Chrysler Corp. v. Fedders Corp.

This action arises from an agreement, dated February 23, 1976, pursuant to which Chrysler sold certain assets of its Airtemp Division to Fedders. In consideration therefor, Fedders gave Chrysler "the aggregate of (i) $18,000,000 (the 'Cash Portion’); (ii) 1,500,000 shares of Preferred Stock of Fedders Series B, $1.00 par value, (the 'Preferred Stock’); (iii) a note (the 'Note’) in the form initialled by the parties in the aggregate principal amount of $10,539,965; plus (iv) the assumption by Fedders of the Disclosed Liability of the Division” (§ 2.1). William G. McGagh, vice-president and…