How M&A Buyers Now Price Customer API Versioning Risk

In this episode of Tech M&A with Fexingo, Lucas and Luna dig into a due diligence factor that's quietly reshaping deal terms in 2026: how aggressively a target's customers upgrade their APIs. With Databricks hitting a $188 billion valuation and Snowflake's stock flat, buyers are now scrutinizing API versioning risk as a key churn metric. Lucas walks through a recent mid-market SaaS deal where the buyer slashed the earnout by 12% after discovering 40% of customers were still on a deprecated API version. They discuss why sticky-but-stale customer bases can actually signal hidden technical debt, how to price the risk of a forced migration, and why acquirers are now hiring API audit firms alongside traditional due diligence teams. If you're advising or selling a B2B SaaS company, this is the pricing detail your buyer is already running numbers on. #API #VersioningRisk #TechM&A #M&ADueDiligence #SaaS #Databricks #Snowflake #SoftwareAcquisitions #StrategicBuyers #TechDeals #EarnoutPricing #CustomerChurn #APICompatibility #TechnicalDebt #M&APricing #Business #BusinessPodcast #FexingoBusiness Keep every episode free: buymeacoffee.com/fexingo