Look for a lull in dealmaking at the beginning of 2013 that will last longer than the usual new-year pause. Activity was accelerated at the end of 2012, in part motivated by the likelihood of higher taxes, and there aren't many transactions lined up and ready to go in the pipeline. But predictions are mixed for how 2013 will stack up as a whole, with Ernst & Young LLP seeing the glass half empty and PwC seeing it half full.
E&Y characterizes 2012 as the "wait-and-see year." The New York advisory firm reports that M&A activity declined in the U.S. and around the world, with the number of deals dropping 10 percent and overall deal value sliding 26 percent, making it the slowest year for M&A since 2002. (E&Y cites data from Thomson Financial as of Nov. 26.)
Lack of opportunity was not the problem, says E&Y. The main reason for the slowdown was corporate conservatism, and the firm expects that mood to continue, dragging M&A down with it in 2013.
More optimism comes from PwC, which points out that October was the most active month for dealmaking since August 2011, with the number of transactions spiking to 754. Ongoing access to capital and financing, strengthened balance sheets and divestiture activity lead the New York advisory firm to conclude that 2013 will be a stronger year for U.S. mergers and acquisitions.
On several points, both advisory firms agree, and it's where their crystal balls overlap that the middle market and private equity have much to look forward to in 2013.
E&Y says smaller deals will prevail. Of the companies that are planning an acquisition, 81 percent say they will consider deals worth $500 million or less, according to E&Y's U.S. Capital Confidence Barometer. PwC says that, in the absence of transformative mega deals, middle-market deals were the "silver lining" for deal activity in 2012, accounting for 98 percent through November. It's a trend the firm expects to continue in 2013.
Private equity is a bright spot, according to both firms. PE maintained its trajectory from 2011, says E&Y. PE saw a considerable improvement in exits, both through M&A and initial public offerings, which were up 13 percent to 365 public debuts in 2012. Another healthy sign: PE fundraising was fairly active in 2012, with a 38 percent increase in committed capital raised from the previous year, says E&Y.
Private equity firms continue to plan for multiple exit options, including refinancing debt, recaptializations, IPOs and sales to strategic buyers, points out PwC. On the buy side, the firm describes private equity as a very active deal participant, especially in the middle market and with divested corporate assets. A main driver fueling PE deals in the U.S. market is increased availability of high-yield debt, says PwC.
The firms also agree when it comes to identifying the industry sectors most fertile for dealmaking, at least in the long term: financial services; healthcare and pharmaceuticals; and oil and gas.
Even E&Y ends on an up beat. Ongoing European instability may translate into opportunities for U.S. buyers with healthy balance sheets, and, if the fiscal cliff in the U.S. gets resolved and there is more stability in Europe, "we could see a real spark in M&A activity in 2013."