Outlook – M&A Review 2024 – Corporate and Company Law

I. Overview

M&A activity in Ireland proved extremely resilient
in 2024 – particularly in terms of value. There were 499
reported deals over the course of the year, a 1% increase compared
to 2023. These transactions were collectively worth €27.5bn, a
115% rise compared to the previous 12 months, although this figure
has been inflated by a handful of unusually large
deals.

Ireland’s M&A market performed robustly and in line with
the global trend, despite a number of challenges which had the
effect of extending deal timelines and impacting valuations for
high-quality targets.

Geopolitical tensions continued to unnerve many dealmakers, with
concern about the US’s relationship with China as well as the
implications arising from the conflict in the Middle East despite
the recent ceasefire agreement in Gaza. Economic uncertainties also
weighed heavily, with the International Monetary Fund (IMF)
describing global growth as “stable but underwhelming”,
though falling inflation and interest rates in many markets are now
giving rise to greater optimism.

Ireland itself also faced a degree of political uncertainty with
a general election in November. However, the new government
announced in January, which sees a coalition between Fianna
Fáil, Fine Gael and some independents, will reassure
dealmakers that Ireland continues to be a business-friendly
environment.

Against this backdrop, dealmakers in Ireland, as elsewhere,
continued to proceed with caution during 2024, though activity was
broadly in line with long-term trends. As in previous years, for
example, most Irish M&A activity took place in the
mid-market.

However, 2024 saw a greater number of high value transactions.
In particular, Apollo Global Management agreed a deal with Intel to
take a 49% stake in its Ireland-based semiconductor firm Fab 34; a
deal valued at €10.1bn.

II. Key Trends in Irish M&A

III. Deal Focus

While Ireland saw 17 deals in 2024 valued at €250m
or more, the majority of transactions where the value was publicly
disclosed – some 89% – fell squarely into the
mid-market category, worth between €5m and
€250m.

By sector, the technology, media and telecoms
(TMT) industry was once again the busiest area of
the Irish M&A market. However, while it accounted for 22% of
all deals by volume – well ahead of the next most active
sector, business services, on 15% – this share was down from
27% in 2023.

Moreover, although 53% of M&A by deal value took place in
the TMT sector, this figure was heavily skewed by the Fab 34
transaction, which accounted for almost three-quarters of TMT deal
value during 2024.

Indeed, the Fab 34 transaction stood out as one of the largest
M&A deal in Ireland for six years, with the private equity firm
Apollo agreeing to pay Intel €10.1bn for a 49% stake in a
joint venture related to the technology giant’s manufacturing
facility in Leixlip, Co. Kildare, Ireland. The facility is at the
forefront of Intel’s latest manufacturing process advances,
with the company having invested around €17.5bn in the plant
to date.

The second largest deal of the year, meanwhile, saw Avolon
Holdings acquire Castlelake Aviation for €4.1bn1 .
The deal underlines Ireland’s importance in the global aircraft
leasing sector. Avolon, along with AerCap and SMBC Aviation
Capital, is one of three Irish aircraft leasing companies that
dominate the market. The acquisition of Castlelake saw it attain
assets worth €4.75bn, including 118 aircraft.

The third biggest deal of 2024 was another TMT transaction. A
consortium of investors agreed to pay €2.5bn for Keyword
Studios, a gaming company that has helped to develop games such as
Fortnite and Call of Duty. The consortium
included Swedish private equity firm EQT, Singapore’s
state-backed fund Temasek, and the Canadian pension fund CPP
Investments.

The size of the Fab 34 and Keyword transactions contributed to a
523% increase in the value of private equity activity in
Ireland’s deal market during 2024. Private equity investors
were involved in €16.4bn worth of deals over the course of the
year.

By volume, private equity investor activity in Ireland in 2024
mirrored the previous 12 months. Buyout firms were involved in 84
deals in both 2024 and 2023.

IV. Sector Watch

In value and volume terms, the TMT sector continues to
lead performance in Ireland’s M&A market. While it is
important to be cautious about the TMT data – noting the
outsized influence of the Fab 34 deal as well as the decline in the
sector’s share of total deal volumes – there is no doubt
that investors and acquirers continue to take a keen interest in
Irish businesses and TMTrelated infrastructure in this sector.
Three of the five largest M&A transactions in Ireland during
2024 were in the TMT sector; overall, the sector saw 111
deals.

In practice, any slowing in TMT activity reflected global
trends. In particular, a sell-off of US technology stocks in the
late summer prompted some concern worldwide about elevated
valuations in the sector. That gave investors pause for thought,
though tech stocks subsequently bounced back – and TMT deals
continued fairly robustly at a global level throughout the second
half of the year.

