The Court of Appeal has found that an alleged typo in a warranty and indemnity insurance policy did not amount to an obvious mistake. As a result, the insurance did not cover the claimed breach of warranty....more
As buyers seek acquisition opportunities worldwide, they often encounter sellers resistant to accepting meaningful (if any) liabilities for potential pre-closing exposures, causing buyers to look to the insurance market for...more
The use of representations and warranties insurance (RWI or R&W) has become increasingly mainstream; it is used in an estimated 75% of private equity transactions and 64% of the time by larger strategic acquirers. Woodruff...more
Changing market dynamics have led buyers to assess available options to address post-closing target company issues. Amid the buoyant market of 2021 and early 2022, compressed deal timelines and frenzied competition...more
Warranty and indemnity insurance may remain a staple of European private equity, but are buyers changing course? Warranty and indemnity (W&I) insurance has become an important component of European PE transactions in...more
Warranty and indemnity insurance (W&I) in recent years has become a customary aspect of private equity and other M&A transactions, with investors well aware of the deal-enabling benefits (in particular, the transfer of risk...more
We looked at 28 deals across Asia that were signed or closed pre-COVID in which the buyer or a group of affiliated buyers acquired all or a significant majority of the outstanding equity of the target, examined the common key...more
In a climate where there are so many unknown factors challenging valuation methodologies, we explore a number of mechanisms that European dealmakers may consider during the Coronavirus (COVID-19) pandemic in order to bridge...more
We have seen continued increase in the use of W&I insurance, particularly in Private Equity backed deals, and across the spectrum of transaction sizes. Insurance limits placed globally by Marsh in 2019 grew by 51% from 2018,...more
In a complex and competitive market, minimising and mitigating risk in M&A is a key concern for deal teams. High demand for assets saw strong deal volumes and values in 2019, following a standout year in 2018. The search for...more
Join Williams Mullen Partners Jon Bliley and Hal Johnson as they discuss the issues that may arise should you face a transaction with a delayed closing where a rep and warranty policy is the buyer’s sole source of...more
Current W&I Insurance Market: Burgeoning market and growing claims experience - Private equity investors are well aware of the deal-enabling benefits of warranty & indemnity insurance ("W&I"). ...more
Global mergers and acquisitions transactions hit $3.5 trillion in 2018 making it the third-largest year on record for M&A by value. Within the private equity and real estate investment worlds, the insatiable appetite for...more
Warranty and indemnity insurance (W&I) has become a common feature of European transactions in recent years, amid a strong sellers’ market that has enabled vendors to offload risk to buyers. According to the most recent...more
M&A - Balance Sheet Guarantees: German case law has recently developed new requirements for drafting Balance Sheet Guarantees in Share Purchase Agreements. If not properly drafted, such Balance Sheet Guarantees may be...more
Warranty and indemnity (W&I) insurance products have been marketed as a “silver bullet,” which can bridge the gap between a buyer’s wish to receive proper deal protection and a seller’s aim of a clean exit. However, as the...more
The use of warranty and indemnity (W&I) insurance policies in M&A deals has become increasingly popular in recent years. “This trend is becoming global,” said Rod Brown, a partner in Latham & Watkins’ Singapore office. “There...more