Private market valuations can look very precise on paper. A company raises money at $10 billion, then gets talked about at $5 billion, and suddenly another deal puts a very different number on it.
But which number actually matters?
Recent deals involving Airtable, Brex and Gong offer a useful look at what private companies can really be worth when a buyer comes in with a cheque, completes due diligence and takes control.
The gap between a last funding round, a secondary-market valuation and an actual acquisition price can be surprisingly large.
Airtable went from $11.8 billion to $2.25 billion
On August 4, Bending Spoons agreed to acquire Airtable in an all-cash deal at an enterprise value of $1.285 billion.
After taking Airtable’s cash into account, the equity value comes to roughly $2.25 billion. The deal is expected to close later this year, subject to regulatory approvals and other closing conditions.
That is a dramatic change from where Airtable was valued a few years ago.
The company last raised at a set price in December 2021. Its $735 million Series F valued Airtable at $11.8 billion.
Then, in January 2026, Sacra reported private shares changing hands at around a $4 billion valuation.
So, in less than five years, there were three very different numbers attached to the same company:
- $11.8 billion: 2021 Series F valuation
- ~$4 billion: reported private-market valuation in January 2026
- ~$2.25 billion: equity value implied by the Bending Spoons acquisition
Against the 2021 funding round, the acquisition value is about 81% lower.
Against the reported $4 billion private-market valuation, it is about 44% lower.
And this is not simply a story about a company disappearing overnight.
Airtable reportedly had around $480 million in annual recurring revenue as of June 2026, with revenue growing more than 20% year over year.
That is what makes the valuation gap worth paying attention to.
The age of the last funding round matters
PitchBook’s Q2 2026 US VC Valuations Report offers some context.
Using data from Forge, PitchBook found that companies whose last funding round was in 2021 were trading privately at an average 59.1% discount to the price of that round.
For companies that last raised in:
- 2021: 59.1% average discount
- 2022: 54.1% discount
- 2025: 4.7% discount
- 2026: no discount reported
The pattern is pretty striking.
The older the last funding round, the larger the gap between that old valuation and the price private-market buyers are willing to pay today.
Part of the reason is straightforward.
A funding round gives investors a clear reference point. But if that round happened four or five years ago, the number becomes increasingly difficult to rely on.
At the same time, many secondary buyers do not have the right to see the company’s financial statements.
That creates a difficult pricing environment.
There may be no fresh round to anchor the valuation, and there may not be enough financial information to build a strong independent view of what the shares are worth.
So the age of the last funding round can become an important factor in private-market pricing.
Brex tells a similar story
Brex last raised at a $12.3 billion valuation in January 2022.
The company raised $300 million, co-led by Greenoaks and TCV, in a round that valued it at $12.3 billion.
Four years later, Capital One announced that it would acquire Brex for $5.15 billion.
That headline figure was already about 58% below the company’s 2022 valuation.
But the actual transaction is more complicated.
Capital One’s 10-Q says Brex shareholders received approximately $4.5 billion, made up of:
- $2.6 billion in cash
- 10.6 million Capital One shares worth around $1.9 billion
Capital One also paid off approximately $1.1 billion of Brex’s outstanding debt after the deal closed.
These numbers are measuring different things.
The announced deal value, the amount ultimately received by shareholders and the debt that was repaid should not be treated as interchangeable.
If the comparison is being made against Brex’s $12.3 billion equity valuation from 2022, the more relevant number is the roughly $4.5 billion received by shareholders.
That means Brex shareholders received around 63% less than the valuation implied by that 2022 funding round.
But why didn’t better information lead to a higher price?
There is an interesting point here.
One obvious explanation for private-market discounts is lack of information.
A secondary buyer might not have access to the company’s full financial picture. If the last funding round happened years ago, there is also no recent transaction to establish a fresh price.
So it would be reasonable to expect a strategic buyer that can conduct full due diligence to pay closer to the company’s previous valuation.
Airtable and Brex suggest that this is not always how things work.
Both transactions were negotiated control acquisitions where buyers had access to company information and could conduct due diligence. Yet both ended with equity values well below previous private valuations.
That does not mean private secondary pricing is wrong.
It means the two types of transactions are fundamentally different.
Buying a small stake from an existing shareholder is not the same as buying the entire company.
A control acquisition can involve different economics around:
- Access to information
- Control of the business
- Deal structure
- Cash on the balance sheet
- Outstanding debt
- Strategic value to the buyer
- Terms negotiated between the buyer and sellers
That is why a secondary-market price and an acquisition price should not be treated as direct substitutes.
