Merger Protect is a specialty insurance solution designed to reimburse defined costs incurred by M&A deal parties following a U.S. Federal Trade Commission (FTC) or Department of Justice (DOJ) Hart-Scott-Rodino Act (HSR) Second Request. These policies help buyers, sellers and strategic advisors manage one of the most expensive and disruptive risks in M&A transactions.
Protecting deal value through regulatory challenges
When the FTC or DOJ issues a Second Request, M&A transactions can stall, and associated costs can be substantial and unpredictable. Expenses for external counsel, economists, e-discovery, data collection, document review, witness preparation and related response work can escalate quickly.
WTW’s Litigation and Contingent Risk Solutions team helps secure comprehensive Merger Protect coverage to absorb covered response costs, allowing you to focus on advancing the deal rather than managing financial exposure.
Merger Protect is tailored to the unique challenges of M&A regulatory review. WTW combines specialty insurance expertise with deep knowledge of antitrust processes to secure coverage where it’s most needed.
How WTW helps you manage M&A risks
Responding to a Second Request can be complex, time-consuming and costly. We help secure Merger Protect coverage aligned with your transaction profile.
- Cost certainty: Transform unpredictable Second Request expenses into a manageable insurance premium. Budget confidently knowing coverage protects you up to policy limits.
- Document production coverage: Full reimbursement for collecting, reviewing and producing documents requested by the DOJ or FTC.
- Executive time protection: Covers costs for preparing executives and key employees for testimony or interviews, minimizing business disruption.
- Adequate coverage limits: Policies are structured to ensure sufficient protection.
Benefits of our brokerage partnership
Securing Merger Protect coverage allows your organization to pursue transactions with confidence, knowing regulatory compliance costs won’t disrupt deal economics or strain resources.
- Preserve deal economics: Ensure Second Request costs don’t materially impact deal returns or trigger renegotiation.
- Enable strategic decision-making: Focus on the business merits of the transaction rather than regulatory cost risk.
- Accelerate transaction timelines: Free legal and compliance teams to respond efficiently, potentially shortening review periods.
- Protect stakeholder confidence: Demonstrate proactive risk management to boards, investors and lenders.
- Maintain business continuity: Keep internal resources focused on core operations instead of regulatory response activities.
WTW’s M&A insurance brokerage excellence
Our team brings unmatched capabilities in specialty insurance, regulatory expertise and market intelligence to secure optimal Merger Protect coverage.
Advanced market intelligence and analytics
- Analyze patterns by transaction size, sector and company profile
- Access market data on hit rates, deal value, acquiror assets and target characteristics
Regulatory and legal advisory
- Deep knowledge of HSR pre-notification requirements and DOJ/FTC review processes
- Antitrust enforcement trends and agency priorities across sectors
- Strong network of advisors specializing in merger approval and compliance
- Competitive landscape and market concentration risk assessment
Strategic coverage placement
- Placement expertise for deals from $5 million to high-value transactions
- Structuring appropriate coverage limits to avoid underinsurance
- Access to multiple insurance markets for competitive terms
Innovative risk solutions
- Address gaps in traditional M&A insurance
- Connect clients with purpose-built solutions for emerging regulatory risks
- Translate complex regulatory requirements into clear coverage recommendations
Merger Protect FAQs
A formal follow-up request for additional information and documents issued by the FTC or DOJ under the Hart-Scott-Rodino Act when deeper antitrust review is needed.
No. It does not cover divestitures, operational changes, or other remedies required by regulators.
Strategic acquirers, private equity sponsors, sellers, counterparties, boards, CFOs, GCs, corporate development teams and transaction advisors seeking cost certainty and deal protection.
During the planning stages of an HSR-reportable M&A transaction, and preferably before or shortly after a premerger HSR notification is submitted, so that the policy can be underwritten and placed before a Second Request is ever issued.
No. Availability, pricing, retention, limits and other terms depend on underwriting and the transaction profile.
Let WTW protect your next transaction
Contact us to secure Merger Protect coverage for your pending or upcoming M&A transactions. WTW’s Litigation and Contingent Risk Solutions team will evaluate your needs and negotiate a tailored insurance solution on your behalf.
Disclaimer
WTW hopes you found the general information provided here informative and helpful. The information contained herein is not intended to constitute legal or other professional advice and should not be relied upon in lieu of consultation with your own legal advisors. In the event you would like more information regarding your insurance coverage, please do not hesitate to reach out to us. In North America, WTW offers insurance products through licensed entities, including Willis Towers Watson Northeast, Inc. (in the United States) and Willis Canada Inc. (in Canada).
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