Wotton Kearney have represented some of the world’s leading warranty and indemnity insurers and their insureds. Our team advises on both buy-side and sell-side policies and brings deep expertise in resolving complex coverage disputes. We also regularly act as monitoring counsel on underlying proceedings involving insureds, including cross-border transactions, regulatory investigations, and third-party claims. Our cross-border experience ensures we’re equipped to navigate the jurisdictional and regulatory challenges that arise in multinational deals.

Our experience spans a wide range of industries, allowing us to tailor our advice to the unique dynamics of each transaction. Our market-leading position in financial lines and coverage advice gives us a unique advantage in managing transactional liability matters.

Our lawyers understand that W&I claims don’t exist in a vacuum. In what is still a relatively niche market, brokers, private equity firms, and transaction law firms are often repeat stakeholders – making the claims process a critical part of the overall client experience. We work closely with insurers, insureds, and brokers to achieve commercial outcomes while protecting key relationships.

We are known for our commercial, efficient approach and our ability to provide clear, strategic advice. With strong ties to trusted experts such as quantum specialists, we support fast, informed decision-making and deliver results that align with our clients’ goals.

Recent work

Following an acquisition deal worth $1.2 billion, we advised and acted for several excess insurers on a highly complex W+I claim involving a number of alleged breaches of the Share Sale Agreement, in particular various accounting warranties in the agreement which ultimately, in the Insured’s eyes, inflated the true financial position of the Target company it had acquired. The Insured’s claim was in excess of $200 million. The matter required complex legal and expert accounting advice in relation to both coverage and litigation strategy as the matter was litigated in the Supreme Court of New South Wales. The strategy which was developed involved negotiations with excess insurers all with varying exposures which was key as the legal proceedings went to a fully contested trial and was one in which Insurers were ultimately successful in defending.

Acting for Insurers in relation to a W&I claim which is borne out of the acquisition of the Target entity for in excess of $150 million. The Insured is alleging, among other things, that there were certain alleged non-disclosures in respect of various products of the Target entity it acquired which ultimately, from the Insured’s perspective, has resulted in a breach of several warranties contained in the Share Sale Agreement. The alleged breaches revolve around the inflating of the Target’s financial accounts and breach of contractual liabilities. The claim requires complex accounting evidence in relation to the calculation of loss, the Target’s financial accounts and complex valuation evidence regarding the true value of the Target.

Following an acquisition deal worth over $60 million, we advised an insurer on a breach of warranty claim relating to allegations involving the underpayment of staff and breaches of various statutory and tax obligations. The matter involved complex issues around the calculation of loss. The strategy adopted in relation to the calculation of loss allowed insurers to make a substantial saving in relation to the amount initially claimed.

Following an acquisition deal worth over $300 million, we advised an insurer on two breaches of warranty claims relating to allegations of the underpayment of a material contract and an intellectual property dispute. The matter involved the provision of complex coverage advice with respect to the calculation of loss and whether a warranty had been breached. The strategy adopted meant insurers were able to hold off making a payment for more than $5 million under the policy, and a loss expert was engaged to properly quantify the claim.