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 such 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 rep and warranty and indemnification provisions typical to healthcare transactions?
- 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.
Close
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.
Close