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

Evaluating When Insurance is Appropriate, Negotiating Coverage and Exclusions

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


Conducted on Thursday, February 15, 2018

Recorded event now available

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Program Materials

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 is a mainstay in M&A transactions. For buyers and sellers, the insurance is an alternative form of protection in structuring transactions and as a mechanism to close deals.

Sellers use reps and warranties insurance 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 that reps and warranties insurance is best suited to certain types of deals and of 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.

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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?

Faculty

Gilbert, Jonathan
Jonathan Gilbert

Senior Managing Director
Crystal & Company

Mr. Gilbert has over 10 years of Private Equity Mergers & Acquisitions insurance experience and leads his...  |  Read More

Kim, Jonathan
Jonathan Kim

Partner
Dechert

Mr. Kim focuses his practice on mergers and acquisitions, corporate finance, and leveraged finance matters. He...  |  Read More

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