We all know that Private Credit + Secondaries aren't "niche" anymore, but why are more and more folks talking about them?

If you're a corporate lawyer in Private Equity, M&A, Funds, Finance, RX, CapM, Tax, even Executive Comp and Benefits you're already living in a world shaped by private credit and secondaries. You might not call it that day-to-day, but the work is showing up everywhere: deal terms, liquidity discussions, fund docs, exits (or lack thereof), continuation vehicles, NAV facilities, preferred equity, hybrid capital, and increasingly "creative" solutions when the traditional playbook doesn't work.

Over the past few weeks, I've been traveling and reconnecting with old friends. The conversations have naturally turned to work and I was interested to hear how many of them across law and banking all described the same thing: essentially that the ground beneath traditional dealmaking has shifted.

My take on these discussions reflects a lot of what I've been noticing (at least on the funds front) for some time. Today's market rewards folks who understand where capital actually comes from and how liquidity 'happens'.

In 2026, that means you need fluency in private credit and secondaries.

1) Why private credit now sits at the center of dealmaking

Private credit is no longer "alternative" to banks. It's often the default, especially when speed, certainty, confidentiality, or bespoke structuring matters.

A few structural reasons this matters for lawyers:

  • Deals are increasingly underwritten by non-bank lenders, which changes documentation norms, covenant packages, and negotiation leverage.
  • Refinancing + liability management work has exploded, and it's often private-credit-led.
  • Capital solutions are blending: unitranche, first-out/last-out, preferred equity, NAV-based facilities, fund financing, structured secondaries etc.

On the sheer size of the opportunity: McKinsey & Company has argued the addressable market for private credit could exceed $30 trillion in the US alone (their framing is broader than "current AUM," which is the point: private credit is expanding into more of the credit universe).

And even when returns compress, the platform scale is huge (e.g., Blackstone reported its credit unit at $520B of assets in its broader results coverage).

KEY TAKEAWAY: if you don't understand private-credit mechanics, you'll miss what's really driving timeline, leverage, documentation, and risk allocation in modern sponsor and fund work. Just take a look at the PE shops and banks who are opening private credit arms 😎

2) Secondaries became the liquidity engine of private markets

Secondaries used to be thought of as "LP clean-up trades." Now they're a core market infrastructure for liquidity, duration management, and price discovery.

The numbers tell us the story here:

  • PitchBook reported record global secondaries transaction volume of $226B in 2025, up 41% vs 2024, driven heavily by continuation funds.
  • Preqin noted private equity secondaries dry powder of $173.5B as of December 2024, a signal of just how institutionalized this market has become.
  • BlackRock reported that single-asset continuation vehicles accounted for 48% of GP-led volume in 2024, up from 39% in 2023.

And secondaries logic is now spreading beyond "classic PE fund stakes" into infrastructure and credit. Even Hamilton Lane has been raising strategies explicitly aimed at secondhand exposure (including infrastructure secondaries).

KEY TAKEAWAY: Secondaries is no longer just a "funds specialty." It touches fund governance, fiduciary duties, conflicts, valuation, disclosure, financing, tax, ERISA, regulatory, and increasingly, litigation risk.

3) Private credit secondaries + "credit continuation deals" are the next wave

One of the most important (and least understood) shifts: secondaries techniques are now being applied to private credit itself.

Two data points that should make every finance / funds lawyer pay attention:

  • Evercore / PitchBook-covered reporting: private credit secondaries volume nearly doubled to ~$20B in 2025.
  • Jefferies-cited reporting via Financial Times: in 2025, private credit firms did ~$15B of "sell debt to themselves" continuation-style transactions (up from $4B in 2024).

KEY TAKEAWAY: Credit is building its own liquidity and recycling loop. That affects conflicts frameworks, fund disclosures, valuation governance, transfer restrictions, investor consent mechanics, and how liquidity is created when exits slow.

4) Key moves are proving this is where the market is going

If you want evidence this is now core-market behavior: look at what sophisticated platforms are doing:

  • Private markets managers are leaning into secondaries and credit solutions to manage duration and deliver liquidity (see the continuation-deal surge above).
  • Big firms' capital-markets + sponsor ecosystems are being shaped by private-credit availability and conflicts considerations (even top firms step away when opposing-side lender relationships collide).
  • Law firms are explicitly hiring and positioning around private capital growth areas (including private credit and secondaries) in their funds and finance benches
  • Recent examples include Sidley’s hiring of Cliff Cone, Michael Sabin, and Dan Drabkin from Clifford Chance.

Suggested reading: private credit and secondaries

For background on private credit and secondaries, these reports are useful starting points:

Overall, private credit and secondaries are two of the biggest forces reshaping the private markets (and every related practice area that relies on structuring, financing, and transacting) and folks who treat them as core competencies will (at least in my view) outperform the market from leverage alone. That's why it's on everyone's lips!

Explore GPS’s private capital legal search practice.

Stay warm out there and happy Groundhog Day!

~Stef

Stefano grew up in Australia where he practiced as a Corporate and Funds Lawyer from 2015, before moving to the US to work in Secondaries, first as an Attorney, then in Search where he led the New York office of a global recruitment agency.