Sharon Steel Corporation v. Chase Manhattan Bank, N.A.
United States Court of Appeals for the Second Circuit
691 F. 2d 1039 (1982)
Relevant factsFree
UV Industries sold its assets in three separate transactions during a planned liquidation, with the final sale to Sharon Steel (plaintiff) constituting only about 51% of UV's total starting assets; Sharon argued it qualified as a successor obligor able to assume UV's low-interest debentures, while debenture holders (defendants) argued the debentures instead became due and payable, and the trial court agreed with the debenture holders.
IssueFree
Whether boilerplate successor obligor clauses permit assignment of debt to another party in the course of a liquidation if the assets of the company are transferred to multiple purchasers over time.