Gong shows that not every 2021 company has taken the same hit
There is another useful comparison.
Gong also last raised at a set price in 2021, when its Series E valued the company at $7.25 billion.
But Sacra reported shares trading through Nasdaq Private Market at around a $4.5 billion valuation in November 2025.
That works out to roughly a 38% discount to the 2021 valuation.
It is still a meaningful reduction, but it is considerably smaller than the 59.1% average discount PitchBook reported for companies whose last round was in 2021.
This is an important reminder.
There is no single discount that applies to every private company.
Two companies can have their last funding round in the same year and still have very different outcomes.
Growth, spending, debt, profitability, product strength and the amount of information available to investors can all affect pricing.
The year of the last round is useful context, but it does not tell the whole story.
The broader exit market is getting healthier
The Airtable and Brex deals might look like evidence of a weak private market.
The broader exit data tells a more nuanced story.
Flat and down rounds fell to 13.1% of deals, the lowest share since 2022.
Companies were sold for a combined $375.4 billion, a ten-year high.
The median sale price doubled to $200 million.
And the typical acquisition is now happening at around 1.9 times the company’s last private valuation, compared with 1.2 times previously.
So private-market valuations are not simply moving in one direction.
Some older companies are seeing large discounts to their previous funding rounds, while the overall acquisition market is becoming more active.
That distinction matters.
A company raising at a huge valuation in 2021 does not automatically mean a buyer will pay anywhere close to that valuation today. But it also does not mean private companies as a whole are in distress.
The market is becoming more selective about which valuations can actually be converted into liquidity.
A lot of unicorn value still exists only on paper
There is another number that puts the private-market challenge into perspective.
PitchBook counted a record 945 active unicorns in Q2 2026, with a combined paper value of around $5.3 trillion. That was a 9.4% increase from the end of 2025.
At first glance, that sounds like an enormous amount of value.
But there is an important catch.
Most of those companies have never been tested by an actual sale.
A valuation on paper is not the same thing as a price a buyer is prepared to pay.
Until a company raises a new round, sells shares in the secondary market or gets acquired, its last valuation can remain largely theoretical.
That is especially important for companies whose last funding round happened several years ago.
The secondary market is concentrated too
The concentration of trading activity tells a similar story.
On Hiive, the 20 most active companies accounted for 86% of second-quarter volume, while the top five alone represented 50.3% of volume.
In other words, private-market activity is not spread evenly across the thousands of private companies carrying high valuations.
A relatively small group accounts for a huge share of actual trading.
That makes reported discounts harder to interpret for companies that barely trade.
If shares in a private company rarely change hands, a quoted discount does not necessarily mean someone has actually bought a meaningful amount of the company at that price.
A valuation that has not been tested by a real transaction is still an estimate.
That is perhaps the biggest lesson from Airtable and Brex.
So what should investors take away?
The headline valuation from a private funding round can be useful, but it should not be treated as a guaranteed exit price.
A company valued at $10 billion in a funding round does not necessarily remain a $10 billion company forever.
And a reported secondary valuation does not necessarily tell you what a strategic buyer will pay for the whole business.
When looking at private companies, it is worth asking a few more questions:
- When was the last priced funding round?
- Has there been any meaningful secondary trading since then?
- Who actually traded the shares, and at what scale?
- Does the buyer have access to the company’s financial information?
- Is the transaction for a minority stake or the whole company?
- How much debt does the company have?
- What is happening to revenue and growth?
- Has the valuation been tested by an actual acquisition?
These questions can tell you much more than a single valuation figure.
The bigger lesson: valuation is not the same as liquidity
Airtable’s journey from $11.8 billion to roughly $2.25 billion is dramatic.
Brex moving from $12.3 billion to roughly $4.5 billion for shareholders is another reminder that old private valuations can be difficult to defend years later.
But the lesson is not simply that private companies are worth less than their last funding rounds.
It is that private-market pricing is fragmented.
A funding round, a secondary transaction and an acquisition can each produce a different number because they represent different situations, different buyers and different levels of information and control.
And with 945 unicorns carrying $5.3 trillion in paper value, there is still a huge amount of private-company valuation that has not been tested by an actual sale.
For investors looking at private markets, that distinction is critical.
The valuation on paper tells you where the company was priced. The transaction tells you what someone was actually willing to pay.
Those two numbers can be very far apart.
Note: Reported private-company financials and secondary-market indications may be unaudited, incomplete, non-standard or based on limited transaction activity. They should not be treated as fair value, executable pricing or a basis for an investment decision. Private securities are illiquid and carry significant risk.