Mergers and Acquisitions

Mergers and Acquisitions (M&A) solutions comprise a series of policies designed to protect your clients against financial risks involved in corporate transactions.

We are able to assess your clients’ complex legal risks and provide bespoke solutions wherever possible in order to comply with tight deal timeframes.

Our remit is international, enabling us to provide cover on domestic or cross-border deals in all key jurisdictions.

Our recent strategic investment in ICEN Risk Ltd, a London-based MGA specialising in M&A solutions, has further strengthened our focus on this specialist area of insurance.

Each of the following policies is available with up to a seven-year policy period.

Warranty and Indemnity Insurance

This indemnifies the seller or buyer in a corporate transaction against loss suffered from a breach of warranties and indemnities given by the seller / warrantors to the buyer in the sale documents.

If the buyer is the insured, there is no requirement to claim for breach against the seller before claiming against the policy.

Tax Liability Insurance

This policy indemnifies the seller, buyer or target company against identified risks of tax liability arising from a corporate transaction.

It also protects against the failure of a transaction or event to achieve an intended tax treatment, particularly where the risk of successful challenge by tax authorities is low but the potential tax liability is disproportionate to the size of the overall M&A deal.

Contingent Risk Insurance

This policy indemnifies the seller, buyer or target company for specific risks arising from a corporate transaction. We will also consider contingent risks, which are independent of a corporate transaction.

As with Tax Liability Insurance, this insurance is most effective where the risk to be insured is low-likelihood / high-impact. Issues can arise where there is a difference in legal or accounting opinion between the seller's and buyer’s advisers, and neither party wishes to be liable to the other if the liability materialises. Risks can relate, for example, to employment, ownership or key customer / supplier issues, or to other aspects of the business.