1. Executive Summary

‍

Industry Overview (Macro + Sector-Specific)

The Industrials & Manufacturing (I&M) sector entered 2025 with moderating deal volume but resilient strategic demand, reflecting a normalization from post-pandemic highs rather than a structural slowdown. Macro uncertainty—driven by interest-rate volatility, geopolitical risk, and uneven global industrial production—has tempered transaction count, while strategic imperatives continue to support deal values.

Sector-specific forces shaping M&A include:

• Electrification and energy transition (grid equipment, electrical components, automation)
  
  
• Defense and aerospace modernization, supported by multi-year government spending visibility
  
  
• Industrial digitization, including simulation software, AI-enabled optimization, and automation
  
  
• Supply chain resilience and nearshoring, particularly in North America
  
  

As a result, capital is flowing disproportionately toward high-quality assets with technology differentiation, aftermarket exposure, or mission-critical end markets, while more cyclical or commodity-exposed subsectors trade at valuation discounts.

‍

Recent M&A Momentum (Deal Count & Value)

Recent M&A activity shows a clear bifurcation between volume and value:

• Deal count: Down sequentially and modestly year-over-year, reflecting tighter underwriting standards and increased diligence timelines
  
  
• Deal value: Up year-over-year, driven by larger, strategic transactions rather than broad-based consolidation
  
  

This pattern indicates:

• Strategics are prioritizing “must-have” capability acquisitions
  
  
• Private equity activity is more selective, skewing toward add-ons and platform reinforcements
  
  
• Megadeals and upper-middle-market transactions account for a disproportionate share of total value
  
  

Overall, M&A momentum remains constructive but disciplined, with buyers focused on long-term strategic fit rather than short-term financial arbitrage.

‍

High-Level Valuation Multiples & Key Trends

Valuations across Industrials & Manufacturing remain highly dispersed by sub-sector, reflecting differences in cyclicality, margin profile, and technology exposure.

Key observations:

• Premium multiples for:
  
  
  
  • Electrical equipment
    
    
  • Aerospace & defense
    
    
  • Industrial software–adjacent businesses
    
    
• Discounted multiples for:
  
  
  
  • Auto parts
    
    
  • Traditional heavy manufacturing
    
    
  • Input-cost-sensitive building materials
    
    

Strategic buyers continue to outbid financial sponsors in competitive processes where:

• Synergies are clearly identifiable
  
  
• Technology or portfolio adjacency shortens time-to-market
  
  
• Assets enhance resilience or pricing power
  
  

Meanwhile, private equity valuation discipline has tightened, with a stronger emphasis on downside protection, deleveraging capacity, and multiple durability.

‍

Major Players / Consolidators (High-Level)

The most active acquirers in the sector share several common traits:

• Large-cap industrial strategics executing portfolio optimization and capability expansion
  
  
• Electrification and automation leaders acquiring software, controls, and advanced components
  
  
• Building products and materials consolidators pursuing vertical integration and cross-sell opportunities
  
  
• Private equity platforms executing disciplined buy-and-build strategies in fragmented niches
  
  

Across buyer types, the unifying theme is strategic necessity—transactions are increasingly justified by operational logic and long-term positioning, rather than purely financial metrics.

‍

Summary of Key Metrics

2. Industry M&A Market Overview

‍

Deal activity trends (Y/Y and Q/Q)

Core pattern (2024 → 2025): deal counts are trending down/flat, but deal values are being propped up by megadeals and “strategic urgency” transactions (electrification, logistics digitization, defense tech, and platform consolidation). (KPMG, KPMG)

2024 baseline (KPMG, US IM announced deals):

• 2024: 8,853 deals, $303.7B deal value; up 3.1% in volume and 14.3% in value vs. 2023. (KPMG)
  
  
• KPMG explicitly frames 2024 as a “good year” with strategic deal value outweighing PE in Q4. (KPMG)
  
  

2025 quarterly pulse (KPMG IM):

