This site uses cookies to improve your experience. To help us insure we adhere to various privacy regulations, please select your country/region of residence. If you do not select a country, we will assume you are from the United States. Select your Cookie Settings or view our Privacy Policy and Terms of Use.
Cookie Settings
Cookies and similar technologies are used on this website for proper function of the website, for tracking performance analytics and for marketing purposes. We and some of our third-party providers may use cookie data for various purposes. Please review the cookie settings below and choose your preference.
Used for the proper function of the website
Used for monitoring website traffic and interactions
Cookie Settings
Cookies and similar technologies are used on this website for proper function of the website, for tracking performance analytics and for marketing purposes. We and some of our third-party providers may use cookie data for various purposes. Please review the cookie settings below and choose your preference.
Strictly Necessary: Used for the proper function of the website
Performance/Analytics: Used for monitoring website traffic and interactions
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.
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.
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.
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.
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
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
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
The fragmented insurance distribution market in Canada continues to see significant levels of mergers and acquisitions (M&A) activity as established consolidators roll up smaller brokerages and managing general agents (MGAs), new players emerge, strategic buyers remain active, and more owners approach the age of retirement and seek third-party (..)
The Federal Deposit Insurance Corporation (FDIC) is requesting public comment on its proposal to rescind its 2024 Statement of Policy on Bank Merger Transactions (2024 Policy Statement) and reinstate its prior Statement of Policy on Bank Merger Transactions (Prior Policy Statement). By: Cadwalader, Wickersham & Taft LLP
Yesterday, both the Federal Deposit Insurance Corporation (FDIC) and the Office of the Comptroller of the Currency (OCC) finalized new guidelines regarding bank mergers. By: Troutman Pepper
The use of representations and warranties insurance (RWI or R&W) has become increasingly mainstream. RWI is a well-established tool in the merger and acquisition (M&A) toolbox for both private equity and strategic buyers. An estimated 75% of private equity transactions and 64% of larger strategic acquirers use it.
While representation and warranty (R&W) insurance continues to be used across a broad range of M&A transactions, its use has cooled as dealmakers navigate challenging market conditions. By: Cooley LLP
As they go through their initial public offering (IPO) and the subsequent merger & acquisition (M&A) process, special purpose acquisition companies (SPACs) face many regulatory, legal, and business hurdles. Obtaining the appropriate amount and type of insurance for each stage of their life cycle is one of them.
17, 2024, the Federal Deposit Insurance Corporation (FDIC) Board met to finalize an updated approach to increase scrutiny of bank mergers, particularly those that would result in a bank with over $100 billion in assets. These moves by regulators signal a new whole-of-government approach to competition in the banking sector.
The Federal Deposit Insurance Corp. and the Office of the Comptroller of the Currency recently announced proposals to update their approaches to evaluating bank mergers and other business combinations under the Bank Merger Act. Originally published by Law360 - April 26, 2024. By: WilmerHale
Private capital investment in the insurance sector is established, large and growing. This article looks at why this is the case, and the challenges and the likely direction of travel for the near future, and also at the traffic in the other direction: insurer investment in private capital. By: Hogan Lovells
Regulators seek to provide clarity and transparency on the bank merger review process, but changes may increase application complexity and unpredictability. By: Latham & Watkins LLP
On September 17, 2024, the Federal Deposit Insurance Corporation (“FDIC”) and the Office of the Comptroller of the Currency (“OCC”) issued final “statements of policy” for transactions subject to the Bank Merger Act (“BMA”). By: Paul Hastings LLP
On March 21, 2024, the Federal Deposit Insurance Corporation (“FDIC”) approved a Federal Register notice seeking public comment on its proposal to revise its current Statement of Policy on Bank Merger Transactions.
Woodruff Sawyer is the market leader when it comes to placing D&O insurance for companies going public, be it through an IPO, direct listing, or merger with a SPAC (a “de-SPAC” transaction). Experience matters in this arena.
Today, a divided Federal Deposit Insurance Corporation’s (FDIC) Board of Directors issued a proposed Statement of Policy (SOP) on bank merger transactions that would create a combined bank with more than $100 billion in assets. By: Troutman Pepper
On September 17, 2024, the Federal Deposit Insurance Corporation (FDIC) and the Office of the Comptroller of the Currency (OCC) issued formal statements of policy on reviewing transactions under the Bank Merger Act (BMA).
