The opening session at TechExit.io Toronto brought together two leaders who have seen founders at every stage of the journey, from raising capital and weighing offers to managing boards and navigating uncertainty.
Shikha Bhuchar (RBCx) and Nilam Ganenthiran (Beacon Software) shared what they’re observing inside live transactions and why the next 12 to 24 months will require sharper preparation from founders than in previous cycles.
Their discussion moved between high-level trends and the practical realities shaping deals today. They spoke about the pressure founders feel to add AI to their story, the growing reliance on earnouts, the importance of clean data and the way investor dynamics quietly influence exit options. Much of what they shared reflected patterns founders are already sensing but may not yet have the language for.
Key takeaways:
- Value over hype: AI only matters when it delivers measurable results
- Earnouts rising: Deal structures are becoming more creative
- Optionality pressures: More capital narrows exit paths
- Data readiness: Clean information builds trust and accelerates deals
- Buyer types: Founders must align their goals to the right buyer.
This article explores the forces shaping tech M&A heading into 2026 and how the lessons shared by Shikha and Nilam can help founders prepare for the next chapter of their company’s journey.
Discover the patterns they are seeing inside real transactions, the decisions that strengthen a founder’s negotiating position and the practical steps that can improve exit readiness long before a deal appears.
1. A New M&A Environment Is Taking Shape
Shikha began with a clear reading of the market and how founders should interpret it. IPOs remain limited in Canada, pushing companies to stay private longer than anticipated. US buyers continue to look north for innovation and technical talent, accelerating cross-border activity.
Meanwhile, AI has become one of the largest contributors to venture investment, now accounting for nearly a third of Canadian VC funding.
What resonated was her framing of this moment in the cycle.
“What we are seeing is a transitionary year and we are getting to what I call our new normal.”
She encouraged founders to focus on the fundamentals that matter most.
Investors and acquirers are looking for clear value creation, not hype. Buyers facing valuation gaps are increasingly relying on creative structures, like earnouts, and with more buyers incorporating AI tools into their diligence, companies that prepare early will have an advantage in how their narrative is understood and how quickly a deal can progress.
2. AI Is Creating Both Opportunity & Uncertainty
Nilam’s comments about AI were refreshingly honest and immediately grounded the conversation.
“The punchline is no one knows anything about AI.”
He explained that founders often feel pressure to highlight AI even when it’s not core to what they offer.
Buyers are seeing this across the market and can identify when AI has been added to the story but not the product. Shikha reinforced this perspective with a notable statistic from MIT, which found that only five percent of organizations reported measurable value from their AI investments.
Nilam cautioned founders against overstating their position.
“Sellers are trying to force an AI wrapper around their story… it becomes very transparent to a buyer.”
Founders who have real AI differentiation have an opportunity to stand out. Those who don’t should resist the temptation to force alignment.
Clear, honest positioning creates stronger long-term trust.
3. Optionality Shrinks Faster Than Founders Expect
Founders often think optionality is controlled by timing, but Nilam emphasized that it is shaped by something far earlier: capital decisions.
“Your optionality reduces the more external capital you raise and the more voices you have at the table. There is a moment where you realize this is a one-way door.”
He noted that as companies take on more investors, the motivations on the cap table begin to diverge
Early investors may be ready for liquidity, while those who joined later may need several more years of growth to reach their fund targets. These differing expectations can influence both the direction and timing of an exit.
Nilam encouraged founders to regularly map out their investor landscape and understand the objectives of each participant. Optionality remains strongest when founders are intentional about financing and clear on the outcome they want for themselves and their teams.
4. Data Quality Is Becoming A Decisive Factor
Another theme that stood out was the increasing importance of data quality in private M&A. Nilam was direct about the impact it has on deals.
“Almost every private business we look at has some level of data messiness. The easier you can make the data translation to a buyer, the better it is.”
He outlined several straightforward steps founders can take to improve readiness.
- Moving to QuickBooks Online gives buyers a level of transparency they expect.
- Understanding revenue patterns by customer, month and year helps clarify value.
- Consolidating contracts in one place reduces the scramble that often follows an LOI.
Shikha added that data cleanup is one of the simplest ways founders can strengthen their valuation story.
When the information is clear, buyers can focus on potential rather than inconsistencies.
5. Buyer Behaviour Is Shifting & Founders Need To Adapt
Nilam closed by describing the two types of buyers founders will likely face in 2026.
“Some buyers want the deal done quickly with as little drama as possible, and others are focused on optimizing price.”
Understanding which type aligns with your goals is crucial.
Speed-oriented buyers suit founders seeking a clean, straightforward exit. Price-driven buyers often require more detailed storytelling around integration, roadmap alignment and long-term fit.
Shikha noted that deal structures are evolving in parallel. Earnouts in Canadian private M&A have nearly doubled since 2016, which reflects the gap between founder expectations and what buyers are willing to pay upfront in the current market. Creative structures are helping both sides move forward when uncertainty makes valuation alignment more difficult.
Final Word For Founders
The insights from this session underscore how the 2026 M&A landscape is changing. AI is influencing diligence. Buyer expectations are evolving. Capital remains available but is more selective.
Founders who prepare early will have the strongest position and it’s important to:
Build an AI narrative only when it reflects measurable value.
- Track the metrics buyers care about.
- Invest in data readiness.
- Understand investor motivations on your cap table.
- Clarify your goals ahead of the market’s timing.
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