Medallia
Senior lenders (Blackstone, KKR, Apollo, Antares) now control the company. Customer survey software, a category directly threatened by AI-native voice-of-customer analytics.
The $28.2 trillion of enterprise software in the leaderboard spans four ownership cohorts. This piece examines their different financial constraints and what they mean for investors, owners, and operators.
Public, PE-held, VC-private, and acquired companies face different constraints. Public companies reprice on quarterly earnings. PE-held companies face the financing pressures illustrated by Medallia. VC-private companies have restricted access and liquidity. Many acquired companies lost their independence without preserving their peak value. In our reading, ownership now explains more about an asset's position than its software category.
The 204 public companies carry $19.6 trillion of value, seventy percent of the leaderboard. Individual investors can buy their shares directly. Public companies disclose their position each quarter and must respond when the economics change, making the effect of AI competition easier to observe.
SaaS-era public companies face the same productivity comparison with AI-native firms and obligations to shareholders. We expect adjustments over the next two years to appear in quarterly earnings. Wave IV substitutes, including Cursor, Hex, Glean, Clay, and the three frontier labs behind them, are already winning net-new budget where they compete. Disclosure makes repricing easier to follow in this cohort.
Similar financing structures apply to roughly a dozen other deals.
Thoma Bravo took Medallia private in 2021 for $6.4 billion. By April 2026, the equity was worth roughly zero, and senior private credit lenders Blackstone, KKR, Apollo, and Antares owned the company. Thoma Bravo and its co-investors wrote off roughly $5.1 billion. A Payment-in-Kind relief arrangement expired at year-end 2025. It had allowed Medallia to add cash interest to principal; after it expired, the full cash interest bill came due against revenue and EBITDA below the 2021 underwriting assumptions. The capital structure failed while the company continued operating.
Medallia was the first large example; we expect more. The register contains 425 PE-held enterprise software companies with combined enterprise value of $1.1 trillion. Moody's reports roughly $46.9 billion in distressed software loans in private credit. Much of the exposure comes from the 2021 vintage, when peak multiples and near-zero rates supported deals that financed up to half the purchase price with debt.
Higher rates and slower expansion have weakened those debt assumptions. AI competitors are also reducing the growth that SaaS buyout models relied on.
Trade reporting in 2026 has identified PE-held software companies whose debt structures depend on growth or refinancing assumptions that current rates and category conditions have weakened. Values below come from the Airframe register; debt and lender details come from S&P Global Market Intelligence, SaaStr, and Octus.
Senior lenders (Blackstone, KKR, Apollo, Antares) now control the company. Customer survey software, a category directly threatened by AI-native voice-of-customer analytics.
Same vintage, same sponsor concentration, same AI-exposed planning category as Coupa. Operationally executing better. The leverage is still in the capital stack.
Customer support is ground zero for agent replacement of seats. Zendesk's own AI offering is reportedly generating $200M+ in ARR. The open question is whether that grows faster than the legacy seat revenue shrinks.
Tax compliance is more defensible than most SaaS categories, but the leverage was structured at peak-vintage assumptions.
Loans have already appeared on private credit secondary bid/offer lists.
A $2.65B debt package led by Blue Owl and Sixth Street, with Blackstone participating, priced at SOFR + 6.75%. Roughly $300M of annual interest against a business mid-transition to consumption pricing. Observability is one of the most directly AI-exposed categories: agents now write their own telemetry, and Datadog and Grafana are already cannibalizing the entry points.
In March 2026, Moody's downgraded the company to B3 from B2 ahead of $2.6B in upcoming maturities. The company is reportedly exploring private credit refinancing for a December 2026 revolver and $2.5B-equivalent senior secured first lien term loans due March 2027. Leverage projected to move toward 9× in fiscal 2026 from 6.3× in fiscal 2025.
Numbers from the Airframe register; debt and lender details from S&P Global Market Intelligence, SaaStr, and Octus.
