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Quarterly M&A Report
Prepared by
Chau Hoang, CFA, ASA Managing Director [email protected] 212.782.1423
William “Wick” Smith Managing Director [email protected] 678.224.5367
Jerry M. Chang, CFA Managing Director [email protected] 404.512.5422
Contributor
Robin Samples Managing Director [email protected] 770.330.0564
BRG Quarterly M&A Report 1
BRG QUARTERLY M&A REPORT Q1 2025
Prepared by
Chau Hoang, CFA, ASA Managing Director [email protected] 212.782.1423
William “Wick” Smith Managing Director [email protected] 678.224.5367
Jerry M. Chang, CFA Managing Director [email protected] 404.512.5422
Contributor
Robin Samples Managing Director [email protected] 770.330.0564
Description of Report
This report provides geographic data, industry data, and our proprietary view on global activity in the Mergers & Acquisitions (“M&A”) space. The purpose of this report is to analyze trends in geographical regions and industries, both globally and in the U.S., and to provide insight into changes in pricing as a result of those trends. We further strive to provide up-to-date information on attractive markets to help navigate our clients’ M&A efforts.
The primary source for the data contained in this report is S&P Global Market Intelligence. Reported deal value and volume are based on transactions that have closed within the respective quarter. BRG does not take any responsibility for the data presented and bases its conclusions solely on the information obtained. This material is intended merely to highlight market developments and is not intended to be comprehensive and does not constitute investment, legal or tax advice.
Global M&A Activity by Number of Transactions (QoQ)
Low (%)
Source: S&P Global Market Intelligence as of 4/3/2025.
High (%)
Contents
Global Industry Trends ……………………………………………………………………………………………. 3 Global and Domestic Pricing Trends …………………………………………………………………………. 4 Deal Volume by Market Capitalization and Industry …………………………………………………….. 5 U.S. Carveout Transaction Trends and Challenges ……………………………………………………… 6 About BRG …………………………………………………………………………………………………………….. 7
General Market Trends
While the last quarter of 2024 saw an uptick in M&A activity, Q1 2025 did not exhibit the same trend due to increased market volatility and economic uncertainty driven by the introduction of extensive U.S. tariffs. The M&A market may remain subdued in the near term as companies take a more cautious approach to deal-making amid geopolitical tensions, inflationary pressures, and shifting regulatory environments.
Following a strong fourth quarter in 2024, Q1 2025 saw an overall global transaction volume decrease of 13.5% quarter-over-quarter (“QoQ”). The U.K. saw the greatest decline in transaction volume, decreasing 36.7% QoQ due to tax hikes and political uncertainty following the country’s general election. Meanwhile, the Middle East exhibited the highest quarterly growth at 14.9% from active sovereign wealth funds and cross-border investments in high-growth sectors including technology and renewable energy. Deal volume in the U.S. decreased 6.9% QoQ led by a 20.1% contraction in the financials industry.
