You have represented ABC Company for many years and seen it grow from a mom-and-pop operation to having more than $200 million in annual revenues and more than 300 employees. You are of that increasingly rare breed—a corporate generalist—and have represented ABC on its day-to-day contractual matters and during occasional acquisitions. But now, the first-generation owners have told you that they wish to sell the business. Of course, they want you to represent them in this once-in-a-lifetime transaction. The investment banker they have engaged to conduct the sale process has recommended that the buyer be required to obtain a representations and warranties (rep & warranty) insurance policy as part of the transaction. While you have heard about rep & warranty insurance, you have never come across it on a transaction before. Dykema attorneys Stephen Sayre and Brendan Cahill, in their November 2019 Illinois Bar Journal article, “Coming to a Deal Near You,” walk you through the steps of a deal requiring rep & warranty insurance.
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