That is roughly $46 billion of equity-plus-debt exposure across seven named deals, and it does not include the dozens of mid-sized deals in the same vintage carrying the same structural issues at smaller scales. SaaStr counts at least twelve more deals with combined debt exposure north of $50 billion at meaningful risk over the next two years.
Enterprise software buyouts commonly assume modest revenue growth, net retention above 110%, and refinancing when debt comes due. Across the named PE-held companies, revenue growth has fallen from 15 to 25% at take-private to mid-single digits or flat. Net retention is moving below 100% in categories where it stayed above that level for a decade. Refinancing at 2026 rates roughly doubles interest costs, as Medallia experienced when its PIK relief expired. Companies with debt due in 2026, 2027, and 2028 face the most immediate exposure.
Trade reporting has focused on the $1.1 trillion PE-held cohort for two years. The next cohort contains a larger pool of capital with limited liquidity and a more restrictive access structure than the previous four software waves.
Microsoft listed in 1986 at roughly $500 million, and an individual investor could buy its shares. Twenty years later, a share was worth more than fifty times its IPO price. Salesforce, founded in 1999, listed in 2004 at $1.1 billion. Workday, ServiceNow, Shopify, Atlassian, HubSpot, Okta, Twilio, Veeva, Dropbox, Box, and Zendesk also spent most of their growth in public markets. Those twelve SaaS companies are now collectively worth roughly $794 billion, with that growth accessible through ordinary brokerage accounts.
The current AI cohort has followed a different path.
OpenAI, Anthropic, and xAI (now part of the merged X/SpaceX entity) have a combined value of roughly $2.1 trillion. Investors using ordinary 401(k), brokerage, or software ETF accounts cannot buy those shares directly. Access to private rounds is concentrated among repeat venture investors and sovereign wealth funds capable of ten-billion-dollar commitments; many pension funds and advisers also lack access. The largest data platform used by much of the AI cohort and the payments platform moving a trillion dollars a year remain private. In 2026, the companies setting software's productivity benchmark are largely inaccessible to the savers who funded the previous cycle.
LP liquidity · the DPI gapAcross the enterprise software companies in our complete vendor register, $5.6 trillion of enterprise value is trapped in the venture-capital-private stack : 1,177 companies whose valuations appear as marks on LP statements rather than returned cash. In our reading, the gap between NAV and DPI is at its widest: quarterly marks rise while distributions for pension obligations, endowments, and new fund commitments remain limited. The cohort expected to supply substantial LP liquidity has become a major source of illiquidity in 2026.
Smaller institutional LPs, including regional foundations, mid-sized public pension funds, and endowments outside the top tier, are selling venture fund stakes on secondary markets at discounts of twenty to forty percent to stated NAV. They are realizing losses to meet obligations while distributions remain limited.
The roughly $5.6 trillion in this cohort is about five times the PE-held cohort. Its scale and restricted access warrant attention alongside the $1.1 trillion PE-held financing problem covered by trade reporting.
Our readIn our view, a major question for U.S. capital markets in 2026 is whether the public-market access model of the past fifty years will extend to AI. Much of software's current growth remains private. Alongside questions about valuations and risk, that raises a distribution question: who can participate in the upside?
Many leaderboard companies that crossed $500M and were later acquired sold below their peak value. Some were absorbed into larger platforms and disappeared as products; others were purchased to remove a competitor. Their acquisition values can obscure the loss of independent businesses.
Public companies maintained independent businesses; acquired companies created enough value or competitive pressure to attract a buyer. We separate the cohorts because those outcomes teach different lessons.
Software has passed through eight technology phases, each building on previous technology while replacing vendors. Mainframe software still runs most of the world's banks. A technology can persist even when the vendor on a customer's budget changes; the acquired cohort helps show that distinction. In our view, every leaderboard company faces that risk in the AI era.
Public companies reprice openly. PE-held companies face financing pressure, while VC-private companies face limited liquidity and access. Acquisition can conceal the loss of an independent business. These mechanisms differ, but in our reading an asset's ownership cohort now explains more about its position than its software category.
Piece 3 examines the different market against which the next $28.2 trillion of software is being built.
Paul