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​A Guide to Secondaries: Liquidity, Continuation Vehicles, and Global Spillovers from the Americas

The secondaries market has entered an unprecedented boom. After years of constrained exits, volatile public markets, and swelling allocator portfolios, secondaries have evolved from a niche liquidity tool into a central pillar of private capital, with global volumes surpassing $160 billion in 2024 and tracking even higher in 2025. Pricing has tightened, dry powder has expanded, and both LP-led and GP-led transactions have reached industrial scale, nowhere more prominently than in the Americas, which remain the engine of global activity. At the same time, the ripple effects are increasingly international, with Europe normalizing after a slow rebound and Asia-Pacific emerging as the next major frontier.
 
Defining Secondaries in Private Markets 

Primary commitments place capital into blind‑pool funds that acquire assets over a vintage period. Secondary transactions transfer existing exposures between investors. In LP‑led deals, a limited partner sells an interest in a raised fund; the buyer assumes unfunded commitments and rights to future distributions. Pricing is quoted as a percentage of the fund’s latest reported NAV, with interim calls and distributions netted through standardized closing adjustments. In GP‑led deals, the sponsor initiates a process to move one or a curated subset of companies into a new vehicle, typically a continuation fund, existing LPs may roll; new capital anchors the vehicle. Both streams convert illiquid exposures into cash or different forms of risk without exits.

Jefferies reports 2024 total volume of $162 billion, with $87 billion LP‑led and $75 billion GP‑led. Average LP portfolio pricing at 89 percent of NAV reflecting tighter bid‑ask spreads. Funds sold averaged 6.6 years, nearly two years younger than the decade average. North American funds comprised roughly four‑fifths of LP‑led volume, and Evercore attributes about seventy percent of overall volume to North America.
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When distributions slow and allocations swell above targets, secondaries allow rebalancing without disrupting manager relationships or forcing exits into weak markets. Bain characterizes secondaries as structural liquidity; GP‑led processes let sponsors keep compounding in high‑conviction assets while offering investor optionality. This flexibility preserves pacing discipline across cycles effectively.

​Quick Look into LP-led vs GP-led: Mechanics and Economics

LP-led transactions are initiated by an allocator, typically a US pension, endowment, insurer, or fund of funds, seeking liquidity or portfolio reshaping. An adviser defines scope, prepares materials, and runs a competitive auction. Sponsor consent is required but limited in most cases. Pricing clears at a discount or premium to the latest NAV, with contracts specifying adjustments for capital activity between trade date and closing. Buyers gain diversification but must model look through holdings, unfunded obligations, and exit timing. In 2024, two features stood out. Deferral structures, where part of the price is paid overtime, appeared in about one fifth of LP deals and improved pricing by roughly four hundred basis points versus cash at close, indicating time value can narrow valuation gaps. Geography skewed to North American funds, around eighty percent of LP-led volume.

GP-led transactions are initiated by the sponsor to reconstitute ownership around one or a small set of companies in a new vehicle, typically a continuation fund. The GP hires an adviser and invites a lead buyer or syndicate to underwrite the vehicle’s equity. Existing LPs elect to roll or sell; processes include independent valuation and a fairness opinion. Fees and carry reset to align long term incentives. Risk is concentrated but information depth is greater because underwriting occurs at the company level with sponsor-controlled data. In 2024, GP-led volume reached $75 billion, with continuation vehicles about eighty four percent of GP-led activity and single asset continuations a little more than half of that subset. Sponsor driven recapitalizations have therefore become the dominant GP-led structure.

​A Comparison of Risk, Return, and Duration across Streams

LP-led portfolios exhibit two regularities: diversification and shorter effective duration. Buyers step into later vintage funds whose deployment is complete, reducing J curve effects and shortening time to distributions. Pricing at a discount to NAV provides a cushion against modest valuation error and exit slippage; countervailing risks include unfunded commitments, exposure to manager dispersion, and the fact that buyers underwrite to lagged NAVs. Because LP portfolios often include multiple managers, sectors, and vintages, idiosyncratic risk is lower, but macro factor loadings, to exits and rates, are high. The 2024 recovery in average pricing to 89 percent of NAV is consistent with rising public markets, stabilizing exit expectations, and buyer willingness to accept narrower discounts given improved visibility into exit timing.

