M&A activity snapshot
Deal activity is recovering after a long freight downturn, but unevenly. Capstone Partners reports that 3PL transaction volume has increased 20% year-over-year (YOY) to 48 deals in 2026 year to date, after a 2025 in which deal volumes fell 15.5% year-over-year (YOY) to 71 transactions through that report's date. Globally, PitchBook data cited by R.L. Hulett shows 314 T&L deals in Q2 2026, up 25.6% from 235 deals in Q2 of the prior year.
Activity is concentrating in larger deals. PwC found that average transaction value among global TTL deals above $50 million grew from $340 million in January-May 2023 to $1.43 billion in the same period of 2026. Recent examples include RXO buying Coyote Logistics from UPS for $1.025 billion, TFI International closing on Daseke at approximately US $1.1 billion, and Werner buying FirstFleet for approximately $245 million in cash. FedEx Freight, North America's largest LTL carrier, completed its spin-off from FedEx on June 1, 2026.
The consolidation stage differs by segment. Trucking is still a long tail: 91.5% of carriers operate 10 or fewer trucks. In 3PL, the top nine players now control roughly half of total 3PL market share, per an RXO conference transcript cited by Capstone.
Who is buying
Strategic buyers still close most deals. In PCE's dataset, strategics accounted for 79.2% of all deals among 101 transactions closed in the LTM period ending Q2 2026. The mix inside that group is shifting. In 3PL, public companies went from nine deals in YTD 2025 to only three in YTD 2026, while private strategics rose to 22 transactions.
Private equity is growing its share. Financial buyers rose to 21 deals (20.8%), up from 8.8% in the prior year in PCE's data. In 3PL, sponsors completed 23 transactions in YTD 2026, two more platform acquisitions and six more add-ons than a year earlier. PE tends to favor asset-light, technology-enabled, and specialized logistics over commodity truckload fleets.
Large carriers buying distressed or exiting capacity are the other constant. PwC notes that after the 2022 fuel spike, more than 15 US truck carriers had exited, and the buyers were the same large players such as Knight-Swift, TFI International, and Schneider. Search funds and independent sponsors work the smaller end, where Axia's buy-side outreach is focused; see why vertical-focused buyers outperform generalists.
What buyers look for
Specialization. PwC says buyers are paying up for operators with scarce capabilities in cold chain, healthcare logistics, reverse logistics, dedicated fleet, cross-border logistics, automation and AI-enabled visibility. Contracted revenue. Dedicated fleets, multi-year warehouse contracts, and managed transportation carry more value than spot exposure. Capstone found acquisitions of businesses offering managed transportation spiked 3x YOY to 19 transactions in 2026 year to date.
Margin resilience. Profitability is thin in much of trucking. ATRI reports that operating margins in the truckload and refrigerated sectors improved slightly but were still below 1.0 percent in 2025, while tank carriers averaged 4.0 percent. A business that held margin through that period stands out.
Technology and data. Capstone notes sector PE investors have increasingly focused both platform and add-on activity on targets that offer technology integration, automation, and artificial intelligence.
What makes a strong company
A transportation or logistics business that commands a premium typically shows:
- Contracted or recurring revenue (dedicated, managed transportation, multi-year warehouse agreements) rather than spot-market exposure.
- No single shipper or platform contract that dominates revenue.
- A clean safety, licensing, and compliance file that a buyer can verify quickly.
- A specialization a generalist cannot easily copy: cold chain, hazmat, healthcare, cross-border, or heavy haul.
- Margins that held through 2023-2025. With the cost to operate a truck at a record $2.336 per mile in 2025, cost discipline is visible in the numbers.
- Management and dispatch that run without the owner.
Valuation and deal structure
Multiples vary by dataset, so name the dataset behind any number. PitchBook data cited by R.L. Hulett shows the median EV/EBITDA for reported strategic deals fell to 7.4x in 1H 2026 from 12.7x, and increased for private equity to 6.6x from 5.4x. PCE's closed-deal data shows median TEV/EBITDA increased to 12.19x from 10.44x. PwC reports that median travel, transportation and logistics deal multiples increased in early 2026, with premiums concentrated in specialized assets.
Public markets give a lower reference point. Dinan's small and mid-cap index expanded to 8.0x EV/EBITDA in Q1 2026, compared with 12.7x for the S&P Transportation Index. In warehousing and fulfillment, Capstone reports EBITDA multiples declining from an average of 15.5x between 2019 and 2021 to 12.4x between 2022 and YTD 2025. These are market data across many deal sizes, not a valuation of any single business; owners can get a starting estimate from Axia's valuation tool.
Earnouts are a common bridge. Werner's FirstFleet deal included a contingent earnout valued at $30.0 million on the acquisition date, tied to revenue net of fuel surcharge from April 2026 through March 2027. Across all industries, SRS Acquiom found 35% of smallest LMM deals (up to $25M) including an earnout.
Subindustries
Transportation and logistics splits into five segments with different buyers, asset intensity, and multiples. Asset-based trucking and specialty hauling trade on equipment and safety records; brokerage, warehousing, and last-mile trade on contracts, margins, and customer relationships.