The creation of tertiary funds—funds that buy LP interests in secondary funds—indicates that private markets are so starved for liquidity that capital is being layered multiple levels away from the actual value-creating companies. This complex financial engineering mirrors the CDOs of the 2008 crisis and suggests a potential market top.

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The catalyst for a private credit crisis will be publicly traded, daily NAV funds. These vehicles promise investors daily liquidity while holding assets that are completely illiquid. This mismatch creates the perfect conditions for a "run on the bank" scenario during a market downturn.

Creating liquidity in private markets is not about better tech like blockchain. The core challenge is one of market structure: finding a buyer when everyone wants to sell. Without a mechanism to provide a capital backstop during liquidity shocks, technology alone cannot create a functional secondary market.

The market's liquidity crisis is driven by a fundamental disagreement. Limited Partners (LPs) suspect that long-held assets are overvalued, while General Partners (GPs) refuse to sell at a discount, fearing it will damage their track record (IRR/MOIC) and future fundraising ability. This creates a deadlock.

The private equity market is following the hedge fund industry's maturation curve. Just as hedge funds saw a consolidation around large platforms and niche specialists, a "shakeout" is coming for undifferentiated, mid-market private equity firms that lack a unique edge or sufficient scale.

The greatest systemic threat from the booming private credit market isn't excessive leverage but its heavy concentration in technology companies. A significant drop in tech enterprise value multiples could trigger a widespread event, as tech constitutes roughly half of private credit portfolios.

PE firms are struggling to sell assets acquired in 2020-21, causing distributions to plummet from 30% to 10% annually. This cash crunch prevents investors from re-upping into new funds, shrinking the pool of capital and further depressing the PE-to-PE exit market, trapping investor money.

When private equity firms begin marketing to retail investors, it's less about sharing wealth and more a sign of distress. This pivot often occurs when institutional backers demand returns and raising new capital becomes difficult, forcing firms to tap the public for liquidity.

Private equity's reliance on terminal value for returns has created a liquidity crunch for LPs in the current high-rate environment. This has directly spurred demand for fund finance solutions—like NAV lending and GP structured transactions—to generate liquidity and support future fundraising.

The memo flags deals where money is "round-tripped" between AI players—for example, a chipmaker investing in a startup that then uses the funds to buy its chips. This practice, reminiscent of the 1990s telecom bust, can create illusory profits and exaggerate progress, signaling that the market is overheating.

Unlike past downturns caused by recessions or banking failures, the current market stagnation exists despite strong fundamentals. With over a trillion in dry powder and ample credit available, the paralysis is driven by behavioral factors and valuation disputes, not a broken financial system.