FOR PEOPLE WHO WANT TO SEE WHAT BREAKS BEFORE IT BREAKS

Tech giants enforce AI adoption as workforce models shift, the software selloff freezes the IPO window on broken comps, deal volume surges on the thinnest capital base in 30 years, and semi-liquid wrappers confuse access with the liquidity they haven't earned.

THE SETUP

Markets bounced Tuesday after Monday's 800-point plunge. Software names clawed back ground. Tech rallied. Gold held above $5,200. The 10-year yield sank near its lowest since late November.

The bounce papered over the cracks. A selloff has erased $2 trillion from software stocks since mid-January. AI is no longer just a growth thesis. It is forcing a restructure. That hits three private market channels at once: labor costs, exit timing, and deal funding. Each bends the marks.

PMD Lens

The public story is AI shaking up equities. The private market story runs deeper. AI is closing the gap between when labor models break and when marks adjust. Firms enforce adoption. Banks shift headcount. IPO hopefuls pull filings. The deal market splits: mega-deals grab the capital while mid-market clearing stalls. Not tech hype. A structural re-sort with a private market price tag.

WHAT MOST PEOPLE WILL MISS

  • JPMorgan cut 4% of ops staff and 2% of support roles last year. Total headcount held flat. The bank moved workers into revenue seats, and that math reprices every PE-backed services firm.

  • Software just posted its worst three-month drop in 30 years. That breaks the peer pricing PE sponsors use to mark holdings, because when comps shift weekly, marks lose their anchor.

  • M&A spend as a share of cash hit a 30-year low in 2025 even as deal value hit $4.9 trillion. The dollars funding deals are thinner than at any point in three decades.

  • Nearly 100 new US evergreen funds launched in 2025, swelling the semi-liquid market toward $500 billion. The PE deal-to-exit ratio sits at 2.8x. These wrappers need exits the market is not making.

  • Nvidia reports tonight against a 15% tariff baseline that did not exist last quarter. Forward guidance sets the capex models behind every data center deal in the pipeline.

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SIGNALS IN MOTION

The signals below are not forecasts. They are mechanisms already in motion. Each one reveals the same pattern: duration is being financed before economics are fully proven.

Signal 1: The Mandate Shift

Tech firms are no longer asking workers to use AI. They are forcing it. Reviews now track AI use. Hiring screens filter for it. The shift from optional to required changes the cost math for every firm carrying pre-AI headcount.

JPMorgan shows where this leads. The bank holds 318,000 staff and a $20 billion tech budget. Dimon told investors the bank has major plans to shift displaced workers into new roles. Ops and support shrank. Revenue seats grew. Headcount barely moved, but the mix changed fast.

PE-backed firms still carry labor models built before mandates. When the biggest bank on earth forces the shift, the cost base for every services deal faces a duration test.

Investor Signal: 

AI mandates turn labor from a line item into a moving target. Stress-test costs against forced adoption, not gradual uptake. The clock is running.

Signal 2: The Frozen Window

The AI selloff did not just punish stocks. It froze the exit rails. Liftoff Mobile shelved a $5 billion listing. Visma may delay a $20 billion London debut. When peer multiples move this fast, no side can anchor a price.

Software shed 34% from peak. That is the worst non-downturn drawdown in over 30 years. PE sponsors pricing exits off revenue multiples now face benchmarks that reset weekly. Buyers pause. Sellers wait. The clearing price vanishes.

Every late-stage private software firm mapped to public comps is losing its reference point. Marks that assumed an open window now carry a gap the market has not closed.

Investor Signal: When comps reprice faster than hold periods adjust, exit timing is the first risk. Model for a closed window through Q3.

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Signal 3: The Capital Split

Global M&A surged to $4.9 trillion in 2025. Sounds like a boom. It masks a fracture. Mega-deals above $5 billion drove 73% of the gain. Sixty topped $10 billion. Middle-market count fell to a decade low.

The cause is capital, not appetite. AI capex ate the spare cash. Tech giants spent $760 million a day on data centers through 2024 and 2025. That money flows to chip makers, not to deal budgets.

PE makes up 40% of global deal flow. But sponsors face the same bind. Dry powder exists, yet the cost to use it rose with rates and tariff risk. Mega-deals clear because they must. Mid-market stalls because the dollars went elsewhere.

Investor Signal: 

The deal boom is real at the top and frozen in the middle. Size pipeline to the capital that shows up, not the backlog.

DEEP DIVE

The Liquidity Illusion

The pitch is simple. Bring retail capital into private markets through semi-liquid funds. Broaden access. The harder question is what happens when access expands faster than liquidity.

The scale is accelerating. Nearly 100 new U.S. evergreen funds launched in 2025, expanding the category by roughly 25% in a single year. Assets approach $500 billion. Over half of early 2025 inflows went to private debt.

The Mismatch

Evergreen funds offer standing quarterly liquidity. The underlying assets trade infrequently. Investors transact at manager-set NAVs derived from marks on holdings that rarely clear in the market. When inflows persist, the structure functions. When flows reverse, the liquidity promise meets the asset reality.

The PE deal-to-exit ratio reached 2.8x in 2025. For every dollar deployed, less than half was realized. These vehicles depend on distributions that the broader market is not currently generating. More than $86 billion flowed into semi-liquid structures in the first half of the year. Inflows are accelerating. Realizations are not.

The timing compounds the risk. Retail expansion accelerated after rates rose, multiples compressed, and exit velocity slowed. Many vehicles launched into a market already carrying a near-record backlog of unsold assets.

The Wrapper Risk

The historical parallel is the 1920s investment trusts. Then, leverage amplified volatility. Today, the vulnerability is different. It is not margin calls. It is redemption pressure when exit cash does not match liquidity windows. That stress transmits through NAVs, credit lines, and secondary pricing.

The issue is not retail participation. It is structural alignment. Vehicles where payout capacity matches realization velocity remain stable. Vehicles where liquidity windows outrun asset turnover create a structural weak point. The constraint is not inflows. It is realization speed.

Investor Signal: 

Semi-liquid structures are only as liquid as the exit market supporting them. Underwrite to the deal-to-exit ratio, not the stated redemption window. Access without realizations is a mark, not cash.

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THE PLAYBOOK

Stress-test all labor models against forced AI adoption and flag any cost base built on pre-2025 headcount.

Reprice software exits through Q3 using a closed-window base case for any firm mapped to public comps.

Split mega-deal pipeline from mid-market and size plans to the capital that shows up at each tier.

Audit evergreen exposure for payout-to-exit fit and flag any fund where the liquidity promise runs ahead of the exit rate.

Watch Nvidia guidance tonight and run covenant tests against the 15% tariff baseline. Forward capex and cost inputs both shifted. Deal terms should match.

THE PMD REPOSITION

Three channels tested this week. AI mandates compress the gap between adoption and cost repricing. The software rout froze exit rails and broke the comp anchors PE sponsors lean on. The M&A boom masks a capital drought starving the middle market while mega-deals clear.

Under it all, the semi-liquid boom builds a liquidity promise the exit market has not earned. The limiting variable is not access or appetite. It is whether the wrappers selling private market exposure can pay the exits they promise when the cycle turns. Define the gap now. The market prices it later.

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