There are numerous reasons why parties and advisors involved with a corporate transaction will use M&A insurance:
- Distressed transactions: the seller may be unable / unwilling to provide recourse to the buyer for breaches of the sale agreement warranties.
- Allow a seller to achieve a clean exit particularly in a competitive auction process.
- Address liability associated with an identified exposure, often discovered by the buyer during due diligence
- Provide buyers with alternative or improved warranty protection over that agreed by sellers
- Help smooth the deal negotiation, warranty discussions and transaction process
- Differentiate a bid during an auction process
- Enable a deal to proceed rather than fail
The most commonly used products are as follows: