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http://nycourts.law.com/CourtDocumentViewer.asp?view=Document&docID=46986 Justice Cahn PLAINTIFFS OWNED notes issued by defendant corporation and converted into common stock absent a “termination event.” One year after issuance of “corporate units” defendant’s European operations were continued by a European subsidiary which entered into bankruptcy in the United Kingdom (U.K.). Plaintiffs claimed that the subsidiary’s U.K. bankruptcy “administration” constituted a “termination event” and that the senior notes should not have been converted into stock. Plaintiffs also argued that the U.K. “administration” constituted an “event of default” under the indenture. The court granted defendant corporation’s dismissal motion. Referring to the prospectus, purchase contract, indenture and other documents pertaining to the corporate units, the court determined that because applicable provisions did not refer to defendant’s subsidiaries, the subsidiary’s bankruptcy did not trigger a “termination event” or “event of default.”

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