M&A Insurance Market Grows Amid Deal Recovery

Global M&A activity showed signs of recovery in 2024, reaching $3.4 trillion in transactions—an 8% increase from 2023’s decade-low figure—with North America leading the rebound at $1.4 trillion in deals, driving unprecedented demand for transactional risk insurance solutions across markets, according to a report by Marsh.
The North American transactional risk insurance market continues to be characterized by robust competition and ample capacity, according to the broker. Nearly 30 underwriting firms are currently active in the sector, providing total available capacity exceeding $1 billion per transaction. The market has welcomed new entrants without experiencing any exits, further intensifying competition among insurers seeking to capture market share.
“Last year marked a pivotal year for transactional risk insurance, with a notable recovery in global M&A activity and an increased recognition of the value of insurance solutions in managing transaction-related risks,” said Craig Schioppo, global head of transactional risk for Marsh.
“While geopolitical uncertainty has adversely impacted global M&A activity through Q1 2025, we remain optimistic about the continued growth of this market and its role in facilitating successful transactions across various sectors,” he continued.
Transactional risk insurance pricing trends reflect the competitive landscape, with “soft market” conditions persisting since late 2022, according to the report. By December 2024, primary layer representations and warranties (R&W) insurance rates had reached 2.9% of policy limits, up from 2.5%, although some rate stabilization was observed in the second half of the year.
Retention levels before R&W coverage kicks in have also become more advantageous for buyers. Average initial retentions fell below 0.6% of enterprise value for transactions valued over $50 million, while smaller transactions under $50 million averaged retentions around 0.7% of enterprise value, both well below historical averages, the report noted.
“Given continued strong underwriting competition and firmly established buyer expectations, the lower retention environment is likely to continue in the short- to medium-term. However, the emergence of adverse claims could result in retentions trending toward historical norms over time,” the report stated.
Transaction Trends and Sector Activity
The transactional risk insurance market saw significant growth in deal size during 2024, with the median transaction value reaching $125 million, an 18% increase from 2023, Marsh reported. The market demonstrated remarkable breadth across transaction sizes, with more than 50 transactions, or 7% of deals, exceeding $1 billion in value, while 43% of transactions fell below $100 million, highlighting the versatility of these insurance solutions across deals of various magnitudes.
Sector distribution revealed the communications, media, and technology sector leading the way, accounting for 135 deals, or 20% of insured deals. Notably, the energy and power sectors experienced a doubling in activity compared to previous periods, reflecting increased M&A momentum in this industry.
The consistent use of transactional risk insurance across all industries underscores its mainstream adoption as a standard risk management tool in M&A transactions across the North American market, according to Marsh.
Buyer profiles showed a relatively balanced distribution, with corporate and strategic buyers representing 55% of policies, while private equity firms accounted for the remaining 45%.
Claims Activity and Future Outlook
R&W claims activity increased substantially in 2024, with 309 transactional risk claims reported, marking a 21% increase from 2023. Financial statement breaches emerged as the most common issue, rising to 32% of total claims, underscoring the importance of thorough financial due diligence in M&A transactions. Insurers recognized $346 million in covered losses during this period, the report noted.
Looking ahead, Marsh predicted an increase in transactional risk insurance activity, supported by an expected steady interest rate environment that should facilitate dealmaking. The stabilization of financing costs is likely to encourage more transaction activity, potentially driving further demand for insurance solutions that help manage deal-related risks.
However, global geopolitical uncertainties remain a potential factor that could impact transaction volumes and risk profiles, the report noted. Events affecting international trade relations, regulatory environments, and economic stability may influence both deal activity and the types of coverage sought by transaction participants.
Despite these uncertainties, transactional risk insurance is expected to maintain its importance in North American deals, continuing to serve as a valuable tool for managing transaction-related exposures and facilitating deal completion in a competitive M&A landscape.
View the full report here. &