International Minerals & Chemical Corp. v. Avon Products, Inc.

*904BLACKMAR, Judge.

On February 28, 1986, Avon Products, Inc. sold all of the stock of a wholly-owned subsidiary, Mallinckrodt, Inc., to International Minerals and Chemical Corporation for a price of $675,000,000 cash. Avon undertook to indemnify International against contingent liabilities of Mallinckrodt. A pending patent suit by E.I. DuPont de Nemours & Company was specifically listed in a schedule of such liabilities known to Avon at the time of closing. The trial court’s decree, entered in January of 1987, was not substantially unfavorable, but the judgment on appeal was disastrous to…