GP-Stake Sales Surge Past $3.5B: Private Equity Firms Turn to Divestitures for Liquidity

  • Private-equity firms are increasingly selling minority stakes in their management companies to raise cash amid weak exit markets, with 2025 deal activity already near record levels.
  • Surveys show a sharp rise in managers planning GP-stake sales, driven by differing regional needs such as founder liquidity, working capital, talent retention, and growth capital.
  • These stake sales sit alongside booming secondary and continuation-vehicle markets, which provide additional liquidity options for both GPs and LPs.
  • While the tools offer capital and flexibility, they raise concerns around control dilution, valuation, conflicts of interest, fee pressure, and limited buyer appetite for mid-market firms.
Read More

Faced with a constrained exit environment—where IPO windows remain narrow and strategic buyers cautious—private equity general partners are turning inward for liquidity. One of the clearest expressions of this is the surge in GP-stake divestitures: selling minority ownership in the management company itself. Deals through October 2025 have hit $3.5 billion, already near the prior high water mark from 2015, and surveys suggest this trend is accelerating [1].

The Dechert Global Private Equity Outlook reveals a sharp increase in the proportion of GPs planning to sell stakes: 77% expect to do so in the next 24 months, compared with around 34% last year. Regional variation in motivations is notable—North America emphasizes founder liquidity and succession; EMEA focuses on working capital and talent retention; APAC shows stronger interest in growth capital and external advisory relationships [2]. The typical stake being considered is minority—often < 25%—to preserve control [2].

Complementing GP-stake sales are broader liquidity-oriented structures: GP-led secondaries, single-asset continuation vehicles, structured secondary funds, and fund finance. Secondary deal volume rose to more than $150 billion in 2024, as institutions seek liquidity from their PE fund holdings; Ardian’s $30 billion secondary fund is emblematic of the scale and investor interest [3][4]. Firms like Painswick have raised funds specifically targeting continuation vehicles, also signaling PE’s widening toolset [5].

The shifts offer strategic benefits: liquidity for LPs and GPs; ability to retain high-value assets beyond fund lives; flexibility to support succession, growth or partner transitions. However, risks are real. Selling GP stakes means ceding some profit/fee upside; minority investors may seek governance or performance rights; valuations of less elite managers may lag; the buyer pool may be shallow for mid-market GPs [1][2]. Additionally, increased use of continuation vehicles and secondaries can raise conflicts of interest, and fee structures may be under pressure [3].

Looking ahead into 2026, these patterns are likely to intensify. GPs will continue to seek diversified capital sources; external GP‐stake investors will increase scrutiny of management track records and governance; and competitive gaps will widen between top-quartile managers (who can access capital and execute such structures affordably) and mid-tier firms. Observers should also watch regulatory and tax frameworks, which may adapt to protect LPs where GP-stakes and continuation vehicles proliferate.

Open questions include: how much of the GP doesn’t become public; at what valuation levels GP-stakes are transacted; whether GP stakes become normalized or segmented (elite vs mid-market); how fee and carry sharing will adjust; who buys these stakes; and whether buyer demand will keep up with the growing supply.

Supporting Notes
  • GP-stake deals totaled ~$3.5 billion through October 2025, on pace to exceed the 2015 record of ~$3.6 billion [1].
  • A Dechert survey finds 77% of GPs plan to do a GP-stake divestiture in the next 24 months—doubling from 34% in the prior year [2].
  • Among those planning divestitures, 59% of EMEA GPs cited working capital/talent retention; 50% of North American GPs cited founder liquidity; APAC GPs pointed to strategic advisory or growth [2].
  • Secondary market and continuation vehicles saw ~$150 billion+ in deal volume in 2024, with Ardian raising a $30 billion fund for such secondaries [3][4].
  • Painswick Capital raised ~$1.5 billion for a debut secondary fund focused on single-asset continuation vehicles; 41 such funds raised ~$19.1 billion in 2024 [5].
  • Majority of GP-stake divestitures expected to be minority, under ~25% stakes, preserving GP control [2].
  • Concerns raised about mid-tier managers: whether buyer demand and terms are favorable enough for widespread adoption of stake sales outside top-quartile GPs [1].
  • Other liquidity tools gaining usage: 46% of GPs are utilizing GP-led secondaries or continuation vehicles; 57% are using private credit for refinancing/recaps at portfolio level [2].

Sources

Leave a Comment

Your email address will not be published. Required fields are marked *

Search
Filters
Clear All
Quick Links
Scroll to Top