With the Tech M&A Conference in Barcelona fast approaching, the programme mirrors the issues and trends many of us advising on international technology transactions encounter daily. Here are just some of the topics I’ll be diving into, directly aligned with Brodies’ international tech M&A practice and why they matter for private equity investors and technology businesses:

  • R&W insurance trends: Underwriting is tightening around cybersecurity, open source software, cloud dependencies and AI model risk influencing negotiation strategy.
  • Non competes and non solicits: Cross-border enforceability in founder led software businesses remains a complex and increasingly scrutinised area.
  • Earn‑outs and milestones: Particularly where valuation hinges on growth, product delivery or customer stability, earn‑outs remain critical in managing valuation gaps and aligning incentives.
  • Working capital mechanics: Highly sensitive in subscription and recurring revenue models, especially where deferred income and billing cycles drive valuation pressure.
  • Exit processes: IPOs, drag/tag rights, ROFRs and dual‑track readiness continue to play a significant role in planning and executing successful exits.
  • FDI regulation: Intensifying FDI regimes across Europe and globally, with Switzerland one of the latest countries to adopt its own framework, continue to shape deal timing and execution.
  • AI driven diligence tools: balancing the promise of speed against reliability, confidentiality safeguards and hallucination risk, now a live topic in competitive processes.

Brodies tech M&A round-up

Reflecting many of these themes, Brodies has advised US tech‑focused PE fund Accel‑KKR on multiple strategic domestic and cross‑border acquisitions over the last year, including:

  • the merger of Aico and Mercur Solutions to form a comprehensive CFO solutions suite (Finland and Sweden);
  • investment in AARO and its combination with Aico/Mercur to form a unified and complete financial corporate performance SaaS platform (Finland, Sweden, Dubai, Kenya);
  • majority investment in CareLineLive, a cloud‑based care‑management platform (UK and Australia);
  • investment in Eletive, an AI‑enabled employee‑engagement and people‑analytics platform (Sweden);
  • investment in 4human, a multi‑jurisdictional HR and payroll SaaS provider (Norway, Poland and Slovakia);
  • majority investment into REG Technologies, a provider of compliance‑automation solutions for the insurance sector (UK); and
  • Singletrack’s strategic acquisition of Mediasterling, positioning the combined group to lead capital markets into the AI era (UK).

Looking ahead

The conference’s emphasis on AI, regulatory evolution and sophisticated deal mechanics reflects what we are seeing across UK and European tech M&A an opportunity rich but execution intensive landscape.

For private equity investors active across the UK, the Nordics and wider Europe the discussions in Barcelona will help shape negotiation approaches and execution strategies for the year ahead.

If you’ll be attending, I would be delighted to connect and exchange insights.

Contributor

Rebecca Easton

Senior Associate