Insuring Loan Portfolio Sales

Transferring risk from performing and non-performing loan (NPL) transactions.

Why Insure Loan Portfolio Sales?

Loan portfolio transactions – whether performing or non-performing – often stall because buyers have concerns around the portfolio composition and data tape accuracy.

When structured correctly, W&I insurance can unlock negotiations between the parties by:

Providing the buyer with adequate protection and recourse in the acquisition agreement around data tape accuracy and financial information.
Allowing the seller to significantly limit recourse under the acquisition agreement when traditionally 10%-20% of proceeds would be held in escrow.

Niche expertise to help you solve your next deal

We’re one of the few brokers who can help you in this area. With backgrounds in legal restructuring and credit risk underwriting, our professionals can help guide your next sale or acquisition over the line.

We’ve supported leading global banks and private equity funds on multiple loan portfolio deals – structured as either share or asset sales – including highly-active secondary market NPL transactions.

“Having used the Miller team to broker a number of very difficult insurance solutions on key transactions, we have been impressed by their responsiveness, service and process which has freed my team up to focus on our primary legal service role for our clients.”
Herbert Smith
The team’s strong knowledge of how insurance solutions fit into the M&A process is second to none.
Kirkland & Ellis

How a policy works

How pricing works

What you pay

One-off premium.

How it’s calculated

1.5% - 2% of the limit of liability taken.
These policies are generally priced higher than traditional W&I policies because of the nature of the risk.

Factors that affect pricing

Size and performance of the portfolio.
Nature and complexity of the underlying security.

Key factors to assess for insurability

Origination and ownership of the portfolio.
Buyer’s investment rationale for acquiring the portfolio and their valuation methods.
How the portfolio has developed over time, noting any material events and impacts.
Scope and quality of due diligence, including sampling and review methodology.

How much time we need

Transactions tend to take longer due to the detailed due diligence process. We suggest both parties engage with us early so we can advise on:

structuring the transaction
understanding insurability
scoping diligence
drafting insurable warranties.

Why Miller?

Your transactions are complex, time-sensitive and highly demanding. That’s why we choose a partner-led approach where our senior people give you constant support.

And, as a team, we hustle harder than any other M&A broker in the industry.

Find Out More

Meet The Team

Andrew Johnson

Executive Director - Joint Head of Mergers & Acquisitions and Strategic Solutions (MASS) +44 (0) 20 4614 0030 [email protected] Read more

Edwina Charlton

Executive Director - Joint Head of Mergers & Acquisitions and Strategic Solutions (MASS) +44 (0) 20 4614 0027 [email protected] Read more

Rupert Newman

Director – Head of Broking, Mergers & Acquisitions and Strategic Solutions (MASS) +44 (0) 20 7031 2147 [email protected] Read more

Priyan Shah

Director - Mergers & Acquisitions and Strategic Solutions +44 (0) 20 4614 0133 [email protected] Read more

Jake Tobin

Chief Commercial Officer +44 (0) 20 4614 0032 [email protected] Read more

Ceri Davies

Director - Client & Market Coverage +44 (0) 20 4614 0075 [email protected] Read more

Rikesh Somaya

Associate Director – Professional and Financial Risks +44 (0) 20 7031 2919 [email protected] Read more

William Seccombe

Executive Director - Head of Professional & Financial Risks Asia +65 6349 5725 [email protected] Read more

Contact Us

M&A Insurance

Contingent Risk Insurance

Environmental Insurance

Insuring Distressed M&A

Intellectual Property (IP) Insurance

Tax Insurance

Title & Real Estate Insurance

Warranty & Indemnity Insurance

PI Multi-year run off cover for M&A

Latest M&A Articles

Insight 06 Mar 25

Miller establishes new M&A and Strategic Solutions Team

Miller is delighted to announce the appointment of three senior hires into its newly established M&A and Strategic Solutions (“MASS”) team.

Insight 03 May 23

Merger & acquisition activity in law firms

Sam Pye discusses the importance of a comprehensive due diligence process and the key risk considerations firms should know before signing on the dotted line.