Leasco Corp. v. Taussig

Peter Taussig (defendant), a Leasco Corporation (Leasco) (plaintiff) subsidiary vice president with access to detailed financial data, agreed in February 1971 to buy Leasco's subsidiary MKI for $625,000 plus release of loan guarantees, under a contract expressly disclaiming any representations or warranties beyond its own terms; Taussig had estimated 1971 earnings around $200,000 based partly on a January financial statement showing $49,000 in year-to-date earnings. After receiving a March statement showing a $4,702 net loss due to a design error requiring reconstruction on one project, Taussig refused to close, and Leasco sued for specific performance or damages; the district court ordered specific performance at a reduced price, and when Taussig failed to perform, entered judgment against him, prompting his appeal.