Mergers & Acquisitions

Mergers & Acquisitions (M&A) account for a significant share of the liquidity events taking place in today’s financial markets. These complex transactions come with equally complex financial risks. Many times the transaction involves cross-border exposures which add a new level of uncertainty. Woodruff-Sawyer’s M&A experts assist companies with risk analysis and coverage design that will best ensure effective transaction facilitation.
From an insurance perspective, this work can be broken down into two main areas of activity.

Transactional Risk Solutions

This comprises a suite of products designed to help contain potential long-tail liabilities arising from the transaction itself:

  1. Representations and Warranties Insurance – providing coverage in the event that one of the representations or warranties given in an SPA proves to be incorrect post-closing, resulting in a breach of the sale contract.
  2. Tax Opinion Liability – providing a cap to an acquirer regarding tax positions taken by a target in the past that may lack resolution.
  3. Litigation Buy-outs – offering a cap or hedge regarding ongoing litigation that a target may be experiencing.

For further information please see the links below:

Representations and warranties insurance – an overview ›

Transaction risk article ›

Case studies ›

Due-Diligence Solutions

We can offer a variety of additional insurance services:

  • Pre-closing due diligence, including comprehensive risk profiling and exposure analysis
  • Global network of insurance professionals to service worldwide transactions
  • In-house attorneys with transactional expertise
  • Annual stewardship report which summarizes your programs and recaps activities over the past year
  • Portfolio programs to ensure appropriate coverage and save you money

We mobilize industry specialists on every transaction, including experts on directors & officers liability, errors & omissions, corporate governance, litigation, risk management and international issues. Our team of specialists will help you to identify, simplify and solve the multi-faceted and unique M&A risk issues in the private equity arena.