Macquarie Infrastructure Fund Reports Unregistered Unit Sale of $500K

What Happened
Macquarie Infrastructure Fund, L.P. filed an 8-K reporting that on September 1, 2026 it sold unregistered limited partnership Units for aggregate consideration of approximately $500,000. The sale consisted of 17,004.43 Class I Units; no Class E Units were sold. The final number of Units was confirmed on September 30, 2026 after the Fund calculated its transactional net asset value (Transactional NAV) as of August 31, 2026. The Units were sold in the Fund’s continuous private offering to accredited and qualified purchasers and were exempt from registration under Section 4(a)(2) and Regulation D.

Key Details

• Sale date: September 1, 2026; aggregate consideration to the Fund: ~$500,000.
• Units sold: 17,004.43 Class I Units; Class E Units: none. Final count confirmed Sept 30, 2026 after Transactional NAV (Aug 31, 2026).
• Offering type: Continuous private offering to accredited investors and qualified purchasers; exemptions relied upon: Section 4(a)(2) and Regulation D.
• Program-level activity: The broader MIF Program (including the Fund) issued interests for ~ $76.5 million on Sept 1, 2026, and sold interests for ~$1,060.7 million in cash from Oct 31, 2025 through Sept 1, 2026.

Why It Matters
This filing notifies investors of a small, exempt private placement that increased the Fund’s outstanding units and cash on hand. The transaction is routine for the Fund’s continuous private offering structure and was made only to accredited and qualified investors under standard private-offering exemptions. Investors should note the sale size relative to the program-wide fundraising activity and that transactional NAV calculations finalized the unit count.