In today’s fast-moving M&A landscape, buyers are more selective than ever. Market volatility, shifting regulations, and disruptive megatrends - such as AI, climate change, and geopolitical shifts - are reshaping the global economy. The result? Only the most robust, future-ready businesses attract premium valuations and close successful deals. UK M&A activity totalled £57.3bn in H1 2025, according to PwC’s latest Global M&A Industry Trends report, with a 12.3% drop compared to last year1. Deal volumes also fell by 19.1%, highlighting a more selective and disciplined market. Yet despite the slowdown, the average deal size rose to £169.2m, showing investors’ focus on strategic, high-impact transactions. PwC analysis shows that 17 of 22 global sectors are under the greatest pressure to reinvent seen in 25 years—making M&A a critical lever for transformation.
With so much value in motion, business leaders are chasing growth in new places—fuelling fresh momentum in the global M&A market. Strong performers continue to attract buyers, while others face pressure to reset and realign. To stay competitive, sellers must act early, rethinking their operating model from the top down. This is where a strategic operating model comes in - unlocking hidden value and positioning the business for success from day one of the deal.
Our latest research shows a sharp shift in approach: 60% of companies now begin their strategic operating model review before due diligence, up from just 25% in 2019. The message is clear: starting early works. Operating model reviews don’t just prepare a business for sale; they help shape the deal. They bring clarity, unlock hidden value, and show buyers a future-facing organisation with a clear growth strategy.
Address the demanding questions that buyers are asking
Globally, deal values increased 15% in the first half of 2025, while deal volumes decreased 9% over the same period. But while average deal value rose,2 so did caution. One recent study found 33% of EMEA-based dealmakers expect due diligence to take longer and to become more complex3.
Against this background, sellers must address the demanding questions that buyers are asking about their potential targets, including:
- Is this business strategically sound, with a clear direction in the market that will support my goals?
- Does this business give me opportunities to expand into untapped markets or new products and services, with a scalable operating model to accommodate the future growth?
- Is this business operating effectively and embracing the megatrends we’re focused on, or will we need to radically transform it?
- Is this business operationally efficient with appropriate costs and margins?
A strategic operating model review helps you answer "yes" with confidence. It defines where the business creates value, strengthens differentiators, aligns operations with megatrends like AI and sustainability, and ensures a structure that can deliver on strategy.
Increase your appeal and maximise benefits from the transaction
Optimising your strategic operating model can bring powerful advantages in two stages: increasing the appeal of your business to potential buyers and maximising benefits of the subsequent transaction.
An effective operating model review should deliver a compelling corporate strategy and a path to future growth and profitability. Buyers will take interest in a company with a clearly articulated vision, with structures that evidence an ability to execute on this vision and the agility to adapt to market changes. Similarly, a review will help businesses to stand out from their competitors, defining points of differentiation and enabling the business to invest in those areas. Buyers in search of an innovative or competitive edge will take note.
Benefits feed through to the transaction itself and result in higher valuations. Organisations that prioritise agile and adaptable operating models have achieved average revenue growth of 37% more than their less agile counterparts over a 10-year period4. A robust and well-articulated strategic operating model reassures buyers that the seller can deliver on their goals and that their valuation is realistic.
Start your review early to let changes take effect
There are rewards for starting early, and it’s vital to leave enough time to put changes into effect. Our M&A Integration Survey found 41% of organisations that had enjoyed successful deals planned operating model efficiency during the deal screening stage, compared with only 27% of non-successful businesses5.
Strategic operating model reviews don’t need to take months. The aim is to support the business in making key strategic decisions ahead of a sales process. In just six weeks, a focused diagnostic can:
- Identify value drivers
- Highlight structural barriers
- Pinpoint quick wins and long-term shifts
But can such a speedy exercise really cut through corporate complexity, and materially boost the appeal of a business?
Take this example: a global business process outsourcing firm used a strategic operating model review to restructure into two growth-focused units and one divestment-ready business. The result? A smoother deal process, clear value story, and confidence on both sides of the transaction.
Move fast and move early to maximise your chances and value
M&A is rebounding, but buyers are cautious. In a market defined by megatrends and complexity, those who prepare early and move fast will lead. A strategic operating model review gives you that edge, using early-mover advantage to maximise your chances of attracting a buyer and achieving the highest possible value.
It’s not just about readiness. It’s about unlocking hidden value and creating the kind of business buyers want to invest in.
Sources
[1] UK M&A activity contracts in H1 2025, but strategic investment drives resilience in deal value - https://www.pwc.co.uk/press-room/press-releases/research-commentary/2024/uk-m-a-activity-contracts-in-h1-2025--but-strategic-investment-d.html
[2] Global M&A Industry Trends, 2025 - https://www.pwc.com/gx/en/services/deals/trends.html
[3] Intralinks - https://www3.intralinks.com/rs/414-BKN-706/images/SS%26C-Intralinks-2023-EMEA-M%26A-Dealmakers-Sentiment-Report.pdf
[4] Harvard Business Review
[5] PwC’s 2023 M&A Integration Survey - https://www.pwc.com/us/en/services/consulting/deals/library/ma-integration-survey.html
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