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A Guide to Using Insurance as a Tax, Financing and Capital Solution
Produced on February 13, 2018
Course Information
Course Description
Clients depend on their lawyers for creative solutions to risks they face in their day-to-day business, and to resolve roadblocks that prevent important transactions from closing. In this program, Kenneth R. Pierce will discuss the use of specialty insurance products to indemnify clients for potential tax liability, to achieve tax and regulatory capital efficient investment returns, and to facilitate the financing of alternative assets.
“Reps and warranties” insurance is now a standard tool to facilitate mergers and acquisitions. In this course, Mr. Pierce will go “beyond reps,” providing case studies and transaction diagrams to illustrate how insurance is being used in novel ways for broader corporate finance purposes. It is critical for lawyers to be aware of the existence of these insurance products and to be equipped to structure and negotiate the terms of coverage which are necessary to achieve their clients’ objectives.
Learning Objectives:
- Review the background of traditional risk mitigation in corporate transactions, including the use of insurance as a risk management tool
- Discuss the basics of tax insurance, the types of tax risks that are insurable, the underwriting and submissions process, and additional considerations
- Grasp “COLI” or Corporate Owned Life Insurance, including an overview of the IRC Section 101(j), and the process of using a variable COLI policy
- Facilitate asset-based financings using insurance, understand the relevant assets, typical asset-financing structure, and the growing market for insurance wrap as a solution
- Use insurance to reduce risk based capital charges and enhance credit
Credit Information
Faculty
Kenneth Pierce
Vanpoint Advisors LLC
Kenneth R. Pierce is a Managing Principal of Vanpoint Advisors, LLC. Mr. Pierce has over 30 years of experience, serving the insurance industry as both a lawyer and as a lead structurer within investment banks. Mr. Pierce was a senior partner and Global Head of the Insurance Industry Group at Mayer Brown LLP. Prior to his career at Mayer Brown, Mr. Pierce was an Executive Director and co-head of Reinsurance Solutions at Morgan Stanley, a partner at Cadwalader, Wickersham & Taft, and a Senior Vice President at Lehman Brothers, where he was part of the pioneering team that founded Lehman Re Ltd. and worked on some of the first catastrophe bonds, XXX solutions and other convergence products.
Mr. Pierce has been at the forefront of the insurance-capital markets convergence area for the past 15 years. Chambers USA described Ken as “peerless in terms of structuring acumen, given decades of first-hand experience not only as an attorney but also as an investment banker in the insurance industry.” Mr. Pierce has been the lead structurer on more than 100 reinsurance convergence transactions, including sidecars, cat bonds, life insurance capital relief, reserve financing, embedded value and closed block financings, runoff, pension de-risking, life settlement, private placement life insurance, and many other transactions aggregating to several billion dollars.
Mr. Pierce received his A.B. from Brown University, magna cum laude, Phi Beta Kappa and his J.D. from Harvard Law School.
Reviews
The program was very clearly presented and helpful.
Fascinating! Great presenter and materials. Thank you.
Excellent
insurance.
Lot of material
An excellent course.
Thank you.
Like the examples for where this insurance product might be used. I would have like to have heard about the cost and complexity of underwriting this.
Most useful CLE to date
Good job
Great content.
Pierce is amazingly comfortable with his subject and well-spoken
extremely informative program.
one of the best courses
Excellent
Having practiced worked in all legal areas covered by this presentation for 50+ years, the clear, concise explanations were most helpful and valuable review tools for future use.
good
Mr Pierce gave a very good presentation of very deteailed and complicated material
Good intro from a clearly knowledgeable lawyer.
A very interesting presentation. Speaker was well versed in insurance and tax law. An excellent learning experience!
Speaker was outstanding.
Superb presentation.
very good presentation
Great course!
Excellent slides.
Extremely informative and helpful. Thank you~
I am an insurance and reinsurance lawyer and this is very complete, well done and presented!
one of the best presentations i have seen on lawline
Clearly presented, interesting course.
Extremely knowledgeable presenter.
Great presenter
Excellent program
Very informative.
Excellent program!
Speaker was very fluid
Very informative
Ken did a great job explaining a pretty technical area of insurance law.
Great Information
Opens a new area of opportunity that I didn't realize existed. Seems like enterprising attorneys and others can invent income opportunities as they go along.
It was a very interesting course.
Learned a lot!
The presenter did a thorough job of covering a complicated and multi-faceted area that not only impacts our legal practice as attorneys, but also has substantial value for Partners in Firms that are business owners and can obtain additional practical value from this presentation.
Excellent presentation. We're seeing more and more insurance in M&A transactions.
Really Fantastic!
Excellent
Very Good
Very timely course
Excellent excellent course
great program. very interesting
Very strong presentation.
very interesting. well presented .
Very interesting and unique subject matter! A very skilled and knowledgeable presenter, too!
Attorney was well-prepared and thorough