For GP led transactions, the duration argument runs the other way. Continuation vehicles target assets earlier in their value creation plan or with remaining growth optionality; time is the point. Concentration raises asset specific risk, but sponsor control and information depth reduce uncertainty around the operating thesis. Underwriting occurs at the company level with access to sponsor managed data and value creation metrics, enabling clearer base cases and downside protection. In 2024 the prevalence of single asset continuation vehicles supplied a comparative statics experiment: where sponsors and buyers aligned on valuation and governance terms, the market concentrated exposure to high conviction companies despite a muted IPO and trade sale backdrop. 

​Americas Focus: Institutional Plumbing and Observed Behavior

The Americas’ dominance in the 2024 cut reflects structure, not transients. The allocator base is rule‑bound and transparent. US public pension systems disclose funding status, pacing models, and policy targets; when distributions lag, they are natural LP‑led sellers. Many of the largest private equity managers are headquartered in the United States and were early adopters of continuation vehicles, supported by an advisory and legal ecosystem practiced in conflict management. The buyside capital base is deep and diversified. Dedicated secondary funds headquartered in North America have raised large vehicles across multiple cycles, and evergreen retail strategies under the 1940 Act have added semi‑liquid pools of capital that match the deployment cadence of diversified LP portfolios. Jefferies’ 2024 review notes rising evergreen vehicles and narrower bid‑ask spreads that supported pricing and enabled larger tickets. Evercore’s survey confirms North America’s share of volume and a balanced presence of LP‑led portfolios and GP‑led continuations.

Within the Americas, the modal LP‑led transaction in 2024 was a diversified strip across several recent‑vintage buyout funds. Buyer information comprised manager letters, call and distribution histories, and lagged NAV statements, requiring underwriters to map public comparables and macro indicators into private valuations. Single‑buyer solutions, often linked to deferrals or other structures, reduced syndication frictions and helped sellers achieve targeted pricing. For GP‑led transactions, the modal case was a single‑asset continuation vehicle backed by a buyout strategy, with scope for rollover by existing LPs and co‑investment by primary investors under refreshed terms.

Linkages to Other Regions 

A strictly Americas-focused account risks losing the global synchrony that shaped the 2024 print. Lazard’s reports note that North America was the largest market by volume and that Europe normalized across the year after a front-loaded first half. Asia-Pacific remained a smaller share of total volume in 2024, though the region is heterogeneous by strategy and currency, and continuation-vehicle activity has grown most where regulatory and capital-control regimes permit sponsor-driven restructurings. Evercore’s geography split, roughly 70% North America, 27% EMEA, and 3% APAC, gives a sense of relative scale without requiring a country-level breakdown. From a capital-cycle perspective, regional co-movement is driven less by local politics than by global exit conditions, rates, and public equity levels, which affect NAV marks and pacing models similarly across allocators. The same variables that constrained distributions in the Americas operated in EMEA and APAC, with different amplitudes and lags. Currency volatility also shaped underwriting tolerances and hedging.

What the 2024 Record Tells Us and What It Does Not

​Record volume and firmer pricing in 2024 merit a measured reading. Three overlapping mechanisms fit the evidence. First, pent up supply from allocators whose distributions ran below plan in 2022-2023, particularly in the Americas; as pricing improved, these sellers transacted. Second, sponsor adoption of GP led solutions as normal portfolio management rather than a last resort option, with single asset continuation vehicles chosen because they match high conviction assets with capital that prefers longer holds. Third, an expanded capital base: evergreen retail vehicles deploying steadily into diversified LP deals, and institutional secondary funds that have raised larger vehicles able to lead billion-dollar GP-led processes. Together they explain record clearing with narrower LP discounts and greater tolerance for concentrated GP-led exposure.

​Current Performance

The Secondary market transaction volume reached $110 billion in 1H 2025, on track to reach a record transaction volume of $200 billion. For context, the previous record was $135 billion in 2021. The numbers speak for themselves: the Secondary Market is flying, and the Americas dominate the market, as seen in the graphs below.
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​LP Performance

In 1H 2025, LP-led deals account for 54% of all deals, roughly $60 billion. We have seen great resilience to the recent macro headwinds of the recent months, such as the Liberation Day tariffs and various other market dips, shown by stable average discounts to NAV, holding at 13.3% in line with 2024 levels, and marginally smaller than 1H 2024 where average discounts were at 13.8%. Industries such as Infrastructure (6%) and Private credit (8%) are operating with the smallest LP-led discounts, caused by great demand for LP positions in those industries as both post record transaction volumes in the secondaries market ($9.1 billion and $4.6 billion respectively), whilst real estate (33.6%) and venture interests (28%) are operating with the greatest discounts due to low demand for their positions. 

