Macquarie Infrastructure Fund, L.P. Sells $25.4M of Units in Private Offering

What Happened

• Macquarie Infrastructure Fund, L.P. (the “Fund”) filed an 8-K reporting that on July 1, 2026 it sold unregistered limited partnership units for aggregate consideration of approximately $25,425,000. The Fund finalized the number of Units on July 29, 2026 after calculating its transactional net asset value (Transactional NAV) as of June 30, 2026. The Units were sold to third‑party investors as part of the Fund’s continuous private offering.

Key Details

• Units sold on July 1, 2026: Class I — 14,840.68 units for $425,000; Class E — 841,889.74 units for $25,000,000.
• Securities sold were unregistered and offered only to investors who are accredited (Regulation D) and qualified purchasers (Investment Company Act); sales relied on Section 4(a)(2) and Regulation D exemptions.
• Transactional NAV used to finalize unit counts was calculated as of June 30, 2026 and completed on July 29, 2026.
• The Fund is part of the broader “MIF Program”; on July 1, 2026 the MIF Program issued interests for ~$122.0 million, and from Oct 31, 2025 through July 1, 2026 the MIF Program sold interests for ~$864.4 million in aggregate cash consideration.

Why It Matters

• This filing documents a private capital raise rather than a public stock offering. For investors, it shows the Fund continues to attract third‑party capital through its continuous private offering and the larger MIF Program. The use of Transactional NAV to finalize unit counts affects the precise number of units issued and how proceeds relate to per‑unit value. Because the sale was unregistered and limited to accredited/qualified buyers, the securities have restricted resale options compared with publicly registered securities.