Private Credit in Tech. Non-Dilutive — While Everything is Going Well
Private credit has quietly become ubiquitous for scaled private tech. The appeal makes sense: a largely PiK’ing term loan (sometimes structured as a non-converting preferred) that accretes return but extends runway, bridges to the next milestone or a higher round, and is technically non-dilutive. Typically the terms are more flexible than traditional bank debt, and the amounts are higher.
Lending by private credit funds to SaaS companies grew from roughly $8B in 2015 to over $500B by the end of 2025 (about 19% of all direct lending) and a third of private credit funds now lend to the sector (BIS). AI-related private credit loans nearly doubled in the year through early 2025 (UBS). In the US, private credit in aggregate grew to over $1.3 trillion (Fed). Investors have an appetite for higher yield and risk than typical 1st lien without getting into equity risk, so capital is plentiful and the structures keep getting more creative.
However, leverage still amplifies downside like it amplifies the upside. If revenue stalls out, the private credit instrument continues to accrete (or sees its target MoIC increase over time) and begins effectively taking all of the value being created from any growth that is happening. Add a few years – private credit instruments that were put in place in 2020 and 2021 are now coming due – and suddenly the non-dilutive leverage that seemed tolerable… isn’t. Valuations have come down on a relative basis since 2021, and if there wasn’t good growth in the interim, the redemption right or due date on the private credit is on an amount that isn’t refinanceable by traditional 1st lien debt. If there isn’t enough health to support a new equity round behind the private credit, the company is forced to run a sale process on weak numbers, further eroding equity value via a ‘non-dilutive’ security.
If the company grows as expected, private credit is a good solution, and competitive enough to be appropriately priced. But the private credit investors are taking greater than 1st lien risk without full equity upside in exchange for the downside protection of other preferred. If the growth stalls or valuations come in, that is meaningful real estate in an exit.
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Realization is a committed private equity fund that does both primary and secondary investing in tech companies – often buying scaled secondary direct positions from other institutions (typically from VCs, CVCs, mutual funds, or PE firms).
If you’re holding a position you’d like to move or winding down a fund and want a partner who’ll do the work to value those positions — we’d like to talk.
Kevin @ Realizations
#PrivateCredit #VentureDebt #Secondaries #PrivateEquity
The IPO Window Opened …Sort Of
186 Companies went public in the first half, up 12% year over year, raising $134B — more than five times the $25B raised in H1 2025. On paper, liquidity has returned to private tech.
Looking a little closer - it's super concentrated as you'd guess. SpaceX accounted for roughly $75B of that $134B. Aerospace and defense made up more than half of sector deal activity. The pipeline everyone's watching from here is Anthropic and OpenAI. The window hasn’t yet opened for private tech; it opened for a dozen of the largest, most-covered companies in the world.
Public markets clear the names with a demand curve deep enough to absorb billions in float and a story liquid enough to trade on. Bankers are motivated by certainty. That describes a vanishingly small share of Crunchbase’s 1,800+ private unicorns, let alone the far larger universe of sub-$1B companies. For the top of the market, the reopening is real, and it does return much needed capital to LPs. For everyone else, hopefully those names hold up so the window opens more broadly.
The long tail — $30M–$1B in revenue, healthy unit economics, profitable or close, but too small or too off-cycle to go public — doesn't get more liquid because SpaceX priced. Those holders still need a bid, and the secondary market is where they find one. Secondary volume hit $240B in 2025, up 48%, precisely because the public exit still only works for so few names.
We also want the IPO window open more broadly, but if you're waiting on that window to solve a position in a good-but-not-headline company, we’re glad to do the work to underwrite it.
Realization is a committed private equity fund that does both primary and secondary investing in tech companies — often buying scaled secondary direct positions from other institutions (typically from VCs, CVCs, mutual funds, or PE firms).
Kevin @ Realizations
#IPO #Secondaries #PrivateEquity #VentureCapital
Continuation Funds Were Built for Control. Most Venture Stakes Aren’t.
