In August, Hefestos Capital published its first Half-Year Market Review, covering mergers and acquisitions in Southeast Europe from January to June 2026. We sat down with Stefan Petrović, Partner, to ask what that half-year means for an owner weighing a sale, and what the region’s two largest transactions teach a company that will never appear on a front page.
The review opens by refusing to estimate the data that had not been published. Why make a point of that?
Because the alternative is how most market commentary gets written. Aggregate half-year figures for the region were not out when we wrote, and we could have produced a number nobody would ever check. The moment you do that once, everything else you publish is worth less. An owner deciding whether to sell a company built over twenty years deserves to know which of our statements are verifiable and which are opinion. Where the number does not exist, we say so. I would apply the same test to any adviser who quotes you a market multiple — ask where it comes from.
The clearest lesson of the half-year looks like Addiko: the lower offer won. How does that translate to a company with five million euros of revenue?
Almost directly. NLB offered thirty-seven euros a share, RBI twenty-six fifty, and RBI collected the shares. There is a rational calculation behind that. A shareholder weighs the price against the probability that the money actually arrives, and RBI had improved those odds by lowering its acceptance threshold. The same calculation runs through every transaction, at every size. When two offers land on the table for a mid-market company, what decides the outcome is whether the buyer has committed financing, how many conditions stand between signing and payment, how much of the price is paid on day one, and what happens if a regulator says no. In my experience owners here read the headline number and stop reading. Those terms end up determining what they are actually paid.
On NIS, deadlines moved at least three times. What does delay actually cost?
It comes out of the price, even if it never shows up as a cost anywhere in the documents. A company operating under public uncertainty spends its own value while it waits — key people update their CVs, investment decisions are postponed, suppliers quietly shorten terms, competitors use the story in sales meetings. The seller’s negotiating position weakens alongside all of that, because a buyer who knows you have been in a process for fourteen months knows exactly how badly you want it to end. NIS is an extreme case, with a government and a foreign administration at the table, but the same thing happens in a small transaction that drags on because the financials were never in order.
Global deal value is up more than twenty per cent while deal count is falling. Good news or bad news here?
Neither, and it is routinely misread. The value figure is being pushed up by a few dozen enormous transactions — in technology, value rose nearly fifty per cent while the number of deals fell. That tells you the market is growing at the top, which does nothing for a company with five million euros of revenue trying to find a buyer. The more useful number for our clients rarely gets quoted: deal count is down. Buyers are doing fewer transactions, selecting harder and walking away faster. With that kind of selection, a company that is not ready simply does not get looked at.
Foreign investment inflows fell almost forty-four per cent. Should an owner planning a sale be worried?
Less than the headline suggests, because FDI and M&A measure different things. Foreign direct investment includes greenfield construction, recapitalisations and intercompany loans, far more than the purchase of existing companies. A fall speaks mainly to greenfield: less is being built new. For someone selling a running business that is close to neutral, and it can even help. When building from scratch is more expensive and slower, buying something that already works becomes more attractive by comparison — provided it survives scrutiny once a buyer opens the books.
The review calls domestic buyers the most interesting pattern of the half-year. Why does that matter more than the headline deals?
Because it changes the arithmetic of every sale process in this market. For years the story was foreign companies buying domestic ones, which leaves you with one type of buyer and one type of negotiation. Now MK Group is acquiring, Nelt has announced four hundred million euros of investment with roughly half earmarked for acquisitions, and BDS Co has launched a takeover across eight European countries. What sets the price is how many parties genuinely want the company; a valuation model only tells you where to start. A regional buyer also has a practical edge: it knows the terrain, completes diligence faster, and is not frightened by local specifics that read as risk to someone in Vienna or Munich. For owners, that is the most concrete good news of the half-year.
One thing an owner should take from this half-year into a decision this autumn?
Separate announced from closed in your own thinking, and then act early. The two biggest transactions in the region were announced and neither closed on time. A deal makes the news the day it is signed, and it becomes real the day the money lands. A great deal can be lost between those two dates. The practical consequence is that preparation has to start before you need it — cleaning up the financials, reducing dependence on the owner, resolving shareholder questions. That work costs comparatively little relative to what it protects. I have never met an owner who regretted being ready a year too early.
And what are you watching to year-end?
Whether NIS closes in 2026, because it bears on how predictable this market looks from outside. How the carve-out of Addiko’s regional banks proceeds. Whether the fall in foreign investment stabilises or turns out to be an exhausted growth model. And above all how prices are being structured — what share of the consideration is deferred, conditional or tied to an earn-out. When that share grows, risk is moving from the buyer to the seller, and it is the number I would watch most closely if I were selling next year.
The Half-Year Market Review discussed in this interview is published in full in our Insights section. The views expressed here are general commentary on public information and do not constitute investment advice or a recommendation in relation to any company or security.