Blackstone Infrastructure Strategies L.P. 8-K

What Happened

• Blackstone Infrastructure Strategies L.P. announced the sale of unregistered limited partnership units on March 1, 2026. The Fund sold units for aggregate consideration of approximately $259.9 million; the broader BXINFRA Fund Program (the Fund plus other Blackstone-managed vehicles) issued interests totaling about $400.0 million on that date. The Fund finalized the number of units sold on March 27, 2026 after calculating its Transactional NAV as of February 28, 2026.

Key Details

• Units sold by the Fund (finalized March 27, 2026):
  • Class I: 6,220,984 units for $176,011,540
  • Class S: 2,488,773 units for $69,704,048
  • Class D: 503,526 units for $14,200,000
• Offer date: March 1, 2026; filing date: March 27, 2026.
• Sales were made in a continuous private offering to investors who are both accredited investors (Regulation D) and qualified purchasers (Investment Company Act) and were exempt from Securities Act registration under Section 4(a)(2) and Regulation D.
• Some units were sold through Blackstone Infrastructure Strategies (TE) L.P. for investors with specific tax characteristics (e.g., tax‑exempt and non‑U.S. investors).

Why It Matters

• This filing documents a material capital raise for the Fund (about $259.9M) and for the broader BXINFRA program (about $400M), which increases the Fund’s invested capital and reflects investor demand in this offering.
• The exemption and investor eligibility details matter to retail investors because the sale was private (not registered for public trading) and limited to accredited/qualified purchasers, meaning these units are not broadly available on public markets.
• Finalization of unit counts after the Transactional NAV calculation shows the Fund used its NAV process to set allocations and pricing for this issuance, an operational detail relevant to current and prospective limited partners.