ISQ Open Infrastructure Co LLC 8-K

What Happened

• ISQ Open Infrastructure Company LLC – Series II (the Borrower) announced on June 11, 2026 that it entered into a revolving credit agreement providing initial revolving loans up to $60 million, with available capacity potentially increased to $180 million subject to conditions. Sumitomo Mitsui Banking Corporation (SMBC) is the Administrative Agent, Lead Arranger and a lender under the facility. The agreement matures on June 9, 2028 and contains one extension option for up to 364 days if certain conditions are met.

Key Details

• Initial commitment: $60 million of revolving loans; capacity may be increased to $180 million with lender and agent approvals and customary conditions.
• Loan-to-value (LTV) limits: Borrower may not take new loans that would push LTV above 22.5%; must maintain LTV ≤30%. An LTV above 25% can trigger mandatory prepayment and a cash sweep if not cured per the agreement. "Value" is based on adjusted net asset values of eligible investments, pledged cash, and certain derivative positions.
• Interest rates: Borrowings in USD bear interest at the borrower’s choice of (i) 1-month SOFR + 3.00% p.a., (ii) daily simple SOFR + 3.00% p.a., or (iii) Base Rate + 2.00% p.a. Rates can increase by 1.50% if an event of default (but no cash sweep) is continuing, or by 2.00% if both an event of default and a cash sweep event are continuing.
• Security and recourse: The Borrower’s obligations are secured by its distributions from investments and are non‑recourse to ISQ Open Infrastructure Company – Series I (a different registered series). Facility includes customary covenants, events of default, fees and expenses.

Why It Matters

• This facility gives Series II near-term liquidity (up to $60M immediately) to support its investments or operations and the option to scale capacity to $180M if conditions are met.
• Lenders’ protections (LTV limits, prepayment/cash sweep triggers and interest step-ups on defaults) constrain how much leverage Series II can take and how its assets/distributions can be used, which may affect future distributions to investors.
• The non-recourse carve-out for Series I means obligations under this credit agreement should not directly expose that separate series to the debt.