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Private equity's volume of software deals slowed as AI risks grew - S&P Global

Reported by Spglobal
Feb 13, 2026· 3 min read
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Key Takeaways
  • • Application software deal volume contracted 21% year-over-year to 3,665 transactions in 2025, marking the third consecutive year of decline as private equity and venture capital firms reassess AI-related risks to software company valuations and growth prospects.
  • • Aggregate deal value reached $148.72 billion in 2025—the highest since 2022—while median deal size expanded to $280 million per transaction, indicating a shift toward larger, more selective deals despite declining deal count.
  • • An early-February 2026 technology stock sell-off exposed private markets' uncertainty around AI pricing risk, with public market investors questioning how artificial intelligence-powered automation will impact software company profitability and erosion of traditional software revenue models.
  • • AI-focused deal volume surged 57% to 589 transactions in 2025 (up from 375 in 2024), demonstrating that while traditional software investments slowed, capital flowed aggressively toward AI-native opportunities, totaling 1,634 AI transactions between 2021 and 2025.
  • • Ares Management CEO Michael Arougheti noted that private markets managers have grappled with AI disruption risks for five-plus years, contrasting with public market investors' recent awakening to technology disruption themes and the difficulty of pricing AI-related valuation compression.
Summary
Private equity and venture capital investment in application software experienced material contraction in 2025, with deal volume falling 21% to 3,665 transactions from 4,638 in 2024, according to S&P Global Market Intelligence. This marked the third consecutive year of declining deal activity in the sector, reflecting heightened uncertainty about how artificial intelligence advances could compress growth rates and valuations across traditional software companies.

The pullback occurred despite aggregate deal value reaching $148.72 billion—the highest annual total since 2022, the year ChatGPT's public release sparked widespread AI adoption concerns. The apparent paradox between lower deal count and higher aggregate value reflects a strategic recalibration: the median value of private equity transactions in application software rose to $280 million in 2025, compared to $241.8 million in 2022. This data suggests that while overall deal frequency declined, institutional investors concentrated capital on larger, more selective acquisitions.

The repricing of software sector risk became acute following an early-February 2026 sell-off in technology stocks. Scott Denne, senior research analyst at 451 Research, attributed the volatility to public market investors' inability to calibrate the impact of AI-powered automation on software company growth and profitability. "What is happening is that they don't feel like they have clarity on how to price the risk of AI," Denne stated. The turbulence exposed alternative asset managers' significant exposure to the sector and underscored the challenge of modeling long-term value creation in software businesses facing potential disruption from agentic AI tools.

Notably, capital allocation within the software ecosystem underwent dramatic reorientation. AI-focused deal volume surged 57% year-over-year to 589 transactions in 2025, compared to 375 in 2024, demonstrating that institutional investors redirected dry powder toward AI-native opportunities rather than retreating from the technology sector entirely. Between 2021 and 2025, AI deals totaled 1,634 transactions, establishing a distinct investment thesis separate from traditional software.

Ares Management CEO Michael Arougheti contextualized the private markets experience in a February 10 conference interview, noting that alternative asset managers had incorporated AI disruption considerations into underwriting frameworks for over five years. His remarks implied that public market investors' recent repricing of technology sector risk represented a delayed recognition of dynamics private equity had been evaluating throughout the previous investment cycle, suggesting ongoing divergence in how public and private capital assess AI-driven sector transformation.

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Sources

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Spglobal Private equity's volume of software deals slowed as AI risks grew - S&P Global