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Contacts John Cook
Insurance
Transactions that involve the purchase or sale of an insurance company are a specific
sub-niche in our acquisition practice. Over the last 10 plus years we have represented
Ohio-based insurance holding companies in selling and acquiring domestic and foreign life,
health, title and property-casualty insurance companies in transactions that have aggregated hundreds
of millions of dollars.
Our familiarity with the insurance business lets us effectively
identify and manage the unique risks encountered in buying or selling insurance companies.
In insurance M&A, effective interfacing with insurance regulators (e.g., the Ohio Department of Insurance)
is needed to ensure timely receipt of regulatory approvals. We have extensive experience working with the
Ohio Department of Insurance in reviewing and obtaining approvals of Form A filings.
John Cook is
the partner who heads our insurance M&A practice.
Our insurance M&A transaction team is experienced in negotiating and drafting letters of intent,
working with clients to effectively manage the due diligence process as buyer or seller, and
drafting and negotiating definitive purchase agreements with customary representations, warranties and indemnities,
including handling specific issues often encountered in insurance M&A transactions, like license agreements,
fronting arrangements and transition services agreements. In insurance M&A, we:
Assist clients in developing a regulatory game plan to timely obtain Ohio Department of Insurance approvals
Draft and file the Form A to be filed by the purchaser of the insurance company with the Ohio Department of Insurance;
Draft and negotiate the purchase agreement, paying special attention to the unique risks encountered in buying or selling an insurance company, using the documents to manage and effectively minimize those risks; and
Coordinating the multi-state regulatory approvals needed for insurance companies that are licensed in multiple jurisdictions.
Case Study
Insurance
The Problem
Insurance regulator demands that provider-owned health insurance company find and sell to new owner in order to maintain statutory minimum capital and surplus.
The Solution
Bricker lawyers work with company management to select buyer, negotiate letter of intent and definitive purchase documents, arrange to obtain shareholder and regulatory approvals, closing the transaction well within the required timeframe.
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Additional Resources
Introduction: The Bricker Difference
Acquisition Experience by Dollar Size and Case Studies
Acquisition Experience by Industry and Case Studies
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