Insights

Representations & Warranties Insurance

Trends and best practices related to M&A insurance and indemnification.

White Paper
Influence of Representations and Warranties Insurance on Private Negotiations, Deal Terms, and Claims Activity
The presence of Representations and Warranties Insurance can profoundly affect an M&A deal, which can sometimes be problematic for both buyers and sellers alike. Building on our experience on over 6,700 private-target M&A deals, the team of experts at SRS Acquiom took a deep dive into our data to help arm M&A practitioners with the information…
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White Paper
Influence of Representations and Warranties Insurance on Private Negotiations, Deal Terms, and Claims Activity
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White Paper
A Primer on Representations and Warranties Insurance
Introduction The allocation of risk shapes every merger and acquisition, and the backbone of risk allocation is the right of the acquiring company, the buyer, to be indemnified for breaches of the seller’s representations and warranties. For M&A deals involving the acquisition of a private target entity, the sellers typically bear the indemnification risk. This…
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White Paper
A Primer on Representations and Warranties Insurance
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Info Sheet
Effect of Reps and Warranties Insurance (RWI) on Deal Terms
The use of Representations and Warranties Insurance (RWI) impacts transaction terms in a number of ways. On some issues, the deal parties tend to push additional risks to the insurer by agreeing to buyer-favorable deal terms with higher frequency. Others seem to be directed at minimizing or eliminating any residual risk sellers may have independent…
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Info Sheet
Effect of Reps and Warranties Insurance (RWI) on Deal Terms
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Study
2020 Buy-Side Reps and Warranties Insurance Deal Terms Update
The 2020 update to our Buy-Side Representations and Warranties Insurance (RWI) Deal Terms Study analyzes 681 private-target acquisitions ($132.6 billion) that closed between January 1, 2018 and June 30, 2020 in which SRS Acquiom provided professional and financial services. Data compares deals with RWI to deals without RWI and looks at key changes or new trends…
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Study
2020 Buy-Side Reps and Warranties Insurance Deal Terms Update
The 2020 update to our Buy-Side Representations and Warranties Insurance (RWI) Deal Terms Study analyzes 681 private-target acquisitions ($132.6 billion) that closed between January 1, 2018 and June 30, 2020 in which SRS Acquiom provided professional and financial services. Data compares deals with RWI to deals without RWI and looks at key changes or new trends…
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Article
Will COVID-19 Affect Your Ability to Secure RWI Indemnification? 
One of the trends we have observed over the past couple years is an increase in buy-side Representation and Warranty Insurance (“RWI”) to reduce Sellers’ exposure to post-closing indemnification obligations in a seller-favorable market. However, the global situation involving COVID-19 has had a sudden and direct impact on the M&A landscape and appears to have…
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Article
Will COVID-19 Affect Your Ability to Secure RWI Indemnification? 
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Article
Reps & Warranties Insurance (RWI):
Is It Changing the (M&A) World?
The effect of Buy-Side Representations and Warranties Insurance (RWI) on M&A transactions is one of the topics we’re following closely. Our 2019 Buy-Side Reps and Warranties Insurance (RWI) Deal Terms Study analyzes private-target acquisitions over a three-year period in which we provided professional and financial services to consider how transactions that use Buy-Side RWI compare to…
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Article
Reps & Warranties Insurance (RWI):
Is It Changing the (M&A) World?
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Info Sheet
What’s Best for Your Deal? Escrow vs Reps & Warranties Insurance
Six Issues to Consider: Escrow vs Reps & Warranties Insurance Doing an M&A deal? Buy-side representations and warranties insurance is gaining attention—but how do you determine if it’s right for your deal? Here are six issues deal parties and their advisors should consider. 1. Quality of Reps & Warranties ESCROW: May result in more accurate reps…
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Info Sheet
What’s Best for Your Deal? Escrow vs Reps & Warranties Insurance
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Article
Reps & Warranties Insurance (RWI) Fast Facts
Fast facts about Representations and Warranties Insurance including, typical premiums, deductibles, transaction sizes, coverage amounts, common exclusions, timing to gain a policy and more. RWI allocates certain financial risks to the insurer for losses resulting from breaches of the sellers’ representations and warranties in the acquisition agreement. When the buyer is the insured (buy-side RWI…
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Article
Reps & Warranties Insurance (RWI) Fast Facts
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White Paper
The Impact of Buy-Side RWI on Buyer Indemnification Efforts
The Challenges Sellers Face and Strategies for Success The last few years have seen a dramatic increase in the number of M&A transactions featuring Buy-Side RWI in the United States. Sellers have used the leverage afforded to them in a seller-friendly market to negotiate smaller escrow funds and push buyers to purchase Buy-Side RWI as…
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White Paper
The Impact of Buy-Side RWI on Buyer Indemnification Efforts
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Article
The Rise of Representations and Warranties Insurance
Amid the “Sellers’ Market,” PE Sponsors Use RWI to Transfer Risk and Gain a Competitive Edge Introduction A robust economy combined with record amounts of dry powder (cash reserves kept on hand by investment firms or available for call, to be used for acquisitions) are two key factors contributing to an active and extremely competitive…
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Article
The Rise of Representations and Warranties Insurance
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Article
Purchase Price Adjustments in Light of Chicago Bridge and Rep and Warranty Insurance
Sellers Might be Leaving Money on the Table on Deals with Insurance In private company M&A, buyers typically have two mechanisms to protect themselves from losses that might arise prior to closing of a deal that are discovered after the deal closes: (a) the indemnification provisions governing a breach of a representation and warranty and…
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Article
Purchase Price Adjustments in Light of Chicago Bridge and Rep and Warranty Insurance
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Article
Indemnification Solutions Come of Age
How the Competitive Landscape and Increased Use of Reps & Warranties Insurance is Influencing M&A Deals Emboldened by a healthy M&A market and multiple suitors, sellers are requiring higher prices and less risk. To remain competitive, buyers are completing their due diligence efforts quickly and agreeing to smaller indemnification escrows. Transactional insurance, including reps and warranties…
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Article
Indemnification Solutions Come of Age
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