Complex Insurance Issues in M&A Due Diligence

Assessing Potential Risk and Minimizing Exposure in Corporate Dealmaking

CD/DVD of a 90-minute CLE teleconference with Q&A


Conducted on Tuesday, September 2, 2008
Now available on CD/DVD


Description

Companies that participate on either side of a merger or acquisition must carefully consider insurance coverage issues as part of the due diligence analysis to protect buyer and seller.

Businesses acquiring or merging with another company must fully understand the potential liabilities to which they may be exposed, as well as the acquiree's existing insurance coverage both past and present.

Proper due diligence requires thorough analysis of risk exposure due to transfer and assumption of contractual obligations, property loss control, unknown or unreported claims, and insufficient claim reserves, among others.

Listen as our authoritative panel of insurance counsel offers their perspective and best practices on due diligence into potential liabilities and the claims experience, insurance coverage of the merged or acquired company, and the impact of contract indemnification language on insurance.

Outline

  1. Who involved in insurance should be on the due diligence team?
    1. How can risk managers assist in valuations and mergers?
  2. Knowing the structure of the insurance program of the company and the merger candidate company
    1. Understanding new potential liabilities
    2. Evaluating the claims experience of the target company
    3. Using multiple scenarios for modeling
    4. Allocation of premiums
    5. Impact of contract indemnification language on insurance
  3. Extracting value from insurance programs
  4. Using the analysis

Benefits

The panel will review these and other key questions:

  • What should companies considering a merger or acquisition look for when reviewing the object company's historic insurance assets?
  • What analysis should be conducted by the acquiring company when there appear to be gaps in the acquired company's coverage?
  • What are the best ways to identify potential liabilities of the company to be acquired — and how can the acquiring company minimize the risks?

Faculty

Robert M. Horkovich, Shareholder
Anderson Kill & Olick, New York

He is a trial lawyer with substantial experience in trying complex insurance coverage actions for corporate policyholders. The Chambers Guide calls him "the 'go-to person' in the area of insurance recovery."

Amy J. Fink, Partner
Howrey LLP, Los Angeles

She specializes in general and complex business litigation, insurance coverage advice and litigation. She advises on insurance-related issues, including coverage for securities-related claims. She also conducts an active commercial litigation practice in a variety of other areas, including defamation, eminent domain, shareholder derivative actions, fraud and unfair business practices.

Robert M. Fineman, Partner
Duane Morris, San Francisco

He practices in the areas of commercial and insurance coverage litigation with an emphasis on complex litigation involving contract disputes and environmental matters. He handles matters involving coverage and bad faith allegations, business disputes, construction defects, subrogation and contribution, toxic torts, regulatory issues and environmental matters.

Ordering

Teleconference on CD

Purchase a CD of the full event proceedings, including Q&A and PDF files of all handouts (available 10 days after the seminar).

For CLE only, this program is pre-approved for self-study credit in AK, AZ, CA, MO, MT, VT, WV.

Self-study CLE credits are also available in CT*, CO, GA, ID, KY, LA, ME, NV, ND, NY*, OR, TX, UT, WA, WI, WY.
Please call us if you will be self-reporting in one of these states. *For CT and NY, Strafford needs to process the CLE — see below to purchase this option

Self-study CPE is not offered on CD purchases.

CD $297.00 plus $9.45 S&H


CLE Processing on CD/DVD (NY and CT Only)

CLE processing for listening to the CD/DVD is available for an additional $65 per person per state in NY and CT.

CLE on CD Processing $65.00

Program Materials

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CLE Credit

Strafford seminars qualify for CLE credits in every state that accredits teleconferences. They offer you a high quality, cost effective, and convenient CLE option, with no lost travel time or expenses.

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Customer Reviews

The best teleconference I have experienced — bar none.  Well done in every respect.

Jake Jacobson

Osborne Construction Co.

The presentation and handouts were very informative. And it allowed me to attend a CLE without leaving the office.

Bill Pemerton

Horton Maddox & Anderson

The presentations provided great insight.

Josh WInslow

Pabian & Russell

A thoroughly professionally structured and presented program.

Roy Gowey

City of Coeur d'Alene

The three presentations created a balanced approach.

Cris Navarro

Enloe Medical Center

Insurance Law Advisory Board

John D. Green

Partner

Farella Braun + Martel

William O. Krekstein

Partner

Nelson Levine deLuca & Horst

Jay M. Levin

Counsel

Reed Smith

Peter J. Mintzer

Member

Cozen O'Connor

Barry S. Neuman

Counsel

Carter Ledyard & Milburn

Andrew G. Wanger

Partner

Clyde & Co.

Sandra I. Weishart

Partner

Barger & Wolen