• Q1 2025: 1,995 deals, $106.1B value (-20.1% QoQ volume, +5.2% QoQ value). (KPMG)
  
  
• Q2 2025: 2,043 deals, $78.1B value (-11.4% QoQ volume, -28.8% QoQ value; +32.8% YoY value). (KPMG)
  
  
• Q3 2025: 1,951 deals (-10.9% QoQ), $217.4B value (+133.9% QoQ) including the Union Pacific/Norfolk Southern megadeal; $132.4B value excluding that deal (+42.4% QoQ). (KPMG)
  
  

Analyst read-through: the volume compression is consistent with tighter underwriting and longer diligence cycles; the value spikes are being driven by a smaller number of very large, transformative transactions. (KPMG, PwC)

‍

Notable megadeals (what’s moving the value line)

KPMG’s Q3’25 commentary calls out two deals as emblematic of the quarter’s “big deals, fewer bets” profile:

• Union Pacific / Norfolk Southern — $85B (the “statistical anomaly” affecting quarterly value totals). (KPMG)
  
  
• Baker Hughes / Chart Industries — $13.6B (buyout of Chart). (KPMG)
  
  

On the 2024 side, KPMG highlights Quikrete / Summit Materials ($11.5B) as the largest strategic deal of Q4’24. (KPMG)

‍

Private equity vs. strategic acquirer share

Strategics are carrying the tape by value in the most visible data sets:

• Q2 2025 (KPMG IM): strategic deals were 57% of volume and 62.1% of value; PE volume and value both fell QoQ (value down sharply). (KPMG)
  
  
• Q3 2025 (KPMG IM): strategics were 51.0% of volume and 69% of value (with value heavily influenced by megadeals). (KPMG)
  
  
• 2024 (KPMG IM): KPMG explicitly notes strategic deal value outweighed PE again in Q4’24. (KPMG)
  
  

Interpretation: PE remains active, but activity skews toward select platforms and add-ons while strategics lean into capability + scale where they can underwrite synergies and strategic necessity. (KPMG, PwC)

‍

Capital availability (what’s “fundable”)

Key signals from industry outlooks:

• PwC notes continued dealmaking but with tariff/trade uncertainty causing some companies to pause or revisit deals; nevertheless, buyers are still pursuing tech-led innovation and supply chain resilience. (PwC)
  
  
• Regionally, PwC attributes value outperformance in the Americas to megadeals (>$5B)—a reminder that capital is available for large, strategic transactions even when mid-market volumes soften. (PwC)

‍

M&A Volume/Value by Year

Map of Global Deal Hotspots

3. Valuation Multiples & Comps

‍

Median EV/Revenue, EV/EBITDA by sub-sector (public comps)

Public trading multiples in Industrials & Manufacturing are highly dispersed by end-market defensiveness, mix (products vs. services vs. software), and margin durability. Using Damodaran’s sector datasets (U.S.-listed), the January 2026 EV/EBITDA snapshot looks roughly like this:

Table: Sub-sector valuation snapshot (Jan 2026)

Analyst take: EV/Revenue tends to expand materially when a sub-sector has (i) higher recurring revenue, (ii) structural growth tailwinds (electrification/defense), or (iii) software-like margins. EV/EBITDA compresses fastest where earnings are cyclical, customer-concentrated, or capital intensive.

‍

Historical multiple ranges (3–5 year view)

A quick 3-point time series from Damodaran illustrates how multiple re-rating is not uniform across industrials.

Table: EV/EBITDA “range check” (Jan 2023 → Jan 2025 → Jan 2026)

How bankers use this: in comps output, you typically anchor valuation on:

• current multiple (spot)
  
  
• mid-cycle multiple (average over 3–5 years)
  
  
• down-cycle floor (stress case)
  
  

This triangulation helps defend a fairness narrative when the cycle is turning.

