Effect of Reps and Warranties Insurance (RWI) on Deal Terms

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Our 2022 SRS Acquiom M&A Deal Terms Study found that 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 of the RWI policy.

This information sheet summarizes some of those differences and takes a closer look at the effects of RWI on certain deal terms presented in the 2022 SRS Acquiom M&A Deal Terms Study.

Topics for this summary include:

  • 10b-5/Full Disclosure Seller Representations
  • No Other Reps/Non-Reliance Clauses
  • Purchase Price Adjustment Escrows
  • No Survival
  • Materiality Scrapes
  • Baskets
  • Escrow Sizes

Download the information sheet above.

Kip Wallen

Senior Director, Thought Leadership tel:720-452-5364

Kip Wallen is a senior director leading the SRS Acquiom thought leadership practice. He leverages his extensive expertise and SRS Acquiom proprietary data to produce resourceful content regularly utilized by market practitioners. Kip has broad experience in M&A and provides guidance on market standards and trends.

Previously, Kip was a Director with the SRS Acquiom Transactional Group, where he collaborated with clients and counsel to negotiate M&A documents including purchase, escrow, payments, and other transactional agreements. Before joining SRS Acquiom, Kip was an attorney with a Denver-based boutique business law firm where he assisted clients with M&A transactions as well as general corporate governance and securities matters.

Kip is an avid supporter of the Colorado Symphony, serving on the Associate Board and Colorado Symphony Fund Board, and the Colorado Rockies. He is an active participant on the American Bar Association’s M&A Committee. In 2016, Kip completed Leadership 20 with the Denver chapter of the Association for Corporate Growth.

Kip received his J.D. from the Sturm College of Law at the University of Denver and an M.S. in Economics, B.S. in Economics and B.A. in International Relations from Lehigh University. He is a member of the Colorado bar.

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