulton (D), and D and B-H effected a merger. When D was introduced to B-H through P, it guaranteed P that P would be protected. After the merger, D refused to pay P; P was B-H's agent, and B-H had terminated its offer to P. P sued D; the requested act had been performed, and its motive in performing was not relevant.