News & Analysis as of

Mergers Commercial Insurance Policies

DarrowEverett LLP

Closing with Confidence: Representations and Warranties Insurance in M&A

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Representations and warranties insurance (RWI) has become an increasingly common feature in mergers and acquisitions (M&A) transactions, serving as a risk management tool for both buyers and sellers. RWI facilitates...more

Lowenstein Sandler LLP

Current State of Play with SPAC Litigation and Available Insurance Coverage

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Today, Lynda A. Bennett and Heather Weaver of Lowenstein’s Insurance Recovery Group sit down with Yelena Dunaevsky, Senior Vice President, Transactional Insurance, at Woodruff Sawyer to talk about the current state of SPAC...more

Goodwin

Developments in W&I Insurance in Asia

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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

Latham & Watkins LLP

W&I Insurance Likely to Play Increasing Role in Energy and Infrastructure

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Stapled W&I policies and synthetic policies will likely be increasingly common features of E&I transactions, although their feasibility should be assessed case by case. Warranty and indemnity insurance (W&I) is a...more

Goodwin

Cross-Border Transactional Risk Insurance

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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

BCLP

RWI Market Turning to Unlikely Industries for New Deals: Health Care RWI Terms & Conditions Improving

BCLP on

Representations and Warranties Insurance (RWI) has increasingly become a tool employed by both Buyers and Sellers to shift away from the traditional indemnification model of escrows or other mechanisms that could tie up...more

Holland & Knight LLP

What Representations & Warranties Insurance Can Do for Your M&A Deals in Latin America

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In recent years, the use of representations and warranties insurance (RWI) in mergers and acquisitions (M&A) transactions has experienced dramatic growth worldwide. Consequently, deal participants in Latin America are showing...more

Latham & Watkins LLP

Avoiding Buyer’s Remorse in M&A Deals

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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

Miller Nash LLP

Cautionary Tales of D&O Bump-Up Exclusions

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For some time now, merger-objection and acquisition-objection litigation against buyers of companies have been on the rise. In years past, these cases often settled for not much more than additional-disclosure agreements and...more

Woodruff Sawyer

Transactional Risk in 2023: A Guide to Insurance Trends and Due Diligence

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As we move deeper into the 2023 deal landscape, one thing is abundantly clear: Deal flow has experienced a significant slowdown over the last few quarters. According to PWC, private equity deal volume declined 22% during the...more

Woodruff Sawyer

Guide to D&O Insurance for De-SPAC Transactions, 2023 Edition

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While it’s true that the recent SPAC craze has significantly cooled, there are still more than 300 SPACs searching for a deal, according to SPAC Insider. The good news for those still searching for a deal is that there isn’t...more

Woodruff Sawyer

R&W Claims 101: Factors to Consider Before Filing a Claim

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Mergers and acquisitions have many moving parts, both before the transaction is completed and after the deal has closed. Having a reps and warranties insurance policy can make things easier for an insured if problems arise...more

Woodruff Sawyer

SPAC Liquidations and Extensions Create D&O Insurance Riddles: Part 2

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For a special purpose acquisition company (SPAC) that has not completed a business combination but is approaching its deadline for finding a suitable target, two questions loom large: do we extend or liquidate?...more

Woodruff Sawyer

R&W Claims 101: A Claims Primer for RWI Policies

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Just as representations and warranties (R&W) policies are very different from most other insurance products, so too are R&W claims, as they of course arise out of the terms of the policy. These policies provide coverage for a...more

Woodruff Sawyer

Looking Ahead to 2023: A Guide for D&O Insurance Renewals [Report]

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Woodruff Sawyer’s 10th annual D&O Looking Ahead Guide is here. In it, you will find expert insights to help guide your 2023 directors and officers (D&O) liability insurance program renewal. Read on for a summary of the...more

Woodruff Sawyer

Transactional Risk in M&A and Private Equity: Insurance Trends in 2022

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Part of every transaction’s due diligence process is the insurance and risk management workstream. Insurance and employee benefits due diligence is becoming more and more important to private equity firms looking to protect...more

Woodruff Sawyer

M&A Litigation: Bump-Up Exclusions Update

Woodruff Sawyer on

One of the trickiest issues for D&O insurance is the so-called “bump-up” exclusion. My colleague Gil Isidro, an expert when it comes to the nuances of D&O contractual language, breaks down the current state-of-play....more

Womble Bond Dickinson

M&A Trends in the Opportunity Economy

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Takeaways: ..The M&A market is at a record pace in 2021, with a variety of factors (a thriving stock market, available debt, vaccines fueling a pandemic recovery, low interest rates, etc.) driving this growth. ...more

Vinson & Elkins LLP

[Webinar] Navigating Post-Covid Diligence Issues in M&A Transactions - September 24th, 10:00 am - 11:00 am CT

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The COVID-19 pandemic and the accompanying market downturn have resulted in widespread uncertainty felt on a global scale – including in the M&A space. This webinar will explore ways M&A transactions – particularly due...more

Barnea Jaffa Lande & Co.

Israeli M&A players take note, the Warranty & Indemnity (W&I) Insurance market has matured

We have seen continued increase in the use of W&I insurance, particularly in Private Equity backed deals, and across the spectrum of transaction sizes. Insurance limits placed globally by Marsh in 2019 grew by 51% from 2018,...more

McDermott Will & Emery

COVID-19 – Contingency Planning Checklist for Private Equity Portfolio Companies

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Following the wider outbreak of the coronavirus (COVID-19) around the world, radical—and sometimes controversial—actions have been and are further expected to be taken by national, federal and local governments and...more

Snell & Wilmer

Commercial Impact From the Coronavirus Outbreak – Review Force Majeure and Material Adverse Change Clauses, and Potential...

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Businesses across a wide range of industries are grappling with how to address the practical and legal concerns that have been created by the COVID-19/coronavirus outbreak. Businesses have started asking when and how they...more

Bass, Berry & Sims PLC

10 Trends in Physician Practice Transactions to Track in 2020

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By all accounts, 2019 proved to be another year of significant investment by private equity firms in the physician practice space. Below we discuss 10 trends we observed as counsel on a number of these transactions during...more

Winstead PC

Reps & Warranties Insurance: A Game Changer for Business Owners Providing the Opportunity for a Virtually Risk-Free Sale of the...

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Historically, the sale of a private company carried with it a significant risk of claims by the purchaser. Months or even years after the sale closed, purchasers would frequently contend that the seller’s representations and...more

Williams Mullen

Due Diligence of Corporate Data Assets In M&A Transactions: Data Protection/Privacy

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As data are quickly becoming significant corporate assets, lawyers need to help companies both maximize the value of their data and protect the business against any associated risks. This is particularly true in M&A...more

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