§ 25-21,286.Successor corporation; liability; limitation.

Section 25-21,286 delivers the Successor Asbestos-Related Liability Act’s central protection: a dollar ceiling. Except as further limited elsewhere in the section, a successor corporation’s cumulative successor asbestos-related liabilities cannot exceed the fair market value of the transferor’s total gross assets, valued as of the time of the merger or consolidation that created the liability. Once claims paid or owed reach that ceiling, the successor corporation owes nothing more, no matter how many more asbestos claims eventually surface.

The section also handles a corporation with more than one merger in its history. If the transferor itself had already assumed successor asbestos-related liabilities through an earlier merger with its own prior transferor, the cap is not measured by the immediate transferor’s assets. Instead, it is measured by the fair market value of the earlier, prior transferor’s gross assets, valued at the time of that earlier merger. This prevents a corporation from resetting or inflating its liability ceiling merely by passing the same asbestos exposure through a chain of mergers.