​GP Performance

GP-led deals represented 43% of all deals in 1H 2025, roughly $50 billion. This represents a 72% year-over-year volume surge as sponsors increasingly turn to CVs in an unreceptive market. If we compare 1H 2025 to FY 2024, we can see that a greater amount of deals were transacted at par price to NAV or greater (52% to 41% at Par or greater), indicating a growing confidence amongst buyers in GP-led secondary deals. If we zoom in on 1H 2025, we can see single-asset CVs had a greater proportion transacted at par or greater vs multi-asset (63% to 44%). 
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​When assessing the success of the secondaries market, it is impossible to ignore how it coincides with a unreceptive and declining M&A and IPO market.

Relationship with M&A and IPO Markets

M&A volume has fallen drastically over the past few years from $4.8 trillion in 2021 to $2.9 trillion in 2023, with 2025 levels not expected to get to 2023's level, let alone 2021's. It is reported that even vs 2024, global M&A volumes were 9% lower in 1H 2025 vs 1H 2024. In the Americas, whilst M&A volume was about $1.7 trillion, up 8% on 2023, this indicates a small recovery on what was the slowest year in the region for roughly a decade.

IPOs aren't faring any better, 1215 IPOs globally in 2024 raised around $121 billion, roughly down 30-40% versus 2022, and 60% down on 2021. Compared to pre-pandemic, IPOs are 40% below in transaction volume, showing the market has not "normalised" to its previous levels and highs. US IPOs are painting a similar story to Americas M&A market, with a recovery being seen from 2023's record low, but with $27 billion raised in 2024, this is a fraction of 2021's $142 billion raised. 

GP Growth


When GPs (PE funds) want to liquidate their position as their fund matures, to pay back the LPs who invested in their fund, they used to exit via the public market (IPOs) or by selling the portfolio company (M&A) to other PE funds or anyone who would buy. However, as both of those exit routes are more closed off, GPs still need to pay back their LPs. The secondary market provided the precious liquidity, giving the funds that both the GPs, and therefore, the LPs need. Furthermore, if GPs can't exit via the traditional routes, it creates a vicious cycle, as if another PE fund wants to acquire companies, it cannot as it needs to focus on selling its own assets and liquidating before deploying capital elsewhere. This trend is visible in the data, as CVs accounted for 19% of all PE exits in H1 2025, significantly up from the 7% in 2022 and 5% in 2021, and how, historically, GP-led transactions have been a small percentage of total secondary volumes, accounting for roughly 24% in 2012, but since then, there has been a steady increase in share of GP-led transactions due to these closed off exit routes for PE firms.

GP-led Deal

Vista Equity Partners' $5.6 billion SACV is a perfect illustration of pivoting from traditional exit routes, to a successful secondaries market transaction. When Vista acquired Cloud Software Group in 2022, it expected to exit via a traditional IPO or M&A sale, within the 4-6 year fund lifecycle. However, due to higher interest rates and volatile valuations in 2023 through to 2025, Vista preferred to chase value creation by raising new capital, retain ownership and provide liquidity to LPs who wanted out. This came in June 2025, when Vista raised a $5.6 billion CV, extending its ownership of Cloud Software Group, having formed the company through a $16.5 billion LBO in 2022 from parent companies Citrix and TIBCO. The CV involves a $2.7 billion injection of fresh capital from secondary buyers, plus $2.2 billion rolled over from Vista's own Fund VII and Fund VIII, whilst some original LPs from Fund V choosing to stay. 

LP Growth


For LPs the picture is very similar. As GPs realised market conditions were closing on them, they extended the fund life beyond the norm, holding on to the capital LPs needed to pay back whoever they need to, and reducing their ability to redeploy their capital to maximise returns and protect against portfolio risk by diversifying. Again, in steps the secondaries market, enabling LPs to liquidate their position, usually at a discount to NAV, to another party, and redeploy.

