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Fewer deals, bigger impact? M&A shaping Germany’s evolving market

DAX/MDAX M&A survey –
a decade of German deals

Germany’s M&A landscape is evolving with fewer deals but greater deal values, driven by shifting macroeconomic forces and strategic realignments among top corporates.

While M&A activity in Germany and globally in 2024 saw a rebound compared to 2023, last year’s market was still impacted by a challenging geopolitical and macroeconomic environment. Germany’s largest companies have been no exception — as shown in Freshfields' latest survey of acquisition and investment activity of the 90 largest listed companies in the DAX and MDAX stock indices over the past decade. Our survey looks back and also highlights key trends that are poised to shape the transactional landscape for German corporates.

M&A activity among the DAX and MDAX companies saw an overall decline in 2024 compared to 2023. The 40 DAX companies recorded a 14 per cent decline in announced acquisitions and investments, with deal numbers dropping from 218 in 2023 to 187 in 2024. The 50 MDAX companies saw a 21 per cent decrease in the same period, down from 68 in 2023 to 54 in 2024. This decline in deal volumes is in line with the global trend (where deal numbers were down by 13.8 per cent against 2023) and a 12.8 per cent drop in the overall number of deals in Germany.

In terms of announced transaction values, investments and acquisitions made by MDAX companies dropped by 42 per cent year-on-year, from $5.3bn in 2023 to $3bn in 2024. The DAX constituents, however, saw their total value of investments and acquisitions surge by 118 percent year-on-year, up from $18.3bn in 2023 to $39.9bn in 2024. This uptick was mainly driven by a number of deals worth over €1bn and a strong appetite for investments in the US.

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M&A activity continued to be quieter in 2024 compared to some of the boom years in the past decade, and Germany has been no exception. High interest rates, tighter credit markets and geopolitical volatility definitely had a dampening effect on the risk appetite among both corporate and financial investors. At the same time, gaps in price expectations between buyers and sellers for potential acquisition targets have led shareholders to postpone sale processes until 2025.

Dr. Lars Meyer
Partner and Global Co-Head of Tech, Media & Telecoms

A higher degree of regulatory uncertainty and complexity also continues to shape the global M&A landscape and calls for more careful strategic planning. These dynamics have made cross-border transactions more challenging, time-consuming and uncertain for certain types of buyers. But they have also prompted companies to bolster domestic and near-shore operations, such as domestic production, to manage exposure to tariffs and volatility and benefit from local incentives in certain sectors. America-first trade policies exemplify this trend and are particularly relevant for German companies given their strong interest in the US market and in US-bound investments, as shown by our data.

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The global trade landscape and regulatory environments reflect a broader, decade-long dynamic towards protectionism in certain regions, which is a trend that persisted in 2024. Appropriate regulatory risk management is now integral to successful M&A.

Dr. Wessel Heukamp
Partner and Co-Head of the global M&A practice

Looking ahead, our study suggests that M&A activity among DAX and MDAX companies could rebound in 2025: First, borrowing conditions are set to improve in 2025, which could unlock pent-up opportunities for inorganic growth and more ‘mega deals.’ Second, strategic challenges faced by many German corporates are driving a renewed focus on their core businesses, which we expect will prompt further portfolio realignments through acquisitions and through divestments of non-core business units. Third, macro trends such as the advancement of artificial intelligence, the ongoing realignment of global trade relations, and shifting economic policy (particularly in the US) will push corporates to continue to adapt and pivot – including through acquisitions, divestments and disposals, joint ventures and other alliances. The demand and supply of M&A targets is expected to be met by a rebound of exit and buyout activity among private capital investors in 2025.

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We are not seeing deindustrialisation, but rather that the German business is focusing and transforming. And this change will remain a major driver for transactions in 2025.

Dr. Uta Itzen
Partner and Head of Antitrust, Competition and Trade practice in Germany

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The M&A landscape for DAX and MDAX companies in 2015 to 2024 has mirrored the volatility of global markets and geopolitics over the past decade as well as the past twelve months.

In 2024, Germany's economy faced a convergence of challenges: high energy and borrowing costs, the pressures of geopolitical uncertainty constraining its export-driven model, and amplified competition for the German automotive sector from foreign electric vehicle makers.

These headwinds also delayed the anticipated rebound in M&A activity in 2024. Instead, we have seen another year of slowdown: acquisitions and investments announced by the DAX companies dropped from 218 in 2023 to 187 in 2024 – a 14 per cent decline compared to 2023. MDAX companies experienced a similar downturn, with deal numbers falling by 20 per cent from 68 to 54. This sharp reduction in announced deals, especially for MDAX companies, implies increasing caution among potential purchasers (for the reasons explained above) as well as gaps in valuations and deal terms between sellers and investors.

