Axios Pro Rata: PE + AI

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1. Key Themes

Theme 1: PE Firms Are Embedding Themselves Inside AI Companies to Protect Portfolios

Rather than fighting AI disruption, major private equity firms are moving to co-own the solution. Both OpenAI and Anthropic are each in separate talks with distinct PE consortiums to build enterprise AI deployment arms.

"That's the emerging consensus among private equity firms, which are building consortiums to work alongside the AI giants that are threatening to gut their portfolios."

The OpenAI structure would give PE firms minority equity stakes and first-customer status, while OpenAI retains majority control. Forward-deployed engineers would both advise and implement AI solutions inside PE portfolio companies.

"The effort likely would be structured as a majority-owned subsidiary of OpenAI, staffed by forward-deployed engineers who could both advise and implement. The PE firms would serve as minority investors and initial customers."

Theme 2: AI Enterprise Penetration Is Now the Core Strategic Battleground

The subtext is that simply selling licenses isn't enough — AI companies need implementation partners to drive real enterprise adoption and recurring revenue. PE portfolios represent a ready-made, captive distribution channel.

"For the AI companies themselves, this is about pushing deeper into the enterprise — where the checks are bigger and the revenue is usually recurring." "It's a whole lot faster for OpenAI and Anthropic to partner with PE firms than to approach each of their portfolio companies independently, and these efforts could be a test ground for non-PE enterprise clients."

Theme 3: Legacy Financial Infrastructure Is Buying Into Crypto Rails to Avoid Disintermediation

Mastercard's $1.8B acquisition of BVNK signals that incumbent payment networks are moving from partnership to ownership to secure their position in a stablecoin-driven future.

"Mastercard isn't just partnering with crypto, it's buying its way into the stack to avoid being disintermediated." — Ryan Lawler, Axios Pro

Notably, Coinbase walked away from the same deal, suggesting incumbents are more motivated to own this infrastructure than native crypto players.

"One possibility is that Coinbase was more worried about revenue than is Mastercard, which primarily wants the technology."

Theme 4: Defense, Energy Infrastructure, and AI Security Are Active Investment Frontiers

The deal flow in this issue reveals sustained capital concentration in three non-consensus-tech sectors: air defense (Cambridge Aerospace, ~$200M at $1B), data center cooling (Frore Systems, $143M at $1.64B), and AI agent security (Certiv, $4.2M pre-seed; Surf AI, $57M).

"Cambridge Aerospace, a British air defense startup, is in talks to raise around $200m at a $1b valuation." "Frore Systems, a San Jose, Calif.-based data center cooling startup, raised $143m in Series D funding at around a $1.64b valuation." "Certiv, a Seattle-based provider of endpoint security for AI agents, raised $4.2m in pre-seed funding."

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2. Contrarian Perspectives

Perspective 1: PE Firms Are Signaling They Can't Solve AI Adoption Internally

The conventional wisdom is that PE firms add operational value to portfolio companies. But the article reveals that many PE-backed CEOs have burned significant time and money on failed AI experiments — indicating that traditional PE operational playbooks are insufficient for AI transformation.

"More than a few CEOs have lamented the time and money already lost on failed AI experiments." "Many of their other portfolio companies don't really know how to best integrate AI."

This is a tacit admission that PE firms need external AI expertise to manage their own portfolios — a meaningful crack in the "operational alpha" thesis.

Perspective 2: Coinbase Passing on BVNK May Have Been a Strategic Mistake

The article notes Coinbase was further along in BVNK acquisition talks before walking away, citing likely revenue concerns. Mastercard then stepped in at a $1.8B price. Coinbase, as a native crypto exchange, arguably had more to gain from owning stablecoin infrastructure than a legacy card network does.

"It held takeover talks last year with both Mastercard and Coinbase, but seemed to be further along with Coinbase before the crypto exchange bailed in late fall." "One possibility is that Coinbase was more worried about revenue than is Mastercard, which primarily wants the technology."

