Overview of M&A / Representations and Warranties Insurance Payout history / frequent types of claims Claim submission and processing Role of a broker Roles of external advisors – lawyers, accountants Common issues Transactional observations

1. Moderator: Alexander B. Kasdan, Senior Managing Director, DelMorgan & Co.
Panel:
• Michael Turnbull, Americas M&A Manager, AIG
• Rikki Usinger, Complex Claims Director, AIG
• Joseph G. Finnerty III, Partner, DLA Piper LLP (US)
• Marc Sherman, Managing Director, Alvarez & Marsal
• Patrick Q. Stroth, President, Rubicon M&A Insurance Services
© Copyright 2017 Expert Webcast – All Rights Reserved
UNDERSTANDING CLAIM HISTORY IN M&A INSURANCE
December 12, 2017

2. 1
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3. 2
MODERATOR: Alexander B. Kasdan, Senior Managing Director,
DelMorgan & Co., brings more than twenty-five years of senior-level Wall
Street advice to middle market companies, entrepreneurs and institutional
investors. He has extensive experience in investment banking, corporate law
and restructuring at world’s leading firms, including Credit Suisse First Boston,
O’Sullivan Graev & Karabell LLP (now O'Melveny & Myers LLP), Battle
Fowler LLP (now Paul Hastings LLP) and Schlumberger Ltd., and as a
founding partner of Convergence Capital Partners. Alex has worked on more
than 100 domestic and cross-border transactions in North America, Europe and
Africa.
Alex is a Senior Advisor to Governance and Transactions LLC, an advisory firm
established in 2003 by Mr. James L. Gunderson, former Secretary and General
Counsel of Schlumberger Limited, to assist boards, management and owners
with corporate governance, compliance, structuring and strategic transactions.
Alex is a frequent moderator and an interviewer at Expert Webcast roundtable
discussions attracting business leaders and leading professionals from around
the world.
Alex graduated magna cum laude from Middlebury College with a B.A. degree
in Economics and Italian and was elected to Phi Beta Kappa during his junior
year. In addition, he holds a J.D. degree from Columbia University Law School
and has studied at the University of Florence in Italy.
100 Wilshire Blvd.
Suite 750
Santa Monica, CA 90401
+1 310 980 1718 mobile
+1 310 935 3826 office
ak@delmorganco.com
www.delmorganco.com

4. 3
Panelist: Michael Turnbull is Americas M&A
Manager at AIG. He is a solicitor who is qualified
in both England & Wales and Hong Kong. In 2003,
Michael received a BA in Accounting and Law from
the University of Manchester. After completing his
legal practice course at the College of Law, Chester,
Michael was a trainee solicitor and then corporate
lawyer at large international law firm in Manchester.
Michael relocated to Hong Kong in 2008 where he
continued to specialise in advising on M&A and
private equity transactions.
He joined AIG in September 2011 as Mergers &
Acquisitions Manager for Asia and latterly Asia-
Pacific. After relocating to New York in August 2016,
Michael now has responsibility for AIG’s M&A
insurance business throughout the Americas.
175 Water Street, 7th Floor
New York, NY 10038
Tel: +1 212 458 6203
Mob: +1 646 784 2378
Michael.Turnbull@aig.com
www.aig.com

5. 4
Panelist: Rikki Usinger is a Complex
Claims Director at AIG, where she
handles claims arising under
Representations and Warranties Insurance
Policies.
During her tenure at AIG, Rikki has also
handled complex director and officer
claims, broker/dealer claims and other
professional liability claims.
She graduated from the University of
Michigan and earned a law degree at New
York Law School.
175 Water Street, 7th Floor
New York, NY 10038
Tel +1 212 458 1599
Cell +1 646 887
rikki.usinger@aig.com
www.aig.com

