Underwriting

W&I insurance can indemnify the buyer or seller of a company, for loss that may result from a breach of warranty, or a claim that may be made under the tax indemnity in a sale and purchase agreement (SPA). 

Themis underwriters want to understand your deal so that we can provide a superior level of coverage.  Our policy form contains only 2 standard exclusions (for knowledge and fraud). Working in partnership with our insureds and their advisors ensures our coverage remains market leading.   

Themis underwriters are able to provide both buy-side and sell-sidepolicies.   

We can deploy up to £[40]m/[€50m] for any one transaction.   

Policy periods can be up to 10 years.

Warranty & Indemnity ("W&I") Insurance
W&I insurance can indemnify the buyer orseller of a company, for loss that may result from a breach of warranty, or a claim that may be made under the tax indemnity in a sale and purchase agreement (SPA). 

Themis underwriters want to understand your deal so that we can provide a superior level of coverage.  Our policy form contains only 2 standard exclusions (for knowledge and fraud).  Working in partnership with our insureds and their advisors ensures our coverage remains  market leading.   

Themis underwriters are able to provide both buy-side and sell-sidepolicies.   

We can deploy up to £[40]m/[€50m] for any one transaction.   

Policy periods can be up to 10 years.

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Underwriting Process

We appreciate the significance of our promises and recognise that people rely on us to deliver. We value our ability to honour those promises.

Our underwriting process is flexible, efficient and non-intrusive.  It is designed so that our underwriters understand your transaction, so that they are able to provide a comprehensive level of cover. It is not designed to hold your deal up.

We will tailor our process so that it wraps around the underlying deal process.  We understand that deal dynamics mean timings change and issues arise that need resolving.  Themis underwriters will be responsive and have the authority to make decisions, fast.

Underwriting Appetite

We focus on risks that can demonstrate the following:

  • + Deal size - Themis focuses on deals with values up to £500m.  We can look at deals with values greater than this, particularly with regard to Tax Liability Insurance and Specific Risk Insurance, but our appetite for W&I remains below this deal value.

  • + Jurisdiction - Our geographical appetite is informed by Transparency International’s Corruption Index and the World Bank’s Ease of Doing Business survey.  We expect target companies to be located in a jurisdiction that sits within the top 50 of both indices.

  • + Industry - There is no industry we say no to. There may be some that are more technical or complex to understand, but the experience of the Themis team means we are well placed to handle these complexities.

  • + Knowledgeable parties - Themis wants to engage with sellers who know their businesses and buyers who are engaged in the deal process.

  • + Sound deal processes - Our solutions are deal facilitation tools. They do not exist to replace the good deal habits one would expect to see.  Our underwriters want to insure transactions that have been negotiated on an arm’s length basis. Disclosure of information should be forthcoming.  Due Diligence should be undertaken by externally engaged reputable advisors and the legal advisors should be high quality and appropriate for the deal concerned.

High conviction - Themis underwriters seek out target companies in which they have a high conviction. In order for us to have such a view, we would typically expect a target company to be:

  • + A business we can understand, that is being purchased for industry acceptable pricing multipliers;

  • + Able to demonstrate outstanding financial performance when measured against multiple factors; and

  • + Managed by honest, intelligent management who have a track record of superior performance, who are preferably remaining with the target and have a strategic vision for the business, post-acquisition.