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Beyond Capacity: What Will Drive the Next Wave of Logistics M&A?

As the freight market recovers, differentiated capabilities and shifting buyer priorities are creating new opportunities across transportation and logistics.

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I recently joined industry leaders at Manifest’s Mini Manifest Cincinnati for a discussion on the State of Supply Chain in the Corridor of Commerce. The conversation highlighted the challenges facing transportation and logistics businesses and the opportunities taking shape as the industry emerges from an extended downturn.

After more than 25 years running logistics and fulfillment businesses before moving into investment banking, I view these market shifts from both operational and transactional perspectives. One thing is becoming increasingly clear: The next wave of logistics M&A will be driven by capabilities, not simply capacity.

A Changing Market Creates New Opportunities

The transportation and logistics industry has endured a prolonged freight downturn, compounded by excess capacity built during the pandemic. This has created a challenging environment for dealmaking. Sellers have been reluctant to accept valuations based on depressed earnings, while buyers have been unwilling to pay for a recovery they cannot yet see.

But the underlying demand drivers remain strong. According to the U.S. Census Bureau, e-commerce accounted for 17.1% of total U.S. retail sales in the second quarter of 2026, up 12.2% year over year. As demand catches up to capacity, I expect more businesses to revisit strategic alternatives, creating opportunities for owners seeking liquidity and for buyers looking to strengthen their platforms.

Capabilities Will Command Attention

Not all logistics businesses will benefit equally from a recovery. Buyers are increasingly focused on specialized capabilities, including omnichannel fulfillment, cross-border logistics, automation, reverse logistics, cold chain, and healthcare logistics. These capabilities can provide meaningful differentiation beyond physical assets or warehouse capacity.

For business owners considering a transaction, the priority should be demonstrating what makes their business valuable and difficult to replicate. Strong customer relationships, specialized expertise, and consistent operational performance can matter as much as scale.

For buyers, the opportunity is to acquire capabilities that complement existing operations and create long-term strategic value.

Bridging the Gap Between Buyers and Sellers

One of the biggest challenges in logistics M&A remains the disconnect between historical earnings and future expectations. As market conditions improve, sellers will naturally look toward a recovery in profitability, while buyers will remain focused on the risks reflected in past financial performance.

Creative transaction structures, including earnouts, rollover equity, and seller financing, can help bridge that gap and align both parties around future performance. Ultimately, successful transactions will depend on realistic expectations and a shared understanding of where value is being created.

Why the Corridor of Commerce Matters

The Cincinnati region offers a compelling example of these dynamics. With its central location, established distribution infrastructure, and significant investment in air cargo capabilities, including Amazon’s CVG hub, the region has become a key part of the national supply chain.

Just as importantly, the Midwest is home to a strong base of operator-owned logistics businesses with long-standing customer relationships and specialized capabilities. As more owners evaluate succession, liquidity, and growth opportunities, these businesses could attract greater interest from strategic buyers and financial sponsors seeking to expand their networks.

Looking Ahead

I remain optimistic about the opportunities emerging across transportation and logistics over the next 12 to 24 months.

For owners, the focus should be on preparing their businesses now, understanding what drives their value, and positioning themselves for the right opportunity. For buyers, success will come from identifying differentiated capabilities and underwriting growth with discipline.

The next phase of logistics M&A won’t simply reward businesses with the most capacity. It will reward those with the capabilities, relationships, and operational expertise that make them difficult to replace.