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8-KAccepted Sep 29, 4:25 PM ET

Blackstone Infrastructure Strategies L.P. Reports Unregistered Unit Sales (~$366M)

Blackstone Infrastructure Strategies L.P.

Accepted (ET)

4:25 PM

Sep 29, 2026

Filed

Sep 29, 2026

Documents

12

Size

281.1 KB

Summary

Blackstone Infrastructure Strategies L.P. Reports Unregistered Unit Sales (~$366M)

Updated

What Happened

  • Blackstone Infrastructure Strategies L.P. (BXINFRA U.S.) and its feeder Blackstone Infrastructure Strategies (TE) L.P. sold unregistered limited partnership units on September 1, 2026. The two funds received approximately $281.35 million and $85.03 million, respectively, in aggregate consideration. The totals reflect final unit counts determined on September 29, 2026 after calculating each fund’s Transactional NAV as of August 31, 2026.
  • The filing also notes the broader BXINFRA Fund Program (which includes other Blackstone-managed parallel vehicles) issued interests for about $342.2 million on September 1, 2026 (excluding distribution reinvestment plan sales). The offering was a continuous private placement to accredited investors and qualified purchasers and was exempt from registration under Section 4(a)(2) and Regulation D.

Key Details

  • BXINFRA U.S. sales (total $281,354,981):
    • Class I (Series I): 7,396,497 units for $227,635,481
    • Class S: 1,764,758 units for $53,526,000
    • Class D: 6,316 units for $193,500
  • Feeder sales (total $85,031,836):
    • Class I-TE (Series I-TE): 865,505 units for $26,248,419
    • Class S-TE: 909,060 units for $27,174,358
    • Class I-TE-ACC: 761,595 units for $23,563,000
    • Class S-TE-ACC: 263,386 units for $8,046,059
  • The Feeder acquired 2,726,322 BXINFRA U.S. Class I Units for about $83.9 million to provide tax-efficient access for certain investors (e.g., tax-exempt and non-U.S. investors).
  • Unit totals were finalized Sept 29, 2026 after Transactional NAVs were calculated as of Aug 31, 2026. Offerings were limited to accredited investors and qualified purchasers and relied on exemptions from Securities Act registration.

Why It Matters

  • For investors, this 8‑K documents a material private capital raise for the BXINFRA funds, enlarging the funds’ investor base and assets under management. Because the sales were private and exempt from registration, they do not reflect a public stock issuance but do show continued fundraising activity and deployment capacity for the infrastructure strategy.
  • The Transactional NAV basis and the feeder structure detail how these sales were priced and how certain investors accessed the fund (via a tax-efficient feeder). Retail investors should view this as operational disclosure about fund capitalization and investor eligibility rather than a change to public equity of a listed company.

AI-written summary · check the filing