Share on LinkedInShare on LinkedIn

ARTICLE · 30 AUGUST 2013

Second Circuit Interprets Securities Contract Safe Harbor Broadly For Second Time In Three Years

Reed Smith
Explore more from Reed Smith

For the second time in three years, the United States Court of Appeals for the Second Circuit has taken a broad view of the "safe harbor" provision found in section 546(e) of the Bankruptcy Code for certain "settlement payments" and transfers in connection with securities contracts.

United StatesInsolvency/Bankruptcy/Re-Structuring
Todd Zerega
Todd Zerega
Luke Sizemore
Luke Sizemore
Author LinkedIn connections

SNAPSHOT

For the second time in three years, the United States Court of Appeals for the Second Circuit (the "Court") has taken a broad view of the "safe harbor" provision found in section 546(e) of the Bankruptcy Code for certain "settlement payments" and transfers in connection with securities contracts. In 2011, the Court held that payments made to redeem commercial paper before the maturity date are protected from avoidance under section 546(e) as "settlement payments," because they were transfers of cash made to complete a securities transaction. In June 2013, the Court held that payments made to a trustee to purchase notes previously issued by an affiliated company to beneficial holders under note purchase agreements are protected from avoidance under section 546(e) as transfers made to a financial institution in connection with a securities contract. This post discusses the second of these opinions.

We operate a free-to-view policy, asking only that you register in order to read all of our content. Please login or register to view the rest of this article.

Register for freeORLog in

Related Articles

Legal Intelligence Newsletters: sign up for the latest legal and regulatory news on your chosen topics

Read more about

Related Comparative Guides

See more popular content from

Article

Section 363 Sales In Bankruptcy: What Businesses, Lenders, And Buyers Need To Know

When a company enters Chapter 11 bankruptcy, many assume the process will culminate in a lengthy reorganization plan. However, distressed businesses are increasingly being sold through a different mechanism—a sale under Section 363 of the United States Bankruptcy Code. Understanding how Section 363 sales work can help business owners, lenders, investors, and prospective purchasers identify opportunities and avoid costly surprises in bankruptcy asset transactions.
United StatesInsolvency/Bankruptcy/Re-Structuring
Scarinci Hollenbeck LLC
Scarinci Hollenbeck LLC
Article

Quarterly Brief: What’s New, What’s Next Across Industries In Restructuring & Turnaround (Q2 2026)

Riveron's Q2 2026 Restructuring & Turnaround brief examines how companies across multiple industries are navigating elevated financial distress amid tighter credit conditions, rising debt maturities, and persistent operational pressures. The analysis explores sector-specific challenges from aerospace to retail, highlighting how management teams and lenders are addressing liquidity constraints and restructuring risks in an increasingly selective credit environment.
United StatesInsolvency/Bankruptcy/Re-Structuring
Riveron
Riveron
Article

The Secured Creditor’s Playbook For Section 363 Sales

Section 363 sales have become a routine feature of commercial bankruptcy cases, often determining recovery for secured creditors before a reorganization plan is even filed. Understanding the mechanics of credit bidding, adequate protection rights, and bid procedure negotiations can mean the difference between maximizing recovery and watching collateral sold under unfavorable terms.
United StatesInsolvency/Bankruptcy/Re-Structuring
Adams and Reese LLP
Adams and Reese LLP
Article

You Can’t Un-Ring The Bell (Or The Assignment): Bankruptcy Court Dismisses Chapter 11 Cases In Favor Of A Pending ABC Proceeding

In In re Nussbaum Lowinger LLP, the Bankruptcy Court for the Southern District of New York (the Court) dismissed Chapter 11 bankruptcy cases commenced by two law firms and did so in favor of their assignment for the benefit of creditors proceeding already pending in New York state court. This decision provides useful guidance for creditors, assignees, and debtors evaluating whether to move from a state law assignment for the benefit of creditors to a federal bankruptcy case.
United StatesInsolvency/Bankruptcy/Re-Structuring
Arnold & Porter
Arnold & Porter
Article

Maximizing Value Along The Fraudulent Transfer Chain: What Must Be Avoided, And Who Must Be Sued?

A Delaware bankruptcy court ruling clarifies that trustees can pursue subsequent transferees in fraudulent transfer cases without naming the initial transferee as a defendant, though they must still prove and avoid the initial transfer. This decision provides critical guidance for vendors and creditors who may face clawback exposure even when the original wrongdoer isn't sued directly.
United StatesInsolvency/Bankruptcy/Re-Structuring
Lowenstein Sandler LLP
Lowenstein Sandler LLP
Article

SDNY Bankruptcy Court Offers Further Direction On Default Interest And Fee Recovery

The Southern District of New York Bankruptcy Court's written decision in 1300 Desert Willow expands upon the Mako framework, clarifying when debtors can challenge an oversecured creditor's entitlement to post-petition default interest at contractual rates. The ruling narrows the application of the "fresh start" factor in single-asset real estate cases and addresses whether Section 506(b)'s reasonableness requirement applies to prepetition claim components, providing critical guidance for bankruptcy practiti
United StatesInsolvency/Bankruptcy/Re-Structuring
Benesch, Friedlander, Coplan & Aronoff LLP
Benesch, Friedlander, Coplan & Aronoff LLP