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How Private Equity Is Rethinking AI & Tech Due Diligence (According to Code & Co.)

Reported by Youtu
Jun 17, 2026· 3 min read
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Key Takeaways
  • • Code & Co., a specialized AI and tech due diligence firm, has completed nearly 1,000 engagements across more than 200 global funds since its 2016 founding, positioning itself as a leader in software evaluation for private equity investors navigating AI-driven market disruption.
  • • PE firms must move beyond checkbox-based due diligence to identify which software companies possess durable competitive advantages versus those vulnerable to AI commoditization, requiring deeper technical and operational assessment.
  • • Real-world deal analysis reveals significant value creation opportunities in identifying overengineered software and cloud optimization inefficiencies worth millions of dollars that traditional financial due diligence often misses.
  • • The AI era has fundamentally altered software company valuation criteria; PE investors must now distinguish between companies building defensible AI moats and those offering AI merely as a commoditized feature that can be replicated or displaced.
  • • Code & Co.'s team of operator-level experts with hands-on technology, product, and AI experience provides buy-side and sell-side clients comprehensive assessment across the full deal lifecycle, from initial evaluation through post-close value creation.
Summary
Artificial intelligence is forcing private equity firms to fundamentally rethink how they evaluate software companies before acquisition. The emergence of AI as a transformative technology has rendered traditional software due diligence insufficient, requiring PE investors to develop more sophisticated technical assessment capabilities to identify which businesses possess sustainable competitive advantages and which face disruption or commoditization risk.

Code & Co., founded in 2016, has emerged as a specialized advisor serving this market gap. With approximately 1,000 completed engagements across more than 200 global funds, the firm has built a significant track record working with leading PE investors on both buy-side and sell-side mandates. The firm operates globally with offices in Berlin, London, Paris, and New York, and its team comprises operators with direct experience in technology, product development, and AI implementation.

The firm's leadership—Managing Partners Dan Bender and Lukas Ingelheim, along with Head of North America Kirby Montgomery—emphasizes that contemporary software due diligence extends far beyond compliance checklist exercises. Instead, it requires rigorous technical analysis to identify concrete value creation opportunities. Real-world deal examples highlight this approach: Code & Co.'s work has uncovered overengineered software architectures and cloud infrastructure optimization gaps worth millions of dollars in potential savings or efficiency gains. These insights prove critical for PE firms seeking to maximize returns through both operational improvement and risk mitigation.

A central challenge in the AI era is distinguishing between software companies building defensible business moats through genuine AI innovation versus those simply incorporating AI as an interchangeable feature vulnerable to commoditization. As large language models and AI tools become more accessible, PE investors face elevated risk of acquiring companies whose competitive advantages lack durability. Code & Co.'s operator-centric approach—with team members holding hands-on technology and AI expertise—enables confident assessment of whether AI integration represents structural competitive advantage or transient feature parity.

The firm's engagement model spans the full investment lifecycle, from preliminary technical assessment through post-close operational value creation, serving both acquisition and exit processes. This positioning reflects a broader shift within PE toward technical rigor in software investing during a period of significant technological disruption.

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Youtu How Private Equity Is Rethinking AI & Tech Due Diligence (According to Code & Co.)