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 premium CLE video webinar with Q&A

Conducted on Wednesday, March 17, 2021

Recorded event now available

or call 1-800-926-7926
Course Materials

This CLE course 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 critical considerations when negotiating coverage and exclusions.


Reps and warranties insurance is a mainstay in M&A transactions. For buyers and sellers, insurance is an alternative form of protection in structuring transactions and can be used to streamline negotiations between buyers and sellers.

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 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 potential issues that can arise in structuring and negotiating coverage and exclusions.

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



  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


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 are the current trends regarding M&A reps and warranties insurance?
  • What are some of the critical issues when negotiating reps and warranties insurance coverage and exclusions?


Bell, B. Jeffery
B. Jeffery Bell

Holland & Knight

Mr. Bell is a member of the firm’s Corporate, M&A and Securities Practice Group. He handles a wide variety of...  |  Read More

Dubeck, Matthew
Matthew B. Dubeck

Gibson Dunn & Crutcher

Mr. Dubeck practices in the firm’s Mergers and Acquisitions, Private Equity and Securities Regulation and...  |  Read More

Filak, Jake
Jake Filak
Senior Vice President
Euclid Transactional

Mr. Filak is a Senior Vice President at Euclid Transactional, where he underwrites Representations & Warranties and...  |  Read More

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