Perspective 3: The Avanade Historical Parallel Suggests AI Labs May Eventually Lose Control of These Ventures

Primack draws an explicit comparison to the 2000 Microsoft-Accenture joint venture Avanade, where the outcome was Accenture eventually acquiring a control stake while Microsoft retained a minority position. If history rhymes, PE firms structured as minority investors today could be positioned to acquire control over these AI consulting arms over time.

"In that case, Accenture eventually acquired a control stake, with Microsoft retaining a minority position." "If all of this sounds familiar, you're perhaps old enough... to remember Avanade — a JV formed in 2000 between Microsoft and Accenture to implement Windows and other Microsoft solutions into large enterprises."

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3. Companies Identified

OpenAI

• Description: Leading AI lab
• Why mentioned: In talks with Advent International, Bain Capital, Brookfield, and TPG to form a majority-owned enterprise AI consulting subsidiary
• "The OpenAI discussions are with such firms as Advent International, Bain Capital, Brookfield, and TPG."

Anthropic

• Description: AI safety-focused lab, Amazon-backed
• Why mentioned: In parallel talks with Blackstone, Hellman & Friedman, and Permira to form a joint venture AI consulting arm
• "Anthropic's discussions are with such firms as Blackstone, Hellman & Friedman and Permira."

Mastercard

• Description: Global payments network (NYSE: MA)
• Why mentioned: Acquiring London stablecoin infrastructure startup BVNK for up to $1.8B to own crypto payment rails
• "Mastercard isn't just partnering with crypto, it's buying its way into the stack to avoid being disintermediated."

BVNK

• Description: London-based stablecoin infrastructure startup
• Why mentioned: Subject of Mastercard's $1.8B acquisition; previously in talks with Coinbase; raised ~$100M from Coinbase Ventures, Visa Ventures, Tiger Global, and others
• "BVNK had raised around $100 million from Coinbase Ventures, Haun Ventures, Tiger Global, Visa Ventures, DRW Venture Capital, Avenir, and Scribble Ventures."

Frore Systems

• Description: San Jose-based data center cooling startup
• Why mentioned: Raised $143M Series D at ~$1.64B valuation, led by MVP Ventures with Fidelity, Qualcomm Ventures, and others; signals strong investor appetite for AI infrastructure enablement
• "Frore Systems, a San Jose, Calif.-based data center cooling startup, raised $143m in Series D funding at around a $1.64b valuation."

Accenture

• Description: Global professional services and consulting firm
• Why mentioned: Historical parallel (Avanade JV with Microsoft) and current acquirer of Faculty, a UK AI adoption company, underscoring the consulting-layer opportunity around AI
• "Accenture just yesterday completed its acquisition of Faculty, a VC-backed company in London that helps corporate clients adopt AI."

Faculty

• Description: VC-backed UK company helping corporate clients adopt AI
• Why mentioned: Just acquired by Accenture; reinforces the market shift toward AI implementation services
• "Accenture just yesterday completed its acquisition of Faculty, a VC-backed company in London that helps corporate clients adopt AI."

Surf AI

• Description: NYC-based agentic operations platform for security teams
• Why mentioned: Raised $57M led by Accel, with Cyberstarts and Boldstart — a notable bet on AI-native security operations
• "Surf AI, an NYC-based agentic ops platform for security teams, raised $57m."

Certiv

• Description: Seattle-based endpoint security for AI agents
• Why mentioned: Pre-seed company raising $4.2M — early signal of a new security category emerging around agentic AI
• "Certiv, a Seattle-based provider of endpoint security for AI agents, raised $4.2m in pre-seed funding."

Cambridge Aerospace

• Description: British air defense startup
• Why mentioned: In talks to raise ~$200M at $1B valuation — indicative of surging defense tech investment
• "Cambridge Aerospace, a British air defense startup, is in talks to raise around $200m at a $1b valuation."

Gradient

• Description: AI-focused seed fund spun out of Google
• Why mentioned: Raised $220M for its latest AI seed fund — a strong signal of continued early-stage AI investment appetite
• "Gradient, which spun out of Google last year, raised $220m for its latest AI-focused seed fund."