In Ireland, meanwhile, the blockbuster deals at Fab 34 and
Keyword Studios belied a more general trend towards M&A
interest in areas of the technology sector geared towards the
application of new tools in business and the broader economy. There
is significant ongoing interest in Irish companies with
intellectual property (IP) and skills in areas
such as artificial intelligence (AI) and
automation.

Looking at other significant sectors in the market, it is the
business-to-business area of the Irish economy that continues to
generate strong M&A activity. By volume, the business services
sector accounted for 15% of Irish dealmaking during 2024,
sustaining its share at a consistent level with 2023. Business
services transactions included the €791m stake acquisition of
Echelon Data Centres by Starwood Capital Group Management, for
example, as well as a host of smaller deals. Pharmaceuticals,
medical and biotech (PMB), with a 12% share of the
M&A market by volume, was once again the third busiest
sector.

In deal value terms, financial services finished 2024 in second
place to TMT, accounting for 21% of the total market. That
reflected, in part, the €4.1bn deal for Castlelake Aviation,
but there were also two large transactions at AIB, where the Irish
government continues to sell down the stake in the bank that it
acquired during the global financial crisis 15 years ago. After
selling shares in two tranches – in deals worth
€999m and €500m respectively in March and August
– the Irish government’s stake in AIB now stands at just
over 18%, down from 71% at the beginning of 2022.

Elsewhere, business services was Ireland’s third most active
sector for M&A by value during 2024, accounting for 5% of
transactions compared to only 2% in the previous year. That largely
reflected the impact of two deals: the Echelon Data Centres buyout
and the combination of advisory business Grant Thornton Ireland
with its US counterpart.

By contrast, in the PMB sector, while volume remained relatively
strong, by value, deals in the sector were down from 13% of the
market to just 4%. It should be noted that the sector saw the
second largest M&A transaction in Ireland in 2023, the Chiesi
Farmaceutici’s €1.3bn purchase of Amyrt Pharma. Last year,
the biggest deal in the PMB sector – Macquarie Asset
Management’s acquisition of Beacon Hospital – was valued
at €400m.

Spotlight on: Energy

While the energy, mining and utility (EMU)
sector slipped year-on-year in terms of its market share of deal
value and volume, the energy subsector has experienced a
significant surge in high-profile deals, driven by the increased
focus on sustainability. Of the top 20 deals in the energy
sub-sector, 19 were focused on alternatives or renewable energy
sources including solar, wind and battery energy storage
systems.

The top two deals in renewables involved investments by UK-based
Octopus Renewables Infrastructure Trust.

In February, the listed infrastructure fund acquired four newly
constructed solar farms totalling 199MW, from Statkraft Ireland;
and, in October, Octopus bought a Dublin-based solar farm from the
same seller. The two deals for the five solar farms were valued at
a total of €198m.

The third largest deal saw The Renewables Infrastructure Group
sell its 100% stake in the Pallas onshore wind farm in Kerry to an
undisclosed buyer for €62m.

In keeping with the renewables theme, another major cross-border
deal saw Japanese multinational Sojitz purchase Irish electricity
supply and residential solar company, Pinergy, for an undisclosed
sum, from the UK’s Coates family.

Due to its stable regulatory environment and regular renewable
energy support scheme auctions, Ireland is a prime location for
investors seeking stable returns from green energy-generating
assets with dealmakers from Japan, Denmark, Portugal and the UK
among others investing in Irish renewable projects in 2024. Europe
remains fundamentally committed to meeting its climate change
targets and this is reflected in Ireland’s ambitious renewable
energy generation targets.

While the country has several challenges to overcome in relation
to planning, Ireland’s ambitious renewable generation targets
and its sizeable existing data centre industry has opened up the
prospect of it becoming a leading provider of green energy data
centres. A number of billion euro plus transactions are expected in
the energy sub-sector in Ireland in 2025, with the sales of
Dublin-based all-island energy company Energia Group and the
Greenlink electricity interconnector to the UK already reported as
being in the pipeline for this year.

V. Inbound Activity

International buyers continue to look to Ireland for
M&A opportunities. There were 275 inbound transactions worth a
total of €23.6bn during 2024. In volume terms, that figure
represented a 2% decrease on deals in 2023 but by value, inbound
M&A was up 111%.

Just under three quarters, 70%, of the largest 20 deals of the
year in Ireland (by value) involved an international acquirer, with
buyers from the UK, US, China, Sweden, Turkey, Switzerland and
Qatar featuring on the list.

Overall, UK and US buyers were the most active acquirers in
Ireland, recording 101 and 64 transactions in 2024 respectively. US
buyers led the way by deal value, with China in second place,
although this statistic is driven by Avolon’s acquisition of
Castlelake Aviation2.