‍

Comparison to S&P 500 / related industries (how to frame it)

Instead of forcing a single “Industrials vs. S&P 500” number (which varies based on method—P/E vs EV/EBITDA, forward vs LTM), the most defendable approach in an M&A deck is:

1. Compare Industrials sub-sector premiums/discounts versus:
   
   
   
   • Broader market (S&P 500)
     
     
   • Adjacent sectors (Tech/Software for industrial software assets; Energy/Utilities for electrification-exposed names)
     
     
2. Attribute differences to fundamentals:
   
   
   
   • Growth + margin durability
     
     
   • Recurring revenue / aftermarket
     
     
   • Capex intensity
     
     
   • End-market cyclicality
     
     
   • Pricing power
     
     

Typical conclusion: “Industrial Tech / Electrification” comps often trade closer to quality-growth baskets, while traditional cyclicals trade at discounts that widen when macro risk rises.

‍

Historical Valuation Multiples

Peer Multiples & Financials

4. Top Strategic Acquirers & Investors

‍

Overview: Who Is Driving M&A Activity

M&A activity in Industrials & Manufacturing over the past 12–24 months has been led primarily by large-cap strategic acquirers, with private equity playing a more selective—but still important—role. The defining feature of recent activity is that strategics are acquiring for capability, technology, and resilience, rather than pure scale.

Key buyer motivations include:

• Accelerating electrification and energy-transition exposure
  
  
• Expanding industrial software, automation, and AI-enabled capabilities
  
  
• Strengthening defense, aerospace, and infrastructure supply chains
  
  
• Building platforms with aftermarket, services, or recurring revenue
  
  

Private equity investors remain active in fragmented niches, favoring platform investments and add-on acquisitions where operational improvement and buy-and-build strategies are clearly underwritable.

‍

Top Strategic Acquirers (Last 12–24 Months)

Below is a representative list of the most active and influential strategic buyers in Industrials & Manufacturing, based on announced transactions, public disclosures, and sector coverage.

Key takeaway: strategic acquirers are increasingly concentrated buyers, prioritizing assets that shift their long-term growth and margin trajectory.

‍

Private Equity Platforms & Roll-Up Strategies

While strategics dominate large-ticket transactions, private equity remains a critical force, particularly in the lower middle market and upper middle market.

Common PE strategies in Industrials:

• Buy-and-build platforms in fragmented markets (specialty manufacturing, industrial services, distribution)
  
  
• Operational transformation using lean manufacturing, pricing discipline, and footprint optimization
  
  
• Add-on acquisitions to expand geography, product breadth, or customer exposure
  
  
• Focus on cash-flow durability and deleveraging capacity amid higher cost of capital
  
  

Active PE investor profiles (representative):

• Large-cap sponsors: focus on defensible platforms with scale and recurring revenue
  
  
• Middle-market sponsors: focus on niche leaders with fragmentation-driven consolidation opportunities
  
  
• Infrastructure-oriented funds: overlap with industrials in energy transition, utilities, and environmental services
  
  

PE firms are generally less willing to stretch on entry multiples than strategics, but remain competitive where there is a clear path to value creation.

‍

Logo Grid: Active Acquirers

Deals by Acquirer, Value, Rationale

5. Transaction Case Studies

Below are four banker-style case studies that reflect the dominant I&M themes: industrial software/AI, process & automation, and building materials / platform expansion. (Informational only; not investment advice.)

‍

Case Study 1 — Siemens → Altair (Industrial Software / Simulation)

Deal snapshot

• Announcement: Oct 30, 2024 (Siemens Press, FT Markets)
  
  
• Buyer / Target: Siemens / Altair Engineering (Siemens Press)
  
  
• Consideration: $113.00 per share (cash) (Siemens Press, FT Markets)
• Implied value: Siemens press release cites ~$10B enterprise value; Altair announcement cites ~$10.6B equity value (Siemens Press, FT Markets)
• Premium: ~19% to Altair’s unaffected close (Oct 21, 2024) (Siemens Press)
  
  

Strategic rationale

• Build a more complete AI-powered design + simulation portfolio and deepen Siemens’ industrial software footprint (digital twin, simulation, AI). (Siemens Press)
  
  

Multiple paid

• EV/EBITDA multiple is not consistently disclosed in the press release; this deal is better framed as a capability / software-stack acquisition, where valuation often anchors to strategic value + revenue/ARR quality more than near-term EBITDA.
  
