Foley recently hosted a webinar where Craig Roush and Jonathan Witt broke down the current U.S. Middle-Market M&A ($25 million – $250 million) trends through the third quarter of 2023.
Much has been said about the return of M&A in 2023, and while there are deals happening, it is not the boom that many expected – but there remain promising signs heading into 2024. Additionally, in this changing climate, aspects of middle-market M&A that were once uncommon have begun to standardize and vice versa. Here are some of the key takeaways from the discussion:
- Deal volume is down almost 10% YTD 2023 vs. 2022, and both volume and pricing have been in a downward trend off the peak of 2021 as parties face interest rate- and financing-driven headwinds.
- Despite the downward trend, M&A activity is still above the pre-pandemic levels of 2019, and a backlog of transactions is building that suggests M&A will be resilient heading into 2024. Buyers have record levels of dry powder, and private equity firms, strategic sellers, and family owners all have reasons to look for exits.
- The economic picture may also be brightening as we head into 2024 – inflation appears to be cooling, interest rates may be peaking, and the long-term macroenvironment appears stable.
- In the near term, credit markets continue to see challenges, with deal financing coming at higher prices and sometimes making up a small portion of the debt/equity mix.
- IPO markets, de-SPAC markets, and foreign investment in U.S. companies are all currently down, while increased buyer and government scrutiny has created additional near-term pressures.
- Representation and warranty insurance have become standard. The short-term decline in M&A activity has led to more advantageous policy terms and pricing for buyers as insurers look to fill excess capacity.
If you were unable to join us for this webinar, we encourage you to view the recording. If you have any questions relating to the topics covered, please contact Craig Roush or Jonathan Witt.
Author(s)
Related Insights
November 12, 2026
Foley Viewpoints
Business Planning Regarding the Coming Congressional Investigations in 2027
In January 2027, Congress will switch from Republican-led chambers to Democratic-led chambers. Accordingly, Democratic members will lead the committees in both the House and the Senate. A change in committee leadership typically brings a change in investigative priorities, and committee chairs largely set hearing agendas and direct the provision of testimony and the collection of documents via congressional subpoenas.
November 11, 2026
Foley Viewpoints
Data Center Development Faces a New Reality as Public Scrutiny Grows
As AI continues to fuel demand for data centers, growing public scrutiny, regulatory uncertainty, power constraints, and tighter capital markets are raising the bar for development. Here’s what developers and investors should consider as the market enters its next phase.
November 11, 2026
Foley Viewpoints
Growth Equity Docket Vol. 1 No. 9 — Mega-IPOs, New Exit Paths and the Price of Growth
Anthropic put a price on itself Tuesday morning: $70 to $78 a share, 825 million shares, a raise of about $60 billion, and up to $90 billion once you count the shares its chip suppliers are buying on the side. The company plans to price next Wednesday and trade next Thursday. Two weeks ago the talk was $2 trillion. The range says about $1.3 trillion. Below I explain, slowly, what the filing says, why the number came down, and what the lock-up means for the funds that own it.