Cutting Through Uncertainty
Just after Stephen Becker and his team were charged with securing run-off coverage for Dell Inc.’s acquisition of Quest Software within a five-day window, Michael Dell announced plans to take Dell private in one of the largest leveraged buyouts in history.
The transaction was complicated by competing bids, numerous lawsuits and some shareholder dissent. Moreover, Becker, leader of the Technology, Media and Telecommunications Practice at Willis, needed to renew Dell’s current insurance program amid uncertainty about the company’s ultimate owner.
To assure the markets of the Dell strategy, Becker and his team conducted several underwriting meetings between company leadership and the carriers to generate a better understanding of the transaction and Dell’s objective post-close.
Becker provided benchmarking data conveying various program structure scenarios taking into account several leadership structures, assuring Dell of adequate coverage with cost certainty, regardless of ownership.
Upon completing the renewal, Becker and his team crafted the post-LBO structure, as it became clear that Michael Dell and private equity firm Silver Lake Partners were able to secure the necessary votes to become owners. Becker and his team were able to negotiate a superior insurance program, both in coverage and pricing.
“Steve Becker is a great guy,” said Julie Young, risk manager at Dell Inc. “We’ve got a lot of moving parts to deal with in terms of insurance coverage and I’m very pleased with him.”
Crafting Expansive Solutions
A semiconductor manufacturer had historically maintained E&O insurance coverage largely for contractual purposes, but it actually provided very limited benefit given the program’s restrictive nature. On top of that, the company was spending quite a bit for the coverage, even though the program was considered of minimal value.
The company’s broker Tim Candy, managing principal at Integro Insurance Brokers, told the risk manager that his team would like to focus on these issues to develop a better program. Candy and his team performed a comprehensive exposure and risk assessment based on an in-depth analysis of the client’s operations, and were able to craft a solution that provided extremely broad coverage to better suit the client’s risk profile. Candy also secured the unique “costs of corrections” or “loss mitigation” coverage.
This solution was out of the norm, as hardware manufacturers will often fix a problem with a product at their own expense, in order to avoid costly E&O litigation and the potential for bad press and customer run-off. However, E&O policies typically don’t cover such expenses. Candy was able to provide such “first-party” coverage to provide reimbursement for the client’s costs.
“Tim Candy of Integro has been an exceptional account executive, keeping us on track and ensuring that the rest of the team consistently delivers upon their commitments,” said John Schaefer, director of risk management at SanDisk Corp. “He led the overall renewal effort and helped us meet our objectives.”
Can He Be Cloned?
Kevin Kalinich knows the risks of Big Data.
Wolters Kluwer’s transition from hard-copy publishing to distribution of electronic information assets dramatically changed its risk profile, as the firm now aggregates and analyzes massive amounts of data for clients.
For example, the analysis of prescription drug instructions could potentially result in allegations of product liability, medical malpractice and bodily injury claims — even though Wolters Kluwer does not design, manufacture, distribute, prescribe or sell such drugs.
While insurance traditionally has not addressed such risks, Aon’s Kevin Kalinich, global practice leader, Cyber Risk, negotiated customized policy wording to address the exposures. When Wolters Kluwer later faced multiple mass tort claims regarding its health care information assets products and services, the client praised Kalinich’s foresight.
“Every cell of Kevin’s being exudes positive passion for what he does,” said Elizabeth Queen, Wolters Kluwer’s global risk manager. “Nothing is impossible; it is just a matter of finding a way forward that makes sense to the customer and the market.
“Kevin not only is involved in broking deals, but he weighs in on related complex claims analysis and prevention initiatives,” she said. “On several occasions, he’s helped us design and deliver media, cyber risk and contract liability workshops for legal and sales/marketing departments. The only question that remains: Can he be cloned?”
“I think he is the best broker in the cyber liability space,” another client said.
Pushing for Better Renewals
Sharon Sotelo-Lee knew Zillow Inc.’s renewal would be challenging this year, as the expiring program was at an extremely competitive price point. In addition, there were other challenging factors — an open claim, rapid growth in revenue and market cap, a primary policy form that was completely manuscripted, stock market volatility and earnings sensitivity. On top of all of this, the account was still in the two-year post-initial public offering window.
Sotelo-Lee, a principal at Integro Insurance Brokers, knew she and her team had their work cut out for them, as they needed to present an alternate primary option because the terms offered by the incumbent were unsatisfactory.
The primary insurer wanted to quadruple the retention and double the premium, so Sotelo-Lee searched the market for an alternative — but other underwriters responded that the client’s current program was already competitive. So she pushed harder and was able to convince the insurers to offer better terms both in price and coverage.
“Sharon Sotelo-Lee is awesome,” said Kathleen Philips, Zillow’s chief operating officer. “She handles our renewals and did a fantastic job negotiating the best deal for us.”
“She knows the markets well, she understands dynamics on the insurers’ side and is able to leverage that across policies to achieve good results for us,” another client said. “For example, if the same insurer is in multiple lines, she will look at the program in its totality to achieve the best results.”
An Extension of the Team
After one broker failed to address supply chain exposures, Juniper Networks reached out to Anthony Moraes, a principal at Integro. Moraes and his team then discovered that locations of Juniper’s contract manufacturers were “highly protected risks.”
Moreover, Juniper had products made at multiple locations, enabling Moraes to double the company’s contingent business interruption limits. Moraes also implemented a stock throughput program to more adequately address supply chain exposure. “Tony Moraes is truly very forward thinking,” said Laura Langone, Juniper’s senior director of global risk management. “He really is an extension of our team, helping us to meet our risk management objectives.”
Memory chip manufacturer SanDisk Corp. was unable to develop an insurance program that had adequate limits to address its exposures, because its foundry partner was purchasing considerable insurance capacity. Moraes highlighted SanDisk’s supply chain strengths to previously untapped insurance capacity in London, Asia and Europe, and secured a 50 percent increase in program and CBI limits.
“Tony Moraes has done a very good job of managing and improving a complicated property insurance program that involves around 20 insurance companies,” said John Schaefer, SanDisk’s director of risk management.
“From the marketing through the implementation, he has been diligent about understanding our business and working with us to convey a simple message to our insurers.”
Guiding Through Experience
Winnie Van uses her technical knowledge not only from her days as an underwriter for directors’ and officers’ insurance, but also as a forensic accountant and a transaction attorney, to provide a comprehensive perspective for clients.
Van, client counsel and founding principal at ABD Insurance and Financial Services, also leverages her experience in complex litigation and securities transactions to guide clients through their unique risk profiles, with customized recommendations and a holistic view of risk transfer.
For Qualys Inc., Van developed and executed on a strategy to deepen insurance carrier relationships for the most current program structure and for the future.
“Van and her team did an outstanding job of connecting us with a very good set of potential insurance underwriters, and of obtaining reasonable potential bids leading ultimately to the coverage we sought,” said Bruce Posey, Qualys’ vice president and general counsel.
For Fantex Holdings Inc., Van developed an innovative insurance program with better coverage and lower cost. For a law firm, she negotiated a successful path to a complex claim resolution with insurance carriers in a securities class-action suit, and SEC investigation of a mutual client.
“We have a really great working relationship with Winnie,” another law firm client said.
The client said Van saved the firm big money in negotiating with carriers unwilling to pay on a claim.