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Selling a Business in Frankfurt

Frankfurt is continental Europe's financial capital and one of Germany's most active mid-market M&A centres. The concentration of institutional buyers — banks, PE funds, and international strategics — makes the city's business community among the most sought-after in Europe. Running the right process here means accessing that buyer depth systematically.

The Frankfurt mid-market M&A landscape in 2026

Frankfurt's M&A market is shaped by the city's unique role as the institutional heart of European finance. The presence of the ECB, the Bundesbank, Deutsche Börse, and the European headquarters of major US and Asian banks creates a buyer universe — both strategic and financial — that is without parallel in continental Europe. Post-Brexit relocations from London have further deepened the pool of institutional capital actively looking at German mid-market transactions.

Beyond finance, Frankfurt's logistics infrastructure — centred on the largest cargo airport in continental Europe — and its position as the gateway to the Rhine-Main corridor make it a natural hub for supply chain, logistics, and distribution businesses. Buyers across these sectors include both domestic German strategics and international groups seeking European platform investments.

The Frankfurt Mittelstand is characterised by businesses with long operating histories, strong customer relationships, and conservative financial management. These are characteristics that German and European strategic buyers understand and value. PE funds — including the German and European offices of KKR, Blackstone, and EQT — are also active buyers of Frankfurt mid-market businesses that fit their sector mandates.

For Frankfurt business owners, the key M&A challenge is not finding interested buyers — it is structuring a competitive process that brings the right buyers to the table simultaneously and prevents any single party from dictating terms through an extended bilateral negotiation.

Key sectors driving Frankfurt M&A

Frankfurt's economy is concentrated in a distinctive set of sectors — finance, logistics, pharma, and professional services — that also drive the majority of regional M&A activity. Here is what buyer appetite looks like across each.

Financial Services & Banking

Frankfurt is home to the European Central Bank, the Deutsche Bundesbank, and Deutsche Börse, making it the uncontested financial capital of continental Europe — a position reinforced by post-Brexit relocations from London. Financial services businesses — from asset managers and payment processors to RegTech and compliance software providers — attract deep buyer interest from both strategic acquirers and PE funds with financial services mandates. Buyers include major European banking groups, US financial institutions with Frankfurt offices, and specialist PE funds focused on financial infrastructure.

Logistics & Supply Chain

Frankfurt Airport is the largest cargo hub in continental Europe and the third-largest in the world, making the Frankfurt region Germany's pre-eminent logistics market. Freight forwarding, last-mile logistics, supply chain software, and warehouse automation businesses all attract strong M&A interest. The AutoBahn network radiating from Frankfurt makes the region a natural distribution hub for Central Europe. Strategic acquirers from the express parcel and 3PL sectors are the most active buyers; PE-backed logistics roll-ups are also a consistent source of demand.

Pharma & Life Sciences

The Rhine-Main region hosts Sanofi's German operations, Merck KGaA in nearby Darmstadt, and a dense cluster of pharmaceutical distributors, CROs, and medical device companies. Frankfurt's life sciences M&A market is driven by large pharma consolidation, PE interest in pharma services, and a growing biotech sector supported by the region's university hospitals. Buyers from the US, Japan, and within Germany are all active. Regulatory considerations under the AMG and EU MDR affect deal structure and timeline in this sector.

Technology & Enterprise Software

Frankfurt's technology sector is anchored by financial services clients — cybersecurity, trading infrastructure, data analytics, and compliance technology are particularly active in M&A. The city's internet exchange (DE-CIX, the world's largest by throughput) has generated a cluster of data centre, cloud infrastructure, and connectivity businesses. Enterprise software businesses with German blue-chip clients command strong multiples; US strategic acquirers view Frankfurt-based tech businesses as credible entry points to the European enterprise market.

Professional Services & Consulting

Frankfurt's density of financial institutions, law firms, and international corporations generates strong demand for professional services, and consequently strong M&A activity in consulting, audit, and advisory businesses. Buyer appetite is driven by PE-backed roll-up strategies consolidating fragmented verticals, and by international professional services firms seeking to establish or expand Frankfurt presence. Revenue concentration in senior partners and client portability are the primary due diligence considerations in every professional services transaction.

