The foreign buyer is no longer the exception
For years, cross-border was treated by the Spanish mid-market as a possible scenario within a sale process. A branch in the decision tree, not the trunk. In 2026, that reading has become inadequate.
The structural shift is clear. The percentage of cross-border transactions in Spain has moved from below 50% in 2020 to around 55% in 2024 and 2025. Within the 2025 composition, transactions break down approximately as 45% domestic, 30% inbound, 14% outbound and 11% linked to the sale of foreign assets in Spain.
In private equity the dynamic is even more pronounced. In 2020, around 63% of PE transactions in Spain were cross-border; that percentage rose to 74% in 2024 and remained at elevated levels in 2025. But the most telling figure is that of value: 97% of the total value of PE transactions in Spain corresponded to cross-border deals. Almost all the institutional money moving in the Spanish market comes from outside or goes outside.
Why Spain is on the international radar
International interest in the Spanish mid-market is not cyclical and is not driven by any single capital flow. Several factors converge.
The first is sectoral fragmentation. Spain maintains a deep mid-market business fabric that is unconsolidated in many verticals. For an international buyer with a buy-and-build thesis, that means platforms available at reasonable multiples and a realistic add-on pipeline behind each platform.
The second is the relative cost of financing. The ECB holds its reference rate at 2.25% following the June 2026 hike, substantially below the Fed’s range. Euro-denominated debt is structurally cheaper than dollar-denominated debt, which improves the return model for the international buyer financing part of the price in local currency.
The third is the multiple differential relative to the United States. The median EV/EBITDA multiple in the US stands at 11.6x on a TTM basis, versus 9.9x in Europe. Buying the same type of company on the other side of the Atlantic costs, on average, almost two turns more.
The fourth is Spain’s macro context. Real GDP growth above the eurozone average in 2024 and 2025, with more contained inflation than in comparable markets.
And there is a fifth factor, less discussed but structurally decisive: the late arrival of private equity in Spain. While in the United Kingdom, France or the Nordic countries private capital has operated with depth across the business fabric for three or four decades, in Spain its development has historically been slower. Assets under management of domestic private capital funds have multiplied by 2.4 between 2006 and 2024, surpassing €20.2 billion, with a historical fundraising record in 2024. And the large international funds, which for years viewed Spain as a secondary market due to lack of scale, have shifted to treating it as a European priority now that the mid-market has reached the maturity that allows them to deploy their accumulated capital.
An important nuance on geographic origin: the United States has been the most active country in cross-border transactions in Spain since 2020. However, in 2025 France and the United Kingdom gained prominence and moved ahead of the US in transaction volume. The diversification of capital origin is, in itself, a sign of market maturity.
“In 2020, the cross-border buyer was the prize. In 2026, it is the default scenario. A process that does not assume this from day one leaves value on the table.”
The Spanish sectors attracting the most foreign capital
The verticals where cross-border activity has been particularly visible in 2025 are well-known: software technology, food and beverages, healthcare, industrial technical services and professional services. Within those blocks, the niches with the highest transactional intensity include logistics, travel, legal and compliance, hospitals and clinics, pet care, fire protection, energy, HVAC, audit, consulting and ESG.
The common denominator is structural:
- Sectoral fragmentation that enables credible buy-and-build strategies. Without operators at dominant scale, the international buyer can enter by acquiring a platform and consolidate from there.
- Sustained structural demand, not cyclical, in sectors where end-customer growth does not depend on the macro cycle.
- Scarcity of operators with a defensible scale: mid-sized companies with a solid position in their niche are precisely the size that foreign buyers seek to enter a new market without assuming too large an acquisition risk.
International strategic vs. cross-border PE: two buyers who do not evaluate alike
For the seller, understanding the difference between the two main cross-border buyer profiles is operational, not academic. It determines how the process is structured, how the equity story is built and what type of upside is on the table.
The international strategic buyer acquires to integrate. It pays for industrial synergies — commercial, cost, geographic coverage — seeks positioning in a new market or consolidation in an established one, and typically accepts simpler deal structures if the integration thesis is clear. Its upper price limit is set by the value of the specific synergies it can capture itself.
The cross-border PE fund acquires to build. It pays for the platform — or for the add-on being incorporated into an existing platform — within an explicit buy-and-build thesis. It demands more structured processes: earn-outs, W&I, management rollover equity, intensive due diligence. It typically offers a competitive initial valuation with upside linked to post-closing performance. Its upper limit is set by the fund’s return model, not the asset itself.
International PE pays a premium when there is a clear buy-and-build thesis: if the asset fits as a consolidatable platform in a fragmented sector — vertical software, healthcare services, specialised industrial services — the fund incorporates into its valuation the upside of building a group over five years.
Which of the two profiles ultimately becomes the best buyer for a given transaction depends on the sector, the point in the cycle and the characteristics of the asset. What is consistent is that preparing the process with one or the other profile in mind changes the entire architecture of the mandate.
What this means for sellers in 2026
The main message for an owner considering a sale in the next twelve to eighteen months is that their final buyer will probably not be in Spain. If the company has a solid position in its niche, reasonable revenue recurrence and operates in a sector with cross-border activity, the operational question is not whether a foreign buyer might be interested in the business. It is what type of buyer and from which jurisdiction.
A business owner who assumes their natural buyer is the regional competitor, or the national group that has already consolidated the sector in Spain, is excluding from the process a universe of international buyers with very different theses: funds building a European platform in their vertical, strategic buyers seeking entry into southern Europe, sector groups operating in the same niche and looking for Iberian coverage. Buyers who, in many cases, are the ones who pay the most — not out of generosity, but because their value thesis for that asset is different from that of the local buyer.
Reaching those buyers is not a matter of having a large database. It is a matter of operating with them habitually, knowing their thesis before calling them and understanding what arguments move valuation in each market. An adviser who has closed cross-border transactions with European funds, American strategics and northern European industrial groups knows how to prepare a process so that each of those profiles engages seriously — and also knows which ones will never engage, regardless of how prominently they feature in the database.
That difference, in a cross-border process, is what separates an average valuation from the best possible offer.
