07 Nov, 2025

Risky earnouts inflate private equity exit value; funding rounds slow in October

S&P Global Market Intelligence offers our top picks of global private equity news stories and more published throughout the week.

Private equity's growing 2025 exit total comes with an asterisk: billions of dollars tied up in deferred payments that may never materialize.

The value of private equity- and venture capital-backed exits featuring earnout provisions had reached $51.32 billion globally this year by Oct. 31, already higher than any annual total since at least 2018, according to S&P Global Market Intelligence data. Just a portion of that total was put down at deal closing by buyers, which agreed to additional payments if their newly acquired businesses hit future performance milestones.

They rarely do. Or at least it is very rare that buyers and sellers can agree that earnout provisions have been met without additional negotiation, or even litigation, said Kimberly Petillo-Décossard, co-head of law firm White & Case's global M&A practice.

Earnouts are commonplace in the life sciences, so M&A advisory SRS Acquiom excluded that sector when it published its 2024 research on 100 M&A earnout deals going back to mid-2022. By the time the report was published in late 2024 — between six months and more than two years after closing — just 21% of the aggregate maximum earnout value had been paid to sellers.

Read more about the use of earnouts in private equity exits.

CHART OF THE WEEK: Funding round activity fell in October

⮞ Global private equity- and venture capital-backed funding rounds totaled 1,007 globally in October, down 31% from 1,469 in September and the lowest monthly volume for the year, Market Intelligence data shows.

⮞ Even with the slowdown, the total value of rounds completed this year had already reached $324.69 billion by Oct. 31, equivalent to 98% of the full-year value in 2024.

⮞ The technology, media and telecommunications sector raised $11.38 billion in venture capital funding in October, more than any other sector.

TOP DEALS

– Thoma Bravo LP finalized the acquisition of The Boeing Co.'s digital aviation solutions business for $10.55 billion in an all-cash transaction. Jeppesen ForeFlight was launched as a stand-alone company following the deal.

– Boyu Capital Group Management Ltd. agreed to acquire up to a 60% stake in Starbucks Corp.'s retail operations in China at an enterprise value of about $4 billion. Starbucks will continue to own a 40% interest in the operations.

– New Mountain Capital LLC sold Pearce Services LLC, a provider of technical services for digital and power infrastructure, to CBRE Group Inc. for an initial purchase price of about $1.2 billion in cash and a potential earnout of up to $115 million. J.P. Morgan Securities LLC and Wells Fargo are financial advisers and Sullivan & Cromwell LLP is legal adviser to CBRE. Ropes & Gray LLP is legal adviser to Pearce and New Mountain.

– Advent International LP agreed to sell spacecraft manufacturer Lanteris Space LLC to Intuitive Machines Inc. for $800 million. The transaction is expected to close in the first quarter of 2026, pending regulatory approvals. Perella Weinberg Partners LP was financial adviser and Simpson Thacher & Bartlett LLP was legal adviser to Intuitive Machines. Weil Gotshal & Manges LLP was legal adviser to Lanteris Space.

TOP FUNDRAISING

– ChrysCapital LLP raised $2.2 billion for its latest fund, The Wall Street Journal reported. The fund seeks to invest in enterprise technology, financial services, pharmaceuticals, healthcare, consumer goods and other sectors, according to the report.

– Pan-European private equity firm Aspirity Partners LLP raised €875 million at the final close of its inaugural fund. The Aspirity Partners I fund targets growth buyouts and strategic minority investments in financial technology and services as well as enterprise technology and connectivity services.

– Teleo Capital Management LLC raised $350 million at the final close of Teleo Capital II LP. The fund seeks to buy software divisions of large corporations.

– EQT AB (publ) increased the hard cap of its EQT XI fund to €24 billion from the previously announced €23 billion. Similar to its predecessor, EQT X, the fund seeks to make control and co-control equity investments in midsize and large companies.

MIDDLE-MARKET HIGHLIGHTS

– Argosy Healthcare Partners recapitalized Integrated Solutions for Benefits and Insurance Services, which provides insurance pricing and cost containment programs for employers.

– JLL Partners LLC added medical device company Parks Medical Electronics Inc., which makes Doppler ultrasound systems, to its portfolio.

– HCAP Partners LLC invested in Federal EC LLC, a pipe inspection and repair business recently acquired by Crescent Peak Partners LLC and Fvlcrum Partners LLC.

FOCUS ON: EXIT READINESS OF PORTFOLIO COMPANIES

Private equity firms and their portfolio companies have misalignment on exit strategy, raising the risk on business valuation, according to a survey conducted by financial consulting firm Accordion Partners LLC.

While 97% of private equity sponsors expect the CFOs of their portfolio companies to maintain an "always exit-ready" posture, only 20% of CFOs say they operate that way, according to the survey. More than 80% of the sponsors in the survey want exit preparations to start one to two years before a sale, yet 54% of CFOs begin just three to six months before the sale.

The compressed preparation time for exits can reduce valuation by one to three turns of exit multiples, sponsors participating in the survey said.

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For further private equity deals, read our latest "In Play" report , which looks at potential private equity-backed M&A, including rumored transactions, each week.

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