Industrial America, Inc. v. Fulton Industries, Inc.

Industrial America (plaintiff), a merger broker, had unsuccessfully tried to arrange a merger for its client Bush Hog (B-H) with two other companies before B-H quietly decided to stop working with Industrial without telling it; Industrial then saw Fulton's (defendant) newspaper advertisement seeking a merger and promising to fully protect any broker who brought an opportunity, contacted Fulton about B-H, and Fulton expressed strong interest and asked Industrial to arrange a meeting. Fulton's president then independently contacted B-H directly and met with them without Industrial's knowledge, and B-H and Fulton continued negotiating on their own until completing their merger months later; Industrial sued both parties, won a broker's commission against B-H but lost against Fulton, with the trial court finding Industrial never accepted Fulton's advertised offer, and Industrial appealed the ruling against Fulton.