When a secondaries fund is managed by a sponsor that has a separate PE buyout platform, fund managers of prospective secondary transactions may have concerns about providing information to a competitor. A PE sponsor considering raising its own secondaries business must therefore adjust 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. This second article in a two-part series examines distinct issues with information sharing and reporting in a secondaries fund context versus a traditional PE fund, including concerns that information could give the secondaries manager a competitive edge or be improperly shared with its investors. It also describes certain structural features with which PE sponsors branching out into secondaries may not be familiar. The first article
explored the growing trend of PE sponsors raising their own secondaries funds and issues those managers should consider in advance. See “Common Approaches to Structuring Single Investor Funds and Enhanced Information Rights Sought by Investors (Part Two of Two)
” (Aug. 17, 2021).