Blackstone Infrastructure Strategies L.P. (BXINFRA U.S.) and its feeder partner Blackstone Infrastructure Strategies (TE) L.P. filed a Current Report on Form 8-K on October 22, 2026, detailing a restructuring of their limited partnership units and recent sales activity.
The registrants announced an amendment to their partnership agreements to create new series of units. BXINFRA U.S. and the Feeder intend to offer these new Series I, Series E, and Series IV units to investors who are both accredited investors and qualified purchasers. This offering is exempt from registration under Regulation D.
Specifically, the Funds have:
- Redesigned existing Class S Units to Class S-Series I Units and Class D Units to Class D-Series I Units.
- Designated two new Class I-Series E Units and Class I-Series IV Units.
- Designated one new Class S-Series E Unit and one new Class D-Series E Unit.
The Feeder has undergone a similar process, redesignating existing Class I-TE-ACC, Class S-TE-ACC, and Class D-TE-ACC Units to Series I versions, and designating new Series E-TE-ACC versions for Class I, Class S, and Class D Units.
In addition to the structural changes, the filing reports unregistered sales of equity securities conducted on October 1, 2026. BXINFRA U.S. sold Units for an aggregate consideration of approximately $315.7 million. The Feeder sold Units for approximately $96.7 million. The total transactional net asset value (NAV) for the Funds as of September 30, 2026, was approximately $6.7 billion, while the aggregate NAV for the BXINFRA Fund Program was approximately $7.4 billion.
The filing also notes amendments to the Amended and Restated Investment Management Agreement and the Third Amended and Restated Limited Partnership Agreement to reflect the new unit classes and their associated management fees and performance participation allocations.
