Strategic M&A in transport and logistics

June 2026  |  TALKINGPOINT | MERGERS & ACQUISITIONS

Financier Worldwide Magazine

June 2026 Issue


FW discusses strategic M&A in transport and logistics with Un Soi Chio and Andres Mendoza Pena at Kearney.

FW: What major strategic forces, including macroeconomic shifts such as interest rate trajectories and capital availability, are shaping the next wave of M&A in the transport and logistics sector? How are these forces reshaping priorities for buyers and sellers as well as influencing deal timing and valuation expectations?

Chio: The next wave of M&A is shaped by a combination of macroeconomic pressure and structural transformation – but with clear differences between traditional transport and logistics assets and freight and logistics tech assets. In traditional segments, elevated financing costs and volatile freight markets are driving a focus on scale, density and resilient cash flows, with buyers underwriting through-cycle earnings more conservatively. This is also creating a timing disconnect, with higher-quality assets coming to market and attracting strong competition, while more cyclical or underperforming businesses are delaying processes in anticipation of improved conditions. In contrast, freight and logistics tech is being shaped by demand for automation, artificial intelligence (AI)-enabled optimisation and workflow digitalisation. Valuation differentiation increasingly depends on proprietary data access, with deal timing more closely linked to proof of scalable return on investment (ROI) and sustained growth. Buyers are therefore competing aggressively for high-quality assets or seeking off-market opportunities.

Mendoza Pena: Transportation and logistics are tied to the goods economy, and therefore strong industrial activity and consumer spending are critical to provide a healthy backdrop for the sector. In this context, the evolution of inflation will be a key driver impacting sector performance and M&A activity. If inflationary pressures persist, consumer confidence and overall spending will be impacted, while limiting the ability of the Federal Reserve to lower interest rates – a must to address the affordability crisis in the housing market, a major driver of transport demand. Capital availability does not appear to be a major limiting factor. There is plenty of dry powder waiting to be deployed and the increasing prevalence of private credit addresses any lending limitations from banks. In this context, sellers are prudent. Unless they bring an ‘A’ asset to the market, funds are holding assets longer waiting for a macro improvement that leads to better performance and valuations. Buyers are cautious about asset quality and growth prospects. But for ‘A’ assets, particularly in specialised segments, such as healthcare, hyperscalers and cold chain, valuations expectations are met.

FW: How are investors balancing the pursuit of high value or transformative deals with the increased selectivity and risk sensitivity seen across global markets?

Mendoza Pena: Buyers are focusing on downside protection and strong growth stories. The volatile macro context of the last few years and the prolonged downturn in the freight cycle put a premium on businesses with contracted revenue, barriers to entry, or mission critical services that limit the exposure to cycles. Compelling growth and earnings before interest, taxes, depreciation and amortisation improvement plans are critical to achieve a multiple expansion at the time of exit. One of the consequences of this scrutiny is the increase in the holding period for private equity funds, now reaching approximately six years. Funds wait for the right time to bring the asset to market knowing the high bar to clear to transact.

Chio: Investors are pursuing transformative deals more selectively, with a clear distinction in how risk is assessed across traditional logistics and technology. In traditional transport and logistics, focus remains on assets with defensible positioning – such as dense networks, contractual revenue or specialisation in resilient verticals – where scale and cost synergies are tangible. In freight and logistics tech, selectivity has increased around platforms that demonstrate real operational impact, particularly through AI and automation that improve pricing, planning or execution. Investors are moving away from ‘growth at all costs’ toward validated ROI, scalability and integration feasibility. As a result, the market is bifurcating: fewer large, high-conviction deals alongside steady bolt-on activity aimed at adding capabilities, including digital and automation layers, with contained execution risk.

Transportation and logistics are tied to the goods economy, and therefore strong industrial activity and consumer spending are critical to provide a healthy backdrop for the sector.
— Andres Mendoza Pena

FW: In what ways are digital capabilities – such as AI-enabled optimisation, automation and real-time visibility – driving acquisition strategies across the industry today?

