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How Trading Venues Break the Private Company Liquidity Logjam

Author: Rupert Bruce
Rupert BruceContributor

As companies stay private for longer, secondary share trading venues are growing fast. It’s a fragmented, opaque marketplace that’s moving towards the mainstream.

TL;DR
  • The UK’s new PISCES venues, introduced in May, are the latest evolution in a world of private company share trading that’s moving towards the mainstream.

When the UK’s new PISCES (Private Intermittent Securities and Capital Exchange System) trading venues launch in 2025, they’ll mark the latest stage in the rapid evolution of private company share trading. Backed by the UK government, there are ambitions for them to gain scale while increasing liquidity and moving these markets further towards the mainstream.

The new UK exchanges will join dozens of others operating in the US and elsewhere where investors have more opportunities to buy shares in privately owned businesses. They’re hosting growing volumes of transactions, in line with the expansion of private markets.

As companies stay private for longer, demand for secondary liquidity is growing dramatically. That’s being compounded by a liquidity logjam – the number of initial public offerings (IPOs) has slumped since 2021, along with merger and acquisition volumes, making it hard for existing shareholders to sell and investors to buy.

But while the trading venues are meeting the need for liquidity, they’re more complex, expensive and harder to access than public markets. The marketplace is fragmented, with the biggest offering access to celebrated US tech innovators and newer venues trading in less well-known companies like small UK growth businesses. Additionally, there’s a myriad of different fee structures and investment minimums to navigate.

Secondary transactions bounce back

Despite the opacity, trading volumes are booming, bouncing back from lows in 2022. New York-based Nasdaq Private Market (NPM), the biggest existing venue, saw its tender offer transactions double to $6bn in 2024, up from about $3bn the previous year, and exceeding the $5.2bn that NPM calculates U.S. venture capital-backed startups raised through tech IPOs. NPM expects transactions to hit $10bn in 2025.

Similarly, Forge Global, another U.S. venue, saw transactions increase to $1.3bn in 2024, up from $800m the previous year.

The companies in demand on these venues are well-known names in AI, cryptocurrencies and defence technology. Active names on NPM’s SecondMarket trading platform include CoreWeave, Ripple Labs and Anduril, according to its State of the Market Report.

NPM CEO, Tom Callahan, sees such markets as vital for company employees like software engineers, who get paid partly in stock options and prefer not to wait for many years to sell through an IPO or company sale.

Callahan has also noticed a major shift in how venture capital firms are managing their portfolio company shares. Rather than hold on to such shares until an exit event like a trade sale or IPO, VC firms have increasingly been using NPM over the past 18 months, he says.

“Historically, the Sandhill Road venture community was very against secondary liquidity, but that has fundamentally changed,” notes Callahan. “The cold-hearted logic of the past four years of constrained IPOs and weak mergers and acquisitions has meant there are fewer options for a path to liquidity. And the venture model doesn’t work without liquidity, so secondary liquidity is the only game in town.”

Choosing venues

For investors seeking to invest in private companies, there are many platforms to choose from. More established U.S. venues like NPM and Forge Global – both in existence for more than 10 years – offer access to well-known tech pioneers, including Sam Altman-led Open AI and Elon Musk’s SpaceX.

Other platforms, such as JP Jenkins in the UK, which launched electronic trading in March 2024, attract a cross-section of the economy. In total, 52 small or mid-sized mainly UK-based companies have traded on JP Jenkins since March 2024, including several that delisted from the London Stock Exchange’s Alternative Investment Market (AIM), such as model railway company Hornby and fashion brand Superdry, according to JP Jenkins CEO Mike McCudden.

Few venues publish their fees, but EquityZen, another U.S. venue, says that brokerage fees charged to investors range from 3 percent to 5 percent. Just to complicate matters, some venues have lower headline fees but charge by levying a wider bid-offer spread so buyers and sellers alike get a less favorable price.

Broadly speaking, investing through these private market venues is far more complex than in public markets. Minimum investments also vary, according to EquityZen. For instance, EquityZen allows investments from as little as $10,000 and Forge Global from $100,000.

Towards the mainstream

Following the publication of final rules in June 2025, the first UK PISCES venues will bring further choice for investors. “Our view is that the backing of a specifically tailored regulatory framework is needed in order for a venue to scale and help it become mainstream,” explains Marcus Stuttard, Head of AIM and UK Primary Markets at the London Stock Exchange, which plans to launch a PISCES venue later this year.

Looking to the future, private company venues appear likely to claim a more central place in capital markets. Notably, the European Commission plans to explore boosting secondary markets for private companies as part of its Savings & Investment Union Strategy.

As governments back new venues and the biggest existing venues grow, it seems likely that they’ll gain scale and become more transparent, offering investors and companies alike new ways to break the liquidity logjam.

Author: Rupert Bruce
Rupert BruceContributor

Rupert Bruce is a freelance business writer.

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