Structuring Indemnification Provisions in Healthcare Mergers and Acquisitions
Negotiating Reps and Warranties, Caps and Baskets to Allocate Risk
Recording of a 90-minute CLE video webinar with Q&A
This CLE course will provide guidance to healthcare counsel for drafting and negotiating representations, warranties, and indemnification clauses in healthcare mergers and acquisitions. The panel will discuss key considerations when drafting the provisions, potential challenges, and strategies for allocating risk.
Outline
- Reps and warranties in healthcare M&As
- Indemnities in healthcare M&As
- Use of caps and baskets
- Strategies for avoiding pitfalls and resolving contract disputes
Benefits
The panel will review these and other key issues:
- What are the warranty and indemnification provisions typical to healthcare M&As?
- What are the most commonly disputed issues when negotiating these provisions, and what are some effective strategies for resolving them?
- What approaches should counsel use to protect a client's interests when negotiating an indemnification provision?
Faculty
Matthew J. Friendly
Partner
McDermott Will & Emery
Mr. Friendly focuses his practice on general health matters, with an emphasis on healthcare mergers and acquisitions... | Read More
Mr. Friendly focuses his practice on general health matters, with an emphasis on healthcare mergers and acquisitions and healthcare private equity transactions. Among other matters, he has represented a private equity fund in its purchase of a dental management services organization and assets of 39 managed dental practices in Texas for approximately $135 million and represented a Nevada-based hospitalist services company in its sale to a private equity buyer for $44.7 million.
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Jerome T. Levy
Partner
Duane Morris
Mr. Levy has conducted a wide range of administrative negotiations and civil litigation on behalf of healthcare... | Read More
Mr. Levy has conducted a wide range of administrative negotiations and civil litigation on behalf of healthcare providers with state and federal regulatory authorities. He negotiates and prepares agreements and other documents related to mergers and acquisitions and other transfers of ownership and also handles licensure applications for new operators, professional discipline matters and new construction for all types of healthcare facilities, including regulatory approvals and financing. Mr. Levy represents hospitals, nursing homes, diagnostic and treatment centers, adult living providers, private practice physicians, physician and dental practice management companies, and other health care providers in all phases of their operations.
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Frank M. Pellegrino
Member
Bass Berry & Sims
Mr. Pellegrino advises public and private companies in a broad range of transactional, corporate governance and... | Read More
Mr. Pellegrino advises public and private companies in a broad range of transactional, corporate governance and securities matters. Over the course of his career, he has completed more than $25 billion worth of M&As for public and private companies and represented issuers in public and private debt and equity offerings worth over $3 billion. Mr. Pellegrino’s practice includes the representation of both public and private clients in public and private equity and debt offerings, and acquirers and targets in M&As.
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