­­Post-closing claims in M&A transactions have become the norm, not the exception.  To help protect your transaction value and reduce or eliminate risk, our team of experts can help structure an insurance solution tailored to your deal.

As the shareholder representative on hundreds of M&A transactions each year, Fortis has a leading-edge understanding of post-closing transaction risk and alternative ways to minimize that risk and maximize value for both buyers and sellers. Combining our experience with our commitment to client service and facilitating the execution of deals, Fortis is delivering tailored R&W and other insurance alternatives to buyers and sellers through its Fortis | M&A Insurance Solutions program.  The aim is to minimize post-closing transaction risk for all parties by eliminating or reducing escrows, indemnification and other sources of contention between the parties.

Experience Matters.

Leading Fortis | M&A Insurance Solutions is Kirk Sanderson. Kirk is a recognized expert in the M&A insurance industry, having previously managed the Transaction Risk / R&W Insurance practice at Equity Risk Partners (a Hub International Company) and served as a Director for the Aon Transaction Solutions group. Kirk has structured over 100 R&W insurance placements in excess of $2 Billion in policy limits for the benefit of buyers, sellers and institutional investors.

Representations and Warranties Insurance

We work with private equity and venture capital funds, target companies, and institutional buyers to structure insurance solutions to eliminate/reduce seller indemnities and escrows common to private M&A transactions.  We tailor each R&W policy to deliver the most preferable indemnity structure, with a focus on shifting indemnification risk to a third-party insurer for the benefit of both buyers and sellers.

Seller Benefits:
  • Eliminate or reduce escrows and holdbacks
  • Eliminate or reduce indemnification risk and associated tail liability
  • Avoid cost and hassle of dealing with claims, disputes, etc.
  • Distribute capital early to investors and/or close end-of-life fund
  • Protect passive sellers not in control of operating company (e.g. several and joint liability protection)
  • Abbreviate transaction negotiations to achieve a quicker exit
  • Box in looming liabilities to close a transaction
Buyer Benefits:
  • Enhance bids by eliminating or reducing sellers indemnity package (limits, escrows, holdbacks, etc.)
  • Extend survival, limits and other indemnity coverage terms concurrent with standard market policy terms
  • Eliminate/reduce complexities of claims made against rollover equity and management
  • Avoid risk of collecting from multiple seller teams and investors
  • Abbreviate transaction negotiations