Geographical Trends
Africa Asia Australia and New Zealand Europe (incl. Russia, excl. U.K.) Latin America Middle East North America (excl. U.S.) United Kingdom United States
Q1 2025 Volume
72 1,088
198 1,896
136 108 420 648 3,281
QoQ Growth
-31.4% -18.9% -31.7%
-8.9% -29.2% 14.9%
-0.5% -36.7%
-6.9%
YoY Growth
-18.2% 3.3%
-16.1% 5.6%
-17.1% 13.7% -6.7% -12.2%
8.9%
BRG Quarterly M&A Report 2
QUARTERLY M&A REPORT
Global Industry Trends
Q1 2025
Number of Transactions Key Industries (Global)
1,000
Financials
400 Energy and Utilities
900
800 759
700 619 643 626
654
600
350 300
296
300 256 250
250 208
200
500 150
400 Q1 ’24 Q2 ’24 Q3 ’24 Q4 ’24 Q1 ’25
100 Q1 ’24 Q2 ’24 Q3 ’24 Q4 ’24 Q1 ’25
2,000
Industrials
1,750 1,500
1,612 1,573 1,611
1,474
1,452
1,250
1,000 Q1 ’24 Q2 ’24 Q3 ’24 Q4 ’24 Q1 ’25
1,300 1,200 1,100 1,000
900 800 700
Consumer
1,125 1,112 1,122 1,002
883
Q1 ’24 Q2 ’24 Q3 ’24 Q4 ’24 Q1 ’25
Total Deal Value by Industry (Global)
700 Materials
600 500
493
497
467
523
416
400
300
200 Q1 ’24 Q2 ’24 Q3 ’24 Q4 ’24 Q1 ’25
D1,e7s5p0ite 1,600 1,450
Technology, Media, and Telecommunications (“TMT”)
1,392
1,512
1,485
1,612
1,368
1,300 1,150
1,000 Q1 ’24 Q2 ’24 Q3 ’24 Q4 ’24 Q1 ’25
Commentary
800 Healthcare (1)
700
600 529
500 485 476 484
414
400
300 Q1 ’24 Q2 ’24 Q3 ’24 Q4 ’24 Q1 ’25
10,000 9,000 8,000
Total (2)
9,068
7,633 7,851 7,932
7,847
7,000
6,000 Q1 ’24 Q2 ’24 Q3 ’24 Q4 ’24 Q1 ’25
Despite general optimism for increased 2025 deal activity, global deal activity was suppressed across all industries in Q1 2025. Overall, M&A volume declined 13.5% QoQ. The industry exhibiting the largest decline this quarter was energy and utilities, which contracted 29.7% on a volume basis, attributed to the expected conclusion of the U.S. shale consolidation wave. Healthcare and consumer sectors followed closely, decreasing at 21.7% and 21.3%, respectively. While growth was not exhibited across any industry, industrials witnessed the smallest decline at 9.9% QoQ due to ongoing supply chain normalization and infrastructure-related spending.
Q1 2025 total global deal value decreased 23.0% QoQ, from $668.7 billion in Q4 2024 to $515.0 billion in Q1 2025. In addition, the average value per transaction (”AVPT”) decreased 11.0%, from $73.7 million in the prior quarter to $65.6 million. The healthcare sector witnessed the largest decline in AVPT, dropping by 40.2% due to regulatory uncertainty and a shift toward smaller-sized deals and fewer mega-deals. In contrast, the materials sector saw a significant boost in AVPT, growing 96.7% QoQ. This increase was driven by International Paper’s $13.4 billion acquisition of DS Smith in the U.K. and Quikrete’s $11.5 billion acquisition of Summit Materials in the U.S., reflecting heightened consolidation activity within the packaging and construction materials sub-sectors. While deal count was down broadly, these large-scale transactions suggest that strategic acquirers remain active in pursuing high-value opportunities.
Transaction information based on publicly available data as of Q1 2025 end as obtained from S&P Global Market Intelligence and evaluated by BRG. (1) Healthcare industry includes healthcare equipment, services, pharmaceuticals, biotechnology, and life sciences. (2) Total is inclusive of real estate industry transactions and transactions uncategorized by S&P Global Market Intelligence. Source: S&P Global Market Intelligence as of 4/3/2025.
