What the Blackstone and Jersey Mike’s Deal Means for Restaurant M&A in 2025

January 9, 2025

At a glance

  • The main takeaway: Blackstone’s recent $8-billion acquisition of Jersey Mike’s stands out as a landmark M&A event and could signal a broader shift in the market.
  • Impact on your business: Restaurant and franchise businesses interested in pursuing an M&A deal must prioritize proactive preparation and improve key internal processes to appeal to high-profile buyers.
  • Next steps: Aprio guides clients through the M&A preparatory phase, helping businesses present themselves in the best-possible light before they start courting potential buyers.
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The full story:

The mergers and acquisitions (M&A) sector is evolving constantly, with many exciting new deals taking shape in the restaurant and franchise space. Blackstone’s recent acquisition of Jersey Mike’s — the fast-casual sandwich franchise that has exploded in popularity in recent years — stands out as one of these landmark M&A events.

While the headlines have largely focused on the deal’s impressive $8-billion price tag, the implications of the Jersey Mike’s acquisition run deeper for the industry. This deal could signal a more robust and active M&A environment in 2025, particularly within the restaurant and franchise sector.

Looking back: 2023/2024 restaurant M&A activity

The past two years were challenging for restaurant M&A, due to high interest rates, lingering economic uncertainty, and after-shocks of the COVID-19 pandemic; all these factors coalesced to create a difficult environment for transactions.

Unfortunately, the deals that did close were not necessarily top-tier and often required buyers to assume additional risk. According to Bank of America’s 2024 and 2025 Restaurant M&A Outlook, 271 transactions were announced or completed in 2023, down from 310 in 2022. In the fourth quarter of 2024, industry experts were preparing themselves for yet another dismal year for restaurant M&A — that is, until Blackstone announced its acquisition of Jersey Mike’s in November.

The renowned investment management firm’s confidence in acquiring Jersey Mike’s suggests a potential turning point in the landscape. Is this the beginning of a new wave of high-value deals?

Blackstone & Jersey Mike’s: A shift in market dynamics

One of the biggest takeaways from the Blackstone/Jersey Mike’s deal is investors’ renewed interest in quality assets. Buyers, particularly in the restaurant and franchise space, are increasingly hungry for stable, scalable businesses with consistent cash flow. With its strong brand presence, easy customer appeal, and proven growth trajectory, Jersey Mike’s fits this profile perfectly. The deal serves as a reminder that even in tough economic times, standout performers remain highly attractive to investors.

Furthermore, Blackstone’s inclusion of an earnout agreement in the transaction terms is another interesting facet of the deal. Put simply, earnout agreements are terms in which part of the acquisition price is contingent on the company meeting certain post-close performance metrics, or key performance indicators (KPIs).

The earnout agreement in the Blackstone/Jersey Mike’s deal could imply that buyers are cautiously optimistic in the market. While Blackstone is willing to invest heavily in the franchise, the earnout agreement mitigates some buyer’s risk by ensuring Jersey Mike’s continues to deliver on growth projections. While earnout agreements protect both buyers and sellers, they specifically require sellers to perform thorough preparation and strategic foresight before going to market, so they are ready to meet performance expectations post-close.

How restaurants and franchises can prepare for M&A success

It is important to remember that the journey to completing a successful M&A deal is often a long one and can span months, even years. Reportedly, representatives from Blackstone and Jersey Mike’s initiated discussions around a potential deal long before it was even announced to the public.

If your restaurant or franchise is interested in an M&A deal, you must prioritize proactive due diligence and preparation, especially if your goal is to attract a high-profile buyer with significant capital to invest. Before you enter the market, focus on:

  • Building scalable internal systems and operating procedures
  • Maintaining clean financial records and developing strong internal bookkeeping and recordkeeping processes
  • Developing a compelling growth narrative that will attract potential buyers (in other words, what’s your story?)
  • Building a solid professional accounting, legal, and business advisory team who can help you prepare the framework for a sale

At Aprio, we specialize in helping guide our clients through this preparatory phase. From tax structuring and strategy to financial audits, our team focuses on helping businesses present themselves in the best-possible light before they start courting potential sellers. Time and again, we have seen that M&A success is often determined by how well a company prepares before negotiations even begin.

Looking ahead to 2025

While it’s too early to declare a full-scale M&A resurgence, the Jersey Mike’s deal offers both buyers and sellers hope for a more active market in 2025.

As investor confidence grows, more deals could follow, and restaurant M&A activity could increase on the heels of the Blackstone/Jersey Mike’s transaction, as buyers seek to capitalize on recovery trends and scalable franchise models.

If your business is considering an M&A deal, the key takeaway is clear: preparation is everything. The landscape may be shifting, but those who prioritize sale readiness will be in the best position to seize new opportunities. As the market evolves, Aprio remains committed to supporting businesses through every stage of the M&A process. Whether you’re preparing for sale or exploring growth through acquisition, the right advisory team in your corner can make all the difference.

If you’re interested in learning more about the restaurant M&A space and how you can prepare to go to market, schedule a consultation with our team today.

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