  

Synergies

• Siemens explicitly expects cost and revenue synergies and describes EPS accretion (pre-PPA) by year two post-close. (Siemens Press)
  
  

Modeling notes (how bankers frame it)

• Synergy ramp: typically front-load cost synergies (platform overlap) and back-load revenue synergies (cross-sell, bundling).
  
  
• Valuation defense: emphasize mix shift to higher-multiple software and longer duration growth.
  
  

‍

Case Study 2 — Honeywell → Johnson Matthey Catalyst Technologies (Process Tech / Automation)

Deal snapshot

• Announcement: May 22, 2025 (Honeywell, matthey.com)
  
  
• Buyer / Target: Honeywell / Johnson Matthey Catalyst Technologies (Honeywell, matthey.com)
  
  
• Deal size: £1.8B enterprise value (cash and debt-free basis) (Honeywell, matthey.com)
  
  
• Multiple paid:
  
  
  
  • Honeywell: ~11x estimated 2025 EBITDA inclusive of tax benefits and run-rate cost synergies (Honeywell)
    
    
  • Johnson Matthey: 13.3x EBITDA (transaction multiple reference) (matthey.com)
    
    
• Timing: Johnson Matthey indicates completion expected by 1H calendar 2026 (matthey.com)

Strategic rationale

• Expand Honeywell’s catalyst and process technologies portfolio, deepen installed base, and support growth in refining/petrochemical/renewable fuels with aftermarket pull-through. (Honeywell)
  
  

Expected synergies

• Honeywell calls out synergies across UOP and Process Solutions and expects the deal to be EPS accretive in the first full year. (Honeywell)
  
  

Modeling notes

• Purchase multiple should be reconciled between:
  
  
  
  • “Headline multiple” (standalone EBITDA)
    
    
  • “Synergy-adjusted multiple” (post run-rate synergies)
    
    
• Key diligence: renewables vs. traditional refining mix, customer concentration, and integration of technical sales/service.
  
  

‍

Case Study 3 — Quikrete → Summit Materials (Construction Materials / Vertical Integration)

Deal snapshot

• Announcement: Nov 25, 2024 (PR Newswire, Yahoo Finance)
  
  
• Buyer / Target: Quikrete / Summit Materials (PR Newswire)
  
  
• Consideration: $52.50 per share (cash) (PR Newswire, Yahoo Finance)
• Implied value: ~$11.5B enterprise value including debt (widely reported) (Yahoo Finance, worldcement.com)
  
  
• Premium: PR Newswire notes ~36% to unaffected 90-day VWAP and ~29% to unaffected share price (Oct 23, 2024). (PR Newswire)
  
  
• Close: Industry coverage reports transaction completion in Feb 2025. (worldcement.com)
  
  

Strategic rationale

• Classic vertical integration + footprint density: control upstream/downstream materials, improve logistics, and enhance supply reliability.
  
  

Multiple paid

• EV/EBITDA not consistently provided in primary announcements; this kind of deal is typically analyzed using:
  
  
  
  • cycle-normalized EBITDA
    
    
  • synergy capture (procurement + logistics + overhead)
    
    
  • regional density economics
    
    

Synergies (banker framing)

• Procurement & logistics are often the first “bankable” buckets.
  
  
• Network optimization (plants/terminals) can be meaningful but higher execution risk.
  
