Apollo Infrastructure Co LLC 8-K

What Happened
Apollo Infrastructure Company LLC filed an 8-K on June 25, 2026 disclosing that, as of June 1, 2026 (with final counts determined June 25), it issued and sold unregistered shares to third‑party investors for cash and reported its Net Asset Value (NAV) per share as of May 31, 2026. The sales were made pursuant to exemptions from registration under Section 4(a)(2) and/or Regulation D and Regulation S. The filing also announces that, effective for NAVs dated on or after July 1, 2026, the Company will move from a GAAP Net Asset Value to a Transactional Net Asset Value for subscription and repurchase pricing.

Key Details

• Total issued/sold (final numbers): 1,397,812 shares for aggregate consideration of $40,500,350 (by share type: Series I A‑II 262,897 for $7,546,200; I 179,511 for $5,058,000; Series II A‑II 942,826 for $27,535,150; F‑I 2,579 for $74,000; I 9,999 for $287,000).
• NAV per share as of May 31, 2026 ranged roughly from $28.15 to $29.69 depending on share class (examples: Series I — A‑II $28.70, I $28.18, S $28.15; Series II — E $29.69, A‑II $29.20).
• Effective July 1, 2026, Transactional NAV will adjust GAAP NAV for items including (i) monthly recognition of shareholder servicing and distribution fees, (ii) exclusion of certain deferred tax liabilities the Company does not expect to incur, and (iii) amortization of specified organizational/offering expenses over 60 months.
• The NAV is posted on the Company’s website (https://www.apollo.com/infraco); the website contents are not incorporated into the 8-K.

Why It Matters
The company raised about $40.5 million through unregistered share issuances, which increases capital and outstanding shares. The shift to a Transactional NAV for subscription and repurchase pricing may change the price investors pay or receive when buying or selling shares (because recurring fees, some deferred taxes, and amortization will be treated differently than under GAAP). Retail investors should note the NAV ranges by share class and that the new methodology takes effect for valuation dates on or after July 1, 2026; consult the filing and the Company’s offering materials or a financial advisor for how these changes may affect individual holdings or future transactions.