The trend toward widening private market access to retail investors is global, but it presents European managers with particular opportunities to reach investors in the biggest market of all: the United States.
Regulated US funds (registered under the U.S. Investment Company Act of 1940, as amended) that offer exposure to private markets along with periodic liquidity to fund investors have expanded dramatically over the past several years. What was once a niche structure has evolved into a mainstream distribution channel for accessing US private wealth, particularly the “mass affluent” segment served by registered investment advisers (RIAs), private banks, and wirehouses. Since 2021, assets in these registered US funds (taking the form of “interval funds” and “tender offer funds,” distinguished by whether their periodic repurchase offers to provide liquidity to investors are mandatory by U.S. Securities and Exchange Commission [SEC] rules or at the option of the fund) have grown at a compounded annual rate widely estimated in the high teens to low 20s, with assets totaling more than $275 billion across private credit, private equity, real estate, infrastructure, and secondaries strategies. Fund launches have accelerated meaningfully since 2023, including a notable wave of European sponsors entering the market.
For European private market managers, this is not simply an incremental fundraising opportunity but potentially a transformational one. The US semiliquid registered fund structure provides:
- Access to a large and structurally underpenetrated retail wealth channel
- Diversification beyond institutional LP capital
- A scalable, repeatable permanent or semipermanent capital solution
- A vehicle format that aligns well with evergreen and net asset value-based strategies common in Europe
This alert outlines the market context, recent European entrants, and models for entry — and highlights why European managers may be particularly well-positioned to compete in this segment.
Recent European Entrants
Several Europe-headquartered managers have launched or filed US registered semiliquid funds since 2023:
Private Equity
- Schroders (UK) — Hartford Schroders Private Opportunities Fund (tender offer fund via partnership with US manager Hartford Funds)
- Partners Group (Switzerland) — Partners Group Growth LLC (tender offer fund)
Private Credit
- Pantheon (UK) — AMG Pantheon Credit Solutions Fund (interval fund)
- Coller Capital (UK) — Coller Private Credit Secondaries Fund (tender offer fund)
Secondaries
- Coller Capital (UK) — Coller Secondaries Private Equity Opportunities Fund (C-SPEF)
- Ardian (France) — Ardian Access LLC (tender offer fund with secondaries-heavy exposure)
Infrastructure
- Pantheon (UK) — AMG Pantheon Infrastructure Fund LLC (interval fund)
Notably, these vehicles are generally positioned as complementary capital channels — not substitutes for flagship institutional funds.
Entry Models for European Managers
The demands in the US market for access to (a) private markets from retail investors and (b) vehicles and operational infrastructure from market participants have common underlying factors with those driving similar trends in European markets. Specifically, mass affluent investors (typically those with $250,000 to $5 million in investable assets) seek exposure to private markets but require periodic liquidity, simplified subscription processes (e.g., apart from the traditional capital call structure of private funds) for invested amounts lower than those typically required by private funds, and consolidated reporting. Correspondingly, US private wealth platforms — including RIAs, wirehouses, and alternative investment platforms such as iCapital and CAIS — have significantly increased allocations to private markets. The traditional drawdown LP format, however, is operationally complex for retail distribution as well as unsuited to the expectations of US retail investors.
What has emerged in the US is the growth of the registered closed-end fund structure as a standardized vehicle for providing private market access to retail investors. These funds provide SEC oversight, standardized disclosure (as required by the Form N-2 registration statement adopted by the SEC), and operational compatibility with the distribution platforms of intermediaries (including the ability to offer multiple share classes with service fees that can be customized to the needs of the relevant distribution platform, subject to standard SEC exemptive relief). These funds offer liquidity to their investors via periodic (usually quarterly) repurchase offers.
European managers entering the semiliquid US registered fund space have multiple options for doing so. First, they can serve as the investment adviser to the fund directly, either through a European entity or a newly formed US subsidiary. Alternatively, they can partner with a US-based manager that serves as investment adviser to the fund, with the European manager serving as sub-adviser (which can also either be a Europe-domiciled entity or a newly formed US subsidiary). In either case, the European manager entity serving as adviser or sub-adviser to the fund (a) can exercise portfolio management control (as long as the adviser agrees to that arrangement in the case of a partnership with a US adviser) and (b) will be required to register with the SEC as an investment adviser in the US.
Why European Managers Are Particularly Well-Positioned
European private market sponsors may have structural advantages in the US regulated fund segment.
First, many European managers have extensive experience with evergreen or semiliquid structures in European wealth markets (e.g., European Long-Term Investment Funds, evergreen feeder structures, insurance capital vehicles). The operational and portfolio management skill set translates effectively to the US semiliquid registered closed-end fund structure, enabling managers to access permanent or semipermanent capital and reduce reliance on cyclical institutional fundraising.
Second, the US semiliquid registered closed-end fund structure is particularly well-suited to segments in which European managers are disproportionately strong, such as secondaries, asset-backed private credit, diversified private market portfolios, and infrastructure income strategies.
Third, European sponsors may have significant institutional reputations in the US but limited penetration in its private wealth space. The semiliquid registered closed-end fund structure can serve as an access point to retail channels without altering flagship fund structures.
Conclusion
The interval and tender offer fund market in the United States has moved beyond experimentation into institutionalization. Growth over the past five years reflects structural demand from private wealth channels for professionally managed, periodically liquid private market exposure within a regulated framework.
For European private market sponsors, the opportunity is timely. The structural model is now established; distribution channels are increasingly receptive; and peer entrants have demonstrated repeatable pathways.
We would be pleased to discuss how this framework could apply to your firm’s strategies and outline key regulatory and structuring considerations for a potential US launch.
This informational piece, which may be considered advertising under the ethical rules of certain jurisdictions, is provided on the understanding that it does not constitute the rendering of legal advice or other professional advice by Goodwin or its lawyers. Prior results do not guarantee similar outcomes.
Contacts
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Brynn D. Peltz
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Jeremy I. Senderowicz
Partner