Commercial Coverages

M&A Insurance

Specialized Insurance Coverages for Mergers & Acquisitions

We believe that entrepreneurs should get more of the cash from the sale of their business, when the sale happens — not after years of escrow.

Liberty is dedicated to helping entrepreneurs like you focus on growth by understanding and protecting against downside risks and shielding them from frivolous lawsuits. Viewing insurance as a strategic tool rather than just a product, we place the outcomes of entrepreneurs first, especially during the critical stages of growth and business sale, ensuring proceeds are protected and accessible immediately.

M&A Insurance Coverages

Secondaries Transactions

COMMERCIAL COVERAGE

Secondaries Transactions

Secondaries Insurance is tailored for GP-led or LP-led transactions. It offers coverage to transfer risk and speed up liquidity, whether through continuation vehicles, fund restructuring, or providing LPs with an exit. This insurance protects against breaches of representations and warranties, thus safeguarding new investors, accelerating payouts to exiting investors, and ensuring smoother deal processes.

Environmental Liability

COMMERCIAL COVERAGE

Environmental Liability

Environmental Liability policies are designed to provide coverage for legal defense and clean-up costs in the event of an environmental incident. These policies protect against liabilities arising from pollution, contamination, or other environmental hazards, which are routinely excluded under RWI policies.

Latest M&A Insights

M&A Podcast

Master the clean exit! Discover secrets of M&A Masters. You’ll hear inside interviews with M&A advisors, attorneys, investment bankers, private equity players, and the entrepreneurs themselves. If you ever want to sell your business this is a must-listen podcast.

M&A Insurance Highlights

For the Seller

  1. An R&W policy replaces the indemnification provision and reduces the escrow to 1% or less of the purchase amount.
  2. Enables early and final distribution of proceeds to investors.
  3. Locks in the return and provides a clean exit as contingent liabilities are covered.
  4. Expedites the sale by getting the Indemnification issue “off the table”.

For the Buyer

  1. Distinguishes bid in a competitive auction, without raising the offer price.
  2. Eases concerns about collecting on seller’s indemnification.
  3. Preserves relationship with seller. In the event the seller is remaining with the company, the buyer pursues the R&W insurer, and NOT the seller in the event of a breach.
  4. Expedites the sale by getting the Indemnification issue “off the table”.

Underwriting & Placement Process

  1. Secure information for underwriters:
    • Acquisition agreement (draft version is acceptable)
    • Seller’s audited financials
    • Seller’s disclosure statements (if available)
    • Offering memo
  2. Within 3 to 5 business days, a no cost, no obligation, non-binding indication (NBI) is provided.
  3. Due diligence process is commenced with selected market – requires payment of non-refundable underwriting fee.
  4. Conference call is arranged between the underwriters and the applicant’s attorneys.
  5. Final terms are issued within 2 business days of the final conference call.

Policy Basics

Limit Capacity – Full EV available from $500K up to $30M.

Retentions – commonly 1% of purchase price, subject to a 50% drop-down after 12 months.

Premium – From $10K to $20K per $1M of Limits (1.0% to 2.0% ROL). Rate scales to the lower end of the range with more Limits purchased.

Underwriting Fee – From $40,000 to $50,000 in addition to the premium. Covers the cost of Insurer’s attorney’s fees and due diligence costs to review and manuscript a policy. Non-refundable.

  • Seller’s policy – checks how seller developed R/W
  • Buyer’s policy – checks how buyer vetted the Seller’s R/W

Terms – designed to match the survival period. Post survival extensions available upon request.

How It Works

We understand that clients have diverse needs. Our strength lies in our ability to consistently provide custom solutions and project management to help guide businesses to make smart insurance decisions. Get covered in just four easy steps!

1. Discuss Your Needs

2. Obtain Partner Quotes

3. Review Your Options

4. Bind Your Coverage

Request a Quote

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