TRANSACTIONAL RISK
R&C: How has transactional risk insurance evolved from a niche product into a mainstream component of deal structuring across different regions? What factors have specifically driven its growth across North America, EMEA and Asia Pacific?
Bruno: In North America, there has been a rapid adoption of representations and warranties (R&W) insurance. Over the past decade, R&W insurance has caused a seismic shift in how buyers in M&A transactions structure their deals. Private equity (PE) sponsors initially utilised R&W insurance to differentiate their bid in competitive auction processes by allowing the sellers to walk away with limited or no indemnity obligations. Today, buyers of all types, including large corporate strategic purchasers, recognise the value the product provides. R&W insurance is broadly available across target industries and deal structures, and underwriters have developed a wealth of experience that allows them to run processes efficiently. Together, these factors, combined with a proven and efficient claims process, have created certainty in the product and unlocked a meaningful solution for parties on both sides of the deal.
O’Reilly: In Europe, transactional risk insurance has long been an established part of PE-driven deals, where a ‘clean exit’ is fundamental. Increasingly, however, corporate buyers and sellers are also seeking the product as they recognise the benefits of certainty and, for sellers, the ability to keep contingent liabilities off their balance sheets. Adoption continues to evolve at different paces in different jurisdictions, with some developing much faster than others. Growth has been driven by increased awareness among dealmakers and advisers of how the product can streamline transactions, improvements in the commercial terms available and a strong track record of claims being paid, which demonstrates the product’s efficacy.
Apr-Jun 2026 Issue
RiskPoint Group