But if you look at the value invested in 2024, combined acquisitions and investments of the 90 MDAX and DAX companies saw an increase in value of 81.2 per cent. This significant uptick was driven predominantly by deals with transaction values over $1bn. This revival of larger mid-cap and large-cap transactions is a sign that where valuations are right and acquirers have gotten comfortable with the risk profile of the target company, they are still prepared to deploy significant amounts of cash or their own stock to pursue inorganic growth.

DAX companies invest massively into the US

Between 2015 and 2024, Europe emerged as the top destination for DAX and MDAX investments and acquisitions outside of Germany, with 1,078 transactions (36.6 per cent of all deals). North America followed with 696 deals, narrowly ahead of Germany at 630. Together, these three regions accounted for 81.6 per cent of all deal activity.

However, in terms of announced value, North America led, capturing 48 per cent of the total deal value over the last decade. Looking specifically at deal values in 2024, companies from DAX were the main drivers of a sharp increase in US investment, with their spending rising from $2bn in 2023 to nearly $30bn in 2024. Here, it must be noted that the three top deals count for two-thirds of this. Meanwhile, DAX companies are investing less in Europe outside Germany.

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The numbers mirror the state of pragmatism and trust: Europe dominates in terms of deal count, supported by a more favourable regulatory climate for deals within the European Union. However, most of the investment flows into the US, where especially DAX companies find appropriate targets to transform their business, gain a strong foothold in the US economy and take advantage of lower energy costs. The higher hurdles for foreign investments are worth the effort.

Dr. Stephan Waldhausen
Partner and Global Co-Head of Industrial group

The ‘Digital’ sector, encompassing software, IT consulting and semiconductors, continues to be a key target sector for inorganic growth of Germany’s largest listed companies, accounting for 25.4 per cent of total deal volume over the past decade. This focus has further increased since the COVID-19 pandemic and amid a slowdown of M&A activity in other sectors, with tech deals rising to almost one third (32.6 per cent) of total activity between 2022 and 2024. This underscores German companies' commitment to digital transformation and their pursuit of acquisitions and investments in this space across the globe – to acquire innovative technologies, hire talent and expand into new growth areas.

Unsurprisingly, Industrials & Materials followed as the second most active sector between 2015 and 2024, accounting for 18.2 per cent of the overall deal count. The Consumer space was the third most active destination sector.

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Early signs of recovery in M&A activity point to strategic investments in tech as a driving force, with the digital sector continuing to stand out as a beacon of innovation and growth in an otherwise challenging landscape.

Dr. Lars Meyer
Partner at Freshfields

Emerging market deals by DAX and MDAX companies peaked at 56 in 2021 in the past decade. The number plummeted to just 21 deals in 2024, a ten-year low. Whether this signifies a long-term shift away from investments in emerging markets remains to be seen in the coming years and will strongly depend on geopolitical dynamics, global trade policy and domestic demand in these countries.

China was the most favoured emerging markets destination of these 90 companies in the last decade. India, which was the second most active destination for the DAX and MDAX companies over the last decade, saw 10 acquisitions and investments in 2020, dropping to just 3 in 2021 before recovering to 8 in 2023 and dropping back to just one announced deal in 2024.

Instead, Poland led DAX and MDAX activity in emerging markets, with 5 deals recorded in 2024.

Looking ahead, M&A will remain a vital tool to drive innovation, inorganic growth and transformative change in Germany’s economy, despite domestic challenges, intensifying global competition and overall economic and geopolitical volatility. While more favourable borrowing conditions and a more stable global trade landscape will be important prerequisites for a significant rebound of M&A activity in 2025, we expect continued growth in the following sectors:

1. The technology and digital sectors will continue to play a pivotal role, underpinning innovation and exponential growth. As market conditions improve and valuations rebound, liquidity needs and longstanding investors may prompt emerging companies to consider exits again.

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M&A empowers companies to adapt rapidly, enabling them to acquire the capabilities and resources needed to thrive in changing environments. We expect German corporates to continue to look out for inorganic growth opportunities and partnerships as a means to accelerate innovation in areas like AI, enterprise software, defense tech or digital infrastructure.

