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Market reports Published January 9, 2024 3 min read

Spanish M&A Market Outlook for 2024

We analyse the trends that will define the Spanish M&A market during 2024. After a 2023 marked by macroeconomic uncertainty, the middle-market shows clear signals of selective recovery.

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Blue Mountain Capital

Blue Mountain Capital

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Blue Mountain Capital | | 3 min read

Each year we dedicate time to reflecting on the forces that will shape the corporate transactions market over the coming twelve months. 2024 presents as a year of transition, with dynamics that favour patient investors and penalise haste.

Spain closed 2023 with GDP growth above the European average. The middle-market experienced real pressures: rising financial costs, regulatory uncertainty, and margin-eroding inflation. For 2024, interest rate stabilisation is expected in the second half, which should gradually reactivate acquisition financing.

Total M&A volume fell approximately 20% in 2023, but the middle-market (5-50 million euros) maintained relatively stable activity, driven by structural factors — succession, retirement, professionalisation needs — that do not depend on market conditions. A 67-year-old business owner does not postpone retirement because rates are at 4%.

Most active sectors: logistics and transport (extraordinary fragmentation with over 100,000 operators), hospitality and tourism (post-pandemic maturity phase requiring operational improvement), and technology (Certus division identifying validated-model companies needing capital to scale).

Multiples have corrected from 2021 peaks: industrial companies now at 5.5-7.5x versus 7-9x previously. This correction is healthy and creates a favourable environment for disciplined buyers. However, a persistent disconnect exists between sellers’ price expectations (anchored to 2021 valuations) and market reality.

Financing capacity has become 2024’s differentiating factor. Buyers with their own equity — like family offices — have a clear competitive advantage. Blue Mountain faces 2024 with liquidity, a consolidated team, and a portfolio of over 80 companies providing a difficult-to-replicate sectoral intelligence network.

The Human Dimension of M&A

Behind every transaction in the middle-market, there are people making decisions that will affect their lives for years. The business owner contemplating a sale is not just executing a financial transaction — they are letting go of something that has defined their identity, provided their purpose, and shaped their daily existence for decades.

Understanding this human dimension is not optional for the serious investor — it is essential. The deals that close successfully and generate lasting value are overwhelmingly those where both parties feel heard, respected, and fairly treated throughout the process. The deals that fail — or that close but generate conflict afterwards — are those where one or both parties feel that the process was adversarial rather than collaborative.

This does not mean being soft on commercial terms. It means being honest about our position, transparent about our analysis, and respectful of the seller’s legitimate interests and concerns. It means recognising that the best outcome is not one where we extract maximum value from the other side, but one where both sides feel the terms are fair and the relationship has a solid foundation for the years ahead.

Lessons from Experience

After more than fifteen years and hundreds of transactions analysed, certain patterns become clear. The quality of advisers on both sides has a disproportionate impact on outcomes. Well-advised sellers have realistic expectations, organised documentation, and constructive approaches to negotiation. Poorly advised sellers have inflated expectations, chaotic information, and adversarial postures that undermine their own interests.

The timing of transparency matters enormously. Sharing information — about concerns, about reasoning, about limitations — early in the process builds trust and prevents misunderstandings from escalating. Withholding information for tactical advantage almost always backfires, because the middle-market is a small world where reputations are built and destroyed one transaction at a time.

Finally, patience is a genuine competitive advantage. The investor who can wait for the right opportunity, who does not force timelines, and who is willing to walk away from a transaction that does not feel right is the investor who, over a long career, accumulates a portfolio of excellent investments and a reputation that opens doors. In the Spanish middle-market, where relationships matter deeply and word of mouth travels fast, that reputation is perhaps the most valuable asset an investor can possess.

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