Letter from the Editors

While the private equity industry is operating under more favorable conditions than in recent years, sponsors must continue to adapt to an environment shaped by regulatory fragmentation, technological disruption and ongoing innovation in fund structures and dealmaking. The Spring 2026 issue of the Private Equity Report explores these dynamics in depth, offering practical insights on developments spanning merger control, tax reform, AI-related risk, secondaries, insurance partnerships and evolving product structures across global markets.

Same Asset, New Vehicle, Old Duties: Fiduciary Duty Risks in Continuation Vehicle Transactions
Continuation vehicle transactions are drawing increasing scrutiny as conflicts inherent in sponsor-led secondaries come into focus. Emerging litigation and investor challenges suggest that LPAC approval alone may not suffice, prompting sponsors to adopt more robust disclosure and procedural safeguards to mitigate fiduciary duty risk.

The Operating Company Model: A Different Path to Private Markets in Private Wealth
The operating company model offers sponsors a flexible pathway to provide private-wealth investors access to private markets outside the 1940 Act regime. But maintaining that status requires careful structuring, asset classification and ongoing monitoring to avoid inadvertently triggering investment company regulation.

EU Regulatory Reform Jumpstarts Evergreen Funds
Reforms under ELTIF 2.0 are driving rapid growth in evergreen fund structures across Europe, expanding access of retail investors to private markets. But while these vehicles offer distribution advantages and flexibility, they also introduce liquidity, regulatory and structuring challenges that sponsors must carefully manage.

Navigating Your Strategic Relationship with an Insurer, from LOI to Effective Date
Strategic relationships between life and annuity insurance companies and private equity firms meet the complementary strategic needs of both sides. However, translating the commercial understanding into a structured transaction requires balancing a number of complex legal, business and regulatory risks.

The Chaotic State of U.S. Merger Control
Recent shifts in U.S. merger control have created a rapidly evolving and uncertain landscape for dealmakers. With expanded—and now vacated, if only temporarily—HSR requirements, new defense-related notification obligations, and emerging state-level “mini-HSR” regimes, sponsors must navigate a more fragmented and dynamic premerger review process.

Navigating the UK’s New Carried Interest Tax Regime
The UK’s new carried interest regime introduces a trading-based tax framework that increases complexity for sponsors and carry holders. New rules on qualifying carry, cross-border application and advance tax payments add compliance, structuring and cash-flow considerations across fund strategies.

Protecting Privilege in Cyber Incident Response: Key Lessons from Litigation
Whether incident response investigations conducted by third-party vendors are protected from discovery often depends on a court’s analysis of a number of factors in the relationships between the vendor, the company and counsel. Advance awareness of the issues courts examine can help a company’s in-house counsel keep investigations privileged.

AI Washing: The Latest False Advertising Battleground
Companies are increasingly relying on AI-related claims in their marketing and other materials, drawing the scrutiny of regulators and private plaintiffs. For private equity sponsors, a portfolio company’s AI washing can create diligence, governance and exit risks, making careful substantiation of AI capabilities and marketing claims essential throughout the investment life cycle.

Deal Risks in the New Space Race
As private equity investment accelerates in the commercial space sector, sponsors must navigate divergent EU and U.S. regulatory regimes. Evolving rules on authorization, security and operations heighten diligence demands, making early, cross-border compliance planning critical to managing risk, costs and long-term value creation.