the entirety of White's tractor producing capability.
8. A clause in the purchase agreement required that White Motor Corporation was to cease using the name White in any of its remaining corporate activities.
9. Some facets of the former White Motor Corporation survive as Northeast Ohio Axle Company.
10. Northeast Ohio Axle Company does not produce or manufacture any tractors of the type formerly produced by White Motor Corporation.
11. The aforementioned purchase agreement mandated that Volvo-White Truck Corporation would receive the entire inventory of trucks and parts which White Motor Corporation had on hand at the time of the sale and Volvo-White continued to use and/or sell all such items until the supply was exhausted.
12. Volvo-White continues to manufacture, produce, and sell the same vehicles formerly produced by White Motor Corporation with only minor and inconspicuous cosmetic variations.
13. Volvo-White markets said vehicles under the trade names of Road Boss I, Road Boss II, Road Commander, Road Expeditor, and Auto Car -- the identical names which White had used to market these vehicles.
14. Volvo-White continues to service the same clients as the former White Truck Corporation and made extensive efforts to assure these clients that the tractors manufactured after the acquisition of White would be of the same specifications and quality as those manufacturing by White.
15. Volvo-White inherited many of the sales, administrative, and engineering personnel of White and continues to use them in the same capacities in which they labored for White.
16. Volvo-White has incorporated the name "White" and uses the same model names for the tractors it manufactures as did White in order to capitalize on the goodwill associated with that name in the trucking industry.
17. Volvo-White is a large corporate structure with sufficient finances and assets to assume all liabilities of the White Motor Corporation.
18. Although fewer trucks are now produced and the amount of manufacturing space available to Volvo-White is somewhat less than was available to the White Motor Corporation at the peak of its industrial life, Volvo-White Corporation, for all intents and purposes, carries on essentially the same business as the former White Motor Corporation.
II. Applicable Law
Regarding the substantive law on liability of a successor corporation, it has been the rule that a successor corporation does not assume the legal liabilities of the transferor corporation merely because of its succession to the transferor's assets. However, since Granthum v. Textile Machine Works, et al., 230 Pa. Super. 199, 326 A.2d 449 (1974), was decided, Pennsylvania courts have recognized that there are four exceptional situations which can render a successor corporation liable for injuries caused by defective products manufactured by its predecessor. These are: (1) where the purchaser expressly or impliedly agreed to assume such an obligation; (2) where the transaction amounted to a consolidation or a merger; (3) where the purchasing corporation is merely a continuation of the selling corporation; or (4) where the transaction was entered into primarily for the purpose of escaping liability. Granthum, supra, at 201, citing Shane v. Hobam, Inc., 332 F. Supp. 526 (E.D. Pa. 1971).
As was noted in our Memorandum and Order of October 15, 1985, this Court agrees that Volvo-White does not fit into any of the aforementioned Granthum exceptions and cannot, therefore, be held liable under that case for the manufacturing foibles of White. However, as was similarly noted, the law on successor liability in this Commonwealth has undergone considerable change since Granthum was decided. It has become significantly more flexible and the importance of the character of a transaction which terminates a corporation, formerly a factor of paramount importance, has been drastically deemphasized. The law of Pennsylvania on successor liability is now expressed in Dawejko v. Jorgensen Steel Company, 290 Pa. Super. 15, 434 A.2d 106 (1981), a very well-reasoned and exhaustively researched opinion.
Before commenting on what we perceive to be the consequences of Dawejko, supra, it seems appropriate to discuss the cases and concerns which led to that decision which, of course, was not made in a vacuum, but was, rather, the logical culmination of the law's reaction to an obvious social need. We speak of the need to vindicate the underlying purpose of strict tort liability which is ". . . to insure that the costs of injuries resulting from defective products are borne by the manufacturers that put such products on the market rather than by injured persons who are powerless to protect themselves." See Greenman v. Yuba Power Products, Inc., 377 P.2d 897, 901 (1963).
The concept outlined above -- frequently referred to as "risk-spreading" -- motivated the First Circuit to rule that a "continuation exception"
exists which should result in imposition of successor liability upon a successor corporation which
. . . was not the legal entity which launched the product on the stream of commerce or made an implied representation as to its safety. But in the most real sense it is profiting from and exploiting all of the accumulated goodwill which the products have earned, both in its outward representations of continuity and in its internal adherence to the same line of equipment. See Cyr v. B. Offen & Co., Inc., 501 F.2d 1145, 1154 (1st Cir. 1974).