Continuation vehicles had a record year last year — roughly $115B of GP-led CVs in 2025. With IPOs scarce but opening up and a sluggish M&A market, every fund sitting on aging winners is asking whether a CV is the answer.
For most venture minority stakes, the honest answer is: probably not the whole portfolio.
CVs were built for buyout. In 2024, buyout funds were about 82% of GP-led volume; growth and venture together were roughly 8% (Lazard). That isn’t just an adoption lag — it’s structural. A CV works cleanly when the sponsor controls the asset: it can run a fairness process, set the timeline, drive the exit, and credibly underwrite another value-creation period where it can control decisions. A typical venture position is the opposite — a minority stake, often without board control or full information rights, in a company the firm influences but does not steer.
That’s why the venture CVs that make headlines — General Catalyst, Lightspeed, NEA (according to an Oct 2024 TechCrunch article)— didn’t roll entire funds. They isolated a handful of concentrated, late-stage, already-appreciated winners (General Catalyst’s reported vehicle was built around names like Stripe, Gusto and Circle) where the firm has a real position, real conviction, and an asset that can anchor a fairness opinion and attract a lead buyer. That’s a narrow, high-quality slice.
The long tail is a different problem. Small passive stakes, diversified positions, names you’ve lost conviction on, anything where you can’t compel a process or don’t want to keep underwriting — none of that justifies the cost, governance load, and conflict scrutiny of a CV. When NEA wanted liquidity on eleven positions including Databricks and Plaid, it didn’t wrap them in a CV (although those two probably would have supported one) — it sold them directly to secondary buyers for about $540M. Clean transfer, clean liquidity, no fairness opinion required.
We believe the test isn’t “CV or sale” in the abstract. It’s:
- Is it a concentrated winner you have the conviction and the standing/control to keep compounding past fund life? → CV candidate.
- Is it a minority position you mostly want off the books at a fair clearing price? → direct sale.
Venture portfolios are mostly the second kind. And pricing those positions properly takes underwriting work — closer to pricing a new round than running an auction. We’ve often seen venture portfolio CV processes fail and effectively turn into direct processes.
Whether CV or direct, these are assets we love to underwrite on the secondary side of our business.
Realization is a committed fund that buys scaled secondary direct positions in tech companies — typically from VCs, CVCs, mutual funds, or PE firms.
If you’re holding a position you’d like to move, or winding down a fund and want a partner who’ll do the work to value those positions — we’d like to talk.
Kevin @ Realizations
#Secondaries #VentureCapital #ContinuationFunds #PrivateEquity
The Re-Architecture Window Favors Incumbents (If They Move)
The common narrative is that agentic AI dismantles vertical SaaS. It’s what startups with native AI architectures are telling investors, customers and partners.
It's often true, but it's incomplete.
In many vertical software sectors, and some complex horizontal ones, building the agent or harness is the easy part. The hard part is everything that goes into architecting it to properly solve customer problems. Integrations into systems of record. Getting data out of those systems in a deterministic way to enable agents to react. Regulated data flows. Audit trails. Customer success motions built over a decade. Proprietary training data that has taken decades to collect. Buyer relationships that took years to earn.
None of that gets reproduced quickly by a year-old startup with strong customer beta deployments.
Bain's 2025 article about Agentic AI’s disruption of SaaS noted that "Customers say they would prefer to buy AI-enabled solutions from their incumbent vendors. They trust them, know they are secure, and believe they will be around for the long term. However, most incumbents have yet to deliver compelling offerings or prove they can win this new spending." Customers understandably want low friction, but also want action where there is ROI.
The real question isn't "incumbent or de novo." Both will capture parts of the market. It's "which incumbents are actually re-architecting?" In our own travels among legacy private software businesses, it’s actually now rare to see anyone who isn’t re-architecting around agentic architectures.