Real Estate & PropTech

Frankfurt's office market — one of the tightest in Germany — and its status as a destination for financial sector relocations has created sustained demand for real estate services businesses. Property management, facility services, and PropTech platforms focused on commercial real estate attract both trade and PE interest. The post-2022 real estate market correction has created acquisition opportunities as smaller operators seek exits, and well-capitalised buyers are taking advantage.

German legal and structural considerations when selling your business

Selling a German business involves legal, structural, and regulatory considerations that are specific to the jurisdiction. These are not obstacles — but they need to be understood and planned for before you start a process.

Notarisation of Share Transfers

German corporate law requires that any transfer of GmbH shares — by far the most common corporate structure for mid-market businesses — be notarised by a German Notar. This is not optional or a formality: the notarisation requirement is a fundamental feature of German M&A law under the GmbHG (GmbH-Gesetz). In practice, this means both buyer and seller must coordinate with a Notar for the signing of the share purchase agreement, which adds a procedural step not present in most other jurisdictions. International buyers unfamiliar with this requirement occasionally underestimate the scheduling lead time. We coordinate this process as part of every transaction.

GmbH vs. AG Structure

The vast majority of mid-market German businesses are structured as GmbH (Gesellschaft mit beschränkter Haftung). AG (Aktiengesellschaft) structures are less common but do appear in larger businesses or those that have raised institutional capital. GmbH share transfers require notarisation (see above) and, depending on the shareholder agreement, may involve pre-emption rights, consent requirements, or drag-along provisions that need to be worked through before a transaction can proceed. Buyers — particularly those from common law jurisdictions — will often want German legal counsel to advise on the specific shareholder agreement and articles before committing.

Works Council Consultation

German employment law gives employees significant rights in M&A transactions. If the target company has a Betriebsrat (works council), it must be informed and consulted prior to a business transfer or significant restructuring. This is not a veto right — the works council cannot block a transaction — but the consultation requirement adds time and needs to be planned for. Buyers should also be aware of the information rights available to works councils under the BetrVG, which affects what information about the transaction must be disclosed and when.

German GAAP and Financial Reporting

German mid-market businesses typically prepare accounts under HGB (Handelsgesetzbuch — German GAAP) rather than IFRS. HGB accounting differs from IFRS in several important ways: provisions are generally more conservative, revenue recognition may differ, and the treatment of certain assets and liabilities will not match IFRS equivalents. International buyers or those preparing post-close group accounts under IFRS will typically require an HGB-to-IFRS conversion as part of their financial due diligence. German tax law (Steuerrecht) is closely tied to HGB accounting, which also affects the normalised EBITDA calculation and add-back analysis.

What Frankfurt buyers are looking for right now

Frankfurt's buyer market in 2026 is active but disciplined. PE funds are deploying capital selectively, prioritising businesses with earnings resilience and clear growth levers. Strategic buyers — particularly in financial services and logistics — are consolidating market positions. The businesses achieving the best outcomes share a consistent set of characteristics.

Earnings quality and HGB-clean financials

Frankfurt's institutional buyers scrutinise normalised EBITDA carefully. Businesses with clean HGB accounts, limited add-backs, and strong cash conversion are rewarded with lower deal risk and tighter bid spreads. International buyers will expect an IFRS bridge as part of the process.

Mittelstand characteristics: stable, recurring, defensible

The characteristics that define the best Mittelstand businesses — long customer relationships, proprietary know-how, conservative balance sheets, and market leadership in focused niches — are exactly what both strategic and PE buyers are paying premium multiples for.

Management independence from the founding shareholder

German buyers understand family business dynamics. But they still need to see a business that can operate credibly without the founder at the centre of every decision. A capable Geschäftsführer team and documented management processes materially improve deal terms.

Clear position on works council and employment structure

Buyers will diligence employment matters thoroughly. Businesses with a well-functioning Betriebsrat and clean employment structures — no misclassified contractors, no legacy disputes — are significantly easier to transact than those with unresolved employment issues.

Also in Germany

We advise businesses across Germany

Considering selling your Frankfurt business?

We offer an initial confidential consultation at no charge and without obligation. We will give you an honest assessment of what your business is likely worth in the current market, what a sale process in Frankfurt would look like, and whether the timing is right. If it is not the right time, we will tell you that too.