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M&A Trends and Outlook for 2026

27 Mar 2026 Norge 6 min å lese

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CMS has released the 18th edition of its European M&A Study, based on an analysis of 601 transactions advised on by CMS across Europe in 2025—a record-breaking volume. The Study provides a unique perspective on market trends, negotiation dynamics and key deal terms across Europe and the Nordics. We have summarised the key market shifts in the European and Nordic M&A markets and what to expect in 2026.

Stability and Renewed Momentum in 2025

Despite geopolitical turbulence, trade-policy uncertainty, and macroeconomic volatility, the Norwegian and Nordic M&A markets demonstrated notable resilience throughout 2025. Following a cautious period between 2022 and 2024 characterised by valuation gaps and higher financing costs, activity recovered during 2025, supported by stabilising interest rates and improving investor confidence. 
The Norwegian M&A market maintained high activity levels throughout 2025, ending the year with approximately 1,008 reported transactions – 85 more than in 2024.

Technology remained the dominant sector in Norway, driven by digitalisation, AI investment, and sustained interest from both strategic and PE investors. Business services emerged as one of the largest sectors in Norway in 2025, driven by the consolidation of local audit firms by national and international PE firms. The same applies to the construction sector, which also reached a record-high deal volume in 2025, mostly due to the continued consolidation of companies within technical installation and consulting engineering. Defence has also come into sharper focus during 2025 given geopolitical developments and expectations of increased European defence spending, and we expect to see an increase in investments in defence technology and dual-use technologies in 2026.

These trends align with those observed across Europe. Overall, the 2025 data points to a stable European M&A market with incremental, buyer-friendly shifts rather than structural change, reflecting disciplined dealmaking amid ongoing uncertainty. 

Buyer-favourable trends from 2024 continued, including more earn-outs, longer limitation periods, and fewer low liability caps. Other deal metrics, such as the continued scarcity of MAC clauses and security for claims provisions, especially compared with the US, reflect established market practices and align with previous years.

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Key findings and takeaways from the CMS European M&A Study include:

  • Buyer and seller trends remained steady last year. Strategic buyers dropped by 4% (to 69%) while financial buyers rose by 6% (to 27%), highlighting private equity’s growing role in M&A. On the sell side, strategic investors increased their share to 48%, while financial investors, managers and individuals each saw a 2% decline from 2024.
     
  • AI remains a key topic in the legal industry. AI tool usage in M&A doubled to 60% of deals involving legal tech, with legal practitioners reporting improved efficiency in 72% of cases. This trend is expected to grow as more lawyers and dealmakers use technology throughout M&A processes. During the first weeks of 2026, several VDR suppliers have begun to roll out AI as part of their VDR solutions. The continued development of AI tools in M&A workflows will be significant trend to monitor in the months ahead.
     
  • Pricing-related deal terms remained consistent with 2024. Purchase price adjustments stayed steady, while earn-outs and EBIT/EBITDA-based earn-out metrics increased, continuing a buyer-friendly trend from 2024. 
     
  • Risk allocation showed small shifts, with de minimis and basket limitations increasing slightly in favour of sellers, but longer limitation periods also became more common. W&I insurance usage was also largely unchanged from 2024.
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Looking Ahead – What to Expect in 2026

So, what to expect in 2026?

The year started off strong with continued momentum from late 2025. However, increased geopolitical tensions following the escalation of tensions in the Middle East, the rise in oil prices and changed interest rate expectations have created renewed uncertainty, contributing to a dip in activity during the first quarter. We have also seen a significant increase in bankruptcies in the construction sector in Norway in early 2026, reflecting continued pressure on margins and financing conditions in that industry.

Despite this, market participants generally expect a gradual increase in deal activity in certain sectors. Key drivers include continued PE momentum due to significant dry powder and exit pressure from extended holding periods, and sustained technology and AI investment. In addition, we expect the use of continuation vehicles – where PE sponsors transfer portfolio companies to a new fund structure rather than pursuing a traditional exit – to remain at least as prevalent in 2026 as in 2025, as sponsors seek to retain high-performing assets while providing liquidity to existing investors.

We anticipate heightened activity in the following sectors in 2026:

  • Technology and AI: AI continues to dominate tech investment globally. With the pace of technological innovation accelerating, companies are increasingly opting to "buy rather than build" new tech capabilities, enabling them to quickly enhance their capabilities and stay ahead in a rapidly evolving sector. Technology companies with robust recurring revenue models and AI capabilities remain particularly attractive targets.
     
  • Defence and security: Rising global tensions have brought new urgency to enhancing and modernising defence capabilities, with venture capital and private equity investment in defence tech reaching record highs. The EU's ReArm Europe and Readiness 2030 programme aims to increase defence spending by an estimated EUR 800 billion by April 2029, with a significant part dedicated to AI, surveillance, reconnaissance and advanced analytics. Investment in dual-use technologies serving both commercial and national customers is expected to accelerate.
     
  • Energy and infrastructure: The global push toward decarbonisation continues to drive M&A, with renewable energy M&A activity reaching new highs. AI-driven electricity demand, particularly from data centres, is accelerating investment in renewables, storage and grid modernisation, with demand for data centres expected to triple within the next five years. In Norway, we expect continued momentum in renewables including onshore wind and small-scale hydropower, further consolidation in grid infrastructure, and investment in energy storage and digital infrastructure.

As cross-border activity remains robust and geopolitical considerations increasingly influence deal dynamics, FDI regimes have become a standard consideration in almost every transaction, requiring more extensive regulatory due diligence, longer timelines and increased transaction costs. Understanding how national security considerations affect transaction processes has become critical. Norway is still awaiting the introduction of a comprehensive national FDI regime, which may further influence transaction processes once implemented.

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For questions or to discuss how these trends may affect your business, please contact CMS Kluge’s Corporate/M&A team. 

Click here to read the full report.

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