Trends and Developments in M&A Representations and Warranties Insurance: What You Need to Know
Mergers and acquisitions (M&A) representations and warranties (R&W) insurance is here to stay. Intended to provide protection against losses that could result from the seller's breaches in the R&W of the acquisition agreement, R&W insurance continues to increasingly gain popularity. Prime growth drivers include the increasing global volume of M&A activity and the positive reception of corporate purchasers.
However, despite the benefits offered by R&W insurance, deal counsel should be wary of the exclusions and coverage negotiation issues that may emerge.
This course offers an overview of the latest trends surrounding M&A R&W insurance. A panel of thought leaders and practitioners will help firms better understand how to apply the recent developments to their company and/or clients. They will also offer the best practices in dealing with potential structuring and negotiation issues concerning coverage and exclusions.
Key topics include:
- M&A Representations and Warranties (R&W) Insurance: Statistics
- Latest Trends
- Opportunities and Pitfalls
- Potential Issues
- Best Structuring and Negotiation Practices
Jonathan Gilbert, Senior Managing Director
Crystal & Company
Jay Rittberg, Managing Principal
Euclid Transactional, LLC
Michael Coburn, Attorney
- R&W Insurance 101
- R&W Claims Overview
- Deal Negotiation and Drafting Considerations for M&A Agreements
- Trends in R&W Insurance
Who Should Attend:
- M&A Practitioners
- Corporate Lawyers
- Insurance Lawyers
- Financial Sponsors
- Investment Bankers
Jon Gilbert is a Senior Managing Director and leads Crystal & Company’s Mergers & Acquisitions practice. Jon has over 10 years of Private Equity Mergers & Acquisitions insurance experience. In addition to his due diligence expertise, Jon has led insurance procurement initiatives for private equity firms nationwide, with a focus on reducing expense and increasing liquidity. He has worked with insurance markets to develop one-off risk transfer solutions to solve deal-related issues, including insuring against breaches of representations & warranties and other contingent liabilities.
He brings a wealth of expertise regarding risk management issues and its financial impact to buyers, including traditional leverage buyouts; public-to-private sales; debt/equity swap; asset sales out of bankruptcy; and corporate divestitures. In 2014, Jon was named as one of M&A Advisors’ “40 Under 40” award recipients.
Jon Gilbert is a Senior Managing Director and leads Crystal & Company’s Mergers & Acquisitions practice. Jon has over 10 …
Jay Rittberg is Managing Principal of Euclid Transactional, LLC, a transactional insurance underwriting and claims handling managing general agency. Prior to joining Euclid Transactional in April 2016, Jay was Senior Vice President and Americas M&A Manager at AIG where he was responsible for managing the development, underwriting and marketing of transactional insurance products. Jay was also previously a corporate attorney at Schulte Roth & Zabel LLP, where he advised clients on a wide range of corporate matters.
Jay Rittberg is Managing Principal of Euclid Transactional, LLC, a transactional insurance underwriting and claims handling managing general agency. Prior …
Michael Coburn’s practice is focused on advising insurtechs, insureds, insurers, venture capital firms, reinsurers and brokers on a broad range of regulatory and transactional matters. Michael has extensive experience in the insurtech space, including advising on the formation and licensing of startup insurtech companies, negotiating partnership agreements on behalf of insurtechs with insurance carriers, drafting innovative policies and providing general regulatory advice to insurtechs. He also provides insurance-related advice on mergers & acquisitions as well commercial litigation, including assisting in the procurement and negotiation of representation and warranty insurance, conducting insurance-related diligence and providing insurance regulatory advice during litigation.
Michael Coburn’s practice is focused on advising insurtechs, insureds, insurers, venture capital firms, reinsurers and brokers on a broad range …
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Method of Presentation:
General knowledge of M&A laws/business insurance
NY Category of CLE Credit:
Areas of Professional Practice
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About Alliant Insurance Services
Alliant Insurance Services is one of the nation’s leading and fastest growing distributors of diversified insurance products and services. In the face of increasing complexity, our approach is simple: bring on the best people and invest more deeply in the industries and clients we serve. We operate through a network of specialized national platforms and regional offices to offer a comprehensive portfolio of services to our clients. Our goal is to ensure that they get the most innovative product and the most innovative thinking in the industry. www.alliant.com
About Euclid Transactional, LLC
Euclid Transactional is a managing general agency specializing in the underwriting of representations & warranties, tax liability, contingent liability and other transitional insurance coverages. With offices in New York, London, Chicago and Toronto Euclid assists clients in North America, Europe, the Middle East and Africa. Euclid Transactional is owned and operated by a team of underwriters dedicated to providing best-in-class service, deal execution and claims handling. The team collectively has over 80 years of M&A and transactional insurance experience and has been involved in the underwriting of thousands of transactional insurance policies and billions of dollars of transactional risk.
About Cooley LLP
Cooley’s attorneys solve legal issues for entrepreneurs, investors, financial institutions and established companies. Clients partner with Cooley on transformative deals, complex IP and regulatory matters, and high-stakes litigation, where innovation meets the law. Cooley has 900 lawyers across 12 offices in the United States, China and Europe. Cooley's antitrust & competition team is recognized as one of the top-tier practices in the area of antitrust by Legal 500, Chambers USA and Global Competition Review. We handle all aspects of antitrust and competition law matters – including counseling, litigation, agency representation and arbitration services – for Fortune 500 corporations, as well as growing companies.