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Commentaryprivate equity

The new battlefield: where capital, regulation and technology collide

By
Alexandrine Armstrong-Cerfontaine
Alexandrine Armstrong-Cerfontaine
,
Andrew Henderson
Andrew Henderson
, and
Pavel Shaitanoff
Pavel Shaitanoff
Down Arrow Button Icon
By
Alexandrine Armstrong-Cerfontaine
Alexandrine Armstrong-Cerfontaine
,
Andrew Henderson
Andrew Henderson
, and
Pavel Shaitanoff
Pavel Shaitanoff
Down Arrow Button Icon
November 25, 2025, 9:00 AM ET
Defense
Capital, regulation and technology are colliding in one space.Getty Images
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Over the past decade, private capital inflows into the defense sector have risen more than eighteen-fold—reflecting a shift driven by geopolitical instability, digitization of the battlefield, and the recognition that public procurement systems alone cannot deliver capability at the speed required.

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General Sir Richard Barrons KCB CBE, former Commander of the UK’s Joint Forces Command, who spoke at a recent defense industry seminar hosted by Goodwin, describes the current landscape as one where speed of innovation and adaptability count as much as might. The character of conflict is changing: autonomy, cyber operations, commercial satellites, AI-enabled decision support, and low-cost precision systems now shape both deterrence and combat. The advantage belongs not only to the strong, but to the fast.

A Procurement System Outpaced by Reality

NATO governments are increasing defense spending, but industrial mobilization has not kept pace with operational needs. Legacy procurement cycles—built for platforms measured in decades—struggle to accommodate technologies that evolve in months. Military conflicts in recent years underscore the challenge: the demand for drones, counter-UAS systems, digital intelligence platforms, and rapid munitions production has exceeded traditional supply pipelines.

This gap has opened space for venture-backed and private-equity-backed companies that move faster than legacy primes, drawing on commercial innovation models, modular hardware architectures, and software iteration loops. These firms are reshaping segments from space-based ISR to battlefield networking to electronic warfare.

But speed alone is not enough.

The Real Due Diligence Challenge

Defense technology companies operate in markets where technical merit is only one dimension. Evaluating them requires fluency in:

  • Mission fit: Does the solution address an operational need, not just a technical possibility?
  • Integration pathways: Can it plug into existing platforms or command architectures?
  • Security and classification readiness: Can the company operate within clearance or proxy regimes?
  • Procurement literacy: Does leadership understand acquisition cycles and end-user engagement?

In early-stage commercial tech, product-market fit often answers the core investment question. In defense, mission-solution fit is the gating factor.

Regulation as Strategy

The regulatory environment surrounding defense investment has sharpened. CFIUS review, ITAR and EAR export controls, beneficial ownership transparency, and foreign LP considerations now shape both deal structure and deal timing.

Sponsors increasingly begin regulatory strategy at the term-sheet stage. Ownership structures, governance rights, data access, and technology control plans are modeled alongside capital structure. In transactions with foreign capital participation, these questions can become dispositive.

In today’s market, a company’s defensibility is not only about intellectual property. It is also about compliance infrastructure and the credibility to operate within national security constraints.

A New Industrial Partnership Model

General Barrons argues that 21st-century deterrence requires a whole-of-nation approach: government, industry, and private capital operating as a shared ecosystem. Defense innovation is shifting from large, monolithic programs to continuous upgrade cycles—less like shipbuilding and more like cloud software. It is less about producing a finished system than sustaining a dynamic capability edge.

This shift favors companies that can:

  • Iterate rapidly in response to operational feedback
  • Scale production in modular increments
  • Integrate commercial technology securely
  • Operate across civil and military markets

The defense industrial base is no longer defined by size. It is increasingly defined by adaptability.

What Successful Investors Are Doing Differently

The most effective investors in the sector are not chasing technology abstraction. They are spending time with program offices, acquisition authorities, uniformed operators, platform integrators, and allied government innovation hubs. They are building context, not only conviction.

In practice, this means underwriting to long-term industrial relevance, structuring ownership with regulatory approval in mind, and planning exit strategy at entry—particularly where strategic acquirers are concentrated.

It also means recognizing when dual-use is an asset and when it is a distraction.

The Strategic Stakes

Technology, industry, and national security are no longer separate spheres. Supply chains, semiconductor capability, commercial space networks, power infrastructure, and cyber resilience have all become strategic terrain. The countries that lead in autonomous systems, AI-enabled sensing, resilient communications, and contested logistics will shape the balance of power in the decades ahead.

The private sector now plays a role that is not auxiliary, but central.

The Bottom Line

The defense sector’s next chapter will not be defined by the slow, the rigid, or the siloed. It will be shaped by organizations—public and private—that understand that capital allocation, technological acceleration, and national security are now part of one strategic mission.

Those who can operate across that intersection will define not just market returns, but national resilience.

The opinions expressed in Fortune.com commentary pieces are solely the views of their authors and do not necessarily reflect the opinions and beliefs of Fortune.

About the Authors
By Alexandrine Armstrong-Cerfontaine
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By Andrew Henderson
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By Pavel Shaitanoff
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Alexandrine Armstrong-Cerfontaine, chair of the Luxembourg Office is a partner in Goodwin’s Private Equity group, where her practice focuses on international fund formation, with particular expertise in private equity funds, debt funds and infrastructure funds and carried interest/co-investment arrangements.

Andrew Henderson is a financial services partner, who specialises in financial regulation in the investment management, technology and private equity sectors. He is based in London and co-leads the firm’s European Financial Regulatory and European Digital Currency and Blockchain practices.

Pavel Shaitanoff is a partner in Goodwin’s Private Equity group. He advises private equity and corporate strategic clients on public and private mergers, acquisitions, divestitures, tender offers, joint ventures, corporate restructurings, co-investments and general corporate matters. He also assists private equity funds with the purchase, ongoing representation and sale of portfolio companies. 


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