Reps and Warranties Insurance in M&A: Critical Tool to Mitigate Risk and Close Deals

Evaluating When Insurance is Appropriate, Negotiating Coverage and Exclusions

*** An encore presentation featuring live Q&A ***

A 90-minute CLE webinar with interactive Q&A


Wednesday, June 21, 2017
1:00pm-2:30pm EDT, 10:00am-11:30am PDT

Early Registration Discount Deadline, Friday, May 26, 2017


This CLE webinar will provide deal counsel with an update on the latest trends in the use of M&A representations and warranties insurance coverage and situations in which it is appropriate to use the coverage to mitigate risk and complete transactions. The panel will discuss the benefits and traps associated with the insurance and key considerations when negotiating coverage and exclusions.

Description

Reps and warranties insurance has become a mainstay in M&A transactions. Buyers and sellers view the insurance as a form of added protection in structuring transactions and as a mechanism to close deals.

Reps and warranties insurance offers many benefits to sellers and buyers. Sellers use it to minimize exposure to post-closing indemnification liabilities, and buyers use it strategically in a competitive process. Both parties can use the insurance to resolve issues when negotiations reach an impasse.

Deal counsel must be aware of the types of deals that are best suited for reps and warranties insurance, and potential issues that can arise in structuring and negotiating coverage and exclusions.

Listen as our authoritative panel of deal attorneys reviews the ways M&A reps and warranties insurance can be effectively used in deal negotiations, the benefits and pitfalls associated with the insurance, and factors to take into account when negotiating coverage and exclusions.

Outline

  1. Current trends in purchasing M&A reps and warranties insurance
  2. Benefits and pitfalls
  3. When is the insurance appropriate?
  4. Negotiating coverage and exclusions
  5. Process for obtaining insurance

Benefits

The panel will review these and other key issues:

  • What are the potential benefits and pitfalls associated with M&A reps and warranties insurance?
  • How can reps and warranties insurance be used to mitigate deal risk and complete transactions?
  • What current trends should deal counsel be aware of with respect to M&A reps and warranties insurance?
  • What are some of the key issues to consider when negotiating reps and warranties insurance coverage and exclusions?

This is an encore presentation with live Q&A.

Faculty

Jonathan Gilbert, Senior Managing Director
Crystal & Company, New York

Mr. Gilbert has over 10 years of Private Equity Mergers & Acquisitions insurance experience and leads his firm's Private Equity/Mergers & Acquisition group. In addition to due diligence expertise, he has led insurance procurement initiatives for private equity firms nationwide, with a focus on reducing expense and increasing liquidity. He has worked with insurance markets to develop one-off risk transfer solutions to solve deal related issues, including insuring against breaches of representations & warranties and other contingent liabilities.

Jonathan Kim, Partner
Dechert, New York

Mr. Kim focuses his practice on mergers and acquisitions, corporate finance, and leveraged finance matters. He represents strategic buyers and sellers and financial sponsors in mergers, acquisitions, and divestitures. Mr. Kim also represents borrowers, equity sponsors, and lenders in domestic and international leveraged finance transactions in the United States and Asia, and advises on securities offerings of equity and debt.

Mark E. Thierfelder, Partner and Chair of Corporate and Securities Practice
Dechert, New York

As Chair of the NY Corporate and Securities Group, Mr. Thierfelder concentrates his practice on private equity transactions and domestic and international mergers and acquisitions. He represents leading private equity funds and their portfolio companies in a full range of corporate transactions. He negotiates, structures and executes corporate transactions on behalf of strategic buyers and sellers.


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This webinar is eligible for at least 1.5 general CLE credits.

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Mergers and Acquisitions Law Advisory Board

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Igor Kirman

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