LP-led transactions were the original secondary deals, as the need to manage liquidity and re-balance portfolios has existed for longer than the GP exit issues. Therefore, they were the majority of transaction volume until this decade, when GP-led has had a surge.

With macro headwinds in 1H 2025, and the public market experiencing significant shifts, LPs have needed to adjust their portfolios. This is because LPs typically have a strict target allocation towards alternatives, measured as a percentage of their total deployment. As the public market falls, LPs must react to the declining value of its public equities' by bring their allocation to alternatives down as well. This is done via the secondary market in what is called an LP-led transaction, concluded at a discount to NAV. 

LP-led Deal

This market shift of balancing allocation is personified in the PSERS deal in 2024. The PSERS (Pennsylvania Public School Employees’ Retirement System) deal involved a sale of a large portfolio of alternatives holdings onto the secondary market, roughly $822 million in NAV. They were driven by a need to re-balance portfolio away from alternatives, down from 16.1% (what it came to after public market shocks) to its target of 12%.

​Secondary vs Private Equity Fund Performance


What we have also seen about secondary transactions, and specifically secondary funds, is that they offer better returns versus conventional PE funds. As we notice record levels of dry powder in the market, investors have a lot of choice as to where they want to allocate their capital, and the public market has been very volatile in recent quarters whilst PE funds have been struggling for all the reasons listed above. Secondaries funds enable investors to invest in funds containing 'trophy assets,' portfolio companies which GPs have decided are promising beyond the current fund they have raised, allowing them to mitigate the J curve effect of usual PE funds. This J curve effect comes about due to net returns tending to be negative in the early years of a fund life before eventually turning positive, as the GP deploys its capital. Industry data has indicated a median net IRR of 16% for secondary funds compared to a 13.2% for primary PE funds, with very similar TVPI multiples.

​Secondary Funds

An evolution of simply executing one off secondary deals, some firms have begun raising dedicated secondaries funds. Coller Capital and Lexington Partners are seen as the first movers in this field, with the former raising a $9 billion fund in 2020, whilst the latter pioneered complex LP portfolio acquisitions in addition to raising a $14 billion fund in 2022. Unsurprisingly, over the years, secondary fund sizes have increased. In 2025, Ardian raised the largest-ever secondaries fund at $30 billion, cementing its place as a market leader, and the market's perspective on the potential upside of secondary transactions to generate billion-dollar returns. 

Secondary Advisors

To complement the growth of the funds and firms themselves, secondary advisors have been making a name for themselves. Not only are they firms which are experienced boutique advisors, and transitioned to secondaries successfully in recent years, but also firms who have made a name as secondary specialists. Notable names include PJT Partners, Evercore, Lazard and Campbell Lutyens.

Geopolitical Spillovers

For the moment we focused our attention on the Americas, let’s now look at secondaries in other regions of the world.

The secondary market in EMEA remains behind the Americas in secondary transactions, but key structural trends are well developed, and the region is becoming more important for secondaries. Europe has a broad private-equity market ($3.24 trillion in 2025) and that is growing (CAGR of ~12.24% to 2030). According to Funds Europe: “the secondary market is expected to grow further as private-equity portfolios mature”. Volumes are increasing, although the dry powder for secondaries remains slightly lower than in the US. On the GP-led side, several reports suggest continuation vehicles, fund-to-fund trades and other GP-led structures are becoming more common in Europe. For example, the Europe private-equity market report notes that a surge in GP-led continuation vehicles is a driver in the Europe market. The UK and Ireland remain the largest hub for many large-scale PE managers in Europe; they also lead in fundraising and secondaries activity. Other parts of Europe (France, Iberia) are recovering more slowly. For example, the EY “State of PE Report Europe 2024” highlights these divergences across regions. In EMEA, secondaries are becoming a structural component of private-capital markets. Volumes however remain modest relative to the U.S., and the heterogeneity of regulatory, market and liquidity conditions across European countries means a more fragmented and less liquid secondaries ecosystem.