  

‍

Case Study 4 — James Hardie → AZEK (Building Products / Adjacency Platform)

Deal snapshot

• Announcement: Mar 2025 (press release) (James Hardle)
  
  
• Buyer / Target: James Hardie / AZEK (James Hardle)
  
  
• Deal value: Deal coverage references ~$8.75B incl. debt; post-close release references ~$8.4B implied value including awards and debt repayment. (MarketWatch, Yahoo Finance)
  
  
• Synergy guide: Company release highlights run-rate synergy benefits in its combined profile discussion (and cites strong combined EBITDA/margins including synergy run-rate). (James Hardle)
  
  
• Close: Deal-completion announcement indicates it has completed (per coverage). (Yahoo Finance)
  
  

Strategic rationale

• Create a broader building products platform spanning exterior envelope + outdoor living, with cross-sell opportunities and channel leverage. (MarketWatch, James Hardle)
  
  

Multiple paid

• Multiples can vary depending on whether the buyer quotes standalone or synergy-adjusted earnings; the press release emphasizes combined EBITDA and synergy run-rate, supporting a synergy-underwritten valuation narrative. (James Hardle)
  
  

Synergies

• Typical buckets: SG&A leverage, procurement, manufacturing optimization, and revenue synergies from contractor/channel overlap (slower, higher variance).

‍

One-Page Snapshot per Deal

6. Valuation Framework & Modeling

‍

This section outlines how Industrials & Manufacturing transactions are typically valued, how bankers triangulate price, and which model drivers matter most in investment committee and fairness discussions. (Informational; non-advisory.)

‍

How Deals Are Priced: Core Valuation Approaches

In practice, valuation is triangulated using three primary methods, with weighting dependent on asset quality, cycle position, and buyer type.

1) Trading Comps (Public Comparables)

• Primary anchor for market sentiment and relative valuation
  
  
• Focus on EV/EBITDA and EV/Revenue (where margins are volatile or software mix is high)
  
  
• Adjust for:
  
  
  
  • Sub-sector cyclicality
    
    
  • Margin profile and operating leverage
    
    
  • Growth, backlog, and aftermarket mix
    
    
• Used to establish valuation “range of reasonableness”
  
  

2) Precedent Transactions

• Reflect control pricing and realized strategic premiums
  
  
• Most relevant for:
  
  
  
  • Fragmented sectors with repeat consolidation
    
    
  • Capability-driven or adjacency acquisitions
    
    
• Requires normalization for:
  
  
  
  • Synergies (headline vs. synergy-adjusted multiples)
    
    
  • Market cycle at time of announcement
    
    
  • Deal structure (cash vs. stock; leverage)
    
    

3) Discounted Cash Flow (DCF)

• Serves as a fundamental backstop
  
  
• Most persuasive when:
  
  
  
  • Cash flows are stable and forecastable
    
    
  • Long-duration growth or recurring revenue exists
    
    
• Especially important in committee discussions to justify price beyond comps
  
  

‍

Typical Control Premiums

Control premiums in Industrials & Manufacturing are highly situational, but certain patterns recur:

Key nuance:
Premiums expand materially when:

• The asset fills a strategic gap
  
  
• Synergies are clearly identifiable and underwritable
  
  
• Competitive tension exists among strategics
  
  

‍

Key Model Drivers (What Actually Moves Value)

In Industrials & Manufacturing models, value creation is driven by a small number of variables—and ICs focus heavily on these.

Revenue Drivers

• Organic growth (volume vs. price/mix)
  
  
• End-market exposure and cycle sensitivity
  
  
• Aftermarket, services, and recurring revenue share
  
  
• Cross-sell and adjacency expansion (often back-ended)
  
  

Profitability Drivers

• EBITDA margin expansion (pricing, procurement, footprint optimization)
  
  
• Operating leverage at scale
  
  
• Cost synergy realization (timing and achievability)
  
  

Cash Flow & Capital Intensity

• Capex requirements (maintenance vs. growth)
  
  
• Working capital intensity and cyclicality
  
  
• Tax attributes and NOL utilization (where relevant)
  
  

‍

Example Modeling Assumptions (Illustrative)

Sample DCF Input Summary

Sensitivity Analysis Table

7. Trends & Strategic Themes

‍

This section highlights the structural shifts shaping deal activity, explains how they are influencing valuation and buyer behavior, and provides forward-looking expert commentary relevant for both strategics and financial sponsors.

