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M&A Advisory

The M&A Recovery Reaches the Middle Market

After two years of watching mega-deals dominate the headlines, owners of mid-sized companies are seeing volume, value, and buyer engagement move in their direction.
KAS Advisors • July 18, 2026 6 min read

For most of the past two years, the M&A recovery was a story about someone else's company. Deal value records were driven by a handful of very large transactions while owners of mid-sized businesses sat through a slow, selective market. First-half 2026 data shows that pattern breaking: middle-market deal volume rose about 5 percent from a year earlier, aggregate value climbed nearly 14 percent, and June extended the pickup rather than fading. For owners who have been waiting for evidence that the market works at their size, this is that evidence.

The Numbers Behind the Turn

The broader deal market has been posting striking totals for months, but the composition mattered. By LSEG's count, global deal value reached roughly $1.7 trillion in the second quarter, the highest quarterly figure this century, while the number of transactions sat near decade lows. In other words, value grew because deals got bigger, not because more companies changed hands. A record built on $10 billion transactions does very little for the owner of a $40 million distribution business.

The first-half middle-market data tells a different story. Volume up 5 percent means more deals actually closing, not just larger ones. Value up nearly 14 percent means buyers paying real prices, not opportunistic ones. And the month-by-month trend matters as much as the totals: June showed activity building rather than tailing off, which suggests the first half was a turn rather than a blip.

Private equity sits at the center of the shift. Sponsors have now posted five consecutive quarters of growth in platform acquisitions, the initial purchases of companies a firm intends to build on through further add-on deals, and their participation in middle-market transactions is running near record levels. When the most systematic buyers in the market re-engage at this pace, processes get more competitive and timelines get more predictable.

Value records built on $10 billion transactions do very little for the owner of a $40 million business. The middle-market turn is the number that actually matters.

Why Buyers and Sellers Are Finding Each Other Again

Three forces explain the thaw, and none of them is a mystery.

The first is pressure on private equity to transact in both directions. Sponsors are holding thousands of aging portfolio companies bought years ago, and their investors want capital returned. That pushes exits into the market, which creates supply. At the same time, funds raised over the past three years still hold near-record amounts of committed but unspent capital, which must be deployed within a defined window. That sustains demand.

The second is pricing realism. The standoff that froze the market from 2023 into 2025 was, at its core, a disagreement about what companies were worth after interest rates reset. Sellers anchored to the multiples of the low-rate era; buyers priced deals off borrowing costs that had roughly doubled. That gap has narrowed from both sides. Purchase-price multiples for sponsor-backed deals between $10 million and $500 million have held steady at about 7.2 times adjusted EBITDA (earnings before interest, taxes, depreciation, and amortization, the standard cash-flow proxy used to price private companies). Stability at that level is doing what stability does: giving both sides a number they can plan around.

The third is the normalization of the rate environment itself. With benchmark rates settled into the 4.5 to 5.5 percent range, buyers have stopped waiting for a return to cheap debt and started underwriting deals on the assumption that current conditions are the conditions. Waiting for a better financing market is no longer a strategy; structuring around this one is.

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A Functioning Market Is Not an Easy Market

Owners should read the recovery correctly. Buyers are engaged, but they are engaged selectively, and the experience of selling varies widely depending on what you bring to market.

Quality assets are drawing crowded bidder lists. Companies with recurring revenue, a management team that runs the business without the owner, diversified customers, and clean financial records are seeing multiple committed bidders and firm pricing. Businesses that depend heavily on the owner or a single large customer are finding thinner interest, longer processes, and more conditional offers. The market is not rewarding participation; it is rewarding preparation.

Diligence has deepened as well. Buyers are more deliberate than they were in the frenzied markets of 2021, and financial fundamentals carry more weight in outcomes. A quality of earnings analysis, an independent review that stress-tests reported profits to separate sustainable earnings from one-time gains, has become a standard step rather than a large-deal formality. Well-advised sellers now commission their own version before going to market, because finding the surprises first is considerably cheaper than having a buyer find them mid-process.

What Owners Should Do with This Window

An open market is an opportunity, but the sellers capturing full value in 2026 are the ones who treated preparation as a project rather than a formality.

Key Considerations for Owners

What to Watch Through Year-End

Three signals will indicate whether the first-half turn compounds. Watch whether the June momentum carries through the third quarter, which is typically when processes launched in spring reach signing. Watch the private equity exit backlog, because every aging portfolio company that comes to market adds supply and comparable transactions at mid-market scale. And watch process timelines on multistate deals, where new state-level premerger filing requirements in Colorado and Washington are adding steps that owners and advisors need to build into their calendars.

None of these will move quickly, and that is the point. The middle market rarely turns on a single headline. It turns the way it is turning now: a few points of volume, a few points of value, quarter after quarter.

The Bottom Line

The middle market has moved from waiting room to working market. Buyers are engaged, multiples are stable at about 7.2 times adjusted EBITDA for sponsored deals, and June data shows the recovery building rather than stalling. But this is a selective market that pays for preparation: companies with clean financials, independent management, and diversified revenue are commanding crowded processes, while unprepared sellers face longer timelines and softer terms. If a sale sits anywhere on your three-year horizon, the preparation work that determines which experience you have should start now.

Disclaimer: This article is for informational purposes only and does not constitute financial, investment, tax, or legal advice. KAS Advisors recommends consulting with qualified professionals before making business or financial decisions. Past performance and market trends discussed herein are not indicative of future results.