For Asia Pacific regions, secondaries scale is still smaller than the US and Europe but its growth potential being significant makes secondaries both a challenge and an opportunity for the APAC. APAC’s private equity market size is large ($2.71 trillion in 2025) and is growing too (12% CAGR to 2030). However, it is estimated than less than 5% of global secondaries dry powder is allocated to Asia Pacific. This creates a big supply-demand gap. In the APAC, GP-led deals are gaining traction. A report by BDA Partners (2024) highlights several recent large continuation fund transactions in India and China, allowing GPs to retain high-performing assets longer. LP-led deals (where investors sell their fund interests) remain the majority, as institutional investors in Japan, Korea, and Australia rebalance portfolios or seek early liquidity. Regulatory evolution is also supporting market growth, for instance, Singapore and Hong Kong have streamlined fund structures, making transfers and restructurings easier. Given the relatively low allocation of dedicated secondary capital and growing primary market size, APAC is often cited as “the next frontier” for secondaries. But risk, exit complexity, and local regulatory issues mean investors must be selective.
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Within the Americas but outside the US, Canada, Latin America (and other emerging markets) remains less important secondary market, with smaller volumes, less infrastructure and more heterogeneity. The secondary market activity is still emerging: institutional depth, number of large LPs with secondaries appetite, dedicated secondary-fund buyers with presence and local regulatory or market infrastructure are less developed. This implies that there are fewer large-scale LP portfolio sales, fewer large GP-led continuation vehicles operating in the region, and more reliance on primary activity and exit development. In Latin America and other emerging markets, the secondary market is still early stage. While volumes are modest, the structural foundations exist, which means secondaries could grow meaningfully.

How global capital cycles influence secondary markets


​Secondary markets don’t exist in isolation, they move in rhythm with global capital cycles. When global fundraising, valuations, or liquidity conditions change, secondary activity responds almost immediately. Indeed, when traditional exit routes like IPOs or trade sales slowdown, investors turn to the secondary market for liquidity. For example, in 2022–2024, global IPO activity fell sharply, especially in the U.S. and Asia. As a result, GP-led continuation funds surged. Conversely, when exit markets reopen and valuations rise, secondary activity can temporarily slow because LPs prefer to exit via traditional channels. Moreover, interest rate cycles are also directly related to secondary's deal volume and pricing and has a real impact: higher rates increased the cost of leverage, which made it harder for buyers to finance secondary deals. As rates stabilize or decline, financing becomes cheaper, and pricing gaps between buyers and sellers narrow, boosting transaction flow. In 2025, signs of rate cuts in the US and Europe have already supported rising secondary volumes globally.

​Future Outlooks

The secondary market’s growth story is far from over. It is expected to remain one of the fastest-growing areas in private capital over the next decade. Global transaction volumes exceeded $150 billion in 2024 and could surpass $200 billion by 2030 if current trends continue. Secondaries are becoming more mainstream and sophisticated, with the growth of NAV-based financing the expansion of GP-led transactions, including multi-asset continuation vehicles and the entry of private wealth investors and family offices via feeder funds, increasing retail participation in secondaries. Moreover, as secondary markets mature, investors demand better pricing tools, benchmarks, and transparency. Finally, even though North America remains the global center of gravity for secondaries, the market continues to expand rapidly across other regions with for example Europe, seeing a surge in GP-led and cross-border transactions, and Asia-Pacific emerging as the next frontier, driven by accelerating activity in countries such as India, Japan, and Australia.

Conclusion


​The secondary market has become a core driver of liquidity in private equity. LP-led deals remain dominant but GP-led transactions are growing rapidly, reflecting a more mature and flexible market. With traditional exits like IPOs and M&A slowing, secondaries now fill the liquidity gap for both GPs and LPs. While North America leads the way, Europe and Asia-Pacific are expanding fast, confirming the market’s global reach and long-term growth potential.
Written by: Anh Tho Vu, Davide Franchini, Alex Murray-Bruce, Lilas Spitzer
Sources:
  • Jefferies
  • Evercore
  • Lazard
  • Bain & Company
  • Financial Times
  • Campbell Lutyens
  • PwC Global
  • Calabasas Capital
  • BlackRock
  • Dakota
  • Bloomberg
  • EY
  • Mordor Intelligence
  • Funds Europe
  • Arthur D. Little
  • Aquilius
  • BDA Partners
  • LGT Capital Partners
Contact us at [email protected]
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