There's a standard due diligence process that companies go through for mergers and acquisitions etc, through which you get access to material data. He chose no

There's a standard due diligence process that companies go through for mergers and acquisitions etc, through which you get access to material data. He chose not to do that. He chose to make the acquisition "sight unseen" in a way that also left the him on the hook for $1bn if he pulled out of the deal. Now he's trying to dodge the $1bn clause, but the contract he signed doesn't give him many ways out.