Chio: Digital capabilities are now central to acquisition strategies, but their role differs across the value chain. In traditional transport and logistics, operators are acquiring or embedding technology to enhance execution – leveraging AI for routing, dynamic pricing, predictive maintenance and warehouse automation to improve margins in a cost-sensitive environment. In freight and logistics tech, acquisitions are focused on building integrated platforms across transportation management, visibility, orchestration and analytics. AI is increasingly critical in automating manual workflows, improving exception management and enabling real-time decision making across fragmented networks. A key differentiator is access to high quality, proprietary data – platforms with stronger data ownership or privileged access are better positioned to train AI models and deliver sustained performance advantages. This is driving more convergence between incumbents and tech providers.

Mendoza Pena: There is no investment committee that will not ask about the ‘AI strategy’ of the asset. And rightly so – AI can have a meaningful impact on a business. But not everyone gets it right. Most companies are making investments in AI and claiming to make advancements on their AI journey. Use cases are becoming more tangible, such as quoting, carrier selection, billing and collections. However, many companies lack the data infrastructure and workforce upskilling required to unlock full value. AI can become a differentiator, separating those well-capitalised players from the rest.

FW: How are decarbonisation pressures, emissions related compliance requirements and long-term energy cost volatility influencing strategic M&A priorities?

Mendoza Pena: In the US, the focus on sustainability is less pronounced than in Europe, and therefore less likely to influence M&A priorities. Of course, for impact funds, decarbonisation, emissions requirements and energy costs drive their agenda. One interesting trend on this front is the expansion of their remit to also include businesses that optimise transportation and hence have a positive impact on the environment. For example, segments like retail consolidation, intermodal, partial less than truckload that reduce empty miles, optimised load factors and lower carbon emissions, are very much in scope for these funds.

Chio: Decarbonisation is clearly rising on the strategic agenda, but in practice it is not yet driving widespread investment across traditional transport and logistics. Many operators remain constrained by elevated financing costs, weak freight markets and uncertain returns on ‘green’ capex, leading to a more cautious, wait and see approach, rather than large-scale fleet or network transformation. As a result, the impact on M&A is less about proactive acquisition of green assets and more about emerging capability gaps. Larger, better-capitalised players are able to invest selectively – often where there is clear customer demand or cost recovery – while smaller operators face increasing pressure without the necessary capital to push on this agenda. This dynamic is likely to accelerate consolidation. In freight and logistics tech, by contrast, decarbonisation is advancing more tangibly through AI-enabled optimisation and data-driven tools that improve efficiency and emissions visibility.

FW: How are underlying freight market dynamics – such as rates, capacity and demand cycles – influencing deal appetite and valuation frameworks?

Chio: Freight market dynamics remain the primary driver of deal appetite in traditional transport and logistics, directly impacting earnings, valuations and timing. In weaker markets, buyers focus on downside protection – prioritising contract exposure, cost flexibility and diversified end markets – while distressed or underperforming assets can present consolidation opportunities. In freight and logistics tech, the link is more nuanced. While softer demand can slow purchasing cycles, it can also increase demand for solutions that improve productivity and reduce costs. AI and automation play a key role here, particularly in yield management, forecasting and workflow efficiency. As a result, traditional valuations remain closely tied to freight cycles, whereas tech valuations are increasingly driven by product stickiness, data quality and demonstrable ROI.

Mendoza Pena: The underlying freight market has a major influence on deal appetite and valuations – particularly after the pandemic peak that showed record performance on revenue growth and profitability for the sector and number of transactions, followed by the longest downcycle in recent history. This major swing in the market led to the valuation expectation gap and the low levels of M&A deal flow in recent years. But the market is turning. This has been a capacity led freight downcycle and now a capacity led recovery. During the pandemic peak, many owner operators (OOs) entered the market. These OOs had access to low-cost financing to purchase trucks and plenty of loads to keep their trucks moving. When the market turned, they had strong incentives to remain operating as long as possible. But regulations and geopolitical dynamics finally started to force exits. The enforcement of regulations around English-language proficiency and non-domicile commercial driving licences, coupled with gas increases, are putting pressure on smaller carriers – driving the tightening of capacity in the market and subsequent improvement in rates. An improved freight market will lead to better performance in the sector, increased deal appetite and convergence of valuations.

