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The return of larger deals was a defining feature of the past year in private dealmaking, with billion-dollar transactions making up a growing share of overall activity, according to a new report from Herbert Smith Freehills Kramer.
Drawing on an analysis of roughly 60 private M&A transactions guided by the Herbert Smith Freehills Kramer (HSF Kramer) team, the recent edition of the Dealmakers: Australian Private M&A Report provided data-backed insights into a robust period of activity shaped by complex macroeconomic and geopolitical dynamics.
According to the report, there was an overall increase in activity as sellers took advantage of improving conditions, with $36 billion in assets transacted via private M&A in 2025, compared to just $14 billion in 2014.
Just recently, in the M&A space, BigLaw firm Mallesons released its quarterly report on public M&A, which highlighted that mining M&A continued to dominate and noted the integral role lawyers play as global issues and uncertainties become more frequent.
Billion-dollar deals return as private M&A activity surges
Talking to Lawyers Weekly, Kam Jamshidi – partner and author of the HSF Kramer report – highlighted the expectations for the M&A sector throughout the rest of 2026.
“The private M&A market continues to show incredible resilience; in each of the last six years, we have had a major macroeconomic shock early in the year, that M&A markets have withstood each year,” Jamshidi said.
“The best part is that the fundamentals driving deal flow are in their early stages of firing.
“For example, the Australian private equity market is driven by the twin engines of a dense exit pipeline and pressure to deploy, which means there will be a steady flow of deals for a prolonged period.”
Jamshidi also mentioned that activity was stronger than what conditions might have suggested, noting that sellers who invested early in exit readiness would be best positioned to move promptly when opportunities arose.
“Divestment preparation is commencing earlier, and the suite of vendor due diligence work prepared is expanding, both in an attempt to ensure a transaction can be achieved quickly and efficiently should windows of opportunity present,” Jamshidi said.
Even as the pipeline for exits begins to unlock, private equity demand on the buy-side remains resilient; findings suggest that sponsors showed a twofold preference for acquisitions over divestments throughout the 2025 period.
“The impact of seemingly a rolling annual series of disruptive events, like COVID, tariffs, wars, [has] resulted in extended hold periods,” Jamshidi said
“We are seeing sales eventuate after media reports of incomplete sale processes during the 2026 calendar year, suggesting a gradual easing of the pressures on exit; we expect to see this trend continue in the near term.”
A more ‘fluid’ approach to dealmaking
Jamshidi highlighted that fluidity is also shaping how sellers approach transactions, with greater flexibility in both timing and deal structure.
“In a word, fluidity … sellers are keeping options open, both on timing a transaction and the nature of that transaction,” Jamshidi said.
“We are seeing early preparation to allow sellers to run a soft-sounding, with the ability to quickly move into transaction mode.
“Equally, we are seeing processes being commenced, but dissipating, only for bilateral discussions to pick up again months later.
“What that means is that we are reading in the press about processes launching, without necessarily seeing a signed deal announcement within a reasonable period thereafter.
“The timing of the deal announcement is much less predictable, and we expect that to continue.”
New liquidity pathways emerge as the mid-market gains momentum
Considering Australia’s strong market fundamentals, HSF Kramer’s private M&A team believe there’s a case for a slight sense of confidence in the year ahead.
HSF Kramer noted that liquidity options for sellers are expanding, and unconventional access to liquidity is emerging.
Some offshore funds are willing to facilitate minority sell-downs or to co-invest with new private equity buyers.
The team also expects the uptake of continuation vehicles to continue to rise, both from current limited partners and from new funds targeting the delivery of liquidity to investors.
HSF Kramer expects the middle market to grow, both in terms of platforms and add-on deals, due to the success of financial sponsor funds that target the smaller end of the enterprise value chain, which has had a structural influx of smaller platform acquisitions by sponsors over the last three to four years, and has now been recommended to sell as it reached a certain maturity level.
