M&A Transactions Insurance: Maximizing Deal Value, Managing Risks, Solving Challenging Negotiation Points, and Available Coverages
Recording of a 90-minute premium CLE video webinar with Q&A
This CLE webinar will discuss the latest trends in transactional insurance in M&A deals as a strategic way to manage risks and improve deal and business outcomes for both purchasers and sellers. The panel will discuss the different types of transactions insurance available, including representations and warranties insurance (RWI) (buyer and seller side), litigation insurance, and tax insurance; the advantages and characteristics of such coverages; common terms, conditions, and exclusions of transactional insurance coverage; the costs of transactional insurance; available limits of liability; and required retentions. The panel will provide practical insights for navigating the underwriting process. The panel will also discuss the claims process and common claims issues presented, as well as provide practical guidance for policyholders in presenting claims and for insurers in responding to claims.
Outline
- Overview: current trends in transactional insurance
- Using transactional insurance to address deal risks
- Types of transactional insurance
- Coverage characteristics and considerations for buyers and sellers when obtaining transactional insurance
- Buy-side vs. sell-side policies
- Benefits and limitations of various types of transactions insurance
- Transaction insurance terms, conditions, coverages, and exclusions
- Impact of transactions insurance on deal due diligence and due diligence associated with obtaining transactions insurance
- Common claims issues under transactions insurance
- Reviewing other insurance coverage already in place and avoiding gaps in coverage
- Other applications outside of M&A
- Key takeaways
Benefits
The panel will review these and other key issues:
- What types of transactions insurance policies are available and how can they be used as a tool in M&A?
- How can transactions insurance be used to shift risk away from deal parties and solve challenging negotiation points?
- What are the benefits and pitfalls associated with the different types of transactions insurance?
- What are the key considerations for deal parties when negotiating coverage and exclusions?
Faculty
Gary P. Blitz, Esq.
Global Co-CEO of M&A and Transaction Solutions/Global Head of Tax
Aon
Mr. Blitz heads the global Transaction Solutions side of the practice, which is the leading global insurance broker for... | Read More
Mr. Blitz heads the global Transaction Solutions side of the practice, which is the leading global insurance broker for Representations and Warranties Insurance/Warranties and Indemnities Insurance, Tax Insurance, Litigation Insurance, and bespoke transactional insurance solutions. Mr. Blitz also leads the global tax insurance practice specializing in the placement of tax insurance programs for renewable energy and other tax credit investments, M&A transactions, and non-transactional situations. He began his career as a tax lawyer and acted as legal counsel to U.S., London and international insurers before joining Aon. Mr. Blitz is a member of the Board of Directors of the Solar Energy Industries Association (SEIA) and is a frequent speaker at industry events and is often quoted on topics relating to tax and transactional insurance solutions. Aon plc (NYSE: AON) is the leading global provider of risk management, insurance and reinsurance brokerage and human resources solutions and outsourcing services.
Close
Scott M. Seaman
Co-Chair Global Insurance Services Practice Group
Hinshaw & Culbertson
Mr. Seaman is a commercial litigator and trial lawyer with more than 35 years of experience. Scott is widely regarded... | Read More
Mr. Seaman is a commercial litigator and trial lawyer with more than 35 years of experience. Scott is widely regarded as one of the leading attorneys in the United States representing insurers and reinsurers in property and casualty matters. He is known for employing his deep knowledge of the law and insurance industry, strategic thinking, and honed trial and appellate advocacy to produce creative solutions and outstanding results for clients. Clients regularly turn to Scott and his team for counsel and representation in challenging and high-stakes insurance and business matters. Mr. Seaman has a long track record of successfully representing companies before trial courts, appellate courts, and arbitration panels across the country in a variety of cases and matters involving general liability coverage (primary, umbrella, and excess), professional liability coverage, directors and officers liability insurance, first-party property coverage, bad faith and extra-contractual matters, fee disputes, and facultative and treaty reinsurance contracts. He also advises and represents companies on cyber, privacy, data breach, IoT, nanotechnology, gig economy, viruses and pandemics, representations and warranties, transactional insurance, social unrest, ESG, climate change, and other emerging issues, as well as a wide-range of case-specific and portfolio issues. He also has handled a variety of challenging international, professional liability, health/life science, director and officer liability, tort and product liability, and business and commercial cases.
He was named to the inaugural list of Midwest Trailblazers by The American Lawyer magazine for his "high-profile, complex insurance coverage cases nationwide, which resulted in precedent setting rulings that have altered insurance law." He is co-author of Allocation of Losses in Complex Insurance Coverage Claims (11th Ed. 2023) He is ranked Band I by Chambers USA.
Close
Kate Sherburne
Partner
Faegre Drinker Biddle & Reath
Ms. Sherburne works with clients to close transformational deals. She focuses on mergers and acquisitions, corporate... | Read More
Ms. Sherburne works with clients to close transformational deals. She focuses on mergers and acquisitions, corporate governance, and securities. Ms. Sherburne also has significant experience with M&A representation and warranty insurance, a product that is being used with greater frequency in the M&A market. Her transaction experience includes: representing strategic public and private clients in acquisition and disposition transactions in industries such as retail, medical devices, software/technology, health care, professional sports, financial services, restaurants, manufacturing and distribution, wholesale, transportation, and recreational vehicles; representing large family-owned businesses in exit transactions; representing private equity firms in transactions involving purchases and sales of portfolio companies; representing management investors in rollover investments; and representing privately held businesses in connection with reorganization transactions, among others.
Close