Jonathan Legge

In the following guest post, Jonathan Legge, Senior Vice President at RT ProExec, takes a look at the ways in which the Representations and Warranties (R&W) underwriting process should be adapted to meet the needs of “strategic” R&W insurance buyers. I would like to thank Jon for allowing me to publish his article as a guest post on this site. I welcome guest post submissions from responsible authors on topics of interest to this blog’s readers. Please contact me directly if you would like to submit a guest post. Here is Jon’s article.
Continue Reading Guest Post: The R&W Process for Strategic Buyers

In an unusual and potentially significant move, the U.S. Department of Justice has named as one of the defendants in a False Claims Act lawsuit a private equity firm whose portfolio company the DOJ alleges engaged in an illegal health care-related kickback scheme. As the Jones Day law firm noted in a February 27, 2018 client memo about the DOJ’s action, the inclusion of a PE firm as a defendant in this lawsuit “may indicate a sea change in terms of who the DOJ is willing to pursue in False Claims Act changes” and “could signal the DOJ’s willingness to seek to pierce the corporate veil and hold private equity sponsors accountable for the noncompliance of their portfolio companies in the health care industry.” The DOJ’s February 23, 2018 press release about the lawsuit can be found here. The DOJ’s complaint in intervention in the lawsuit can be found here.
Continue Reading DOJ Targets Private Equity Firm for Portfolio Company’s Alleged Improper Kickbacks

Because private equity firms often place representatives on the boards of their portfolio companies, questions can sometimes arise about the interplay between the private equity firms’ and the portfolio companies’ D&O insurance when claims are asserted against portfolio companies’ boards. All too often, these questions are considered only after claims have emerged. However, the better

Private equity firms and the funds they organize frequently place individuals on their portfolio companies’ boards. However, all too frequently, it is not until a claim has arisen that the various entities consider how the potentially implicated indemnities and insurance will interact. Unanticipated interactions sometimes can produce unintended consequences, particularly from the perspective of the

A November 18, 2007 New York Times article entitled "If Buyout Firms Are So Smart, Why Are They So Wrong?" (here) takes a critical look at many buyout firms’ sudden haste to walk away from deals that were much ballyhooed only a short time ago. Clearly the bloom has gone off the buyout

In prior posts, I have discussed how conflicts of interest in management-led buyouts can give rise to litigation (refer here), and I have examined the ways the recent credit market turmoil is not only undermining leveraged buyouts but also engendering lawsuits (refer here). I have also extensively reviewed options backdating litigation (most recently

As credit market disruption has reached the leveraged buyout world, a number of deals announced earlier this year to great fanfare have been unceremoniously snuffed, while others are on life support. Not too surprisingly, one direct result from this deal derailment has been a spate of lawsuits, as jilted partners and disappointed investors cast blame

As the number of securities fraud lawsuits has declined (refer here), an alternative means that plaintiffs lawyers are finding to amuse and enrich themselves are lawsuits filed in connection with “going private” transactions. An April 24, 2007 National Law Journal article entitled “New Legal Battles Over Going Private” (here) takes a look