Why PE Sponsors Launch Secondaries Platforms, Key Considerations to Weigh and Important Information Sharing Issues to Manage

The secondary market is starting to see new players, particularly given the enhanced activity that is expected to result as fund managers and institutional investors use it to adjust their holdings during a recession. Traditionally, secondaries funds have been raised by managers dedicated solely to secondaries. Recently, however, an increasing number of traditional PE firms – from large, multi-platform asset managers to middle-market PE buyout shops – are contemplating or have already launched secondaries platforms of their own. A PE sponsor considering raising its own secondaries business must adjust, however, to differences in the scope of diligence and what it can report to its own secondaries fund LPs, even as it determines ways to assuage underlying managers’ anxieties to avoid having its secondaries fund cut out of a bidding situation entirely. Further, information-sharing concerns can also affect a secondaries fund’s structure because many funds include a sleeve intended for primary investments in funds managed by potential competitors. The first article in a two-part series delves into which types of managers are pondering expansion into secondaries and why, as well as preliminary issues for those managers to consider. The second article examines unique structural features of secondaries funds, as well as considerations around information-sharing as a PE sponsor with a secondaries platform. See “Prevailing Trends in Transactions, Terms and Considerations in the Secondary Market (Part One of Two)” (Dec. 29, 2022).

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