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FDIC, OCC, and DOJ Update Guidance on Bank Merger Evaluations

JD Supra: Mergers

Last week, each of the Federal Deposit Insurance Corporation (FDIC), the Office of the Comptroller of the Currency (OCC), and the Department of Justice Antitrust Division (DOJ) revised how they will review bank mergers. Our Financial Services and Antitrust teams highlight what banks considering mergers should know about the changes.

Mergers 314
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Closing with Confidence: Representations and Warranties Insurance in M&A

JD Supra: Mergers

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.

M&A 288
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Delaware Court Holds Settlement of Underlying Securities Litigation Is Covered Under D&O Policy, Rejecting Insurers’ Assertion of the ‘Bump-Up’ Exclusion

JD Supra: Mergers

Illinois National Insurance Company, No. A Delaware court recently found for the policyholders in determining that a directors and officers (D&O) liability policy covered the settlement of an underlying action alleging violations of the Securities Exchange Act of 1934 (the Exchange Act). Indeed, in Harman International Industries, Inc.

Insurance 177
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Delaware Superior Court Holds That Bump-Up Exclusion In D&O Insurance Does Not Apply To Securities Claims Arising Out Of An M&A Transaction

JD Supra: Mergers

Wallace of the Superior Court for the State of Delaware granted plaintiffs motion for summary judgment in a directors and officers (D&O) insurance denial case against. On January 3, 2025, Judge Paul R. Harman Intl Indus. Illinois Natl Ins. 2025 WL 24364 (Del.

Insurance 165
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EMMA Notice for Insurer Merger

JD Supra: Mergers

Issuers with outstanding bonds insured by a policy from AGM need to ensure a material event notice is timely filed on EMMA (emma.msrb.org) given the change. Assured Guaranty Municipal Corp. AGM) merged into Assured Guaranty Inc. (AG) AG) on August 1, 2024. By: Dorsey & Whitney LLP

Insurance 165
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What's Market: Representations and Warranty Insurance

JD Supra: Mergers

Representation and warranty insurance (“RWI”) is an increasingly important feature of private company M&A transactions. Every other year since 2005 the ABA has released its Private Target Mergers and Acquisitions Deal Point Studies (the “ABA studies”). Originally Published in Bloomberg Law. By: Goulston & Storrs PC

Insurance 171
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The Impact of Underlying Insurance Policy Types on Reps and Warranties Insurance and M&A

JD Supra: Mergers

Most forms of insurance fall into one of two categories: claims-made or occurrence-based. This distinction is crucial when you are acquiring a new company and deciding how best to merge the target’s existing insurance coverage with your own. By: Woodruff Sawyer

Insurance 165