SPAIN Trends and Developments Contributed by: Ignacio Sanjurjo, Ignacio Echenagusia, Natalia Tévar and Javier Valdés, Deloitte Abogados y Asesores Tributarios, S.L.U.
Divestments undertaken by companies to preserve liquidity are therefore attracting growing interest from distressed and special situations funds. Despite this broadly optimistic outlook, Spain faces significant challenges and external factors that will continue to influence the economy and have a direct impact on M&A activity. Geopolitical tensions, tech - nological developments, trade restrictions and pro - tectionist policies are likely to persist, increasing vola - tility and complexity in strategic decision-making. In addition, the regulatory landscape – both at national and European level – remains in constant evolution. Moreover, it will be particularly significant to observe how Spain addresses the uncertainty arising from the tariffs imposed by the United States government – despite the existing doubts as to their validity. In this context, market participants are already adopting mitigation strategies aimed at reducing exposure to such tariffs, including (among others) the acquisition of US-based companies. Within this context, M&A transactions are expected to increasingly focus on situations where the ability to anticipate risks and adapt to a changing environment will be critical to the successful execution of deals. M&A Market Trends in Spain in 2026 Financial investors’ leading role Financial investors are expected to continue playing a central role in the Spanish M&A market in 2026, particularly as regards private equity funds and other financial sponsors. After a period of macroeconomic uncertainty and higher interest rates, funds are deploy - ing capital selectively, focusing on resilient sectors such as technology and healthcare. While overall deal volumes may remain moderate, transaction values are likely to be supported by sponsor-led mid-market and large-cap deals. Private equity firms are also under pressure to rotate portfolios, which are driving secondary buyouts, carve-outs and structured exits. In addition, alterna - tive financial investors, including infrastructure funds and private credit providers, are becoming more rel - evant as flexible financing solutions gain importance.
Overall, financial investors are shaping not only the level of activity but also the structure and sophistica - tion of transactions in Spain, reinforcing their position as key drivers of the M&A landscape in 2026. AI as a competitive necessity In Spain, during 2025, AI moved from being “nice to have” to becoming a core enabler of M&A execution, as it has significantly accelerated target screening, enabled the automated review of large document sets, and supported anomaly detection and risk identifica - tion in due diligence processes. This impact has been particularly visible in data-intensive sectors such as fintech, insurtech, retail, HR-tech, or adtech. At the same time, the regulatory and compliance landscape has expanded materially, since the EU AI Act began to apply rules on prohibited practices and AI literacy obli - gations in February 2025, while governance require - ments for general-purpose AI providers became appli - cable later in the year. In parallel, privacy enforcement in Spain has intensified, with supervisory authorities placing greater scrutiny on advanced technologies, including biometric systems and AI-driven use cases. Looking ahead to 2026, market practice is expect - ed to evolve towards treating AI governance as a transaction-critical element rather than a post-clos - ing remediation exercise. As the EU AI Act becomes fully applicable in August 2026, buyers are increas - ingly demanding clear evidence of robust governance frameworks, including defined roles and responsibili - ties, comprehensive documentation, effective human oversight mechanisms, and strong controls over data provenance and training datasets. Consequently, these elements are no longer viewed as purely regula - tory matters but are increasingly reflected in valuation adjustments, escrow mechanisms and tailored con - tractual protections. In Spain, the gradual reinforce - ment of supervisory capacity is likely to consolidate this shift, moving the focus away from high-level poli - cy declarations and towards demonstrable, auditable compliance in practice. At the same time, a new set of deal drivers and poten - tial deal breakers is emerging at the intersection of AI, cybersecurity and operational resilience. Since the Digital Operational Resilience Act (DORA) has been applicable from January 2025, ICT risk man -
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