DOXA

Transactional Risk

DOXA Transactional provides coverage across the M&A and corporate landscape, underwriting two complementary solutions: Representations & Warranties insurance for unknown risks that could arise in a deal, and Tax Liability insurance for known tax exposures across a wide range of risk types. We’re led by experienced professionals, former corporate attorneys, and deal practitioners, and backed by the scale of one of the largest and fastest-growing Managing General Underwriting Agencies in the world.

OUR TRANSACTIONAL RISK SOLUTIONS

Representations & Warranties Insurance

Coverage for unknown breaches of representation and warranties found in the acquisition agreements governing a deal.

Common Uses

  • Private equity investments
  • Sponsor-backed acquisitions
  • Corporate strategic mergers and acquisitions
  • Secondaries transactions

Typical Coverage

  • Coverage requests are typically for 10-20% of the deal value
  • Limits: $3M – $[30]M per market, pending deal size
  • Policy Terms: General Representations (3 years) / Fundamental & Tax Representations (6-7 years)

Tax Liability Insurance

Protects insureds against known tax exposures being successfully challenged by a taxing authority.

Common Uses

  • Renewable Energy Credits
  • Tax Structuring
  • REIT Transactions
  • M&A Tax Matters

Typical Coverage

  • Coverage requests are bespoke by risk type and can be up to the full tax exposure
  • Limits: Typically $10M – $[50]M per market, pending size
  • Retentions: Contest Costs
  • Policy Terms: 7–10 Years

A clear path to coverage

Transactional risk underwriting doesn’t have to be complicated. From your initial submission request, to quote review, to binding, every step with DOXA Transactional is guided by experienced professionals whose goal is both to facilitate your transaction quickly and efficiently and provide peace of mind post-close through fulsome deal coverage. Our clear, five-step process is designed to get qualified deals to the finish line efficiently.

Our step-by-step process

1. Submit transaction details & coverage requests

2. Receiving a non-binding indication (within 48 hours)

3. Complete underwriting diligence & information sharing.

4. Finalize policy terms and structure

5. Bind coverage at signing (R&W) or as required within calendar period (Tax).

WHAT BROKERS ASK MOST

New to transactional risk — or just new to DOXA? Here are the questions we hear most often from brokers and potential clients, with straight answers from our team.

Coverage is typically provided to the Buyer in an M&A transaction and covers Breaches by the Seller of the Representations and Warranties contained in an Acquisition Agreement. The Insurer(s) thus step into the Buyer’s shoes, providing recourse to them for issues that may arise post-Close. Since both the Buyer and Seller benefit from coverage, payment for coverage is also sometimes split amongst the deal parties. Seller-side coverage may also be obtained in certain unique circumstances.

DOXA Transactional can provide quotes on a wide range of enterprise values but focuses on quoting primary insurance coverage on submissions with enterprise values between $25M and $1.5B.

The following information should be provided to obtain a quote:

  • Detail on the coverage requested – including limit(s), retention(s), policy length, inception date and any deal-specific enhancements;
  • Transaction information – including deal enterprise value, timing to Sign and Close, and a detailed description of the target, the deal parties and their advisors;
  • List of the diligence to be provided by the Insured and/or its advisors – including any draft reports if already prepared; and
  • Relevant deal documentation – including, but not limited to, confidential information memorandum or management presentation, year-end financial statements of the Target, letter of intent (if applicable) and the most recent draft transaction agreement.

As early as possible once a Buyer either enters a competitive Auction process or signs a Letter of Intent with a Seller. While quotes may be obtained with limited information, the more information a broker provides regarding the Target company, it’s financials, the deal parties and deal dynamics, the more targeted a quote will be. We are also happy to provide general guidance on potential transactions that have not yet commenced. 

DOXA Transactional’s process always mirrors the deal process and can move as fast or as measured as necessary. Underwriting can be performed within 24-48 hours from the time of engagement if needed and assuming all relevant diligence and deal documentation is provided in a timely manner. Our underwriters always work with you to structure the coverage to fit the deal.

Claims backed by institutional strength

Our approach to claims is straightforward: we underwrite with the expectation that claims will happen, which means we’re prepared for them when they do. Proactive service on claims is part of our ethos.

Scale. Stability. Expertise.

DOXA’s robust platform provides the resources, infrastructure, and financial strength to meet your insurance needs.

  • $1.2 Billion Premium Platform
  • 600+ Employees
  • 20,000+ Broker Relationships
  • 100+ Specialty Insurance Products
  • Backed by Goldman Sachs

SPECIALIZED EXPERTISE

MEET OUR LEADERSHIP

Led by senior underwriting and legal experience across M&A, underwriting platform build-outs, and profitable portfolio management.
Michael McGowan

Michael McGowan

President, DOXA Transactional

As a former Biglaw M&A attorney, Michael McGowan provides unique expertise on transaction structures, diligence processes, and risk allocation strategies.

Proven Track Record:

  • More than 15 years of legal M&A and underwriting experience across all transactional risk business lines.
  • Launched North American Transactional Risk platform at AXA XL.
  • Built the RiskPoint Group’s Americas operations across all TL business lines.
  • Tens of millions of claims settled across portfolios quickly and efficiently.

  • EXPLORE YOUR COVERAGE OPTIONS

    Coverage for unknown risks in the deal — protecting buyers and sellers against breaches of representations and warranties that surface after close. R&W steps into the buyer’s shoes, giving them direct recourse to the insurer without going back to the seller.

    See How Reps & Warranties Works

    Coverage for known tax risks — protecting against a taxing authority successfully challenging a position you’ve taken. Unlike R&W, Tax Liability isn’t limited to M&A transactions; it’s used by PE funds and corporations to insulate specific tax positions across a range of risk types.

    See How Tax Liability Insurance Works