Transaction Liability and Tax Insurance

R&W insurance is applicable to any M&A transaction. Buyers look to an insurance policy in the event of a breach of a representation made by seller to buyer in a purchase agreement, and seller can exit the transaction without traditional escrows of purchase price and hanging indemnity obligations. Almost $100B of R&W insurance limit will be placed in 2021 for U.S. M&A transactions and significantly more for non-U.S. deals.

As the leading specialty broker, we have the critical insights and best opportunities. Our team has long-standing relationships with every R&W insurance carrier and the most informed outside advisors. Our clients are happier and well prepared if claims arise.

Tax insurance is designed to make the insured whole in the event of a successful challenge by a taxing authority by transferring risk of loss to an A-rated insurer. Similar in effect to a private letter ruling, tax insurance brings certainty to taxpayers regarding the treatment of their U.S. federal, state, local, and foreign tax positions.

Our tax insurance specialists advise many of the world’s leading firms, sponsors, and Fortune 500 companies. With a broader scope of services and deep understanding of key tax issues, our expert, market-leading team of tax attorney-brokers have placed more than $30 billion of tax insurance—significantly more than any other brokerage. 

Our market-leading team of litigation attorney-brokers have placed more than $1 billion of litigation insurance in M&A and non-M&A situations.

Litigation insurance is routinely procured to transfer legal exposure out of the M&A deal to an “A” rated carrier. The insurance provides a critical advantage to both sellers and bidders, and enables the deal to proceed without customary escrows and indemnities for an unexpected but potential litigation outcome.

Litigation insurance allows sellers to maximize proceeds at closing and avoid extended escrows. It also enables private equity and strategic buyers to submit more attractive bids in competitive auctions by offering sellers a cleaner exit.

Corporations, financial institutions, and high-net-worth individuals use litigation insurance to protect against unexpected litigation exposures, and reduce or eliminate reserves related to those exposures.

Our suite of litigation products includes:

• Adverse Judgments/Settlements – A bespoke insurance solution for unexpected liability
• Adverse Judgments/Settlements & Legal Fees – Covers unforeseen liability and legal fees
• Judgment Preservation – Hedges against risk that awarded damages will be reversed or reduced on appeal
• Appellate Non-Reversal – Hedges exposure in the event of non-reversal on appeal