Reps and Warranties Insurance in Healthcare Transactions: Shifting Liability Risks

Evaluating When Insurance is Appropriate, Negotiating Coverage and Exclusions

Recording of a 90-minute CLE webinar with Q&A

Conducted on Wednesday, September 2, 2020

Recorded event now available

or call 1-800-926-7926
Course Materials

This CLE course will guide healthcare counsel on the use of representation and warranties insurance in healthcare transactions. The panel will examine when such insurance is appropriate, how it can be best utilized, and what should be covered. The panel will offer best practices for leveraging reps and warranties insurance in healthcare transactions.


Healthcare is one of the more active areas for mergers and acquisitions. As a heavily regulated industry subject to significant federal and state regulatory oversight, it comes with its own unique set of risks. Those risks include fraud and abuse claims, allegations of privacy and security breaches, or licensure. Parties to healthcare transactions are turning to representation and warranty insurance to help minimize that risk.

Traditionally, part of the purchase price is held in escrow to protect the buyer from potential loss. When using rep and warranty insurance, a significant portion, if not all, of the liability risk shifts from the seller to the insurance company, thereby both providing the buyer with protection and allowing the seller to realize more of the purchase price at closing.

Healthcare counsel must be aware when rep and warranty insurance is appropriate for the transaction and of the potential issues that can arise in structuring and negotiating coverage and exclusions.

Listen as our authoritative panel of healthcare counsel examines the role of rep and warranty insurance in healthcare transactions, when it is appropriate, and when it isn't. The panel will also discuss the considerations the parties should weigh and the role of insurance coverage. The panel will look at examples of when the insurance has been beneficial and when it's been problematic and will offer best practices for leveraging rep and warranty insurance in healthcare transactions.



  1. Rep and warranty insurance in healthcare transactions
    1. When is it appropriate?
    2. How can it be utilized?
    3. What should be covered?
  2. Principal considerations when determining to use rep and warranty insurance
  3. Best practices for structuring and negotiating rep and warranty insurance
    1. Coverage
    2. Exclusions


The panel will review these and other key issues:

  • What are the potential benefits and pitfalls associated with rep and warranty insurance in healthcare transactions?
  • How can rep and warranty insurance be used to mitigate risk and complete transactions?
  • What are some of the critical issues when negotiating rep and warranty insurance coverage and exclusions?


Chan, Tony
Tony Chan

Morgan Lewis & Bockius

Mr. Chan has more than 15 years of experience advising companies on M&As, private equity, growth equity, and...  |  Read More

Hearn, Curtis
Curtis R. Hearn

Jones Walker

Mr. Hearn has served as co-lead of the firm’s Corporate Practice Group for 20 years. He has represented buyers...  |  Read More

Schreiber, Stephanie
Stephanie Winer Schreiber

Buchanan Ingersoll & Rooney

Ms. Schreiber focuses her practice on substantial M&A transactions, joint ventures, general corporate matters,...  |  Read More

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