As we look back on 2025, the M&A landscape has continued to evolve in response to global headwinds, regulatory complexity, and shifting client priorities.
Published: 22 January 2026
Author: Elia Montorio
2025: a year of patience, precision & progress
At Shoosmiths, we advised on a huge number of transactions this year, across all sectors. There was a noticeable increase in deals involving technology, healthcare, real estate, and financial services.
A defining feature of 2025 was the lengthening of deal timelines. The average time to completion increased by nearly 20% compared to 2023, with several factors at play:
- heightened regulatory scrutiny, including mandatory approvals under the NSI Act and FDI regimes.
- more complex cross-border elements. Clients and counterparties taking extra time to assess risk and value, particularly in sectors facing rapid change.
- increased due diligence.
Clients in 2025 demanded due diligence (DD) that went beyond the basics. The focus shifted to:
- value-adding DD: DD was expected to uncover strategic opportunities, not just flag risks.
- W&I insurance: While DD became more focused, clients were not willing to compromise on warranty and indemnity cover. Over 80% of our 2025 deals involved robust W&I policies, with Shoosmiths advising on exclusions and coverage in detail.
- targeted DD: Buyers wanted bespoke reports addressing sector-specific risks, such as cyber security, data protection, ESG and geopolitical and political matters.
Data protection and cyber security moved from being a checklist item to a headline concern. Tech and healthcare deals DD included comprehensive cyber risk assessments and GDPR compliance reviews. Notably, over 30% of our 2025 transactions involved a material cyber or data protection component.
Political & geopolitical due diligence / geopolitical risk assessment
A really interesting and notable development is that we are increasingly seeing political and geopolitical due diligence become a standard part of M&A transactions by buyers, driven by heightened government scrutiny, shifting global policies, and rising political engagement.
This new layer of diligence helps buyers identify risks tied to political law compliance, as well as broader regulatory, national‑security, and geopolitical factors that can influence not only deal clearance but also go to the value of a company.  Just as importantly, they see the importance of this diligence in assessing whether there could be reputational consequences.
As a result, this form of due diligence is becoming essential to understanding future operating conditions, protecting deal value and reputation, and navigating increasingly politicised transaction environments.
2026: looking ahead sophistication, speed & strategic value
As we look to 2026, several trends are set to shape the M&A market:
1. Sophisticated buyers and DD
Buyers will continue to demand DD that is both targeted and strategic. Expect more use of AI-driven DD tools, horizon scanning for regulatory and political risks, and sector-specific cyber assessments.
2. Balancing speed & thoroughness
While deal timelines may remain extended, there will be pressure to streamline processes without sacrificing quality. Technology and collaboration will be key.
3. Political risk & horizon scanning
With ongoing geopolitical uncertainty, political and geo political diligence becoming more standard, especially in cross-border and regulated sector deals. AI-driven horizon scanning will increasingly be used to monitor regulatory changes and anticipate compliance risks.
Conclusion
2025 was a year of adaptation and innovation in M&A. Our clients demanded more from due diligence - insight, value, and strategic foresight. As we move into 2026, Shoosmiths remains committed to delivering sophisticated, value-adding advice, helping clients navigate complexity and seize opportunity.