The most likely trajectory is a gradual recovery in M&A activity, with continued divergence between traditional logistics and freight tech.
— Un Soi Chio

FW: What recent deal patterns or asset types do you see as indicators of the sector’s broader health and long-term strategic direction?

Mendoza Pena: ‘A’ assets have commanded strong valuations even in a challenging macro context. AIT Worldwide Logistics with strong capabilities in healthcare and data centres, ITS Logistics with differentiated trailer pool expertise and eShipping with the sought-after managed transportation capabilities are clear indicators. Specialised businesses like Global Critical Logistics, Andlauer and Dupre with lesser exposure to freight cycles have performed and are expected to continue performing well. A deal-friendly administration may enable a wave of megadeals. In addition to the pending Union Pacific/Norfolk Southern merger in rail, the recent bold announcement from United Airlines about America Airlines are perfect examples of sector-defining deals that can materialise. Finally, freight tech has been and will continue to be a hot sector for M&A activity. From large strategic transactions like Wise Tech Global acquiring E2Open, to financial sponsors investing in the space, activity indicates the major potential of bringing technology solutions to optimise supply chains.

Chio: Recent deal activity points to a sector that is both consolidating and digitalising. In traditional transport and logistics, consolidation continues in fragmented markets, alongside expansion into higher-value services such as specialised freight segments, and higher-margin industries. In freight and logistics tech, investor interest remains concentrated on platforms embedded in execution, including visibility, transportation management and AI-enabled decision support. A notable trend is the growing emphasis on data: assets that provide access to differentiated, high-quality datasets are increasingly attractive as they are foundational to automation and AI capabilities. There is also rising convergence between operators and technology providers, as incumbents look to acquire digital capabilities rather than build them organically.

FW: Looking ahead, what scenarios do you consider most plausible for the trajectory of transport and logistics M&A activity? What factors will determine whether activity returns to previous peak levels?

Chio: The most likely trajectory is a gradual recovery in M&A activity, with continued divergence between traditional logistics and freight tech. In traditional transport and logistics, a sustained rebound will depend on freight market stabilisation, improved earnings visibility and greater clarity on financing conditions. However, a full return to prior peak levels is not guaranteed – those peaks were driven by unusually strong freight markets and abundant liquidity, which may not fully recur. In freight and logistics tech, activity is likely to remain comparatively resilient, particularly around platforms that enable AI-driven optimisation, automation and better control over logistics workflows, though investor scrutiny around real ROI is increasing. More broadly, strategics may play a larger role in driving activity than financial sponsors in the near term, given ongoing constraints on leverage. Ultimately, recovery will depend as much on valuation alignment and earnings quality as on macro improvement.

Mendoza Pena: The most likely scenario will be a steady recovery, particularly in the second half of the year, with stronger deal flow across four asset types: ‘A’ type, specialised, freight tech and megadeals. The stabilisation of the geopolitical scenario, particularly the US-Iran conflict, will be critical to keep inflation under control and provide a favourable backdrop for strengthening demand. While it is hard to envision a return to 2021 peak levels, stronger freight fundamentals, improving underlying economic indicators and a more stable geopolitical context should at least take the sector to healthy pre-pandemic levels.

 

Un Soi Chio is an associate partner at Kearney, focused on transformation, innovation and private equity within transportation and logistics, with emphasis on freight and supply chain tech. With a background spanning law, product strategy and customer excellence, he brings a multidisciplinary approach to transportation and logistics, helping organisations modernise operations, drive efficiency and unlock value across complex global logistics networks. He can be contacted by email: unsoi.chio@kearney.com.

Andres Mendoza Pena is a partner at Kearney and leader of the transportation, travel and infrastructure practice in the Americas. He advises financial sponsors and corporate clients on M&A strategy, transaction support and large-scale business transformations, helping modernise operations and unlock value. Known for a pragmatic, proactive mindset, he helps organisations focus on what they can control to drive results. He can be contacted on +1 (312) 351 4657 or by email: andres.mendozapena@kearney.com.

© Financier Worldwide


THE PANELLISTS

Un Soi Chio

Andres Mendoza Pena

Kearney


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