sampling of Tom's notable insurance engagements include the following:
National Insurance Company in Conservation (The Tower Group). Tom is lead outside
counsel to the California Insurance Commissioner on the development of a
complex plan to resolve and ultimately liquidate the 10 insurance company
members of the Tower Group. The plan
involved the pre-conservation merger of 10 companies domiciled in 6 states into
California-based CastlePoint National Insurance Company, followed by the
simultaneous filing of conservation proceedings for CastlePoint and a plan to
facilitate an orderly, efficient and value-added wind-up of the Tower Group’s
legacy insurance liabilities.
Related Technology Start-ups. Tom advises a
number of technology driven disruptive start-ups that are producing
extraordinary, consumer friendly changes to insurance markets across the country.
Tom helps start-ups chart a compliance oriented path through the heavily
regulated insurance space while facilitating innovation in the delivery of
insurance products and services. This aspect of Tom's practice draws on
strong relationships with insurance regulators around the country and Orrick's
unique nationwide state legislative network that can effect legislative
solutions to legacy statutory restrictions on innovative business models.
Insurance Company in Conservation & Rehabilitation. Tom
was lead counsel to the California Insurance Commissioner in connection with
the successful pre-packaged rehabilitation of Majestic Insurance Company, a
monoline California workers' compensation company in San Francisco. The Plan,
which was approved and closed on an expedited basis, resulted in the complete
protection of all of Majestic's policyholders and injured worker claimants, and
the preservation of Majestic's tax assets.
Mortgage Insurance Company. Tom
acted as special tax and restructuring counsel to the Director of the Arizona
Department of Insurance as receiver of PMI Mortgage Insurance Company and
assisted the Receiver in resolving complex tax related disputes with PMI’s
bankrupt parent company, The PMI Group.
The settlement involved the deconsolidation of PMI from the parent’s
consolidated taxpayer group, and the preservation of more than a $1 billion of
tax assets for PMI.
Assurance Corporation (Segregated Account) in Rehabilitation.
Tom represented an international bank in connection with claims and disputes
arising from the simultaneous creation and seizure of a "segregated
account" of Ambac Assurance Corporation, a failing financial guaranty
insurer domiciled in Wisconsin.
Indemnity Company in Liquidation. Tom represents the
California Insurance Commissioner as the liquidator of Fremont Indemnity
Company. Prior to being placed into run-off in 2002, Fremont was among the
largest workers' compensation insurer groups in the nation. Tom acted as General
Counsel of the conserved insurance companies, and was lead counsel to the
Insurance Commissioner in several lawsuits alleging fraud, fraudulent
conveyance and preference claims against Fremont Indemnity's corporate parents
and others, primarily arising from intercompany tax sharing agreements and the
treatment of Fremont Indemnity's valuable tax attributes (more than $1 billion
in net operating loss carry-forwards).
National Insurance Companies in Rehabilitation & Liquidation.
Tom represented the California Insurance Commissioner in the conservation,
rehabilitation and liquidation of the five insurance company subsidiaries of
the Superior National Insurance Group. Collectively, the Superior National
Insurance Companies constituted the largest private writer of workers’
compensation insurance in the State of California at the time of their failure.
Tom, as acting General Counsel, was the lead attorney in negotiating the sale
of Superior National’s renewal rights to the Kemper Insurance Companies and in
the resolution of a variety of tax disputes (concerning NOLs and related tax
attributes) and other operating issues arising from the liquidation of these
Eagle Insurance Company in Rehabilitation & Liquidation. Tom
represents the California Insurance Commissioner in the conservation,
rehabilitation and liquidation of Golden Eagle Insurance Company of San Diego.
The rehabilitation of Golden Eagle consisted of a sale of Golden Eagle's
renewal rights and all operating assets to Liberty Mutual and a $1.8 billion
reinsurance program that provided for full and timely payment of all
Capital Life Insurance Company in Rehabilitation & Liquidation.
Tom represented the Insurance Commissioner as Conservator of First Capital Life
Insurance Company of San Diego, a nearly $4 billion in-assets life insurer
conserved by the Commissioner in May of 1991. Tom was responsible for, among
other things, oversight of in-house legal and compliance departments and
litigation management. Tom participated in the negotiation and implementation of a comprehensive rehabilitation plan for First Capital
Life which culminated in $3.5 billion assumption reinsurance transaction with
Pacific Life in December of 1992. Under the plan, all policyholders and general
creditors were paid in full on their claims.