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Based on a strong track record, NORTH M&A guides you through the process of transactional risk insurance with an understanding of all essential aspects of your specific M&A transaction. We advise on transaction liability solutions for all sorts of transactions including operational, real estate, public-to-private, distressed, IPOs etc. Further, we offer to conduct insurance due diligence to ensure that the insurance program in place is sufficient.
NORTH M&A advise from the initial drafting of the transaction documents, through the M&A process and to inception the policy. Finally, we guide you through the process of filing a claim if relevant.
Besides the more classic transactional risks, we also advise in placing insurance covering contingent risks which include (but is not limited to) solutions relating to payment risks, environmental/pollution exposures, tax risks etc. Utilizing these solutions can create value, increase deal certainty and avoid specific indemnities.
In addition, NORTH M&A advise private equity funds regarding insurable risks arising from the role as active owners in a subsidiary. This is especially relevant when it comes to management liability, professional indemnity advisory, and management responsibilities.
Below you can read more about some of the services we specialize in:
NORTH M&A advise on transaction liability solutions throughout the process. Such insurance is useful in most transactions including transaction with a distressed target. We have conducted a publication on W&I insurance in distressed M&A which also includes input on solutions for known risk exposures. The publication is available for download below.
W&I insurance is a strategic tool which transfer the liability for a breach of an insured warranty from the seller to the insurer. This strategic tool (i) offers the seller a clean exit by avoiding escrow or other post-closing securities, (ii) it enables buyer-friendly cover, and (iii) it ensures future cooperation as claims must be made against an insurer instead of a (reinvesting) management/seller etc.
Known or identified risks (not necessary only related to a M&A process) may impede or even render impossible a contemplated transaction. Insurance capital may offset such known issues and mitigate a lengthy negotiation process and hard concessions between the parties of the future transaction. These insurance solutions allow the seller and/or a future buyer to avoid entering price adjustment discussions, escrow, or other similar securities.
A similar product is offered in relation to tax risk policies and both a contingent risk product and a known tax risk may cover items usually excluded under a W&I insurance policy. Insuring known/identified risks (incl. tax) requires thorough due diligence, often substantiated in form of a (legal, tax or similar) opinion. The solutions is applicable in where said opinion concludes a low likelihood of materialisation but a high financial impact. Classic examples of known risk areas could be environmental, tax, dispute, and IPR infringement.
NORTH can also advise on and conduct an independent review of Target’s insurance program. An insurance due diligence evaluates the quality of the insurance program and identifies any deficiencies. Our fit-for-purposes analysis is presented in a written report.
You will receive a complete overview of the insurance program’s strengths and weaknesses, an analysis of claims history, and whether all significant insurable risks are covered. Further, you will know if the cost is competitive compared to the pricing in the market, and what the additional costs will be to close any gaps and transactions costs (if relevant).
Insurance due diligence is generally useful – also in relation to an ongoing transaction.
NORTH advises on insurable risks for private equity and their portfolio companies. We analyse the current setup, point out the exposures and recommend optimal structures for the private equity fund’s own and their portfolio companies’ insurance program. Our insurance solutions are tailored to the private equity fund and their individual portfolio companies.
NORTH M&A works closely with clients and their legal advisors. We have a long-lasting collaboration with e.g. Accura – A tier 1 well-reputed law firm. Accura highlights NORTH’s value driven approach, which provide Accura’s clients with results they did not deem possible in the early days of the transaction.
Besides W&I insurance, NORTH helps Accura with scoping in relation to due diligence etc. This support the solutions Accura presents to their clients and ensures the broadest possible insurance cover.
“We have often achieved positions in the policy that we, before we entered the market, did not actually think were possible.”– Jacob Østervang, Partner at Accura Advokatpartnerselskab.
Our expertise and experience in M&A insurance enables us to navigate the complex system and ensure a smooth process for our customers.
Contact Partner and Head of M&A, Sune Hallander, for a no-obligation chat.
Sune can be reached Mon – Fri 9 – 16.
Call +45 26 23 14 09
Write to [email protected]
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North Risk A/S
Nørgaardsvej 32
2800 Lyngby
CVR: 42248789
Opening hours: Mon – Fri 9 – 15.
Ring 75 11 99 60
Write to [email protected]
2023 - All rights reserved - NORTH
