Subro Sense Podcast - Unique Factors and Considerations in a Subrogation Release
M&A Auction Process
In most M&A transactions, after the parties have negotiated the basic commercial terms, they then negotiate the warranties and indemnities (W&I). Generally, buyers want the anticipated value of their purchase without any...more
There are new regulations requiring employers who offer hospital indemnity or other fixed indemnity insurance benefits for plan years starting on or after January 1, 2025, to provide specific notice of the benefit to all...more
The Court of Appeal has found that an alleged typo in a warranty and indemnity insurance policy did not amount to an obvious mistake. As a result, the insurance did not cover the claimed breach of warranty....more
As global markets continue to adapt to a new normal, a clear understanding of the structural nuances, risk considerations, and strategic objectives inherent in varying transaction structures enables investors to remain agile...more
The agencies have finalized a portion of their proposed rules impacting so-called “junk insurance” regarding short-term limited-duration insurance, but deferred finalizing the more significant changes that would have impacted...more
On March 29, 2024, the IRS, DOL and HHS (collectively, “the Agencies”) released final regulations implementing new notice requirements for group hospital or other fixed indemnity plans that begin on or after January 1, 2025....more
On March 28, 2024, the Departments of Labor, Treasury, and Health and Human Services (the “Tri-Agencies”) issued final regulations on short-term, limited-duration insurance (“STLDI”), hospital and other fixed indemnity...more
In Part I of this series on weather and climate risk management, I reviewed the context within which organizations seek to manage climate and weather-related risks. With extreme weather events becoming more common, there are...more
In recent years, the number of insurers offering M&A insurance (known as warranty and indemnity (W&I) insurance) in Asia has doubled. This is ushering in a new era for risk allocation in M&A that is more favorable to buyers...more
As buyers seek acquisition opportunities worldwide, they often encounter sellers resistant to accepting meaningful (if any) liabilities for potential pre-closing exposures, causing buyers to look to the insurance market for...more
Arrowood Indemnity, the runoff entity for Royal Indemnity and Royal Globe (Royal), was declared insolvent by the Delaware commissioner of insurance on November 6, 2023. This action was taken through the filing of a complaint...more
The concept of fortuity is fundamental to insurance law. That is because insurance protects against the risk of contingent or unknown events or losses – not certainties of loss. Cal. Ins. Code § 22. Thus, in the context of...more
On July 12, 2023, the IRS, DOL and HHS (collectively, “the Agencies”) released proposed regulations that modify the conditions for hospital indemnity and other fixed indemnity insurance to be considered an “excepted benefit.”...more
The use of representations and warranties insurance (RWI or R&W) has become increasingly mainstream; it is used in an estimated 75% of private equity transactions and 64% of the time by larger strategic acquirers. Woodruff...more
In light of recent Internal Revenue Service (IRS) guidance, employers should carefully examine any supplemental health plan, program or arrangement (which may or may not claim to leverage fixed indemnity insurance) that...more
On June 8, 2023, the IRS released Chief Counsel Advice 202323006 (the “CCA”) addressing the tax treatment of wellness indemnity payments made by employer-funded fixed indemnity insurance policies. The CCA generally provides...more
Changing market dynamics have led buyers to assess available options to address post-closing target company issues. Amid the buoyant market of 2021 and early 2022, compressed deal timelines and frenzied competition...more
The New Year is an opportunity to reset and reflect on your present condition and ways to improve. One thing all members of the construction industry, from owners to contractors, should do is check in on their insurance...more
Warranty and indemnity insurance may remain a staple of European private equity, but are buyers changing course? Warranty and indemnity (W&I) insurance has become an important component of European PE transactions in...more
Construction companies spend countless hours drafting agreements requiring indemnification and insurance for their projects. These obligations are prevalent for all tiers of construction industry members— from subcontractors...more
Indemnification of the policyholder is a core principle of the property insurance industry. A similar principle holds that the policyholder shall be “made whole” but not put in a better position than it was prior to the loss....more
The United States District Court for the Southern District of Florida, applying Florida law, has held that an insurer had no obligation to provide any coverage for its insured’s unallocated, lump-sum settlement payment made...more
Significant differences exist between terms that typically apply in M&A transactions in Africa and Europe - "Acquirers tend to view European markets as being more seller-friendly than African markets." Although the...more
The CEO of a mortgage intermediary is challenging a Financial Conduct Authority (FCA) decision to fine and prohibit him in relation to oversight failures....more
Professional Indemnity (PI) insurance is intended to cover specified losses suffered by a business (or individual acting in their professional capacity) where it is alleged that the business has caused loss to its clients or...more