Advisory · M&A

Small-Deal Transaction Liability

For deals below classic RWI economics: which coverage options exist, how they differ, and what any price illustration applies to. The full advisory is available on request.

Summary

Small-deal coverage, in brief

Classic buy-side RWI is priced for middle-market limits and minimum premiums that often exclude smaller transactions. A separate market segment serves deals below roughly $30M enterprise value. By coverage orientation, there are sell-side policies procured by the seller and buy-side policies procured by the buyer. Some are distributed through online M&A platforms, which is a distribution channel rather than a separate type of coverage. Terms vary by insurer.

Price and timing depend on the product. The firm’s published illustration applies to seller liability protection only: on a $5M enterprise value with cover equal to the full value, roughly $42,500 in premium plus a $500–2,500 policy fee, with no insurer underwriting fee in that illustration, and excluding surplus-lines taxes, fees, and any placement charge. Some streamlined facilities can bind quickly once a complete submission is in; buyer-side small-deal policies follow their own underwriting and timetable.

Seller protection and buyer protection are different products. A seller policy covers the seller’s liability for covered breaches; it does not give the buyer its own insured recourse.

To test whether a small-deal product fits

  • Enterprise value and the limit the parties want.
  • Who needs protection: the buyer, the seller, or both.
  • The financial statements available, audited or not.
  • The draft purchase agreement and disclosure schedules.
  • The timetable to signing and closing.
  • Whether a pipeline of similar deals makes a portfolio program worth comparing.

Educational summary only, written for this page. Nothing here is an offer of insurance, legal advice, or a quote; availability, pricing, and coverage depend on underwriting and the terms of the policy actually issued.