BRG Quarterly M&A Report 3
QUARTERLY M&A REPORT
Global and Domestic Pricing Trends
Q1 2025
EV/EBITDA Multiples (1)
$ in millions
Q1 2024
Global
Median Multiple
Median EV
Consumer
Energy and Utilities
Healthcare
(2)
Industrials
Materials
TMT
11.8x 4.7x
10.4x 7.6x 8.5x
15.2x
$ 400 283 550 306 301 155
United States
Q1 2024
Median Multiple
Median EV
Count 25 4 11 18 15 19
Count
Median Multiple
9.9x 7.0x 13.7x 8.3x 9.0x 11.7x
Q2 2024
Median EV
$ 355 4,406 166 205 293 153
Median Multiple
Q2 2024
Median EV
Count 21 5 9 23 11 26
Count
Median Multiple
9.3x 10.1x
7.8x 9.1x 8.2x 8.6x
Q3 2024
Median EV
$ 233 1,140 147 108 163 75
Median Multiple
Q3 2024
Median EV
Count 34 17 20 24 23 41
Count
Median Multiple
11.1x 5.4x
13.9x 8.0x 7.9x
14.1x
4
Median Multiple
Q4 2024 Median EV
$ 53 594 161 75 97 58
Q4 2024
Median EV
Count 34 22 30 24 27 57
Count
Median Multiple
8.4x 8.6x 18.4x 7.3x 9.6x 16.0x
10
Median Multiple
Q1 2025 Median EV
$ 64 148 265 120 364 166
Q1 2025
Median EV
Count 26 9 17 29 27 39
Count
Consumer
10.8x
$ 1,551
Energy and Utilities
Healthcare
(2)
5.4x 14.5x
373 550
Industrials
8.1x 733
Materials TMT
12.2x 35.3x
2,120 900
EV/EBITDA Multiples (3)
6 9.9x 1 7.1x 3 18.5x 6 8.3x 2 4.4x 5 9.2x
$ 1,397 5,712 570 400 180 141
7 10.0x 4 5.9x 4 7.8x 11 10.6x 3 6.7x 6 7.2x
$ 520 1,868 271 1,025 41 113
9 11.1x 7 4.9x 14 42.1x 7 10.1x 5 11.2x 12 13.3x
Commentary
$ 790 1,200 532 144 1,200 207
13 11.6x 5 7.8x
11 9.4x 4 6.9x 3 8.2x
14 119.9x
$ 693 525 694 174
1,797 1,000
4 4 7 8 6 14
40.0x Global
30.0x 20.0x
United States
30.0x
Globally, we have seen QoQ increases in pricing multiples across four sectors and decreases in two.
Consumer experienced the largest decrease, moving from 11.1x in the prior quarter to 8.4x in Q1 2025
Geographical Trends
Max.
from U.S trade tariffs and elevated inflation rates. Domestically, three sectors experienced multiple
expansion, and three sectors witnessed multiple contraction. In the U.S., healthcare experienced the
3rd Quartile
largest decrease in multiples QoQ due to the elevated regulatory, financial, and economic
uncertainties from shifting political factors. The TMT sector, on the other hand, experienced the largest 20.0x increase in EBITDA multiples, growing from 13.3x in Q4 2024 to 119.9x in Q1 2025 due to strong AI
investments and strategic mergers. This spike is skewed driven by the closing of previously announced
Median acquisitions of Brightcove and Innovid at 271.8x and 171.2x, respectively. Excluding these two acquisitions, the median EBITDA multiple for the TMT sector is 46.7x in Q1 2025.
EV/EBITDA EV/EBITDA
10.0x
10.0x
1st Quartile
0.0x Q1 2024 Q2 2024 Q3 2024 Q4 2024 Q1 2025
0.0x Q1 2024 Q2 2024 Q3 2024 Q4 2024 Q1 2025
Min.
On a global scale, median EVs were up in all sectors except energy and utilities. The global energy and utilities sector declined in Q1 2025 due to escalating trade tensions and tariffs that reduced oil demand forecasts and heightened market volatility that greatly affected investor confidence. Materials saw the largest increase driven by several high value deals. In the U.S., four industries saw increases in median values while two saw median valuations decline QoQ. The materials sector has had extreme growth in median EVs due to the large-cap acquisitions of Glatfelter ($1.4 billion) and Orora Packaging Solutions ($1.2 billion).
Pricing information is based on publicly available data as of Q1 2025 end as obtained from S&P Global Market Intelligence and evaluated by BRG. Pricing trends exclude Real Estate and Financials.
(1) Changes in EBITDA multiples of 0.5x and less are characterized as not significant. Changes in Enterprise Value of 10% and less are characterized as not significant. Median Enterprise Value is in USD millions; (2) Healthcare industry includes healthcare equipment, services, pharmaceuticals, biotechnology, and life sciences; (3) Graphed data excludes
BRG Quarterly M&A Report
any multiples above the 90th percentile and the 85th percentile for the global and U.S. markets. BRG deemed these multiples as outliers and not representative of the market.
