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2020 Spring Investment Forum
Thursday, April 16 & 17, 2020 - 3:00pm

Four Seasons Hotel Chicago
120 E Delaware St
ChicagoIL  60611
United States

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ACIC Private Notes                         February 2020

Welcome to the February 2020 edition of the ACIC Private Notes!
This edition brings you:
  • Recent case law summaries from the Mid-Atlantic Region, prepared by Maggie Parker-Yavuz (Akin Gump);
  • Recent case law summaries from the Midwest Region, prepared by Michael Robson (Greenberg Traurig);
  • A sneak peek of the Spring Investment Forum, courtesy of this year's co-chairs, Michael Robson (Greenberg Traurig) and Patti Boss (Voya); and
  • A spotlight on the ACIC's new members, courtesy of David Simonds and Edward McNeilly (both of Hogan Lovells).

Recent Case Law Summaries

In Oxford University Bank v. Lansuppe Feeder, LLC, junior noteholders sued for the rescission of the junior notes indenture on the grounds that the issuer violated the Investment Company Act by failing to register as an investment company and, therefore, the junior noteholders were entitled to such rescission under Section 47(b) of such Act. Splitting from the Third Circuit, the U.S. Court of Appeals for the Second Circuit held that Section 47(b) creates an implied private right of action for a party to a contract that violates the Act to seek rescission of the contract. Click here to learn more.
In Contrarian Funds, LLC v. Woodbridge Group of Companies, LLC, a distressed debt investor purchased promissory notes from the original noteholders in violation of anti-assignment provisions in the notes, arguing that section 9-408 of the UCC rendered the anti-assignment clauses unenforceable.  The U.S. District Court for the District of Delaware rejected the investor's argument, concluding that UCC section 9-408 applies only to transactions involving the grant or transfer of a security interest in a promissory note, not an outright sale of a promissory note. Click here to learn more.
In In re I80 Equip., LLC, the 7th U.S. Circuit Court of Appeals decided in a matter of first impression that a Chapter 7 trustee could not avoid a creditor's lien on grounds of an insufficient financing statement. The Court found that the subject financing statement's reference to the underlying security agreement for a description of the collateral was proper under the Illinois Uniform Commercial Code. Click here to learn more.
In Jet Midwest Int'l v. Jet Midwest Group, a dispute involving the recovery of attorney fees between business entities from diverse jurisdictions, the 8th U.S. Circuit Court took up a case reminiscent of a law school civil procedure class and decided whether the citizenship of a Hong Kong limited company based in Beijing was properly determined in the lower court for purposes of satisfying the diversity of citizenship test. Click here to learn more.
In KSA Enterprises, Inc. v. BB&T, an action regarding an appeal of a five-count claim alleging (1) breach of contract, (2) fraudulent misrepresentation, (3) negligent misrepresentation, (4) fraudulent inducement, and (5) unjust enrichment, the 6th U.S. Circuit Court of Appeals affirmed the Western District of Kentucky's decision in favor of Branch Banking & Trust Co. against KSA Enterprises, Inc. to dismiss the first, third and fourth claims and reaffirmed the granting of summary judgment in respect of the second and fifth claims. Click here to learn more.
In Koss Corp. v. Park Bank, an action that created a new standard of faith in Wisconsin under its Uniform Fiduciaries Act, the Supreme Court of Wisconsin ruled in favor a bank involving the unauthorized disbursement of funds due to fraudulent actions, thereby creating a standard by which a bank is judged by each individual transaction, rather than looking at the bank's action in the aggregate.  Click here to learn more.

Sneak Peek of the Spring Investment Forum

The 2020 Spring Investment Forum takes place at the Four Seasons Hotel on April 16 and 17 in Chicago. Please click here to read a message from the Forum's co-chairs, which reveals this year's theme and a handful of panel topics.
More information about how to register, the panels and the speakers will be coming soon! Please check back at this link frequently for updates.
We look forward to seeing you in Chicago!

Spotlight on New Members

The ACIC is thrilled to welcome the following new members since August 2019:
  • Andrew Christianson (Reinhart Boerner Van Deuren)
  • Erika Finn (Voya Investment Management)
  • Alex Judd (Day Pitney)
  • Jane Kang (Morgan, Lewis & Bockius)
  • Tekhara Kimber (Day Pitney)
  • Jessica S. Pecoraro (Thrivent Financial)
  • Jim Ryan (Genworth Financial)
  • Oscar Stephens (Greenberg Traurig)
  • Owen Zingraff (Barings)
To learn more about our newest colleagues, please click here .