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Exit Strategies

Enhance your exit potential with proactive risk management. Discover how strategic preparation can unlock greater value and allow for smoother transactions.

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In today’s competitive business landscape, economic uncertainty and regulatory complexity continue to weigh on deal volume and execution.

Many sponsors have extended holding periods as they wait for more favourable conditions – but a growing number are now preparing to exit, driven by fund lifecycle pressures and the need to return capital to investors.

Private equity exit strategies are evolving rapidly as market conditions shift and competition intensifies. Unlocking value through a successful exit depends not only on timing but on comprehensive preparation — particularly to anticipating and managing risks.

At Marsh we help sponsors like you position their portfolio companies for cleaner, faster, and more valuable exits. From structuring annual insurance programmes to placing tailored warranty and indemnity (called representations & warranties in the US) and tax solutions, our end-to-end advisory services help sponsors more proactively manage their exposures to minimise risks that could hinder value realisation.

Deal-wide risk transfer advice

Our team has established a core set of principles to effectively help you maximise value in exit transactions.

Early engagement

A solid foundation for a comprehensive risk transfer strategy is established well before the deal process kicks off.

Draw on scale

Rather than approach insurers solely on a deal-by-deal basis, we help you to establish deeper and longer-term relationships with insurers, taking into consideration your overall deal flow.

Advisory outlook

We work with your wider suite of advisors to help you navigate complexity and seek to optimise outcomes.

Data-driven analytics

We use deep insights on claims, losses, premiums, and other key factors across your portfolio and those of your peers to design tailored risk transfer strategies for each transaction.

Single points of contact

A senior advisor will be available to you at all times. We will work with teams across Marsh McLennan to deliver effective risk management and insurance solutions that fit your specific needs.

Efficient platforms

We develop pre-arranged solutions with select insurers based on client needs, providing streamlined access to the insurance coverage they need – often with coverage enhancements and expedited execution.

Global capabilities

Our versatile and strong teams span geographies, with specialisation in multiple industries and deal strategies, allowing us to provide you with assistance that is tailored to your specific needs.

Effective risk management is a key foundation of deal success. Clients who implement early and well-formulated risk transfer strategies consistently achieve stronger outcomes and smoother exits. Our work with you starts well before the sale process begins, helping you to build resilient foundations across five critical levers:

  • Structure: Designing insurance programs that are efficiently layered and globally aligned, providing you with risk coverage that spans across multiple jurisdictions and businesses.
  • Limits: We offer insightful benchmarking against industry peers that helps you to assess each portfolio company’s specific risk exposure and select limits.
  • Deductibles: Assessing retained risk in the context of the company’s financial strength and balance sheet flexibility to promote efficient capital use and risk retention.
  • Breadth: Advising on policy wordings to help identify and address potential limitations.
  • Premiums: Managing premium spend by balancing cost-efficiency with comprehensive coverage through market insights and strong insurer relationships. Managing this approach results in a defensible, transparent, and efficient risk profile that enhances deal certainty and execution speed.

At the outset of sell-side diligence, a clear and credible insurance narrative can differentiate your asset and instil greater buyer confidence. Our insurance VDD evaluates how the portfolio company manages risk holistically, benchmarked against its footprint and buyer expectations. Key focus areas include:

  • Costs: Detailed visibility into historical and projected post-close insurance spend to assess ongoing financial implications.
  • Cover: Comprehensive evaluation of the scope and quality of risk protection relative to business operations and transaction profile.
  • Continuity: Identification of potential coverage gaps that could emerge post-transaction, enabling proactive mitigation strategies.
  • Claims: Analysis of claims history, emerging trends, and insurer perspectives to assess risk maturity and outstanding exposures.
  • Sales and Purchase Agreement (SPA ) alignment: Aligning insurance diligence with transaction documents, warranties, and indemnities to minimize unexpected issues.
  • Action plans: Clear, phased recommendations for risk management steps pre- and post-close to safeguard deal value and operational continuity.

Warranty and indemnity insurance has become a key tool in controlling unknown risks during exits. Over 60% of policies are now sell-side initiated, driven by a number of benefits, including:

  • The transfer of residual seller liability, enabling cleaner exits and reducing post-close disputes;
  • Coverage that extends across the full warranty suite embedded in the sale and purchase agreement, protecting both buyers and sellers;
  • The ability to avoid price chips and escrow funds to help improve deal economics;
  • Cost typically borne by the buyer, removing financial burden from the seller; and
  • The availability of synthetic warranties for cases where disclosure is limited or unavailable.

Our team supports clients by shaping insurance due diligence scopes early, engaging proactively with underwriters, and drawing on insurer relationships to negotiate policy terms and pricing.

Carve-outs represent some of the most complex and strategically important exit structures. We provide tailored support through every stage, including:

  • Designing tailored insurance programmes for standalone carve-out entities to manage new and legacy risks;
  • Managing transitional service agreement (TSA) risk exposures during handover periods;
  • Mapping, ring-fencing, and remediating legacy liabilities and risk exposures; and
  • Structuring governance frameworks and risk oversight for the newly exited company to enable smooth operational transition.

Our cross-border, cross-sector teams align closely with the sponsor’s strategic objectives, offering scalable specialist support throughout the carve-out lifecycle.

Why Marsh

Choosing Marsh means partnering with a global leader in risk, strategy, and human capital. Our deep industry knowledge, innovative solutions, and long-standing insurer relationships enable us to deliver tailored, scalable, and cost-effective risk management strategies.

We are committed to understanding your unique objectives and providing proactive advice that assists you in maximising value at every stage of your exit process. Our integrated approach relies on collaboration across disciplines, giving you greater confidence and clarity in even the most complex transactions.

With Marsh, you gain a trusted partner dedicated to helping you transform risk into opportunity and unlock maximum value for your portfolio.

Ready to prepare your portfolio for exit?

Contact our Private Equity team today.

Contact us