In my last couple of posts I have been discussing Genzyme v. Fed. Ins. Co., 2009 WL 3101025 (D. Mass.).
The court held that a separate, sufficient ground to find no coverage for the stock-trade transaction was a "bump-up provision" of the policy, which stated that the insurer would not be liable for a loss "based upon, arising from, or in consequence of the actual or proposed payment by any Insured Organization of allegedly inadequate . . . consideration in connection with its purchased of securities issued by any Insured Organization." (Italics added.)
The insured admitted that it gave one class of shares, which are the equivalent of money, to holders of another class of shares in exchange for their relinquishment of those shares. The insured argued that it did not obtain anything in return. The court disagreed, holding that the insured "acquired an intangible right that it did not possess before - the right to cancel the outstanding Biosurgery Division tracking stock shares, which Genzyme wanted to do in order to reorganize its capital structure." The court held that the share exchange was "unambiguously a 'purchase' within the natural and ordinary meaning of the word."