Corporate M&A 2026

Global M&A in 2025 and the Outlook for 2026

The global M&A market in 2025 marked a turning point after two uneven years. Although overall deal volume remained subdued, transaction value rose sharply as companies and financial sponsors concentrated capital on fewer but significantly larger transactions. Through the first 11 months of 2025, worldwide deal activity totalled USD3.7 trillion – an increase of 31% compared to the same period in 2024 – driven largely by a resurgence in public‑to‑private transactions and a decisive return of the mega‑deal. 49 transactions valued at more than USD10 billion, totalling approximately USD1 trillion, were announced during this period, marking the most active stretch for mega‑deals since global records began in 1980.

Competitive dynamics also intensified. Unsolicited proposals and topping bids re‑emerged across key sectors, exemplified by Novo Nordisk’s USD10 billion unsolicited bid for Metsera and Paramount’s all‑cash topping offer for Warner Bros. Discovery. These developments signalled that, despite macroeconomic uncertainty, boards and deal teams regained the conviction to pursue transformative strategic combinations.

However, the surge in deal value masked continued softness in the global middle market. Deal counts fell roughly 5% year‑over‑year through the first 11 months of 2025. Persistent valuation gaps, uneven financing conditions, and macro‑economic uncertainty – particularly inflation variability and rate instability – kept many financial sponsors cautious. Despite record dry‑powder levels, private equity firms deployed selectively, favouring platform‑scale acquisitions in technology, infrastructure, and energy.

Private equity still played an outsized role. Sponsor‑backed M&A totalled USD654.4 billion globally through Q3 2025, a 27% increase from the same period in 2024. Take‑private activity accounted for USD195.3 billion of that figure, already surpassing full‑year totals for 2023 and 2024. The USD55 billion take‑private of Electronic Arts by Silver Lake and partners became the largest leveraged buyout ever recorded. Activity was particularly concentrated in technology and energy‑transition sectors, where sponsors sought assets with durable demand, defensibility, and scarcity value.

Sector themes: convergence, technology, and realignment

Technology again led global M&A by value. Demand surged for assets tied to AI infrastructure, semiconductor design and fabrication, cybersecurity, and high‑performance computing. Buyers – both strategic and financial – competed for proprietary algorithms, advanced hardware capabilities, and elite engineering talent. Generative AI integration remained a global priority, driving acquisitions aimed at embedding AI into core operations.

Industrial and infrastructure deal making gained momentum as companies pursued supply‑chain diversification, near‑shoring, and logistics realignment. Policy‑driven investments in transportation, energy transition, and digital infrastructure further supported activity. Consumer‑facing sectors experienced more disciplined deal making, with acquirers prioritising balance‑sheet strength and synergy visibility.

Global regulatory evolution: flexibility, intervention, and complexity

Regulators worldwide adopted more nuanced – though increasingly complex – approaches in 2025.

In the United States, antitrust authorities reintroduced structural remedies after years of favouring litigation and outright blocks. Settlements in Synopsys/Ansys and Keysight/Spirent signalled a pragmatic shift, with clean divestitures preferred over conduct‑based remedies. For global deal makers, this restored some predictability for transactions involving US regulatory review.

Tax authorities also adjusted course. The US Treasury withdrew restrictive proposed rules on tax‑free corporate spin‑offs, reinstating a more familiar and flexible ruling process. The move eased concerns for multinational companies considering separation transactions, even as questions linger about future rulemaking.

Meanwhile, updated SEC guidance modernised the treatment of voting agreements in stock‑for‑stock mergers, enabling target‑insider voting agreements before Form S‑4 filings under specified conditions. This alignment with global practice provided greater execution certainty for cross‑border public M&A.

Government participation in strategic industries

One of the most globally consequential developments of 2025 was the expanded willingness of governments – especially the United States – to take direct equity or governance stakes in private‑sector companies. The US government’s USD8.9 billion equity purchase of Intel and its 15% equity stake in MP Materials reflected an increasingly interventionist industrial policy aimed at securing semiconductor and critical‑minerals supply chains.

The golden‑share arrangement negotiated in connection with the USD14.9 billion acquisition of US Steel by Nippon Steel further illustrated government readiness to assert governance rights over assets deemed strategically essential. These developments underscore a broader trend: industrial policy, national security, and M&A are becoming increasingly intertwined.

Geopolitical tensions and cross‑border M&A

Global geopolitical tensions remained a defining force in 2025, influencing valuation, diligence, and transaction structuring. Tariff volatility reshaped revenue modelling and cost forecasts. New and expanded foreign‑investment review regimes – including CFIUS in the United States, enhanced FDI screening in the European Union, and increasingly stringent frameworks across the Asia‑Pacific region – intensified scrutiny of transactions involving semiconductors, AI, data‑rich businesses, and critical minerals.

Buyers incorporated tariff sensitivity into M&A modelling, adjusting material‑adverse‑effect clauses, earnout frameworks, and regulatory‑condition provisions. R&W insurers increased scrutiny of supply‑chain resilience and export‑control exposure.

Legal landscape: Delaware developments with global impact

Delaware – the corporate home for many multinational companies – enacted significant reforms in 2025. Senate Bill 21 codified clearer standards for conflicted‑controller transactions, introduced bright‑line definitions of control, and imposed more rigorous requirements for stockholder inspection rights.

Judicial decisions further shaped global governance norms. Maffei v Palkon confirmed that board‑led reincorporation decisions are subject to business‑judgement review when adopted on a “clear day”. In re Columbia Pipeline it was clarified that third‑party acquirers face aiding‑and‑abetting liability only when they possess actual knowledge and knowingly participate in a fiduciary breach. These rulings provide greater predictability for cross‑border deal makers interacting with Delaware entities.

Global outlook for 2026: momentum with measured optimism

As 2026 begins, global deal makers express cautious but growing optimism. Strategic acquirers remain focused on transformation through vertical integration, digital acceleration, supply‑chain resilience, and portfolio realignment. Boards increasingly view M&A as essential to long‑term competitiveness.

Private equity is positioned for renewed deployment as financing markets stabilise and exit activity accelerates. Continuing geopolitical and macroeconomic risk will inject volatility, but many deal makers see this as an opportunity to acquire undervalued assets, consolidate fragmented sectors, and build long‑term competitive advantage.

The year ahead offers significant possibility. With ample capital, strategic clarity, and increasing risk tolerance, global M&A enters 2026 with momentum – and the potential for elevated activity across regions and sectors.