Koosh Insurance · Business & Industry

    Mergers & Acquisitions Insurance

    The deal that's almost done. The last-minute rep that the seller won't stand behind. The contingent tax position that everyone's pretending doesn't exist. M&A insurance is the specialty line that bridges the gaps deals create — between what buyers need to feel protected, what sellers can credibly indemnify, and what gets the deal across the line. Reps & warranties insurance has gone from exotic to standard in middle-market deals, and the related products handle exposures that no other commercial line covers.

    See what's covered

    Coverage

    What this coverage includes

    • Reps & warranties insurance (R&W) — buyer-side or seller-side coverage for breaches of representations in the purchase agreement
    • Tax liability insurance — coverage for known tax positions where the cost of being wrong is high
    • Contingent liability insurance — coverage for specific identified risks that would otherwise scuttle the deal (litigation, regulatory, environmental)
    • Successor liability and judgment preservation for risks following an acquired entity
    • Public company D&O run-off for sellers' directors and officers post-closing
    • Environmental insurance structured around due-diligence findings on real estate-heavy deals

    Who Buys This

    Who typically buys this coverage

    • Private equity sponsors acquiring portfolio companies
    • Strategic acquirers in middle-market and mid-cap transactions
    • Sellers in auction processes offering a clean break with minimal post-closing indemnity
    • Family-owned businesses transitioning to outside ownership
    • Roll-up acquirers building platforms through serial acquisitions
    • Venture-backed companies in M&A exits

    Why Koosh

    Why Koosh Insurance

    M&A insurance is a specialty market with sharp underwriting timelines and sharper price differences between markets. Getting the right product, structured correctly, in time for closing requires an agent who works deals routinely. Deals close on the agreement everyone signed. Insurance closes the gap between the agreement and reality.

    Deal-pace placement — R&W underwriting moves fast, and we move with it.

    Buy-side and sell-side experience — different products, different underwriting, different priorities.

    Coordination with deal counsel — the policy is built off the purchase agreement and the diligence reports; we work with the lawyers, not around them.

    Tax liability specialty access — niche market with specific carriers we work with directly.

    Contingent liability structuring — known issues that need a custom solution to keep the deal alive.

    Post-closing run-off — D&O run-off coverage for sellers' directors and officers, structured at signing.

    FAQ

    Frequently asked questions

    Breaches of the representations and warranties in the purchase agreement — financial statements, intellectual property, employment matters, customer contracts, undisclosed liabilities, regulatory compliance. The policy responds when a rep turns out to be inaccurate and the buyer suffers a loss.

    Buy-side dominates in current market practice. Buyer is the named insured, the buyer's losses are covered, and the policy effectively replaces or supplements the seller's indemnification obligation. Sell-side R&W exists but is much less common.

    Premium typically runs in the low single digits as a percentage of the policy limit, with limits commonly sized at 10-15% of deal value. Both pricing and structure shift with market conditions and deal specifics — competitive carrier pressure has tightened pricing meaningfully in recent years.

    Known issues identified in due diligence, breaches of forward-looking statements, certain tax matters, transfer pricing, asbestos and PFAS, criminal acts. The exclusion list is negotiable and varies meaningfully by carrier — comparison at quote matters.

    Often it reduces or eliminates it. Many R&W-backed deals close with minimal escrow — just enough to cover the policy retention. Sellers receive most or all of their proceeds at close instead of waiting through a survival period.

    Coverage for specific identified tax positions where the IRS or a state authority might disagree. Common uses: NOL preservation in M&A, partnership tax structuring, R&D credit positions, transfer pricing, REIT qualification. The policy pays the assessment if the position is challenged successfully.

    Related

    Related services

    General Liability

    Third-party bodily injury, property damage, personal injury.

    Business Owners Policy (BOP)

    Bundled GL + Property + BI for small/mid businesses.

    Commercial Auto

    Single business vehicles, light trucks, vans, contractor trucks.

    This page provides general information about Mergers & Acquisitions Insurance insurance and is not a substitute for tailored advice from a licensed insurance broker. Coverage availability, terms, exclusions, and pricing depend on your specific business operations, location, claims history, and carrier underwriting. Contact a Koosh Insurance broker for a personalized consultation. Koosh Insurance — License #L135215.

    Get a quote for Mergers & Acquisitions Insurance

    Talk to a licensed Koosh broker. We'll review your specific situation, source quotes from appropriate carriers, and walk you through the coverage that actually fits your business.

    (954) 309-3900
    service@koosh-ins.com
    4491 S State Rd 7, Suite 202, Davie, FL 33314