Source: S&P Global Market Intelligence as of 4/3/2025.
4
QUARTERLY M&A REPORT
Deal Volume by Market Capitalization and Industry
Q1 2025
Number of Q4 2024 and Q1 2025 Deals by Market Capitalization and Industry
Global
$0-500M
$500M-$1B
$1B+
Q4 2024 Q1 2025 Q4 2024
Q1 2025 Q4 2024 Q1 2025
United States
$0-500M
Q4 2024
Q1 2025
Consumer
228 180 7
4 12
7 Consumer
54 37
Energy and Utilities 120 76 13
8 18
13 Energy and Utilities
25 24
Financials Healthcare
133 122 11 (1) 147 91 9
11 13 69
18 Financials 5 Healthcare
39 27 37 26
Industrials
241 208 9
6 11
7 Industrials
39 31
Materials
265 184 9
88
13 Materials
25 24
TMT
312 220 10
Select M&A Transactions
12 23
20 TMT
81
Deal Commentary
55
$500M-$1B
Q4 2024
Q1 2025
32
34
77
33
42
21
57
$1B+ Q4 2024 Q1 2025
73 94 67 85 71 14 10 12
Closed January 2025
has acquired
For $4.3B Energy and Utilities Announced March 2025
has announced the acquisition of
For $10.0B Consumer
Closed February 2025
has acquired
For $5.0B Consumer Announced March 2025
has announced the acquisition of
For $32.0B TMT
Closed March 2025
has acquired
For $10.0B TMT
Announced March 2025
has announced the acquisition of
For $11.3B Industrials
ONEOK has acquired Enlink Midstream and taken the company private, aiming to enhance its integrated midstream capabilities. The acquisition strengthens ONEOK’s growth strategy by combining assets, improving operational efficiency, and reducing leverage. Through this transaction, ONEOK expands its control across key segments of the energy supply chain, including oil gathering and processing.
Tempur Sealy has acquired Mattress Firm and will rebrand as Somnigroup international. Mattress Firm will operate as a decentralized business unit within the company. The acquisition is intended to expand retail services and accelerate omni-channel strategy.
Silver lake has acquired 100% of Endeavor Group Holdings outstanding shares, taking the company private. The acquisition aims to expand intellectual property and brands, while prioritizing long-term value creation for clients. Endeavor’s entertainment assets were thought to be undervalued by public markets.
Sycamore announced that it would take Walgreens private. Following years of struggles including declining sales, store closures, and substantial losses from its investment in VillageMD clinics, Sycamore aims to support Walgreen’s turnaround strategy while maintaining its brands and retail presence.
Google has announced its largest acquisition to date to buy cybersecurity firm Wiz in an all-cash deal. The fast growing privately held startup will uplift Google’s security offerings and enhance competitiveness with Amazon and Microsoft. The deal is still subject to regulatory approval.
QXO has announced its acquisition of Beacon Roofing Supply in an all-cash deal. The transaction is intended to accelerate QXO’s entry into the building products distribution industry, positioning the company for rapid growth through future acquisitions and operational enhancements.
Select Bankruptcy Filings
Filed January 2025
Filed January 2025
has filed for Chapter 11 Bankruptcy protection
Assets: $1.0B Liabilities: $1.0B Telecommunications
has filed for Chapter 11 Bankruptcy protection
Assets: $1.0B Liabilities: $1.0B
Retail
Filed March 2025
has filed for Chapter 11 Bankruptcy protection
Assets: $1.0B Liabilities: $1.0B Telecommunications
Ligado Networks, a satellite communications company, filed for Chapter 11 bankruptcy in January after U.S. government agencies blocked the planned expansion of its mobile 5G network, causing major financial losses and leaving the company unable to pay its debt. The filing aims to cut the company’s debt, secure new funding, and allow Ligado to continue to operate during the restructuring process.
Joann, a U.S.-based fabric and craft retail chain, filed for Chapter 11 bankruptcy in January due to declining sales from shifting consumer behavior post-pandemic. The filing will allow the company to close underperforming stores and streamline operations.
