The New Playbook for Australian M&A Dealmaking

How ACCC reforms, shifting private equity strategies and AI are reshaping M&A.

Dealmaking in a time of uncertainty

The upcoming ACCC merger regime has been one of the defining topics in Australian corporate circles. For Marcus, the shift reflects a period of adjustment as dealmakers learn how the new process will work in practice.

“Whenever there’s uncertainty, be it political, economic or regulatory, you see more creative structures emerge,” he explains. “When conditions are stable, deals happen more simply and quickly. But as soon as the rules shift, dealmakers start building mechanisms to manage risk.”

He points to a flurry of activity in the lead-up to the new regime as clients accelerate timelines to “get ahead of the unknowns.” The pattern, he says, mirrors what happened in New Zealand when a similar clearance process was introduced where there was a period of adjustment as the market learned the system’s cadence.

Marcus expects a comparable outcome in Australia: “Once practitioners understand how the process works, regulatory risk just becomes another line item on the timetable.”

Interestingly, he notes, this new transparency could have side effects: “Some corporates are already wondering if they can glean insights from competitors’ filings which adds a new layer of competitive intelligence to watch.”

Evolving deal structures and risk management

In an uncertain environment, creativity in deal structuring has become a competitive edge. Marcus has seen buyers introduce employee equity and profit-sharing mechanisms to strengthen alignment and close transactions.

“One recent deal saw the buyer gift shares to non-owner employees as part of the acquisition to encourage long-term retention and cultural buy-in,” he says. “These structures aren’t new, but they’re evolving. Sophisticated acquirers are finding inventive ways to differentiate themselves and show they’re on the same team as the seller.”

Longer completion timelines, sometimes stretching 18–24 months, are another emerging feature. For Marcus, it all comes back to certainty: “In a volatile environment, locking in pricing early gives both sides more confidence about funding needs and future value.”

Private equity embraces minority positions

Another notable shift is the willingness of PE funds to take minority stakes, a structural evolution Marcus attributes to market pragmatism.

“PE funds still need to deploy capital, but not every founder is ready to sell control in a volatile market,” he says. “We’re seeing deals where the fund takes an initial minority position with call or put options to increase ownership over time.”

This flexible approach allows vendors to hedge against short-term uncertainty while retaining upside, and funds to stay active in a competitive market. “It’s a cultural shift,” Marcus adds. “Investors are now working more collaboratively with existing owners, rather than dictating terms. The guardrails are still there: budgets, major decisions, capex limits, but there’s more partnership in how those controls are applied.”

While not unique to Australia, the trend reflects how global investors are adapting to win quality assets in a tight market. “Everyone’s looking for ways to stand out and get the deal done,” Marcus says.

ESG and privacy: Strengthening global alignment

Australia’s regulatory frameworks around ESG and privacy have matured significantly, Marcus observes, with global investors playing a key role in accelerating progress.

“Large corporates and offshore investors expect clear ESG reporting and privacy compliance,” he explains. “They’re often bringing their own frameworks from the U.K. or Europe and asking Australian targets to adopt them. It’s helping lift local standards quickly.”

He sees parallels with other regulatory domains: “Just like we’ve seen with cryptocurrency and fintech regulation, Australia’s been cautious, but the momentum is shifting. The goal is to be competitive and seen as a jurisdiction that’s easy and safe to invest in.”

While some local companies see ESG and privacy requirements as extra red tape, Marcus says most are adapting quickly. “Global players are already used to these standards. They’re embedding them into Australian operations, often going beyond what’s legally required because they know it’s good governance.”

Technology, AI and the modern data room

Technology, he says, has transformed deal execution more in the past five years than in the previous two decades. As transactions become more complex (larger data sets, tighter timelines and heightened regulatory scrutiny), deal teams are increasingly relying on secure digital platforms not just to store information, but to extract insight and maintain momentum throughout the process.

“Ten years ago, we were still flying to Hong Kong with signed documents to exchange papers in person,” Marcus laughs. “Now, everything happens through platforms like Intralinks. Even clients across the street prefer to meet on Teams.”

With transactions now done almost entirely digitally, data security has become paramount. “The first question clients ask is: Where is the data stored? Can it be accessed offshore? Everyone is hyper-aware of where their information sits and how it’s protected.”

As for artificial intelligence (AI), Marcus believes its adoption in law will be gradual but inevitable. “No one’s putting client data into public AI tools. Confidentiality and privilege make that impossible. Firms are increasingly opting to build bespoke, in-house systems. Over time, AI will become just another tool to enhance speed and accuracy, not replace human judgment.”

In that context, AI is less about replacing professional judgment and more about supporting it and helping teams manage complexity, reduce manual effort and move through transactions with greater confidence.

He draws a parallel to broader automation trends: “Even in hospitals, people are learning to trust machines with critical functions. It’s the same in law, there’s a learning curve, but once people see the benefits, adoption follows.”

Looking ahead: Certainty through adaptation

For Marcus, the underlying story of Australian M&A is one of adaptation and maturity.
“Despite political and regulatory shifts, people still want to do deals,” he says. “It’s all about certainty, whether that’s through smarter structures, better governance or more secure technology.”

From inventive deal frameworks to flexible investment models and evolving compliance regimes, the Australian market is moving steadily toward global alignment, proving that even amid change, innovation continues to drive dealmaking forward. As regulatory complexity increases and diligence demands grow, platforms like Intralinks’ DealCentre AI™ are helping dealmakers adapt, bringing greater clarity, speed and confidence to transactions even amid uncertainty.

For more insights from experienced dealmakers on how technology, regulation and strategy are shaping global M&A, explore other interviews in the Intralinks Senior Dealmaker Series: