Kadenwood
PerspectivesValuation

Nothing about the business changes at fifty million. The buyer list does.

Deals between ten and twenty-five million dollars of enterprise value averaged 5.9 times EBITDA while deals between one hundred and two hundred and fifty million averaged 10.0 times. The gap is not a quality judgement. It is what happens when a whole class of buyer becomes able to participate.

Author

  • Joshua NaudéManaging Director

Currency

As of August 2026

A line of harbour gantry cranes of increasing size along a quay.

Why does the same business trade higher when it is bigger?

Because fund size dictates cheque size, and cheque size dictates which assets a buyer is allowed to consider. A fund with billions to deploy cannot write four million dollar equity cheques without breaking its own portfolio construction, so it sets a floor and everything below the floor is invisible to it regardless of quality.

Capital has concentrated into exactly those funds. Thirteen funds raising five billion dollars or more captured 49 percent of all US private equity capital raised in 2025, and large buyout funds now manage 46 percent of global private equity assets, up from 35 percent in 2015 (iCapital, Scale Advantages in Private Equity Buyout, February 2026, measuring 2025 and labelled as such). The top ten firms in the 2026 industry ranking raised 854.6 billion dollars between them, about a quarter of the entire ranking (PEI 300, June 2026).

So crossing a size threshold does something no operational improvement can do on its own: it adds bidders. A business that becomes reachable by a new class of fund is not a better business the following morning. It is a more contested one, and contest is what sets price.

The folk explanation, that bigger companies are simply better run and less risky, is partly true and is not the mechanism. Both effects point the same way, which is why the premium is stable enough to plan against.

How big is the step?

Roughly four turns across the published ladder. Transactions between ten and twenty-five million dollars of enterprise value averaged 5.9 times EBITDA while transactions between one hundred and two hundred and fifty million averaged 10.0 times (GF Data, published 27 January 2026, covering the first nine months of 2025). That table is the only public size-band series that exists, and no 2026 print has been published as at August 2026, so it is a labelled baseline rather than a current quote.

A second cut of the same data measures a different pair of bands: large platforms between one hundred and five hundred million dollars of enterprise value averaged 9.8 times against 7.0 times for platforms below one hundred million, a spread of 2.8 turns, up from 2.4 turns in the first half of 2025 and above the long-run average of 2.6 turns (GF Data, January 2026). The two spreads are not alternative estimates of one quantity and should not be blended.

The current-vintage evidence is thinner but points the same way. Transactions above two hundred and fifty million dollars averaged 12.2 times enterprise value to EBITDA in the first quarter of 2026 (Capstone Partners, Capital Markets Update, 4 June 2026), and global trailing enterprise value to EBITDA held near 10.7 times with North American large and mega-cap transactions reaching 11 to 13 times (Valuation Research Corporation, citing PitchBook, as at the first quarter of 2026).

Those large-cap numbers are the ones owners see quoted in the press, and they sit several turns above middle-market reality. An owner benchmarking a business against a figure drawn from transactions ten times its size is benchmarking against a different market.

What changes across the size bands, on the most recent published data
Enterprise value bandAverage EV to EBITDATotal leverage available
10 to 25 million dollars5.9 times2.50 to 3.25 times for issuers below ten million dollars of EBITDA
Platforms below 100 million dollars7.0 times4.00 to 5.50 times for issuers above ten million dollars of EBITDA
100 to 250 million dollars10.0 times5.00 to 6.50 times for issuers above twenty-five million dollars of EBITDA
Above 250 million dollars12.2 times in the first quarter of 2026Syndicated and large private credit markets, priced off a different curve
Multiples in the first three rows are GF Data, published 27 January 2026 and covering the first nine months of 2025, used as a labelled baseline because no 2026 size-band print has been published as at August 2026. The 12.2 times figure is a 2026 print for transactions above two hundred and fifty million dollars (Capstone Partners, 4 June 2026) and is not part of the same series. Leverage bands are SPP Capital Partners, July 2026, and are stated by borrower EBITDA rather than by enterprise value, so the rows align approximately rather than exactly.

“The threshold is not a valuation opinion, it is an arithmetic constraint inside somebody else's fund. That is why arguing quality does not move it and adding size does. A business that reaches the floor gets a longer buyer list, and the longer list is the entire re-rating.”

Joshua Naudé, Managing Director

How much of the premium is financing rather than buyers?

A substantial part, and it is the half most sellers never see. A buyer's ability to pay is a function of what it can borrow, and borrowing capacity rises steeply with size in the same way multiples do.

The current bands make the point. Total debt for issuers below ten million dollars of EBITDA clears at 2.50 to 3.25 times, while issuers above twenty-five million clear at 5.00 to 6.50 times (SPP Capital Partners, Market At A Glance, July 2026). The smaller company's buyer must fund a much larger share of the price with equity, which is the most expensive money in the structure.