Julia Sellmann
Partner

2. Carve-out transactions are poised to rise as companies streamline their portfolios to address market pressures and focus on high-growth areas. German corporates are expected to continue to pursue carve-out and spin transactions and are equally well-positioned to capitalise on upcoming opportunities.

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Carve-outs offer opportunities for strategic realignment, but unlocking value demands precise management of operational, legal and integration complexities in asset separation. Spins and divestments will remain high on the agenda of global and German corporates in 2025, in particular in the pharma/healthcare, chemical and automotive space.

Elizabeth Oberholzer
Partner

3. As Germany’s election campaign progresses at the start of 2025, energy policy remains a vital topic, with various reform proposals aimed at addressing high energy costs and security of supply. While short-term uncertainty may weigh on investor confidence, post-election regulatory clarity in late 2025 could accelerate renewable energy M&A. Companies in various industries will continue to acquire capabilities to enhance renewable portfolios, aligning with the growing demand for clean energy technologies and regulatory incentives.
 
4. Geopolitical factors will remain key drivers – and also dampening factors – of M&A activity. Rising defence spending across Europe is likely to drive consolidation in the defence sector. To address mounting pressures to innovate and scale, defence companies are expected to pursue strategic combinations, enhancing technological capabilities to meet growing demand for advanced solutions. The sector’s strategic importance and drive for innovation will position it as a focal point for M&A.

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Private equity has a unique track record of working hand-in-hand with strategic counterparts to drive innovation and efficiency across the European energy and defence sectors (among many other sectors). With the geopolitical landscape in flux, defence M&A will continue to be fertile ground for value creation, attracting both private equity and strategic investors. The same applies to M&A in the energy sector, which will be driven in particular by the need to address high energy costs and security of supply.

Dr. Daniel Roggenkemper
Principal Associate

Opportunities abound in these sectors and beyond, despite current challenges and so the potential for transformative growth is immense. In fact, geopolitical uncertainty, regulatory shift, and macroeconomic factors like tighter credit markets and changes in tariffs and trade policy underscore the need for strategic agility - companies adept at navigating these complexities can unlock significant opportunities. While high financing costs may temper near-term activity, companies with strong balance sheets and clear visions are well-placed to seize attractive acquisition and investment opportunities in 2025 and beyond.

Looking at the DAX and MDAX companies, using cash reserves as a proxy for M&A capacity suggests that these companies may turn to inorganic growth strategies as capital costs stabilise and market conditions improve. The average DAX company holds around $11.2bn, compared to $1.7bn for MDAX companies. With an average M&A deal value in 2024 of $329m, German public companies are well-equipped to execute multiple transactions, and so the key question remains: Will 2025 mark the return of transformative M&A?

The 40 DAX and 50 MDAX constituents are the largest German companies by market capitalisation and turnover listed on the Prime Standard segment of the Frankfurt stock exchange, according to constituent lists and LSEG.

This study is based on the activities of those companies that were represented in one of the two indices as of 10th October 2024, when preliminary data was ran.

It covers the 10-year period 1 January 2015 to 31 December 2024 and captures 'strategic investments', i.e. completed or announced mergers, acquisitions, and investments through which DAX and MDAX companies have acquired a significant stake in another company or one of its businesses. Please note: We are looking at Acquiror side only - this takes into account the following: Acquiror, Acquiror Mid Parent, Acquiror Immediate Parent and Acquiror Ultimate Parent. We have also included Investor, Investor Immediate Parent, Investor Mid Parent and Investor Ultimate Parent deals. Data has been ran using SDC Platinum via Refinitiv

The classification of the 24 selected countries as emerging economies is based on classifications used by the MSCI within their Emerging Markets Index, which can be found here.

The conclusions drawn in this study are primarily based on the number of deals as opposed to the published deal value. There are two reasons for this: firstly, a transaction value is not publicly disclosed for each deal. Moreover, experience shows that the number of transactions says more about an M&A market than the prices paid for a company – in particular, so-called 'mega deals' can lead to a distorted picture if average deal values are used as a basis for analysis.

Note: Some duplication of deals may be included where a deal participant on the acquiror side or investor side includes both a DAX and an MDAX company e.g. Traton/VW. Furthermore, the value of the $41bn deal of Abertis Infraestructuras SA by Abertis Infraestructuras SA SPV has not been included in these figures. As a consortium deal, with only one minority participant being a member of the MDAX Index, it would not be prudent to credit full deal value in this case. Furthermore, to keep trends consistent and to not distort the overall piece, value has removed.

The report is based on data from LSEG and Freshfields' own intelligence.