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What Will Really Slow Healthcare M&A in the Next 12 Months?

Healthcare dealmaking isn’t short on capital—or targets. What it is short on is certainty.

Our latest survey data shows that while headline narratives often focus on valuations or regulation, the true constraints on healthcare M&A vary sharply depending on who you ask. The result is a fragmented deal environment where risk perception, not deal appetite, is shaping activity.

Integration Risk: The Quiet, Structural Drag

Across all respondents, integration risk emerges as the single most consistent constraint. Nearly 30% cite post-deal execution as their top concern, more than pricing or regulation.

This reflects a hard-earned lesson from the last consolidation wave:

Buying assets is easy. Integrating clinical workflows, IT systems, physician incentives, and compliance frameworks is not.

This concern peaks among corporate development teams, where 44% flag integration risk as their primary bottleneck. For strategics, the issue isn’t whether to acquire, it’s whether the organization can absorb another asset without operational dilution.

Financing Costs: A Capital Markets Reality Check

While rate volatility has cooled, financing costs remain the dominant constraint for Healthcare M&A professionals, with a striking 67% identifying it as the main limiting factor.

This divergence matters. It signals that:

  • Sponsors and deal teams are still recalibrating leverage assumptions

  • Deal structures are becoming more conservative

  • Smaller platforms and roll-ups feel the pressure most acutely

Interestingly, financing costs are less dominant among clinicians and executives, highlighting a growing gap between strategic intent and capital feasibility.

Regulatory Uncertainty: Front and Center for Clinicians

For cardiologists, regulation isn’t a background risk—it’s the headline. A majority (56%) say regulatory uncertainty is the biggest brake on M&A.

That makes sense. Provider-led stakeholders are closest to:

  • Reimbursement risk

  • Antitrust scrutiny

  • Scope-of-practice rules

  • Payer dynamics

As enforcement and oversight remain unpredictable, clinical leaders are cautious about scale moves that could invite scrutiny or disrupt care delivery models.

Valuations: Still a Factor, Just Not the Decider

Despite years of valuation resets, pricing is no longer the primary obstacle. Across most groups, valuations rank behind execution, financing, and regulation.

For the C-suite, valuations matter, but only in context. Their top concern remains integration, followed by pricing discipline. In other words, leaders are willing to pay if the asset fits operationally and strategically.

The Bottom Line

Healthcare M&A isn’t constrained by lack of interest, it’s constrained by risk asymmetry.

  • Operators worry about integration

  • Deal teams worry about financing

  • Clinicians worry about regulation

  • Executives balance all three

Successful acquirers in the next 12 months won’t just source deals, they’ll underwrite execution, structure capital creatively, and anticipate regulatory friction before it shows up in diligence.

In healthcare M&A, the limiting factor isn’t ambition. It’s confidence in what happens after the deal closes.