TK Elevator

• Description: German elevator company
• Why mentioned: Advent International and Cinven bought it from Thyssenkrupp for €17.2B in 2020 and are now in talks to sell to Kone for €25B+, a landmark PE exit
• "Advent International and Cinven are in talks to sell TK Elevator, a German company they bought from Thyssenkrupp for €17.2b in 2020, to Finland's Kone for upwards of €25b."

MidOcean Energy

• Description: LNG company formed by EIG
• Why mentioned: Raised $1.2B+ in new equity, including $500M from Idemitsu Kosan — signals continued institutional conviction in LNG infrastructure
• "MidOcean Energy, a LNG company formed by EIG, raised more than $1.2b in new equity funding from backers like Idemitsu Kosan ($500m)."

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4. People Identified

Ryan Lawler

• Description: Reporter, Axios Pro
• Why mentioned: Provided the sharpest editorial framing on the Mastercard/BVNK deal
• "Mastercard isn't just partnering with crypto, it's buying its way into the stack to avoid being disintermediated."

Margaret Ryan

• Description: Former SEC Enforcement Chief
• Why mentioned: Resigned after just six months on the job, concurrent with the SEC preparing to reduce corporate reporting from quarterly to semi-annual — a regulatory de-escalation signal for public markets
• "Margaret Ryan quit as the SEC's enforcement chief, after just six months on the job. This comes at the same time that the agency is prepping a proposal to cut corporate reporting requirements from quarterly to twice per year."

Tim Brown

• Description: Former CISO of SolarWinds
• Why mentioned: Joined Israeli VC firm Team 8 as CISO-in-residence — notable given SolarWinds' high-profile breach history, signaling his crisis experience is now an asset in the security investment ecosystem
• "Tim Brown, former CISO of SolarWinds, joined Israeli VC firm Team 8 as CISO-in-residence."

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5. Operating Insights

Insight 1: AI Licensing Alone Is Not a Strategy — Implementation Is the Bottleneck

The article makes clear that PE portfolio companies are buying AI licenses but failing to generate value from them. The real constraint is not access to AI, but knowing how to deploy it. For operators, this means that building or acquiring implementation capability (internal AI teams, forward-deployed engineers, or consulting partnerships) is now a core operating priority, not a nice-to-have.

"Yes, they could pay for OpenAI or Anthropic licenses. But then what? More than a few CEOs have lamented the time and money already lost on failed AI experiments."

Insight 2: Structure the AI Partnership Before the AI Company Comes to You

The PE-AI consortium model creates a new dynamic: firms that become early minority investors and design customers get preferred access to implementation resources before they are broadly available to the market. Operators who wait for AI companies to approach them independently will be at a speed and cost disadvantage.

"It's a whole lot faster for OpenAI and Anthropic to partner with PE firms than to approach each of their portfolio companies independently, and these efforts could be a test ground for non-PE enterprise clients."

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6. Overlooked Insights

Insight 1: The Exclusivity Question on PE-AI Consortiums Could Be a Major Structural Variable

The article briefly notes that it is unclear whether the OpenAI or Anthropic deals would require exclusivity from PE participants, but buries the significance. If exclusivity is negotiated — even softly — it could create a first-mover advantage for firms like Blackstone or TPG that locks competitors out of preferred AI implementation relationships across the most valuable enterprise segments.

"It's unclear if either deal would require exclusivity, although it sounds unlikely."

Insight 2: Janus Henderson Is Favoring a Lower Bid Over a Higher One — Governance Implications Are Significant

Victory Capital raised its offer to $8.6B, but Janus Henderson continues to prefer a $7.4B offer from Trian and General Catalyst. The $1.2B valuation gap being rejected in favor of the lower offer suggests strategic or governance considerations (board composition, operator control, cultural fit) are outweighing pure price — a notable signal for anyone structuring a competing bid or evaluating asset management M&A.

"Janus Henderson recently rejected an $8.5b bid from Victory, continuing to favor a $7.4b offer from Trian Fund Management and General Catalyst."