‍

1) Technology Enablement Becomes Core, Not Optional

What’s happening

• Industrials M&A is increasingly driven by software, automation, AI, and data-layer capabilities
  
  
• Buyers are targeting assets that embed:
  
  
  
  • Industrial software
    
    
  • Simulation / digital twins
    
    
  • AI-enabled predictive maintenance
    
    
  • OT-IT integration
    
    

Impact on M&A

• Higher valuation multiples for software-adjacent industrial assets
  
  
• Greater emphasis on revenue durability and margin scalability
  
  
• More deals framed as capability acquisitions rather than pure scale plays
  
  

Buyer behavior

• Willingness to pay premium multiples when tech meaningfully accelerates product roadmap
  
  
• Strong preference for assets with recurring or subscription-like revenue
  
  

‍

2) Electrification, Energy Transition & Grid Modernization

What’s happening

• Electrification is driving sustained capital investment across:
  
  
  
  • Power management
    
    
  • Grid infrastructure
    
    
  • Data centers and EV charging
    
    
• Energy efficiency and decarbonization mandates continue to reshape capital allocation
  
  

Impact on M&A

• Strategic acquirers are prioritizing exposure to:
  
  
  
  • Electrical components
    
    
  • Power electronics
    
    
  • Energy management software
    
    
• Assets tied to these themes are seeing strong demand and multiple expansion
  
  

Deal implication

• Increased competition from infrastructure funds and strategics
  
  
• Longer-term growth narratives support valuation resilience even in higher-rate environments
  
  

‍

3) Supply Chain Resilience, Nearshoring & Vertical Integration

What’s happening

• Lessons from COVID and geopolitical disruption have driven:
  
  
  
  • Nearshoring / reshoring initiatives
    
    
  • Dual-sourcing strategies
    
    
  • Vertical integration in critical materials and components
    
    

Impact on M&A

• Buyers are acquiring:
  
  
  
  • Suppliers with strategic capacity
    
    
  • Assets with regional manufacturing footprints
    
    
  • Upstream/downstream positions that improve control
    
    

Strategic framing

• Deals justified less on cost take-out and more on risk mitigation and reliability
  
  
• These transactions often carry lower headline synergies but higher strategic importance
  
  

‍

4) Private Equity Shifts: From Financial Engineering to Operational Value

What’s happening

• Higher cost of capital has reduced tolerance for:
  
  
  
  • Aggressive leverage
    
    
  • Pure multiple arbitrage
    
    
• PE focus has shifted toward operationally driven value creation
  
  

Impact on M&A

• Increased emphasis on:
  
  
  
  • Buy-and-build strategies
    
    
  • Pricing discipline
    
    
  • Lean manufacturing and footprint optimization
    
    

Deal implication

• PE remains active in:
  
  
  
  • Fragmented sub-sectors
    
    
  • Industrial services
    
    
  • Specialty manufacturing niches
    
    
• Entry multiples are disciplined, but add-on velocity remains high
  
  

‍

5) Regulatory & Antitrust Scrutiny (Selective but Real)

What’s happening

• Heightened scrutiny in:
  
  
  
  • Defense and aerospace
    
    
  • Building materials (regional concentration)
    
    
  • Critical infrastructure assets
    
    

Impact on M&A

• Longer regulatory timelines
  
  
• More frequent use of:
  
  
  
  • Asset carve-outs
    
    
  • Behavioral remedies
    
    
  • Pre-clearance strategies
    
    

Practical effect

• Antitrust risk is now a valuation variable, not just a legal issue
  
  
• Buyers price in execution risk via structure and timing contingencies

‍

Expert POV: What This Means Going Forward

• Strategic buyers will continue to outbid financial sponsors for assets that:
  
  
  
  • Accelerate technology roadmaps
    
    
  • Enable electrification or energy transition
    
    
  • Provide supply-chain control or regulatory advantage
    
    
• Valuation dispersion will persist:
  
  
  
  • Premiums for “must-have” assets
    
    
  • Compression for cyclical, undifferentiated manufacturers
    
    
• Execution credibility (integration, synergies, operational readiness) increasingly determines deal success
  
  

Bottom line:
Industrials & Manufacturing M&A is shifting from scale-driven consolidation toward strategic transformation. The winners—both buyers and sellers—are those who can clearly articulate why an asset matters strategically, not just what it earns today.

