Clients
Corporate Lawyers
We work alongside corporate lawyers on structuring insurance mitigation strategies and W&I solutions for buyers and sellers, with respect to Sale and Purchase Agreements (“SPA’s”).
We have in-depth understanding of the commercial rationales underpinning SPA clauses and the negotiation strategies employed by the parties.
We believe in the value of trusted advisory and will always strive to put our clients’ interest as the sole and ultimate goal of our work.
Private Equity Investors
We believe that fund managers should focus on the core skills of investing and growing their portfolio companies. For this reason, we structure comprehensive W&I insurance covers to release fund managers from warranties and indemnities provided to buyers.
This way, Private Equity Funds are able to distribute the investment proceeds to their Limited Partners without hanging potential liabilities that may arise from warranties provided in earlier sales.
Real Estate Investors
We support property investors and Real Estate funds on warranties & indemnities, tax, environmental and other contingent liability risks potentially arising from share property deals or operational company transactions.
We believe the Real Estate sector is becoming ever more international, and our products serve the purpose to standardize and secure transactions with international counterparties.
Chief Financial Officers
We work alongside CFOs and other executive managers identifying corporate risks and crafting appropriate insurance mitigation strategies.
Increasingly, in the corporate world, shareholders and Regulators demand sophistication and foresight in preventing potential liabilities and therefore appropriate advice and careful planning are of paramount importance.
Insolvency Administrators
We support insolvency administrators to execute asset sales without large hanging liabilities arising from warranty clauses.
Our solutions often unlock sale opportunities that would otherwise not complete, providing comfort to buyers and contributing to expand the transaction consideration, in the interest of creditors.
Bespoke Structuring
Bespoke Structuring
We aim to support our clients by explaining the different cover options available and procuring competitive terms:
- Rates have progressively come down in the global insurance markets
- New and more comprehensive terms have started to appear to cater to clients’ requests
- Europe has progressively embraced some of the American-style policies, following US investment capital deployed internationally
- W&I policies are being applied to an ever increasing type of transactions, from M&A to private debt to public issuances, etc.
Leveraging Insurance in a Negotiation
Bridging Valuation
between the Parties
A well crafted cover can address certain risks affecting the valuation of the target, as differently perceived by sellers and buyers, and ultimately unlock a transaction
Gain Advantage
over Competitors
Buyers may offer to sellers to release them from hanging liabilities by shifting recourse to insurers, and therefore beating other buyers in the overall offer package
Prevent Tensions
with Management
Management that stay involved in the target post sale may be released from responsibilities arising from W&I, hence starting the new cooperation without heritage exposure
Corporate Risk Management
Corporate Risk Management
There is increasing focus by the Executive Boards on the need of a diligent corporate risk assessment, to include carefully crafted insurance covers:
- Contract liabilities, generated by the normal trading activities, can be covered to ensure a smooth bottom line
- Transactional events can be analysed and mitigated, with a view to avoid hanging potential liabilities
- Tax risks can be diligenced and insured, to avoid the impact of expenses payouts