US Private M&A Report
Trends and insights shaping each quarter of 2026
Download the Q3 report
21 oct. 2026
Insight
US
This quarterly publication delivers concise insights on deal activity, regulatory developments, emerging issues, and notable advances shaping the U.S. and global M&A landscape.
Each issue takes stock of where the market finds itself amid ongoing uncertainty and economic pressures and highlights the trends and forces influencing deal momentum and structure.
In this edition, we analyze the market trends, legal developments and cross-border considerations shaping transactions in Q3, from sponsor-led add-on activity and founder exits to antitrust enforcement, foreign investment review and international workforce issues. We also share perspectives from Japan, where investor activity and corporate restructuring trends continue to create opportunities for dealmakers.
In Issue 3
US private M&A market
Middle-market dealmaking returns as sponsors navigate uncertainty through disciplined, creative transactions.
Restrictive covenants
The overlooked employment risks that can undermine cross-border acquisitions.
State antitrust enforcement
Why state regulators are becoming increasingly influential in merger reviews.
CFIUS
Heightened scrutiny and technical reviews reshape foreign investment planning.
FOCI reviews
Potential rule changes expand oversight of defense-related transactions.
Tokyo market update
Japanese deal activity remains strong as investors pursue strategic opportunities.
Founder- and family-owned business exits accelerated through the middle of Q3. Many of these sellers had paused processes during Q2, and the relative calm of July and August encouraged re-engagement.
Howard T. Spilko
Partner, Global Head of Private Equity and Chair of Corporate, US
As we enter Q4, the middle and upper middle market’s structural advantages — deal sizes that are less dependent on large-scale credit market access, and a seller universe more willing to engage on creative terms — provide a degree of insulation.
Ernest S. Wechsler
Managing Partner, Corporate, US
Key contacts
Ernest S. Wechsler
Managing Partner, Corporate, US, New York
Howard T. Spilko
Partner, Global Head of Private Equity and Chair of Corporate, US, New York
Damian Petrovic
Partner, New York
Adi Herman
Partner, New York
Christian E. Witzke
Partner, New York
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Legal Notice
The contents of this publication are for reference purposes only and may not be current as at the date of accessing this publication. They do not constitute legal advice and should not be relied upon as such. Specific legal advice about your specific circumstances should always be sought separately before taking any action based on this publication.
© Herbert Smith Freehills Kramer 2026
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