‍

Timeline of Trend Emergence

8. 2025–26 Market Outlook

‍

What’s most likely to drive M&A in 2025–26

1) Portfolio transformation accelerates (strategics)

• Large industrials continue shifting toward higher-growth, higher-margin segments (automation, electrification, software-adjacent, defense services, environmental solutions).
  
  
• Expect continued carve-outs / divestitures of non-core, lower-multiple, or cyclical assets as corporates optimize ROIC and earnings quality.
  
  

2) Rate environment normalizes, but underwriting stays disciplined

• Even if financing costs ease, ICs are likely to keep higher hurdles than 2020–21.
  
  
• Buyers will pay up when they can underwrite durable cash flows (aftermarket, long-cycle, contracted revenue), but will remain cautious on pure cyclicals.
  
  

3) Supply chain resiliency becomes structural

• Ongoing geopolitical risk supports continued nearshoring, vertical integration, and capacity security deals—especially in A&D, critical components, and infrastructure supply chains.
  
  

4) Tech-enabled industrial assets stay in demand

• Industrial software, AI, and automation remain priority themes.
  
  
• Valuation will remain bifurcated: premium multiples for “industrial tech” vs. discounts for commoditized manufacturing.
  
  

5) PE activity improves, but focuses on value creation (not leverage)

• Sponsors should re-engage more broadly as:
  
  
  
  • financing markets stabilize, and
    
    
  • sellers reset expectations.
    
    
• Most active areas: industrial services, specialty manufacturing niches, distribution, and platform + add-on rollups.
  
  

‍

Headwinds / constraints to watch

• Valuation gap: sellers anchored to peak multiples; buyers anchored to higher cost of capital and mid-cycle earnings
  
  
• Regulatory / antitrust: selective but meaningful in building materials, defense, and regionally concentrated markets
  
  
• Execution risk: integration and synergy delivery are under greater scrutiny
  
  
• Macro uncertainty: industrial demand is sensitive to PMIs, capex cycles, and infrastructure timing
  
  

‍

Buy-side vs. Sell-side: What each side is likely to emphasize

Buy-side positioning (strategics + PE)

• Focus on: quality of earnings, backlog/visibility, margin resilience, and synergy credibility
  
  
• Preference for: assets with aftermarket/services, sticky customer relationships, and differentiated capabilities
  
  
• Structure: more earnouts / contingent consideration for growth-driven stories (especially in tech-adjacent deals)
  
  

Sell-side positioning

• Winning narratives will highlight:
  
  
  
  • recurring revenue and aftermarket attachment
    
    
  • pricing power and contractual pass-through mechanisms
    
    
  • operating leverage and credible margin expansion plan
    
    
  • capex-light / cash conversion strength
    
    

‍

Funnel of Deal Types by Strategic Priority

Outlook Grid (Short / Mid / Long Term)

9. Appendices & Citations

Appendix A — Deal Tables

Appendix B — Data Sources (Recommended)

Core M&A / transaction databases (subscription)

• S&P Capital IQ / S&P LCD (transactions, comps, credit terms)
  
  
• LSEG (Refinitiv) Eikon / Workspace (deals, pricing, ownership)
  
  
• PitchBook (PE-backed deals, add-ons, sponsor mapping)
  
  
• Dealogic (deal volumes/values; league tables)
  
  

Public-primary sources (free, best for citations)

• Company press releases / investor relations pages (deal terms, rationale, synergy commentary)
  
