Rissman v. Rissman

213 F.3d 381 (7th Cir. 2000)

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Nature of the Case

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Facts

Gerald Rissman formed Tiger Electronics to make toys and games. Gerald gave his sons P, D, and Samuel large blocks of stock in the firm. In 1986 both Gerald and Samuel withdrew from the venture. Tiger bought Gerald's stock, and P bought Samuel's, leaving D with 2/3 of the shares and P with the rest. P sold his shares to D for $17 million. Thirteen months later, Tiger sold its assets for $335 million to Hasbro. P sued D. P contends that he would not have sold for as little as $17 million, and perhaps would not have sold at all, had D not deceived him into thinking that D would never take Tiger public or sell it to a third party. P says that these statements convinced him that his stock would remain illiquid and not pay dividends, so he sold for whatever D was willing to pay. P wants the $95 million he would have received had he retained his stock until the sale to Hasbro. As part of the transaction, P represented that he had not relied on any prior oral statement: The parties further declare that they have not relied upon any representation of any party hereby released D or of their attorneys [Glick], agents, or other representatives concerning the nature or extent of their respective injuries or damages. P also made warranties to D: (a) no promise or inducement for this Agreement has been made to him except as set forth herein; (b) this Agreement is executed by [Arnold] freely and voluntarily, and without reliance upon any statement or representation by Purchaser, the Company, any of the Affiliates or D or any of their attorneys or agents except as set forth herein; (c) he has read and fully understands this Agreement and the meaning of its provisions; (d) he is legally competent to enter into this Agreement and to accept full responsibility therefor; and (e) he has been advised to consult with counsel before entering into this Agreement and has had the opportunity to do so. D moved for summary judgment and the court granted it. P appealed.