The winners in vertical software over the next 24 months, in our view, are the ones who:
- Re-platform the appropriate portions of their stack to be natively agentic — not bolt-on chat over an SQL screen
- Treat their proprietary workflow data as a moat, not as a constraint
- Be aggressive about adapting their pricing model for the outcomes their AI now delivers, not the seats their users no longer fill
- Move with urgency, so customer trust converts into AI adoption before a de novo competitor can earn it
This is one of the more interesting archetypes in our pipeline right now: scaled, capital-efficient vertical software businesses — often held in tail-end funds looking for liquidity — with the customer base, the data, and the willingness to re-architect. They typically need a partner who understands what that actually takes and can help – with new capital (we do primary investing as well) or another voice at the table.
That's the kind of underwriting we love to do.
Realization is a committed fund that buys scaled secondary direct positions in tech companies — typically from VCs, CVCs, mutual funds, or PE firms.
If you're holding a position you'd like to move, or winding down a fund and want a partner who'll do the work to value those positions — we'd like to talk.
Kevin @ Realizations
#AgenticAI #VerticalSaaS #PrivateEquity #Secondaries
The Other 98.5%
$225B+ in global secondary volume in 2025 — and growing at 40-50% according to Evercore and Lazard. This of course includes secondary direct transactions, LP interests and GP-leds. If you look at directs though, something interesting is happening.
The top 20 names accounted for ~86% of secondary direct trading value. The top 5 — SpaceX, OpenAI, Anthropic, xAI, Anduril — captured more than half. AI-adjacent companies took most of the remainder.
For those names, you either have information from somewhere and are betting on valuation metrics or you are betting on momentum and market liquidity to protect your downside. You can argue about valuation, but at least the market is functioning. Pricing is tight, capital is plentiful, and outside of a collapse, liquidity should be there.
CB Insights says there are 1,300 active private unicorns. So, over half the direct secondary capital is chasing only 1.5% of the unicorns, let alone the broader universe of sub $1B valuation private companies.
There is a long tail of scaled, capital-efficient tech companies — $30M–$1B in revenue, healthy unit economics, good product market fit, Rule of 40 in respectable territory, profitable or close to it — that no longer fit the VC model, either growth or timing wise. Good companies, but they aren’t liquid, and you can’t trade them on momentum. Buying them takes underwriting work, similar to pricing a new round.
That is what we love to underwrite.
Realization buys scaled secondary direct positions in tech companies — typically from VCs, CVCs, mutual funds, or PE firms.
If you're holding a position you'd like to move, or winding down a fund and want a partner who'll do the work to value those positions — we'd like to talk.
Kevin @ Realizations
#Secondaries #PrivateEquity #VentureCapital
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I wanted to add some additional info on why we believe @pudgypenguins@IglooInc@AbstractChain is really cool and why we invested.
1) They have a unique distribution advantage. Most platforms in crypto pay massive amounts to acquire users, but Pudgy actually has a negative CAC
Coinbase will add support for Helium Mobile (MOBILE) on the Solana network (SPL token). Do not send this asset over other networks or your funds may be lost. Transfers for this asset are available on @Coinbase & @CoinbaseExch in the regions where trading is supported.
We talked last week on @theallinpod about looking at long term multiples in SaaS and our friends at @MeritechCapital sent us this chart that they keep looking all the way back to the Salesforce IPO in 2004.
Bottom line is that 6x NTM revenue is the 20 year trend.
If you run a SaaS company and your last round was meaningfully above this metric, a solid piece of advice is to manage your burn until your NTM revenue x 6 == your last valuation.
I recently came across data on who we spend our time with over the course of our lives.
The insights are simultaneously inspiring and depressing.
Here are 6 graphs everyone needs to see:
THREAD: This morning we’re announcing that @Figma has entered into an agreement to be acquired by @Adobe !
More information here: https://t.co/eqJsSlkShq (1/9)
Gene therapies must become miracles of medicine.
“Over 2000 [gene therapy] clinical trials are under way…40-50 new gene therapies could be approved for clinical use by 2030.” @TheEconomist
https://t.co/yUaP828VWh