In recent years, global private equity firms have emerged as a significant force in the world of high finance. With buy-in from the high-net-worth individuals and funds they enlist in various ventures, they've made successful moves to take control of trillions in assets under management. Some project private equity holdings to reach $5 trillion or higher by 2025.
In a highly competitive business world, private equity firms and public and private companies are looking for every growth opportunity they can possibly pursue. This includes acquiring other companies, merging with actual or potential competitors, or divesting assets that no longer deliver value. These courses of action have major potential for revenue generation — and in some cases are essential for survival.
Mergers, acquisitions, and divestments are among the riskiest and most complex business transactions. Many often fail because market conditions change, deals are never closed, or businesses encounter insurmountable difficulties afterwards. Private equity firms face an additional risk – the institutional shielding of a firm may not always insulate partners from the financial consequences of ill-advised investment decisions.
Our global private equity, mergers, and acquisitions team has more than 25 years’ experience providing insights to evaluate, facilitate, and close cross-border and domestic transactions, while managing buy- and sell-side risks. We can help buyers differentiate their bids and sellers exit with minimal warranty exposure.
Our specialists are driven to solving your insurance and risk management challenges by understanding, quantifying, and mitigating risk throughout the investment life cycle. From pre-acquisition, transaction, and integration solutions, to portfolio servicing and post-acquisition transactions, we can help you enhance deal value, improve valuation outcomes, and achieve portfolio operational excellence.
The legal and regulatory systems of some MEA jurisdictions can create complexities to the W&I process, and some jurisdictions mandate that a local insured party must be insured by a local insurer. Marsh’s substantial M&A experience allows us to easily navigate these complexities on behalf of our clients, and the London insurance market can support and facilitate local insurer requirements via fronting arrangements. Our global network includes locally licensed offices in the key jurisdictions (e.g. UAE and Saudi Arabia) that allow us to support such transactions and arrange fronting at a local level when required.
Transactions that have the following characteristics will typically fall within insurer appetite and garner broad coverage and competitive pricing:
Ideally, a W&I policy should incept on the day the underlying transaction signs. The timeline for the W&I process usually takes 3-4 weeks from when Marsh are first contacted through to the placement of a W&I policy although this timeline can be expedited where required. We strongly recommend that you contact us as early on as possible in your transaction process so we can advise on insurability of the SPA, warranties and any insurance regulatory requirements while you are still in a position to pass these recommendations to the relevant advisory teams and take them into consideration for the proposed transaction.
The private equity sector continues to face evolving risks, including:
To contain costs, preserve liquidity, protect assets, and strengthen talent, private equity firms should take steps to optimize their insurance and risk mitigation strategies.
The global risk landscape is changing for mergers and acquisitions. Challenges that dealmakers face include:
To overcome these challenges, you should consider engaging a broker who can optimize risk mitigation measures and help you navigate this evolving risk landscape.
Any M&A transaction faces a range of exposures or complications with financial implications. A lack of due diligence and sophisticated risk and insurance planning can lead to surprises or incorrect valuations. Potential risks can include:
Being aware of, quantifying, and making provisions for these issues can lead to cost efficiencies, an improved ability to negotiate on price, a smoother and faster integration, an improved sale and purchase agreement, and a reduced exposure to unexpected costs.
A sophisticated broker with a depth of experience and the ability to conduct in-depth due diligence, such as Marsh, can identify these potential exposures and turn obstacles into opportunities to support a successful deal.
Simply put, any organization entering a merger or preparing to acquire one or more companies needs the safety net that insurance can provide. The sheer number of ways in which transactions like these can (and do) go wrong makes a coverage and risk management plan all but mandatory.
That being said, going into the M&A process with this acknowledged doesn't mean you can proceed as if success is guaranteed. It is vital that you work with risk practitioners who have helped others achieve the best outcomes for their M&As.
Insurers are becoming more aware of private equity risk issues and priorities. There is no "one-size-fits-all" coverage option. You must choose the protections you want for the businesses and other assets that comprise your portfolio.
However, several insurance solutions may be particularly beneficial to private equity firms, including:
A sophisticated broker can build tailored insurance policies specific to your risks, so you can execute deals with confidence and protect your portfolio for the long term.
From fundraising, acquisition, and asset management to divestment activities and exit stages, a strategically designed insurance portfolio program can help private equity firms achieve financial success.
Exploring these services can improve the value of a firm’s portfolio across the investment life cycle:
M&A and transactional risk insurance, coupled with a comprehensive risk management solution, are vital components to help achieve a successful deal outcome. Risk and insurance due diligence services are imperative to address areas of exposure or hidden liabilities.
Given the complexities of tax legislation, globally and locally, products that cover tax liabilities are particularly beneficial to de-risk a transaction. Related solutions to achieve a successful deal outcome include representations and warranties coverage and contingent tax liability insurance.
Using an aggregated approach to risk management through a portfolio purchasing insurance program can help control costs and manage volatility. By teaming with the right insurance advisor, private equity firms can take a holistic, coordinated approach to risk, which in turn can yield better outcomes.
Using a portfolio insurance purchasing platform not only provides centralized oversight of your entire portfolio, but also helps you better quantify and manage your portfolio risk – leading to cost savings, greater operational efficiency, and improved valuations upon exit.
The increasing financial power of private equity firms coincides with risks that are growing steadily by the day. It's critical for any organization operating in this field to obtain specialized coverage for its portfolio holdings.
In addition, your organization may face greater scrutiny — from the general public and government regulators — regarding its practices. Even if you are confident in the strength and security of your deals, unexpected legal, regulatory, and financial surprises could emerge.
By enlisting our private equity team to develop a tailored risk assessment, management, and transfer solution, you can submit bids or divest assets with greater confidence that your risks are being mitigated as much as possible.
