Global mergers and acquisitions (M&A) activity grew at a sluggish pace in the second quarter, yet many dealmakers are upbeat, forecasting transactions will pick up in the second half of 2024.
Stubbornly high interest rates, a hostile regulatory environment and a frothy stock market that has made valuations pricey have weighed on deal-making in the last three months.
The number of deals signed globally in the second quarter fell 21% to 7,949, according to data from Dealogic. Deal volumes grew 3.7% to $769.1 billion. The number worth $10 billion or more fell to six during the quarter, from eight in the year-ago period.
Top investment bankers and deal lawyers brushed off concerns about the health of the M&A market, saying their pipelines were in robust shape going into the latter half of the year.
“It just feels like a regular old M&A year, and I think we’ll just keep cruising along,” said Damien Zoubek, co-head of U.S. corporate and M&A at Freshfields Bruckhaus Deringer. “CEO confidence is very high and while there’s a lot of geopolitical risk going on, people feel pretty good about the economic outlook.”
Some advisers noted the rate of dealmaking has returned to levels seen in the pre-pandemic years of 2018 and 2019, when deal volumes averaged about $4 trillion a year.
The pace of buyout activity led by private equity firms surged 41% to $286 billion during the first half, helped mainly by a higher number of take-private deals, giving dealmakers hopes of a return of large leveraged buyouts in the near term.
“The driver for the second half of the year could potentially be a real revitalization in private equity activity,” said Jay Hofmann, co-head of M&A for North America at JPMorgan. “We’ve had this kind of arm-wrestling match between valuations on the one hand, and the desire to deliver the overall returns that private equity has done over the last 10-12 years. And on the other hand, there is the DPI (distributed to paid-in capital) demand from limited partners, and it seems pretty clear that DPI is going to win.”
U.S. M&A volumes were down 3% during the quarter to $324.4 billion. However, deal activity in Europe rebounded and jumped 27%, driven largely by the value of some large transactions. Asia-Pacific deal volumes fell 18%.
“We have seen Europe bounce back this quarter – and that is because Europe continues to offer attractive valuations, the rate environment is moderating and the macro backdrop is improving, although the recent increase in political uncertainty needs to be navigated,” said Cathal Deasy, global co-head of investment banking at Barclays.
Driving the recovery of private equity dealmaking has been the increased availability of capital due to the burgeoning business of private credit, which is increasingly grabbing market share away from traditional bank loans.
“Private credit funds are going to continue to play a material and probably growing role in the financing markets – but the banks will also continue to play a role,” said Dan Mendelow, co-head of U.S. investment banking at Evercore. “Banks have begun to either partner with private credit funds or they are raising their own funds so that they can have that same product capability.”
ConocoPhillips’ $22.5 billion takeover of Marathon Oil, Silver Lake’s $13 billion take-private of Endeavor Group Holdings and Johnson & Johnson’s $13 billion acquisition of Shockwave Medical ranked as the largest deals of the quarter.
“The growth rates in the U.S. continue to be more attractive than most other places in the Western world, and the U.S. capital markets are deeper than anywhere else. So if you’re a U.S. corporate, the bar to investing outside the U.S. has gotten higher,” said Jim Langston, an M&A partner at Paul, Weiss, Rifkind, Wharton & Garrison.
While large deal activity remained at healthy levels, bankers pointed out the number of so-called “megadeals”, or those worth more than $25 billion, has slowed down compared to previous M&A cycles due to heightened antitrust scrutiny.
Gap Narrowing
Top M&A rainmakers said they are starting to see early signs of a narrowing in the gap in valuation expectations between buyers and sellers.
“We are getting closer to a more normalized M&A market as agreement on price gets easier in an environment with an expected downward trajectory on interest rates, a solid economic outlook and low volatility,” said Eamon Brabazon, co-head of M&A for Europe, Middle East and Africa at Bank of America.
The world’s biggest corporations, armed with big balance sheets, are still pushing ahead with their pursuit of sizable targets, deal advisers said, adding upcoming elections in the U.S. and other parts of the world so far had no impact on talks between buyers and sellers.
In Europe, miner BHP’s failed $49 billion bid for Anglo American was a sign of a resurgent acquisition drive.
“People are more comfortable with where the world is right now,” said Andre Kelleners, head of EMEA M&A at Goldman Sachs. “There’s a huge move into risk assets more broadly in the markets, but you can also feel that corporate psychology is one that looks at the world as more resilient, more predictable, less volatile, less uncertain than it was 12 to 18 months ago.”
While overall activity levels were sluggish during the quarter, so-called corporate clarity deals – or structured M&A deals that include spin-offs and carve-outs – proved to be a bright spot for dealmakers.
“We’ve seen a growing number of companies that are considering and pursuing carve-out type transactions for a spin off or sale – there’s a lot of appeal to separating non-core or low-growth businesses,” said Allison Schneirov, a global head of Skadden’s transactions practice. “In that way, companies can retain flexibility during the transaction process and entertain third party bids.”
