The 2026 mergers and acquisitions (M&A) landscape will be defined by Federal Reserve interest rate policy, heightened competition for top-quality assets, continued geopolitical uncertainty, and a rise in megadeals.
How can market participants — prospective sellers, corporate acquirers, and private equity (PE) funds — navigate these dynamics and get deals done?
Business Owners (Prospective Sellers)
As buyer demand clusters around the most attractive assets, many suitors are competing for the same select group of companies. Business owners looking to exit will likely be able to attract multiple potential buyers and command high premiums.
For would-be sellers, choosing the right strategic partner means looking beyond initial bid prices to identify a buyer who aligns best with their goals. High initial bids may not always carry throughout the deal process. Sellers should conduct their own due diligence to verify that a potential offer is supported by a solid philosophy and track record.
How can business owners position themselves for success and choose the right buyer?
Understanding the Attributes of the Most In-Demand Assets
The most desired assets have several qualities in common:
Macro-level attributes, including strong industry positioning with favorable growth projections. Long operating histories with demonstrated year-over-year growth during different macroeconomic environments are also highly supportive.
Strong fundamentals, namely top- and bottom-line growth. Historically, buyers have focused more on top-line growth, but in today’s market they want to see both revenue growth and correlated margin improvement.
Governance and leadership in the form of a capable management team with a record of success and clear succession plans for key roles. A solid board structure — with advisors, when relevant, demonstrates a long-term vision for the company inspires buyer confidence.
A clean operational profile with no significant litigation history, intellectual property (IP) issues, employment lawsuits, or other legal complications.
Mature financial infrastructure with an experienced CFO leading a team that has built robust budgeting and forecasting processes. Companies that measure themselves against their projections and industry benchmarks can demonstrate that they understand their industry and show how they manage the business amid competing market factors.
Other key qualities include strong cash management, deep lender relationships, solid capital structure management, and, depending on company size and industry, regular audits that provide clean results.
Telling a Compelling Story
Crafting a narrative that highlights these qualities is key to attracting the right buyer. Doing so requires more than presenting favorable numbers. Business owners can bolster their profiles by providing evidence that growth metrics are both concrete and sustainable, such as by showcasing long-term customer relationships. They should also establish and promote their credibility through presence at industry events, winning awards, and producing thought leadership.
Asset-light companies where human capital is a critical value driver should compile workforce-related metrics such as average tenure, net promoter score (NPS) and other employee experience data, and turnover stats (forced vs. voluntary) that show how the company cultivates and retains top talent. Beyond workforce capabilities, illustrating operational maturity through clear supply chain resilience and technology integration plans strengthens the overall profile. In particular, demonstrating a thoughtful approach to AI adoption is important – including an AI policy and implementation roadmap, defined AI value proposition, and clear ROI for specific use cases.
Sellers should also tailor their message to different buyers, as PE and large corporates prioritize different metrics. For example, a PE buyer will prioritize growth potential whereas a corporate buyer will focus on how the business can fit into their existing infrastructure and unlock new synergies.
Sales Philosophy
Articulating the “why” behind a sale is critical. Owners must be able to answer questions including:
- Why are you looking to sell, and why now?
- What are your goals and objectives with the sale? Is price the most important aspect?
- Are you looking to stay on via an equity rollover or do you seek a complete exit?
Questions may also touch on personal goals: What will you do after the sale?
There is no right answer, but owner clarity around these points will inform how the sales process runs and what kind of buyer will be the best fit for the business.
How BDO Can Help
BDO advises clients across the full sell-side process, advising on timing and positioning and helping sellers understand what buyers are looking for. We offer guidance around how to present your business in an attractive light, achieve a favorable valuation, and secure the right buyer for your objectives. We're with you every step of the way, from strategy to quality of earnings and due diligence preparation through close.
Learn more about our sell-side advisory services.
Corporates
Large corporate buyers have strong balance sheets and cash flow to fund acquisitions, but face competition from other corporates and PE funds with significant dry powder on hand.
Competition for the highest-quality assets can drive significant premiums over expected prices. The challenge for corporates in this environment is to differentiate to sellers without overpaying.
From Diversification to Focus
Corporates now stand at a critical juncture, as a common growth thesis — which drove corporate strategy for decades — is now reversing.
For many years, companies focused on expanding into new areas as a central component of their growth strategy. Now, many companies find they must concentrate on a narrower set of growth areas to succeed. This means refining the scope of their businesses and reprioritizing resources, which can involve spinning off and divesting non-core assets to refocus on their core missions.
To inform this process, corporates must revisit their foundational identity and growth thesis, answering questions such as:
- Who are we as a business and how do we want to grow?
- What business units are performing and what are not?
- What can we sell to redeploy capital elsewhere?
Big Swings Are on the Horizon
In planning for acquisitions that will supercharge growth, corporates seek transformative acquisitions rather than smaller add-ons. This means big deals are back.
Examples of in-demand sectors where these large deals might manifest include:
- Infrastructure and critical systems
- Financial services (particularly, companies that handle consumer financial data)
- Pharmaceuticals that have created established drugs (which is becoming preferable to investing in R&D)
- Consolidation opportunities in healthcare, entertainment, and media
How BDO Can Help
BDO helps large corporates with every aspect of the M&A process, including comprehensive buy- and sell-side advisory services. Our buy-side support includes defining acquisition strategy and competing in a crowded market. We assist with target identification, all areas of due diligence, negotiation, integration planning, execution support, and post-merger value realization.
On the sell-side, we help clients conduct strategic assessments to identify assets to divest, run competitive sales processes, prepare businesses for sale, and execute transactions to redeploy capital toward core growth priorities.
Private Equity
PE firms face significant pressure to deploy their dry powder and close new deals. Like corporate buyers, they face stiff competition for the most attractive targets.
How can they navigate a hypercompetitive bid environment?
Maintaining deal discipline is key. Firms should avoid getting caught up in bidding wars that drive up prices to a threshold that no longer makes financial sense. Otherwise, they risk purchasing assets at valuations that will prove difficult to exit at attractive returns.
Winning Beyond Price
In addition to submitting competitive bids, dealmaking success will require PE firms to position themselves as growth partners with differentiated value propositions.
As advisors to business owners, BDO typically evaluates the following qualities when analyzing bids to identify the best partner for our clients:
- Track record and industry expertise: Demonstrating a history of successful deals in the same sector as the target.
- Operational capabilities: Bringing in operating partners with relevant industry experience from day one.
- Reputation and credibility: Showcasing trust with various key industry stakeholders and other advisors.
- Proof of past success: When applicable, connect prospects with past portfolio company management teams to validate the firm’s track record.
PE firms that can demonstrate their value-add beyond price will find themselves better positioned at the negotiating table in 2026.
How BDO Can Help
BDO helps PE firms deploy capital strategically throughout the entire acquisition process, from target identification and due diligence through negotiation, close, and exit. Our buy-side diligence team helps identify risks and value creation opportunities from the earliest deal stages, empowering clients to make informed investment decisions.
We also support ongoing value creation through operational assessments and performance improvement to drive top-line growth and margin expansion. Finally, we provide sell-side assistance for portfolio company exits and transaction support that spans the full investment lifecycle.
Ready to discuss your 2026 M&A plans? Contact our team today.