Since base rates began increasing in 2022, a higher cost-of-capital environment has dampened the merger and acquisition (M&A) activity that often drives new investment opportunities in private credit. In 2021, during the height of the M&A bull market, nearly 21,000 total deals were completed with a total value of $2.7 trillion.1 Total deal count and values have declined each year since then, and accounted for just over 13,500 total deals at a value of $1.6 trillion in 2024.1 As highlighted in the exhibit below, private equity activity also dropped from 2021-2024. This reduced activity has left a gap where private credit lenders typically source deals.
A series of rate cuts in 2024, coupled with greater optimism over growth and the potential for an easing regulatory environment has led to an anticipated recovery in M&A deal activity in 2025. In light of these evolving market conditions, it is important for private credit investors to consider: 1) The process for sourcing private credit deals, 2) What makes for a resilient investment pipeline across cycles, and 3) Where is deal activity headed in 2025.
Exhibit 1: Announced Global Sponsor-related M&A
Source: Dealogic (ION Analytics) and BlackRock. Captures data through year-end 2024 as of January 7, 2025. A sponsor-related transaction is one that involves a financial sponsor (such as a private equity firm) on one or both sides of the transaction (i.e. buyer and/or a seller). For illustrative purposes only.
The deal origination process begins when private credit investment teams evaluate their platform’s deal flow. An initial screening of opportunities seeks to identify investments which may offer attractive outcomes based on the requirements of the investment team. Having an investment team with expertise through specific industry focuses (as opposed to being a generalist) can allow for more efficient execution of each transaction.
BlackRock has built a strong foundation of industry relationships in the US direct lending market over more than 24 years of investing in middle market companies. Casting a wide net for deal opportunities among a variety of sources ensures we are evaluating differentiated opportunities. Our rigorous investment evaluation process has resulted in a high degree of selectivity, having reviewed 440 new potential portfolio companies (662 total opportunities inclusive of add-ons/refinancings of existing portfolio companies) and investing in 18 of those new companies over the last 12 months, for a selection rate of just 4%.2 In addition to each member of our US Direct Lending investment team sourcing potential opportunities, the BlackRock Capital Markets group leverages a proprietary network of global relationships with banks, financial sponsors, and companies to help identify differentiated investment opportunities in the private markets.
Macroeconomic events such as inflation, rising interest rates and now tariffs have caused uncertainty for company management teams, and thus slowed deal activity across private markets in recent years. This raises the question of what is the most optimal way to source new opportunities in a slower M&A environment? Within private credit, we focus on identifying opportunities from sponsors and non-sponsor sources:
In our view, a channel-agnostic approach to sourcing private credit opportunities allows us to build a resilient and scalable pipeline. Sourcing from both sponsor and non-sponsor opportunities promotes consistent deal flow regardless of private equity market activity. Lending in the industry for 24 years has cultivated relationships that allow us to evaluate a wide range of opportunities. In 2024, our US Direct Lending team invested in 55 deals, of which 67% were transactions done with existing portfolio companies.3 As illustrated in Exhibit 2, in more challenging market environments when private equity activity is muted, having an established non-sponsor channel and an extensive list of repeat borrowers is a recipe for sourcing deals even in an imperfect market.
Exhibit 2: Private credit opportunity set across market cycles
Source: BlackRock as of December 31, 2024. For illustrative purposes only.
After several years of declining M&A and private equity sponsor activity, the outlook for activity in 2025 is improving. In recent years, private equity has experienced a decrease in number of exits (e.g. acquisitions, IPOs, etc.) relative to new investments, leading to aging positions in their portfolios. With private equity funds eager to exit these positions and ready to deploy new capital near all-time highs, we expect that there will be ample opportunities to source new deals in private credit. A lower cost of capital and management teams with a more confident outlook on the economy would also support a rebound in deal activity across both sponsor and non-sponsor private credit opportunities in 2025.
Exhibit 3: U.S. private equity dry powder by vintage
Source: Pitchbook, LCD and BlackRock. Private equity dry powder as of December 31, 2023 (most recent available). Private equity investment age as of September 30, 2024 (most recent available).
Exhibit 4: U.S. private equity-backed company inventory by deal year
Source: Pitchbook, LCD and BlackRock. Private equity dry powder as of December 31, 2023 (most recent available). Private equity investment age as of September 30, 2024 (most recent available).
1. Pitchbook as of September 30, 2024.
2. BlackRock as of December 31, 2024. Figures reflect deals sourced across BlackRock's US Direct Lending platform during the period January 1, 2024 to December 31, 2024. Excludes add-ons and refinancings. Please note during this time period BlackRock’s US Direct Lending platform sourced 662 total potential opportunities and invested in 55 of those opportunities inclusive of add-ons and refinancings.
3. BlackRock as of December 31, 2024. Figures reflect deals sourced across BlackRock's US Direct Lending platform during the period January 1, 2024 to December 31, 2024. Includes add-ons and refinancings.
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