In today’s M&A landscape, uncertainty isn’t a red light—it’s a challenge that calls for sharper thinking.

While interest rates remain high, geopolitical tensions linger, and the capital markets continue their slow dance, deal activity hasn’t stopped. It’s simply become more strategic. The strongest buyers in the market aren’t sitting still. They’re just more thoughtful, more selective, and more creative in how they structure deals.

At Portage, we’re seeing firsthand how this plays out.

Certainty Commands a Premium

Buyers are well aware of the risks across different industries—from margin compression to supply chain fragility. In this climate, businesses that demonstrate operational resilience, recurring revenue, or regulatory tailwinds (like those in healthcare, food, and industrials) are in high demand. These aren’t just solid businesses—they’re safe harbours. And in this environment, that certainty demands a premium.

But even buyers with conviction need to de-risk their investments. That’s where smart structuring comes in.

Enter: The Second Bite

Rather than pushing down valuations to cover risk, more buyers are leaning on roll equity—inviting the seller to stay on as a minority partner post-close. This model gives sellers the chance to take some capital off the table now and enjoy a “second bite at the apple” when the business sells again down the road, ideally at a much higher valuation.

For sellers, this can be a win-win:

• They monetize the majority of their life’s work.
• They stay close to the business and participate in future upside.
• They de-risk their personal finances while keeping skin in the game.

For buyers, it’s just as strategic:

• They retain critical founder knowledge and transition leadership gradually.
• They align incentives during the critical growth and integration period.
• They’re not flying blind—there’s continuity and trust baked in.

 

Creative, Collaborative, and Aligned

This kind of dealmaking is less transactional and more relational. It’s not about just closing the deal—it’s about building a shared future. And that only works when there’s fit: cultural fit, strategic alignment, and a shared vision for scaling the business.

That’s where good advisors come in.

In a market like this, our job is more than valuation and paperwork. We help sellers evaluate the trade-offs between cash now and value later. We help buyers structure intelligently, ensuring long-term stability. And we help both sides allocate capital and resources with clarity.

Because at the end of the day, the best deals aren’t about buying or selling—they’re about building something valuable, together.

Jim Friesen, MBA, CPA, CM&AA
Founder | Partner