Pricing moves in the same direction. Non-bank unitranche costs SOFR plus 550 to 750 for a borrower below ten million dollars of EBITDA against SOFR plus 425 to 575 above twenty-five million, a gap of roughly 125 to 175 basis points at the same seniority (SPP Capital Partners, July 2026). More leverage, cheaper, against the same earnings quality.

Put the two together and the size premium stops looking mysterious. The larger business is bid by more buyers, each of whom can borrow more of the purchase price at a lower rate. Neither effect has anything to do with how well the smaller business is run.

Does buying scale actually work?

It can, and the arithmetic is why three-quarters of sponsor buyouts are add-ons rather than platforms (PitchBook, Q2 2026 US PE Breakdown, 6 July 2026). Acquiring businesses at the lower band's multiple and having them valued at the platform's multiple is the most reliable value creation mechanism available in this market.

The test of whether it works in a specific case is narrower than the strategy. Three things have to hold: the acquisitions must actually clear at the small-company multiple after transaction costs, the combined business must be genuinely one company rather than a holding structure, and the leverage used must leave headroom for the acquisitions still to come.

The evidence on the second condition is the sobering part. In one dataset of buy-and-build programmes, the cohort with two or more add-ons produced the lowest returns despite the fastest revenue growth (BCG and HHL Leipzig data, cited by CapitalPad, June 2026). Reaching the threshold and being valued at it are separate achievements, and the second requires the integration the first does not.

For an owner rather than a sponsor, there is a simpler version of the same question. If two years and a modest amount of debt would move a business from one band into the next, the published ladder says that is worth several turns of EBITDA. If it would take five years, three acquisitions and full leverage, the risk is being taken to capture a spread the market may not still be paying.

Which size band is worst positioned right now?

The middle of the middle. Lower middle market volume between ten and one hundred million dollars of enterprise value rose 45.8 percent year on year in the first quarter of 2026, and the upper middle market between two hundred and fifty and five hundred million took 39.9 percent of middle-market capital deployed against a twenty-year average of 31.5 percent. The core middle market between one hundred and two hundred and fifty million was described as comparatively more constrained, sitting between small self-funded acquisitions and large institutional must-own assets (Capstone Partners, Capital Markets Update, 4 June 2026).

That is a barbell, and a business in the middle of it faces the least favourable buyer list in the market: too large for self-funded and independent sponsor buyers to reach comfortably, too small to be a required asset for a large fund. Owners in that band should hear it plainly rather than discover it in month four of a process.

The remedy is not necessarily to grow. It is to build the buyer list from the classes that are actually active at that size, which currently means strategic acquirers, sponsor platforms doing add-ons, and family offices investing directly rather than funds seeking new platforms.

And there is a timing point underneath. Whether the size premium widens or narrows from here depends partly on financing conditions, which are not improving: three-month SOFR forwards price 4.04 percent at the end of 2027 against 3.76 percent in early August 2026 (Blue Gamma, 4 August 2026). A plan to grow into a higher multiple has to be robust to the possibility that leverage stays expensive for the whole of it.

As of August 2026

Sources: GF Data, published 27 January 2026, covering the first nine months of 2025, for average enterprise value to EBITDA of 5.9 times at ten to twenty-five million dollars and 10.0 times at one hundred to two hundred and fifty million, and for large platforms at 9.8 times against 7.0 times for platforms below one hundred million with the spread rising from 2.4 turns in the first half of 2025 against a long-run average of 2.6 turns, all used as labelled baselines; Capstone Partners, Capital Markets Update, 4 June 2026, for transactions above two hundred and fifty million dollars averaging 12.2 times in the first quarter of 2026 and for the middle-market barbell, including lower middle market volume rising 45.8 percent year on year, the upper middle market taking 39.9 percent of capital deployed against a twenty-year average of 31.5 percent, and the description of the core middle market as comparatively more constrained; Valuation Research Corporation, citing PitchBook, as at the first quarter of 2026, for global trailing enterprise value to EBITDA near 10.7 times and North American large and mega-cap transactions at 11 to 13 times; iCapital, Scale Advantages in Private Equity Buyout, February 2026, for thirteen funds raising five billion dollars or more capturing 49 percent of US private equity capital raised in 2025 and for large buyout funds managing 46 percent of global private equity assets against 35 percent in 2015; PEI 300, June 2026, for the top ten firms raising 854.6 billion dollars, about a quarter of the ranking; SPP Capital Partners, Market At A Glance, July 2026, for total leverage and unitranche pricing by borrower EBITDA band; PitchBook, Q2 2026 US PE Breakdown, 6 July 2026, for add-ons at roughly three-quarters of sponsor buyouts; BCG and HHL Leipzig data, cited by CapitalPad, June 2026, for the cohort with two or more add-ons earning the lowest returns despite the fastest revenue growth; Blue Gamma, 4 August 2026, for three-month SOFR forward pricing. Buyer-list guidance is drawn from our own mandate practice. Companion articles on this site cover why most roll-ups fail and who is actually buying at the smaller end.

You cannot argue your way across the threshold. You can only be on one side of it.