Early-stage investors, founders and employees often need to realise value. But an early IPO brings heavy disclosure, governance and reporting obligations that can derail long-term plans. PrimaryMarkets gives private companies a controlled, compliant way to unlock secondary liquidity — protecting governance while providing a transparent market for shareholders and approved external investors.
The problem: liquidity demand vs timing pressure
It’s no secret that shareholders in private companies — early investors, founders, management and employees — often need liquidity for practical reasons such as buying property, diversifying wealth, or planning life events. Liquidity also plays a strategic role: it helps attract and retain talent and makes the company more appealing to future investors.
But chasing liquidity through an IPO too early can force a company into the public spotlight and a far more onerous regulatory regime before it’s ready. The result: higher costs, distraction from growth, and premature scrutiny that can undermine long-term value.
Informal off-market trades are not the answer
The common alternative — ad hoc, off-market share transfers — is often opaque and inefficient. Shareholders approach boards, prices are negotiated privately, and prospective buyers typically have limited visibility into valuation drivers or company performance. That opacity creates price uncertainty, liquidity gaps and potential conflicts of interest between sellers and company decision-makers.
A better option: independent pre-IPO trading
PrimaryMarkets built an independent Trading Platform to solve this exact problem. Our Private Trading Hubs give companies the ability to offer structured, transparent secondary markets while maintaining governance and control over who can buy and sell.
Key benefits:
- Controlled access: issuers set the trading rules — shareholder-only windows, approved investor lists, or broader qualified audiences.
- Price transparency: order book visibility and historic trade data reduce information asymmetry.
- Operational simplicity: listing, matching and settlement workflows are managed end-to-end.
- Integrated capital raising: combine secondary liquidity with targeted new capital raises using our global investor network of 110,000+ qualified participants.
How pre-IPO trading works (simple flow)
- Define your rules. Companies onboard with a Private Trading Hub and set eligibility, timing and transfer conditions.
- List shares. Shareholders create listings under those rules.
- Promote to relevant investors. PrimaryMarkets markets approved opportunities to an appropriate investor base.
- Match and execute. Orders appear in a transparent order book; buyers and sellers transact under controlled conditions.
- Settle securely. Trades settle through third-party escrow and verified transfer processes — often on a T+0 or same-day basis where jurisdictionally possible.
Some clients choose tightly controlled trading windows (for example, family offices or corporates that open trading only periodically). Others — such as large, highly distributed registries — operate with fewer restrictions. Animoca Brands, for example, has a broad investor base with fewer limitations, while other clients restrict trading to approved participants only.
Security, verification and settlement
We treat investor security and regulatory compliance as non-negotiable. Before participating, buyers must meet the Sophisticated Investor threshold and pass AML/KYC verification. Funds are escrowed with independent third-party providers until trade conditions are met, protecting both buyer and seller.
Where local rules allow, our platform supports very rapid settlement cycles — matched trades, completed verification, transfer of title and funds movement can be achieved in under 24 hours.
Why companies use PrimaryMarkets’ Trading Platform
- Preserve control: provide liquidity without opening the company to premature public reporting.
- Attract and retain talent: offer employees a reliable path to monetise equity.
- Support orderly exits: enable early investors to reduce positions without ad hoc, opaque negotiations.
- Bring in strategic capital: combine secondary windows with targeted primary raises to onboard strategic investors.
The result
By using a structured, issuer-controlled trading hub, companies can satisfy shareholder liquidity needs, preserve strategic timing for IPOs, and onboard new investors — all while maintaining governance, transparency and security.