Mitel Networks, a Canadian telecommunications company, filed for Chapter 11 bankruptcy in March due to challenges adapting to the shift toward remote and hybrid work environments. The filing aims to eliminate debt and reduce annual interest expenses.
Deal size information is based on publicly available data as of Q1 2025 end as obtained from S&P Global Market Intelligence and evaluated by BRG. (1) Healthcare industry includes healthcare equipment, services, pharmaceuticals, biotechnology, and life sciences. Source: S&P Global Market Intelligence as of 4/3/2025, S&P Capital IQ, Forbes, Reuters, Company Press Releases
BRG Quarterly M&A Report 5
QUARTERLY M&A REPORT
U.S. Carveout Transaction Trends and Challenges
Q1 2025
Carveouts as a Strategic Focus
In 2024, carveout activity remained a significant component of global activity representing 13.5% of total deal volume, as companies continued to use carveout divestures as a strategy to streamline operations and focus on their core business.
The trend of carveouts is expected to continue in 2025, driven by ongoing economic uncertainties, evolving regulatory landscapes, and a growing emphasis on strengthening core or high-performing segments, often with the added goal of reducing debt.
Global Carveout Activity
6,890
5,889
4,970
4,579
4,412
4,332
5,099
4,744
4,950
5,064
Trends in U.S. Private Equity Carveout Activity
Carveout transactions continue to be an attractive asset for private equity firms, as they acquire non-core businesses to focus on operational efficiencies and growth.
In 2024, the number of U.S. private equity carveouts increased to the second highest number of deals in the last 10 years, accounting for 8.1% of all U.S. private equity deals.
A recent notable carveout transaction was the sale of Carrier Global’s Industrial Fire Business to Sentinel Capital Partners for $1.425 billion.
Common Financial Due Diligence Challenges
The objective of carveout financial statements in a transaction is to present the financial performance of the carveout entity of a standalone, historical basis. It is critical for both buyer and seller to align on what constitutes standalone performance, as this forms the basis for valuation and purchase price. Expense allocations, such as rent, corporate personnel, and other shared services, must be carefully evaluated to ensure they reflect a realistic standalone cost structure.
Additional adjustments may be necessary to account for changes in customer contracts, pricing arrangements, rebates, and other business relationships.
$812.4 $669.5 $622.7 $604.3 $567.4 $493.6 $796.2 $513.7 $446.3 $506.7
2015
2016
2017 2018 2019 Deal value ($B)
2020
2021 2022 2023 Deal count
2024
U.S. Private Equity Carveout Activity
$160
666
$140
513 512
$120 453 456 429
477
$100
562
544
660
Standalone working capital and balance sheets may also present challenges as financial data may be comingled with the parent company or other business segments. It is important to focus on identifying and defining the assets and liabilities necessary to operate the standalone business.
Carveouts can also lead to complex valuation as synergies may make up a large portion of the value of the deal, complicating the valuation process and adding uncertainty.
Carveouts as a share of U.S. Private Equity Deals
10%
8%
$80
$60 6%
$40 118
$20
$63.3 $53.0 $64.1 $77.0 $73.5 $81.0 $143.5 $76.2 $69.9 $90.7 $32.1
$0 2015 2016 2017 2018 2019 2020 2021 2022 2023 2024 2025
Deal value ($B)
Deal count
4% Q1
Q3 2020
Q1 Q3 2021
Deal value and deal count reported on this page includes both closed and announced deals. Source: Pitchbook as of 3/31/2025.
