---
title: "What Is Continuation Vehicle?"
term: "Continuation Vehicle"
description: "A continuation vehicle is the new fund or SPV structure that holds assets rolled over from an existing fund in a GP-led secondary transaction."
date: 2026-07-25T00:00:00.000Z
updated: 2026-07-25T00:00:00.000Z
topics: ["fund-economics", "private-equity"]
source: https://venturecapitaltracker.com/glossary/continuation-vehicle
---

# What Is Continuation Vehicle?

> A continuation vehicle is the new fund or SPV structure that holds assets rolled over from an existing fund in a GP-led secondary transaction.

**Continuation vehicle** is the successor legal entity—fund, SPV, or parallel pool—that acquires and continues to own assets transferred out of a prior fund.

## How it works

In GP-led secondaries, the legacy fund sells designated positions to the continuation vehicle at an negotiated NAV or process with third-party pricing support. The vehicle raises commitments from rolling LPs, new LPs, and sometimes the GP to fund the purchase. Governance resets: new LPA, investment period extensions, and reporting cadence. Conflicts policies require LPAC oversight and disclosure of dual roles. Venture/growth continuation vehicles mirror PE mechanics at smaller scale—single-asset or multi-asset rolls. Portfolio companies experience cap table change at the fund level, not necessarily at operating company level, unless ownership structure shifts.

## Why it matters

- **LPs:** Choose liquidity versus continued exposure; compare roll terms to secondary market bids and forward return case.
- **GPs:** Vehicle design affects carry crystallization, management fee base, and relationship with exiting LPs.
- **Founders:** Indirect effect via board member fund identity and follow-on capital source—ask who holds your cap table slot post-transaction.

## Common mistake

Treating continuation vehicle pricing as identical to last internal mark. Transaction pricing is negotiated with process safeguards—it can diverge from prior quarterly valuations.

## Related ideas

Continuation fund, GP-led secondary, NAV, LP roll, and fund termination connect to continuation vehicles.

## FAQ

### What is a continuation vehicle in simple terms?

It is the new legal bucket—often a fund—that buys assets from an old fund so the GP can keep running them while some LPs exit and others stay invested.

### Why does a continuation vehicle matter?

It balances LP liquidity needs with GP conviction on late-stage assets. Terms on fees, carry, and pricing determine whether rolls are attractive versus cashing out.


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Source: https://venturecapitaltracker.com/glossary/continuation-vehicle