Representation & Warranty Insurance Counsel for IT Services & MSPs Acquisitions
Structuring Representation & Warranty Insurance on IT services and MSPs deals, with the structure protection and capital connectivity an independent sponsor actually needs.
The economics on a IT services and MSPs platform deal usually hinge on a handful of structural decisions. Representation & Warranty Insurance is one of them.
The typical IT services and MSPs platform sits at $8M to $100M EV with EBITDA in the $2M to $18M range. The thesis runs on MSP platform with regional or vertical-specific bolt-ons. An MSP at 70% recurring revenue trades at one multiple, at 90% trades at a different one. The mix is the deal.
How Representation & Warranty Insurance actually gets structured.
Get to non-binding indication within two weeks of LOI sign, with carrier diligence to follow.
Negotiate retention to 0.5 percent of EV, dropping to 0.25 percent after 12 months.
Confirm policy follows form on the purchase agreement, not the other way around.
Carve out tax indemnities and known liabilities, priced separately if needed.
In IT services and MSPs, layer in MSA assignment review with carve-outs noted as part of the Representation & Warranty Insurance workstream.
Treating R&W as a commodity. Carrier appetite varies sharply by industry and deal size.
"R&W is no longer optional on most independent sponsor deals over $20M. Price it into the LOI."Jason Powell · Representation & Warranty Insurance
The deal is one thing. The capital that opens up after close is another.
Refinancing, recaps, growth rounds, and the right strategic conversation eighteen months early are all downstream of relationships that take years to build and minutes to use.
Related deal pages.
Transaction Fee Structuring for IT Services & MSPs
The fee paid at closing to the independent sponsor for sourcing, structuring, and closing the platform deal a…
Working Capital Adjustments for IT Services & MSPs
The closing-date true-up that protects the buyer from receiving a business stripped of normal-course working …
Indemnification for IT Services & MSPs
The seller's contractual promise to compensate the buyer for breaches of representations, covenants, and spec…
Quality of Earnings for IT Services & MSPs
The buyer's accounting diligence report normalizing earnings, working capital, and pro-forma performance.
Representation & Warranty Insurance for Healthcare Services
roll-up of physician practices and ancillary service lines
Representation & Warranty Insurance for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
Representation & Warranty Insurance for IT Services & MSPs, on independent sponsor terms.
Independent sponsor counsel that already speaks fluent deal-by-deal economics, structures clean LPAs, and travels with capital markets relationships for what comes after close.