Robin Samples, Managing Director, [email protected], 770.330.0564
Q1 Q3 2022
Q1 Q3 2023
Q1 Q3 2024
Q1 2025
BRG Quarterly M&A Report
6
QUARTERLY M&A REPORT
BRG Value Add Continuum
About BRG
BRG Corporate Finance
BRG’s Corporate Finance group is a leader in providing multidisciplinary services to lenders, companies, investors, and attorneys through our core practice areas:
Transaction Advisory o Valuation Services & Opinions o Transaction Tax Advisory
Performance Improvement o Finance Excellence o Transition & Interim Management
Turnaround and Restructuring
o Bankruptcy Administration o Company Advisory o Interim & Crisis
Management o Lender Advisory o Unsecured Creditors’
Committee (UCC) Advisory
BRG Transaction Opinion Services
BRG serves as an independent advisor by providing transaction opinions to help companies, their boards of directors, and other stakeholders fulfill their fiduciary duties in connection with a proposed transaction. Our services also provide a valuable and independent aid to decision-making. We provide:
Solvency opinions
Valuation opinions
Fairness opinions
Strategic support
Capital adequacy opinions
Visit our website to learn more about the services we provide.
Evaluate opportunities
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Market studies
Business plan assessment
Tax structuring alternatives
Realize synergies
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Build value
OPERATIONS
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Maximize return
EXIT
Sell-side diligence Carve-out stand up Fairness & solvency opinions
Our Professionals
Chau Hoang, CFA, ASA Managing Director [email protected] 212.782.1423
Chau Hoang has over 18 years of corporate finance experience, specializing in valuations and transaction-related opinions for special situations and reporting purposes. She advises middle-market clients across industries on mergers, spinoffs, recapitalizations, and foreign investments. Her expertise includes solvency and fairness opinions, intangible asset valuations, and fair value analyses for tax and financial reporting.
William “Wick” Smith Managing Director [email protected] 678.224.5367
William “Wick” Smith has more than 25 years of corporate finance experience and specializes in transaction-related opinions and valuations related to comply with tax and financial reporting requirements. He has worked with public and private companies across industries like healthcare, tech, manufacturing, and retail. His expertise includes valuing intellectual property and intangible assets such as patents, tradenames, and customer-based assets.
Jerry M. Chang, CFA Managing Director [email protected] 404.512.5422
Jerry Chang has over 25 years of corporate finance and valuation experience, specializing in valuing businesses, equity and partnership interests, intangible and tangible assets, professional services, compensation arrangements, and stock options. He has worked with clients across various industries, including healthcare, aerospace and defense, manufacturing, retail, distribution, technology, media, and financial services.
Copyright 2025, S&P Global Market Intelligence (and its affiliates, as applicable).
Copyright 2025 by Berkeley Research Group, LLC. Except as may be expressly provided elsewhere in this publication, permission is hereby granted to produce and distribute copies of individual works from this publication for nonprofit educational purposes, provided that the author, source, and copyright notice are included on each copy. This permission is in addition to rights of reproduction granted under Sections 107, 108, and other provisions of the US Copyright Act and its amendments.
Disclaimer: The opinions expressed in this publication are those of the individual author and do not represent the opinions of BRG or its other employees and affiliates. The information provided in the publication is not intended to and does not render legal, accounting, tax, or other professional advice or services, and no client relationship is established with BRG by making any information available in this publication, or from you transmitting an email or other message to us. None of the information contained herein should be used as a substitute for consultation with competent advisors.
Robin Samples Managing Director [email protected] 770.330.0564
Robin Samples has 20 years of mergers and acquisitions, restructuring, investigations, and financial advisory experience. She has worked on hundreds of transactions across industries including manufacturing and distribution, restaurant, retail, construction, professional services, and technology. She has provided both buy- and sell-side financial due diligence to private equity and strategic clients.
Carl Losito Director [email protected] 646.651.4734
Carl Losito is a key member of BRG’s Portfolio Valuation practice, specializing in valuations of alternative investments including private equity, private credit, hedge funds, real estate, and infrastructure. He concentrates on portfolio valuations of General Partner (GP) and Limited Partner (LP) interests. Industries of focus include healthcare, energy, technology, media and telecommunications, infrastructure, and GP stakes.
Angie Smith Director [email protected] 214.233.3057 Angie Smith has over 20 years of experience providing valuation and consulting services and specializes in transaction-related valuation opinions for clients in the healthcare provider industry.
Coauthor: Nhi Ho
BRG Quarterly M&A Report 7
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