6. 5
Panelist: Joseph G. Finnerty III is a litigation partner at DLA Piper LLP (US)
who served as Vice Chairman of the firm's US Litigation Practice for seven years and
Chaired the New York Litigation Practice Group for eight.
He concentrates his commercial litigation practice in business and corporate
governance litigation, and counseling and litigation for leading insurance companies
worldwide. Joe defends public and private companies and their management in M&A,
fiduciary duty, fraud and securities law claims, and he frequently represents leading
insurers in significant D&O, financial institutions and M&A coverage disputes. Joe has
significant experience in class action litigation arising out of the Alien Tort Claims Act.
Joe also regularly defends directors and officers against securities fraud and breach of
fiduciary duty claims in litigation in New York and in federal and state courts across the
country.
Joe's insurance practice includes litigation, investigations and counseling in connection
with financial institutions liability, directors and officers liability, M&A insurance
(including representations and warranties and tax opinion insurance), alternative risk
transfer products, captive insurance programs, professional liability, business
interruption and manuscripted new product coverages. He has represented the industry's
leading liability insurance carriers, including The Chubb Group, AIG, Berkshire
Hathaway, Zurich Financial, St. Paul Travelers, Munich Re, Beazley, AXIS, The
Hartford and CNA, as well as various Lloyd's syndicates and London underwriters,
among many others.
Joe holds a J.D. from University of Maryland School of Law and a B.A. from Hamilton
College.
DLA Piper LLP (US)
1251 Avenue of the Americas
New York, NY 10020-1104
Direct 212.335.4800
Mobile 347.601.8734
joseph.finnertyiii@dlapiper.com
www.dlapiper.com

7. 6
Panelist: Marc Sherman is a Managing Director with Alvarez & Marsal Disputes and
Investigations in Washington, D.C. He specializes in financial fraud, white collar
investigations and dispute damages.
With more than 30 years of experience in business, consulting and forensic accounting, Mr.
Sherman has worked with clients across a broad range of industries, including real estate,
construction, hospitality, telecommunications, banking, manufacturing insurance, higher
education and retail and franchising, among others.
Mr. Sherman has conducted investigations in the areas of the Foreign Corrupt Practices Act
(FCPA), financial reporting, anti-money laundering, ethics and integrity, government
investigations and general financial fraud. He has worked on many investigations with the
U.S. Department of Justice, U.S. Attorneys' offices, FBI and DEA. Mr. Sherman has also
qualified as an expert witness in forensic accounting, lost profits, financial fraud, business
appraisal and accounting matters. He has testified in federal and state courts and various
forums, including arbitrations before the AAA, the ICC and under the laws of various
jurisdictions in the U.S. and internationally. He has served as an arbitrator and testified in
numerous domestic and international arbitrations, including post-acquisition disputes.
Mr. Sherman earned a bachelor's degree from the University of Baltimore, and a J.D. from
the University of Maryland School Of Law. He is a Certified Public Accountant (CPA) in
Maryland and Washington, D.C., a Certified Fraud Examiner (CFE), a Certified Insolvency
and Reorganization Advisor and holds a certification from the American Institute of
Certified Public Accountants (AICPA) in Financial Forensics. He is a frequent speaker on
forensic accounting investigations and damages, and has published chapters in several
treatises on internal investigations, compliance programs and anti-money laundering. Mr.
Sherman also serves on the faculty of Georgetown University, where he teaches Forensic
Accounting in the Business School graduate program.
Washington Center
1001 G Street NW
Suite 1100 West
Washington DC 20001
202.729.2129 (o)
202.758.8700 (m)
msherman@alvarezandmarsal.com
www.alvarezandmarsal.com

8. 7
Panelist: Patrick Q. Stroth is the CEO of Rubicon M&A
Insurance Services, LLC.
His practice involves harnessing niche insurance tools to empower
Sellers of companies to secure a clean exit from their M&A
transactions faster, and with significantly more cash at closing. This
keen focus in the M&A space has earned Patrick the title
“Champion of the Clean Exit”.
Patrick has been an Executive Liability specialist for the past
21years with an emphasis on transaction related insurance solutions,
including Directors & Officers Liability, Accounts Receivable
Insurance (Trade Credit Liability), and Cyber Security and Privacy
Liability. Patrick is also a developer and Industry leading provider
of Medical Professional Liability, HIPAA, and Medical Billing
Regulatory policies for the Healthcare Industry.
Patrick is a graduate of Loyola Marymount University and holds an
Associate in Risk Management designation.
101 Jefferson Drive
Menlo Park, CA 94025
(650) 931-2321 office
(415) 806-2356 mob
pstroth@rubiconins.com
www.rubiconins.com

9. 8
MAJOR TOPICS:
• Overview of M&A / Representations and Warranties Insurance
• Payout history / frequent types of claims
• Claim submission and processing
• Role of a broker
• Roles of external advisors – lawyers, accountants
• Common issues
• Transactional observations