04/23/2026 | Press release | Distributed by Public on 04/23/2026 06:00
| Item 3.02 |
Unregistered Sales of Equity Securities. |
On April 1, 2026, Blackstone Infrastructure Strategies L.P. (the "Fund") sold unregistered limited partnership units (the "Units") for aggregate consideration of approximately $224.0 million(1). The following table details the Units sold by the Fund:
| Number of Units Sold(2) | Consideration | |||||||
|
Class I |
5,474,701 | $ | 156,258,918 | |||||
|
Class S |
2,188,095 | $ | 61,772,779 | |||||
|
Class D |
209,898 | $ | 5,970,000 | |||||
| (1) |
The Fund, together with other Blackstone-managed vehicles that invest alongside the Fund, but excluding Blackstone Private Market Solutions SCA-SICAV - Blackstone Infrastructure ELTIF ("BXINFRA Lux"), collectively form "BXINFRA." BXINFRA and BXINFRA Lux are operated as distinct investment structures and are together referred to as the "BXINFRA Fund Program." On April 1, 2026, the BXINFRA Fund Program (inclusive of the Fund) issued interests for aggregate consideration of approximately $273.0 million, excluding interests sold through the Fund's distribution reinvestment plan. |
| (2) |
The number of Units sold by the Fund was finalized on April 22, 2026, following the calculation of the Fund's transactional net asset value ("Transactional NAV") as of March 31, 2026. See Item 7.01 below for more information on the Fund's Transactional NAV. |
The offer and sale of the Units were made as part of the Fund's continuous private offering to investors that are both (a) accredited investors (as defined in Regulation D under the Securities Act of 1933, as amended (the "Securities Act")) and (b) qualified purchasers (as defined in the Investment Company Act of 1940, as amended, and the rules thereunder) and were exempt from the registration provisions of the Securities Act, pursuant to Section 4(a)(2) and Regulation D thereunder. Units were sold to third-party investors, including through Blackstone Infrastructure Strategies (TE) L.P., a Delaware limited partnership for certain investors with particular tax characteristics, such as tax-exempt investors and non-U.S. investors.