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ARTICLE · 01 SEPTEMBER 2023

Kirschner: Implications For Syndicated Term Loans

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Last Thursday morning, August 24, the US Court of Appeals for the Second Circuit issued a decision in the closely watched Kirschner v. JPMorgan case, rejecting the plaintiff's argument...

United StatesCorporate/Commercial Law
Scott Zemser
Scott Zemser
Frederick C. Fisher
Frederick C. Fisher
Adam Wolk
Adam Wolk
J. Bradley Keck
J. Bradley Keck
Stuart Litwin
Stuart Litwin
Arthur S. Rublin
Arthur S. Rublin
Michael Ware
Michael Ware
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Last Thursday morning, August 24, the US Court of Appeals for the Second Circuit issued a decision in the closely watched Kirschner v. JPMorgan case, rejecting the plaintiff's argument that the subject syndicated term loans should be treated as securities.1

The Second Circuit issued its decision just a few weeks after the US Securities and Exchange Commission ("SEC") declined to weigh in on the case despite having requested three extensions for the filing of a submission.

In advance of the SEC's decision not to opine on the matter and the Second Circuit's decision last Thursday, a range of loan market participants were concerned about the prospect that the court could find that syndicated term loans should be treated as securities. There was considerable concern that such a finding would create substantial negative implications for the origination and trading of broadly syndicated institutional term loans, "term loan Bs" ("TLBs"), which are typically syndicated to

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This Mayer Brown article provides information and comments on legal issues and developments of interest. The foregoing is not a comprehensive treatment of the subject matter covered and is not intended to provide legal advice. Readers should seek specific legal advice before taking any action with respect to the matters discussed herein.

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