Independent Sponsor Representation & Warranty Insurance in Wealth Advisors & RIAs
Securities and M&A counsel for independent sponsors structuring wealth advisors and RIAs transactions, from LOI to close to the capital markets that open up afterward.
The economics on a wealth advisors and RIAs platform deal usually hinge on a handful of structural decisions. Representation & Warranty Insurance is one of them.
The typical wealth advisors and RIAs platform sits at $10M to $180M EV with EBITDA in the $3M to $25M range. The thesis runs on RIA aggregation or wealth platform roll-up. Client consent process is the longest pole. Start it the day after the LOI signs.
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 wealth advisors and RIAs, layer in negative consent process timed with regulators 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.
Most independent sponsors solve the closing capital and then run into the post-close capital problem alone. The capital markets relationships that matter at month 18 are part of this practice.
Related deal pages.
Transaction Fee Structuring for Wealth Advisors & RIAs
The fee paid at closing to the independent sponsor for sourcing, structuring, and closing the platform deal a…
Working Capital Adjustments for Wealth Advisors & RIAs
The closing-date true-up that protects the buyer from receiving a business stripped of normal-course working …
Indemnification for Wealth Advisors & RIAs
The seller's contractual promise to compensate the buyer for breaches of representations, covenants, and spec…
Quality of Earnings for Wealth Advisors & RIAs
The buyer's accounting diligence report normalizing earnings, working capital, and pro-forma performance.
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Bring the wealth advisors and RIAs deal. Get Representation & Warranty Insurance done right.
Direct counsel from a securities and M&A attorney with billions in structured transactions, the independent-sponsor-native playbook, and the capital markets network that opens up post-close.