Mergers & Acquisitions Insurance

In every transaction, the seller makes contractual guarantees (known as Representations & Warranties) that establish the mutually agreeable conditions under which a sale can be made. Representations & Warranties Insurance policies facilitate transactions by bridging negotiating gaps on indemnification for breaches of these guarantees.

Representations & Warranties Insurance is a win-win solution for buyers and sellers. It is an added layer of protection for buyers to ensure the veracity of the seller's guarantees - and can also make the seller feel more comfortable in providing more extensive guarantees. This can reduce or even eliminate the amount of escrow required, which would free the seller from a heavily negotiated aspect of a deal and allow a buyer to make a more attractive and differentiated bid in a competitive process.

Litigation Buyout Insurance - also known as contingent risk insurance - is another risk mitigation tool for buyers, protecting them against currently pending litigation that the seller is facing. Policies can be tailored specific to the needs of a buyer, and can "ring-fence" particular risks associated with known and ongoing suits of all types, including class action, non-class action, and anti-trust suits.

During M&A negotiations, liabilities for pending litigation are often heavily negotiated - and often impacts the indemnities or amount of escrow required. Litigation Buyout Insurance can help remove this potential point of contention, thereby helping both sellers and buyers come to an agreement sooner.

Tax Indemnity Insurance policies provide recourse for a buyer at risk of an inadvertent error in the tax treatment of a historical, pending, or future transaction. These policies can even protect against future adverse rulings by federal tax regulatory bodies.

During M&A negotiations, tax liabilities are often heavily negotiated - and often impact the indemnities or amount of escrow required. Tax Indemnity Insurance can help remove this potential point of contention, thereby helping both sellers and buyers come to an agreement sooner.