Looking towards inbound activity in 2025, dealmakers and
businesses alike await with interest the extent to which
Ireland’s new rules on foreign direct investment
(FDI) will have an impact on inbound M&A or on
the shape of such deals. Ireland’s FDI regime came into effect
on 6 of January 2025, and gives the Minister for Enterprise, Trade
and Employment powers to investigate, authorise, condition and even
prohibit, foreign investment into Irish assets and businesses
in certain sectors (including critical infrastructure, critical
technologies or those with access to (or control of) sensitive
information) based on a range of security and public order
criteria. The rules require parties to a transaction to notify the
Minister about a proposed FDI transaction falling within the
relevant sectors if certain statutory thresholds are met.

On paper, the FDI regime is wide-ranging – the Minister
has powers to call in FDI deals retrospectively. However, the
practical impacts of the regulation will be determined by the
appetite of the new government to exercise these new powers.
Equally, while the regime does not expressly discriminate against
any particular ‘third country’ – all foreign and
foreign-controlled buyers are potentially affected – it is
anticipated that dealmakers from certain countries will attract
more attention on deals involving certain types of assets or
infrastructure which are within scope.

Turning to domestic deals, there was an increase in the number
of all-Irish transactions last year; the volume grew 5% to 224. The
biggest domestic transaction of the year – worth €999m
– was the largest of the two AIB plc stake sales by the Irish
government. Other notable domestic deals included the acquisition
of classified advertising company Distilled by Blacksheep Fund
Management for a reported €500m.

VI. Private Equity

Private equity investors continue to be a major presence
in the Irish M&A market. There were 84 transactions involving
private equity firms during 2024, the same number as in the
previous year. In value terms, however, private equity investment
in Irish companies surged 523% to €16.4bn – though more
than €10bn of that total figure came from a single
transaction, Apollo’s deal with Intel in relation to the Fab 34
high-volume manufacturing facility, with the Keyword Studios
transaction accounting for another €2.5bn given its
significant levels of private equity involvement.

The bigger picture demonstrates that international private
equity firms continue to see Ireland as an attractive market for
dealmaking. While many firms globally struggled with the relatively
slow pace of the deal cycle during 2024 – their inability to
secure exits at full valuations inhibited their ability to raise
new funds and to complete new deals – Ireland remains on the
private equity sector’s buy lists. Some of the biggest names in
global private equity – including Apollo, Blackstone and
Starwood – completed cross-border transactions in Ireland
last year, along with state-backed funds such as Temasek Holdings
and the Qatar Investment Authority.

Indeed, eight of the 20 largest M&A transactions last year
involved a private equity investor in one form or another. The
sector accounted for five buyouts and three exits. While many
private equity firms have been proceeding cautiously over the past
12 months – perhaps taking longer to make final decisions
about M&A processes – deals have continued to get
done.

It should also be acknowledged that Ireland has its own active
domestic private equity sector, with a number of Irish investors
also completing transactions last year. One notable example is MML
Growth Capital Partners, which sold the Kyte Powertech business to
Switzerland’s R&S Group. The deal for the industrial
company saw MML exit at a reported €250m valuation after four
years of ownership.

VII. Outlook

Dealmakers are cautiously optimistic about the outlook
for M&A in 2025 – both in Ireland and
internationally.

Certainly, there are reasons to be positive. The global economic
picture is starting to look a little brighter, with central banks
in North America and Europe now moving to ease monetary policy,
reducing the cost of capital. The IMF sees growth accelerating in
Europe in 2025 compared to 2024 – including a jump to 2.2%
growth in Ireland from a 0.2% contraction this year – and has
recently raised its forecast for the US too.

Political uncertainties have also begun to ease. While 2024 was
the year of elections – with more than half the world’s
adult population eligible to vote – the political direction
of travel in most countries is now clearer.

It is also possible that pent-up demand for dealmaking may be
released from both corporations and private equity firms. The
latter continues to hold record levels of undeployed capital that
needs to be invested.

The counterargument is that the geopolitical environment is
uncertain, particularly given President Trump’s intention to
reset US relations across the globe. The President’s intentions
on tariffs, for example, could have a dramatic effect on global
trade and investment. Elsewhere, conflicts in Ukraine and the
Middle East remain a concern.

However, given the stable political environment in Ireland, the
potential in the renewables sector, the ongoing strength of the TMT
market and consolidation in areas such as business services, there
is the genuine optimism for a further uplift in Irish dealmaking in
2025.

Footnotes

1. Avolon Holdings is an Irish subsidiary of Bohai
Leasing Company, a China-based leasing company focused on aircraft,
ship, and other transportation. As the parent company is
China-based, this has been noted as a cross-border deal for the
purposes of this report.

2. Avolon Holdings is an Irish subsidiary of Bohai
Leasing Company, a China-based leasing company focused on aircraft,
ship, and other transportation. As the parent company is
China-based, this has been noted as a cross-border deal for the
purposes of this report.

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