Morgan J. Tilleman

Morgan J. Tilleman is a partner and business lawyer with Foley & Lardner LLP, based in the firm’s Milwaukee office, where he is a member of the Insurance & Reinsurance Industry Team and the Health Care Industry Team. His practice is concentrated on corporate and regulatory insurance and reinsurance law and on the intersection of health care and insurance.

Morgan represents insurers and reinsurers in mergers and acquisitions, restructurings, reinsurance transactions, shell transactions, affiliations, joint ventures and insurance program arrangements, as well as providing regulatory and business counseling to a wide range of U.S. and international insurance industry participants. He also focuses on advising health insurers and HMOs regarding formation, licensure, operations, compliance, strategy and mergers and acquisitions.

Prior to law school, Morgan served as the volunteer coordinator for the American Red Cross of Greater Indianapolis.

Representative Matters

• Represented Meridian in the $2.5 billion sale of Meridian Health Plan of Michigan, Meridian Health Plan of Illinois and MeridianRx to WellCare
• Represented a national life insurer in a 100% coinsurance with funds withheld reinsurance transaction for a closed block of life insurance and annuity policies
• Represented a mutual P&C insurer in the acquisition of a national specialty insurance agency
• Represented a private equity-backed MGA in the $300 million acquisition of a national specialty program manager
• Counseled a major national insurance brokerage regarding licensure and compliance matters including a New York DFS investigation and relating to newly-acquired businesses
• Represented a mortgage insurer in mortgage insurance-linked securities offerings
• Represented a health insurer in the negotiation of a fronting arrangement for limited-benefit health products
• Represented the owners of America’s 1^st Choice, a Medicare Advantage HMO, in its sale to Anthem
• Represented Employers Mutual Casualty Company in a going-private transaction with respect to its publicly-traded subsidiary, EMC Insurance Group Inc., and in a related Rule 144A surplus notes offering
• Represented the founders of a Medicare Part D plan in its sale to a national health insurer
• Counseled automobile extended warranty providers on the restructuring of dealer captive reinsurance programs and the preparation of CLIP policy forms
• Represented a major life insurer in negotiating a YRT pool reinsurance facility with several leading life reinsurers
• Represented a national mutual P&C insurer in a series of acquisitions valued at approximately $1 billion, including Form A filings in 10 states
• Represented a major health system in the establishment of a joint venture HMO
• Represented life and P&C insurers in Reg D surplus notes offerings
• Represented a mortgage insurer in negotiating a pool reinsurance arrangement
• Represented the buyer of multiple P&C shell companies in the negotiation of acquisition agreements and Form A filings, and in the simultaneous closing and redomestication of one shell company
• Represented the primary reinsurer of a ceding company in liquidation proceedings relating to that ceding company
• Represented the buyer of an L&H shell company, including a disclaimer of control by the buyer’s majority shareholder
• Represented the Wisconsin Office of the Commissioner of Insurance in the rehabilitation of the Segregated Account of Ambac Assurance Corporation

Recognition

• Recognized, “Up and Coming Lawyers” by the Wisconsin Law Journal
• Recognized, “Rising Stars” in Mergers & Acquisitions Law by Wisconsin Super Lawyers® (2019-2020, 2021)

Publications

• Quoted, "GuideOne latest specialty P&C Insurer to pursue mutual conversion," S&P Global Market Intelligence (February 9, 2021)
• Quoted, "CMS Explores Ways to Increase Price Transparency In Exchange Plans," Inside Health Reform (February 2019)
• Author, "Insurance Compliance Risks Facing Telemedicine Providers," Compliance Today (July 2018)
• Quoted, "Six Things Healthcare Executives Should Know About ‘Silver Loading," Managed Healthcare Executive (July 3, 2018)
• Quoted, "Six Things to Know: How Health Execs Might Benefit From Trump’s Plans," Managed Healthcare Executive (January 16, 2017)
• Quoted, "CMS Tries to Shore up ACA with Proposed Rule. It May Be Too Late." HealthLeaders Magazine (August 31, 2016)
• Quoted, "5 PPACA exchange watcher views: Where are we now?" Life Health Pro (April 27, 2016)
• Co-author, “Fair Discrimination and Pricing in Multichannel Insurance Marketing," SNL Insurance Daily (August 17, 2015)
• Co-author, "The CoOpportunity Liquidation and the Future of Affordable Care Act CO-OPs," Bloomberg BNA’s Health Insurance Report (April 15, 2015)
• Co-author, "The Impact of Big Data on Insureds, Insurance Coverage, and Insurers," Big Data: A Business and Legal Guide (2014)
• Co-author, "Survey of the Current Insurance Regulatory Environment for Affinity Marketing Arrangements," FORC Journal, Vol. 23, Ed. 4 (Winter 2012)
• Author, "(Trans)forming the Provocation Defense," Journal of Criminal Law & Criminology, Vol. 100, Issue 4 (2010)

Presentations

• “The State of Business Interruption Insurance Coverage for COVID-related Losses,” Milwaukee Bar Association Webinar (April 2021)
• “Insurance-Linked Securities for the Runoff World,” AIRROC Webinar (April 2021)
  “Social Inflation: As Deflating as it Sounds?” AIRROC Webinar (June 2020)
• “The Changing Landscape of Long Term Care and its Implications for the Insurance and Reinsurance Industries,” AIRROC Chicago Regional Education Day (May 2019)
• “Telehealth Compliance & Regulations,” Telehealth Secrets (October 2018)
• “2017 Reinsurance Case Law Update,” Brokers & Reinsurance Markets Association (BRMA) Committee Rendezvous (April 2018)

Education

• Northwestern University School of Law, (J.D., cum laude, 2011)
  • Executive articles editor, Journal of Criminal Law and Criminology
  • Recipient, Leigh B. Bienen Prize
• Indiana University, (B.A., 2007)
  • English
  • Economics
  • Germanic Studies
  • Member, Phi Beta Kappa
  • Herman B. Wells Scholar

Professional Memberships and Affiliations

• Member, American Bar Association (Business Law and Tort and Insurance Sections)
• Member, National LGBT Bar Association
• Member, State Bar of Wisconsin
• President, Wisconsin LGBT Bar Association
• Leadership Council, Wisconsin LGBT Chamber of Commerce

Languages

• German

Admissions

• Wisconsin
• U.S. District Court for the Eastern District of Wisconsin