Blackstone Infrastructure Strategies L.P. 8-K

What Happened
Blackstone Infrastructure Strategies L.P. (the “Fund”) filed an 8-K reporting that on April 1, 2026 it sold unregistered limited partnership units for aggregate consideration of approximately $224.0 million. The number of Units sold by the Fund was finalized on April 22, 2026 after the Fund calculated its Transactional NAV as of March 31, 2026. The issuance was part of the broader BXINFRA Fund Program, which issued interests for about $273.0 million in aggregate on the same date (excluding distribution reinvestment plan sales).

Key Details

• Units sold by the Fund (finalized April 22, 2026):
  • Class I: 5,474,701 units for $156,258,918
  • Class S: 2,188,095 units for $61,772,779
  • Class D: 209,898 units for $5,970,000
• BXINFRA Fund Program (the Fund plus other Blackstone-managed vehicles) issued interests totaling ~ $273.0 million on April 1, 2026 (excludes reinvested distributions).
• Sales were made in a continuous private offering to investors who are both accredited (Reg D) and qualified purchasers (Investment Company Act), exempt from Securities Act registration under Section 4(a)(2) and Regulation D.
• Some units were sold through Blackstone Infrastructure Strategies (TE) L.P. to accommodate investors with specific tax characteristics (e.g., tax-exempt and non-U.S. investors).

Why It Matters
This filing notifies investors of a material private capital raise by the Fund and the BXINFRA program, showing active issuance of units and the regulatory basis for the sales (private placement under Reg D/Section 4(a)(2)). The amounts and finalized unit counts are important for existing and prospective unitholders because they affect the Fund’s capital base and are used in NAV calculations (the Transactional NAV was used to finalize unit counts). The disclosure provides transparency on who could buy (accredited and qualified purchasers) and how certain investors were accommodated (TE vehicle for tax considerations).