A TD Bank U.S. survey of middle‑market dealmakers at ACG DealMAX® 2026 finds that while optimism about deal activity is rising, valuation gaps and execution hurdles continue to temper momentum. The poll, conducted April 27‑28 in Las Vegas, captured 218 responses from private‑equity professionals, corporate executives and other senior leaders involved in M&A and capital allocation.
The Announcement
According to TD’s Stealth Survey™, two‑thirds (67%) of respondents say market conditions are improving and 64% expect deal activity to increase over the next 12 months. At the same time, 77% identify valuation misalignment between buyers and sellers as the primary challenge to closing transactions. Only 26% believe capital is both readily available and easy to deploy, while 36% say capital is available but difficult to structure efficiently and 28% note that the cost of capital limits deal viability.
Business Context
Middle‑market dealmakers entered the second half of 2026 with more confidence but remain cautious amid macroeconomic and geopolitical volatility, which 46% of respondents cite as a continuing hindrance. A limited supply of high‑quality assets (44%) also weighs on deal flow. Despite these headwinds, capital availability remains broadly accessible, prompting firms to focus on how financing is structured rather than whether it exists.
Why It Matters Now
For financiers and advisors, the survey underscores that providing certainty of execution—speed, clear structure and financing clarity—is increasingly valued, with 57% of respondents ranking it as the most useful support a financial institution can offer. Flexible, customized solutions (47%) and sector‑specific expertise (46%) follow closely. These preferences signal that deal success will depend less on raw capital availability and more on the ability to align expectations and streamline the closing process.
What To Watch
Decision‑makers should monitor whether valuation alignment improves, as 40% of respondents cite greater valuation alignment as the top catalyst for accelerating activity over the next year. Improved economic stability (33%) ranks second. Additionally, tracking how lenders adapt their underwriting to offer faster, more transparent structuring could reveal which firms gain a competitive edge in the middle‑market M&A landscape.
Key Takeaways
- 67% of surveyed dealmakers see improving conditions; 64% expect deal activity to rise in the next 12 months.
- 77% point to valuation gaps between buyers and sellers as the main barrier to deal completion.
- Only 26% view capital as both readily available and easy to deploy; 36% say capital is available but hard to structure efficiently.
- 57% rank speed and certainty of execution as the most valuable support from financial institutions.
- Greater valuation alignment (40%) and improved economic stability (33%) are seen as the top factors likely to boost deal flow.
FinanceInsyte's Take
The TD survey highlights a middle‑market M&A environment where appetite exists but execution discipline is becoming the differentiator. While capital is not scarce, the ability to bridge valuation expectations and deliver transparent, timely deal structures will likely determine which transactions close. For banks, advisors and investors, focusing on advisory services that enhance execution certainty—such as standardized underwriting frameworks or sector‑specific deal teams—may yield better returns than simply increasing capital supply. The outlook remains conditional on macroeconomic stability and a narrowing of price gaps, both of which are outside any single firm’s control.
Source: Businesswire
