Public-to-Private Transactions (Roland Berger)

Summary

• European private equity firms are sitting on a record USD 430 billion in dry powder.§1
• The number of take-private transactions in Europe jumped by almost 50% between 2020 and 2021, hitting a record 54 with a volume of USD 52 billion (EUR 45.6 billion).§1
• The number of public-to-private deals each year since 2021 has leveled off at around 50, according to PitchBook data.§2
• Annual capital invested ranges between around USD 30 billion and USD 80 billion (EUR 26-70 billion).§2
• In 2025 the UK accounted for a 45% share of European transactions, equivalent to a global share of 13%.§2
• The recommended roadmap prioritizes the 10 to 15 most critical decisions from Day 1 after delisting.§4

Key insights

1. Many new take-private companies fail to enact sustainable value creation measures after the transaction.§1
2. Key success factors include resolving the buyer-shareholder valuation gap, securing management buy-in and ensuring financial feasibility.§1
3. Private ownership has drawbacks including reduced liquidity for investors, less public visibility and fewer share-based incentive options.§2
4. Underperforming share prices make companies vulnerable to activist investors, which can make a private structure attractive.§3
5. Going private often involves significant debt, which raises financial risk in volatile markets.§3
6. Variable compensation should be tied to targets for the top 15-20% of critical roles, not only the C-suite.§4
7. Performance reviews should take place at least monthly to detect deviations early.§4