  
• SEC filings: 8-Ks, S-4s/proxy statements (definitive terms, pro formas, fairness disclosures)
  
  
• Exchange filings (e.g., LSE RNS) for UK-listed targets (transaction multiples, timing)
  
  

Market / outlook research (useful for macro framing)

• PwC “Industrial manufacturing: US Deals 2026 outlook” (sector-specific themes) (PwC)
  
  
• EY M&A outlook (forward deal volume/value expectations) (EY)
  
  
• KPMG “M&A trends in industrial manufacturing” (quarterly thematic + data framing) (KPMG)
  
  
• Bain M&A Report (cross-industry M&A themes; includes industrial-related modules) (Bain)
  
  
• Deloitte Manufacturing Industry Outlook (operating environment context) (Deloitte)
  
  

‍

Appendix C — Methodology (How to Reproduce the Report)

1. Define the universe
   
   

• Industrials & Manufacturing: segment into sub-sectors (automation, electrical, machinery, A&D, building products, specialty manufacturing, distribution, etc.)
  
  

2. Build the deal set
   
   

• Pull announced + completed deals for last 3–5 years
  
  
• Tag each deal with: buyer type (strategic/PE), geography, size bucket, theme (AI, electrification, supply chain, etc.)
  
  

3. Normalize valuation metrics
   
   

• Use enterprise value consistently (equity value + net debt + adjustments)
  
  
• Normalize EBITDA for:
  
  
  
  • one-time items
    
    
  • run-rate cost actions
    
    
  • synergy adjustments (clearly labeled as “synergy-adjusted” vs “headline”)
    
    

4. Produce comp sets
   
   

• Build peer baskets by sub-sector (avoid mixing software-like and asset-heavy manufacturers)
  
  
• Report medians and IQRs (25th–75th percentile), not just averages
  
  

5. Modeling standards
   
   

• Use DCF as a backstop, not the sole answer
  
  
• Always cross-check DCF implied exit multiple vs comps / precedents
  
  
• Disclose whether multiples are LTM, NTM, or “2025E,” and the source date
  
  

‍

Hyperlinked Reference List (Primary Deal Sources)

• Siemens → Altair press release (terms, $113/share, ~ $10B EV, premium, synergy commentary). (Siemens Press)
  
  
• Altair → Siemens announcement (terms, ~$10.6B equity value). (Nasdaq)
  
  
• Honeywell → JM Catalyst Technologies (deal value £1.8B; ~11x est. 2025 EBITDA incl. tax benefits + synergies). (Honeywell)
  
  
• Johnson Matthey sale announcement (deal value £1.8B; 13.3x EBITDA; expected by 1H 2026). (matthey.com)
  
  
• Quikrete → Summit Materials announcement ($52.50/share; ~ $11.5B EV incl. debt). (PR Newswire)
  
  
• James Hardie → AZEK release (offer value basis and VWAP premiums). (James Hardie)

‍

Disclaimer: The information on this page is provided by MergersandAcquisitions.net for general informational purposes only and does not constitute financial, investment, legal, tax, or professional advice, nor an offer or recommendation to buy or sell any security, instrument, or investment strategy. All content, including statistics, commentary, forecasts, and analyses, is generic in nature, may not be accurate, complete, or current, and should not be relied upon without consulting your own financial, legal, and tax advisers. Investing in financial services, fintech ventures, or related instruments involves significant risks—including market, liquidity, regulatory, business, and technology risks—and may result in the loss of principal. MergersandAcquisitions.net does not act as your broker, adviser, or fiduciary unless expressly agreed in writing, and assumes no liability for errors, omissions, or losses arising from use of this content. Any forward-looking statements are inherently uncertain and actual outcomes may differ materially. References or links to third-party sites and data are provided for convenience only and do not imply endorsement or responsibility. Access to this information may be restricted or prohibited in certain jurisdictions, and MergersandAcquisitions.net may modify or remove content at any time without notice.

‍