by Josh A. Feltman, Emil A. Kleinhaus, Michael H. Cassel, and Mitchell S. Levy

From left to right: Josh A. Feltman, Emil A. Kleinhaus, Michael H. Cassel, and Mitchell S. Levy. Photos courtesy of Wachtell, Lipton, Rosen & Katz.

The Second Circuit issued a highly-anticipated opinion recently in Kirschner v. JP Morgan Chase Bank N.A. in which it held that a syndicated bank loan was not a security under state securities law.

Kirschner concerned a $1.775 billion term loan to Millennium Health LLC (“Millennium”), which was made by a small group of banks (the “Initial Lenders”) and then syndicated to a larger group of lenders in April 2014. Continue reading →