This article, the first in a multi-part series on M&A in insurance, considers the change of control regime under the Bermuda Insurance Act 1978 (the “Insurance Act”) as it applies to shareholder controllers of Bermuda insurers. By: Carey Olsen
Scott Seaman, Co-Chair of Hinshaw’s global Insurance Services Practice Group, moderates a panel of transaction insurance professionals, including Global Co-CEO of Aon's M&A and Transaction Solutions practice Gary Blitz, Managing Directors Vip Patel and Ed Conlon, and Senior Vice President Anthony Dragone.
India's insurance sector is poised for a major transformation following the Finance Minister of Indias February 1, 2025 announcement of a proposal to increase the FDI limit in the sector from 74% to 100%. This development presents opportunities for foreign investors in one of the world's fastest growing insurance markets.
On March 21, the Federal Deposit Insurance Corporation (FDIC) published for comment a proposal (Proposal) to revise its Statement of Policy on Bank Merger Transactions (SOP). If adopted as proposed, the Proposal would modify the SOP substantially, effectively creating an entirely new policy.
The ever-growing pool of Washington alphabet soup agencies targeting the use of employee non-competes has expanded and now includes — along with the FTC and NLRB – the Federal Deposit Insurance Corporation (FDIC). By: BakerHostetler
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 related litigation and its impact on the insurance market. Today, Lynda A.
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 protection. By: Goodwin
The Private Target Mergers & Acquisitions Deal Points Study (“the Study”) is published on a bi-annual basis by the Market Trends Subcommittee of the ABA Business Law Section’s M&A Committee, which I am happy to serve on. By: Goulston & Storrs PC
Coalition offers cybersecurity insurance products that take advantage of proactive cybersecurity tools. More recently, Jumbo partnered with IdentityForce to offer identity theft insurance in the U.S. It is acquiring a team (or maybe just a part of the team) that has been focused on privacy and security for several years.
Merger and acquisition cases are common here. Examples of these types of suits include Paramount Global (CBS-Viacom merger) and Tesla (Solar City merger). Traditionally, this has been the main type of derivative suit that has resulted in large settlements. By: Woodruff Sawyer
In our second episode of The Inside Basis, Randy Clark is joined by Marion Zeller, a tax partner in our Luxembourg office, and David Mussche, an associate director with Howden M&A's tax team, to discuss the state of tax insurance in Luxembourg and its impacts on deal process and risk mitigation. By: K&L Gates LLP
Weve recently received a handful of inquiries regarding the placement of sell-side reps and warranties insurance (RWI) policies. Given the relative rarity of these policies compared to their buy-side counterparts, we felt a refresher was in good order to highlight some differences and considerations. By: Woodruff Sawyer
As they go through their initial public offering (IPO) and the subsequent merger & acquisition (M&A) process, special purpose acquisition companies (SPACs) face many regulatory, legal, and business hurdles. Obtaining the appropriate amount and type of insurance for each stage of their life cycle is one of them.
The Federal Deposit Insurance Corporation (“FDIC”) recently published a Federal Register notice seeking public comment on proposed revisions to the FDIC’s Statement of Policy on Bank Merger Transactions (the “SOP”). By: Vedder Price
The Proposal clarifies the FDIC’s bank merger approval process but may prove challenging for new large bank consolidations with the FDIC as the primary regulator. By: Latham & Watkins LLP
Long a feature of directors’ and officers’ (D&O) liability insurance policies, the so-called “Bump-Up” Exclusion has gotten significant attention over the last few years.
In a market known for volatility, public company D&O (directors & officers) insurance has certainly lived up to its reputation in recent years—pricing has been on a roller coaster, fluctuating between skyrocketing increases and precipitous drops.
This article addresses the legal and practical issues for lenders on leveraged buy-outs in relation to taking security over warranty and indemnity insurance policies. This article first appeared in the March issue of Butterworths Journal of International Banking and Financial Law. By: Hogan Lovells
In a win for Wileys client, the United States Court of Appeals for the Third Circuit, applying Pennsylvania law, affirmed judgment on the pleadings in favor of a group of insurers on the ground that a Changes in Exposure Provision excluded coverage for an acquired companys wrongful acts committed before the acquisition. By: Wiley Rein LLP
We organize all of the trending information in your field so you don't have to. Join 38,000+ users and stay up to date on the latest articles your peers are reading.
You know about us, now we want to get to know you!
Let's personalize your content
Let's get even more personalized
We recognize your account from another site in our network, please click 'Send Email' below to continue with verifying your account and setting a password.
Let's personalize your content