As we move further into 2025, the mergers and acquisitions (M&A) landscape across the UK and Ireland is showing strong signs of resurgence. After several challenging years marked by inflation, rising interest rates, and market uncertainty, momentum is returning—and with it, a wave of innovation in how deals are structured, financed, and executed.

Whether you’re a corporate finance professional, a legal adviser, or a business owner considering a transaction, the shifts we’re seeing now are too significant to ignore.

Key Trends Shaping M&A in 2025

The current M&A environment is being shaped by a convergence of trends:

· Private Equity as a Power Player: PE-backed consolidators are continuing to lead the charge, particularly in sectors with strong recurring revenues and scalable models—like the IFA market. Major acquisitions such as Azet Wealth Management’s purchase of Laurus Associates and Titan Wealth’s acquisition of Avisa Wealth highlight ongoing appetite.

· Creative Deal Structuring: Buyers are more risk-aware and are employing tools like preferred returns, earnouts, mezzanine financing, and vendor loan notes. These structures allow greater flexibility in pricing and protect both buyers and sellers from post-completion surprises.

· Regulatory Signals: The UK government’s intervention at the Competition and Markets Authority (CMA) has sent a clear message—economic growth and investment must not be hindered by excessive regulatory barriers. This may encourage a more facilitative environment for M&A going forward.

· Tech-Enabled Transactions: AI and advanced analytics are transforming due diligence. Legal teams are leveraging these tools to accelerate document reviews, identify red flags, and improve transactional efficiency.

· Early-Stage Due Diligence: Vendor due diligence is happening earlier in the deal cycle—particularly in PE-led processes—to smooth the path to completion and support stronger valuations.

· Renewed Confidence: A more stable economic and political climate, signs of declining interest rates, and a backlog of deals mean that market confidence is returning—but with greater selectivity from buyers.

How Legal Advisers Can Navigate the Evolving Deal Landscape

Legal professionals have a pivotal role in making deals efficient, compliant, and ultimately successful. In this evolving environment, here’s what we should be focused on:

· Mastering Innovative Structures: With earnouts, preferred equity, and hybrid debt instruments now commonplace, advisers must be confident in drafting and negotiating complex capital structures that protect clients’ interests—whether buy-side or sell-side.

· Anticipating Regulatory Concerns Early: With the CMA adjusting its approach, it’s still essential to assess competition risk at the outset of a transaction, particularly for cross-border deals or sector consolidations.

· Collaborating Cross-Functionally: Early-stage vendor due diligence demands tighter integration between legal, financial, and commercial teams to present a clean and well-prepared asset to market.

· Embracing Legal Tech: Staying on top of technology tools for contract review, data room analysis, and risk flagging can help streamline your input and add more strategic value to the transaction.

Client Considerations in Today’s M&A Environment

For business owners, founders, and management teams, navigating this landscape requires foresight and strategic alignment. Here’s what you should be considering:

· Positioning for Sale or Investment: Even if a transaction isn’t immediate, get your house in order—review key contracts, IP ownership, regulatory compliance, and corporate governance.

· Understand the Market Dynamics: With buyers becoming more selective, demonstrating recurring revenue, earnings resilience, and scalability is crucial.

· Explore Your Options: Whether you’re seeking full exit, minority investment, or strategic partnership, flexible deal structures mean there may be more paths forward than you realise.

· Build the Right Advisory Team: Engage legal, tax, and financial advisers early. The earlier you assemble the right team, the more control you’ll have over valuation, timeline, and negotiation outcomes.

The M&A space in 2025 is defined by creativity, confidence, and complexity. While deal volume is recovering, the focus is shifting to value, structure, and strategic fit. For both clients and advisers, understanding these shifts—and responding proactively—is the key to unlocking opportunity.

At Berry Smith we’re helping clients navigate this landscape every day, combining technical expertise with practical insight. If you’re considering a transaction, or simply want to understand how to position your business in this evolving market, we’d be delighted to have a conversation.