Ares, GIC and Pantheon Back Meridiam's $4 Billion-Plus Continuation Vehicle: A GP Playbook for Talking to LPs About a Deal Like It
Ares, GIC and Pantheon are backing a continuation vehicle of more than $4 billion at infrastructure manager Meridiam. A step-by-step plan for GPs on how to take existing LPs through a GP-led deal.
On 2 October 2026 it was reported that Ares, GIC and Pantheon are backing a continuation vehicle of more than $4 billion at infrastructure manager Meridiam. We have only the headline details and the names of the three buyers. We do not have the structure, the price or the terms offered to existing investors, so this playbook does not describe the Meridiam deal itself. It uses the news as a reminder that large GP-led secondary transactions are getting done, and sets out how a manager should take its existing investors through one.
Why this is the right week to plan for it
A separate survey from Evercore and HEC Paris, reported on 5 October, found that continuation vehicles are performing in line with buyout funds while offering different return profiles. Data in the same report shows that a growing number of LPs now have GP-led funds in their portfolios. The reports give no percentages that we can quote, so treat the direction as the point rather than the size. Taken with the Meridiam news, they say that the investor base for these deals is wider and more familiar with them than it was a few years ago.
One of the three buyers is a sovereign wealth fund, and an earlier Meridiam process of about EUR 2 billion also had GIC as lead buyer, so Meridiam has gone back to some of the same capital. We covered the sovereign fund's other recent purchases in our note on GIC's Japan hotel deal. Existing investors in your fund will read that sort of repeat buyer as a sign of price support.
The playbook
Step 1: Write the reason on one page. Say what asset or assets are moving, why the current fund term does not fit them, and what the manager is asking investors to decide. If the rationale needs more than a page, the deal will draw more questions than answers.
Step 2: Show the price was tested. Existing investors will want to know that outside buyers set the price, not the manager. Run a process with several credible buyers and be ready to say how many were approached. In the Meridiam case the three named buyers include a sovereign fund, a large alternatives manager and a secondaries specialist, which is the kind of mix that signals a competitive process.
Step 3: Give existing LPs a real choice. The usual structure lets each investor either sell for cash or roll into the new vehicle on terms that are clearly set out. Make the cash option and the roll option easy to compare, and keep the same information available to every investor at the same time.
Step 4: Go to the advisory committee early. Conflicts of interest are built into a GP-led deal, because the manager sits on both sides. Take the draft process to your LPAC before launch, record its views, and follow its recommendations where you can. If you cannot follow one, explain why in writing.
Step 5: Bring an independent view on value. An outside opinion on fairness or valuation gives investors something to put in front of their own committees. State who commissioned it and who paid.
Step 6: Disclose your economics. Investors will ask what the manager receives if the deal closes, including any crystallised carried interest and the terms of the new carry. Show the GP commitment you are rolling and say whether it is a rollover or new cash. Put the numbers in the first set of materials, not in the second round of answers.
Step 7: Respect the decision calendar. Pension boards and endowment committees meet on fixed dates. Build the timetable around those dates and give investors enough time to decide, then publish the dates and keep to them. Our note on sovereign wealth fund LPs may help you identify buyers whose timetables differ from yours.
Step 8: Report afterwards. After closing, send a short note to every investor, whether they sold or rolled, showing the distributions paid and how the retained assets are performing.
Questions to expect from investors
Whatever the structure, expect the same questions in every call: why now, who set the price, what do I give up if I roll, what do I get if I sell, and what does the manager earn either way. Draft written answers before the first call and keep one version of the truth, so that a pension staff member and a family office hear the same account. Track every question that comes in and share the answers with all investors once they are settled, which also shortens the process for later questions. Record which investors elected to sell and which to roll, since that history will matter at your next raise.
How it fits with your next raise
A completed continuation vehicle puts cash back to investors, which feeds the distribution record that LPs are asking for. Our playbook on raising a fund while LPs wait for distributions explains why that matters. The mirror image is the LP-side sale, which we cover in what to do when an LP sells your fund stake. The two sides of the market are active at once, and a manager who has prepared for both will answer investor questions faster.
FundLinx members can map the LPs most likely to take part in a GP-led deal.
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