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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark One)
☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2026
OR
☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO
Commission File Number:
Blackstone Infrastructure Strategies L.P. 000-56672
Blackstone Infrastructure Strategies (TE) L.P. 000-56838
Blackstone Infrastructure Strategies L.P.
Blackstone Infrastructure Strategies (TE) L.P.
| | | | | | | | |
Delaware Delaware (State or other jurisdiction of incorporation or organization) | Blackstone Infrastructure Strategies L.P. Blackstone Infrastructure Strategies (TE) L.P. (Exact name of registrant as specified in its charter) | 99-4067586 99-4573038 (I.R.S. Employer Identification No.) |
345 Park Avenue
New York, New York 10154
(Address of principal executive offices) (Zip Code)
(212) 583-5000
(Registrant’s telephone number, including area code)
–––––––––––––––––
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | | | | | | | |
Registrant | | Title of each class |
| Trading Symbol(s) |
| Name of each exchange on which registered |
| Blackstone Infrastructure Strategies L.P. | | None |
| None |
| None |
| Blackstone Infrastructure Strategies (TE) L.P. | | None | | None | | None |
| | | | | | | | | | | | | | |
| Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. |
Blackstone Infrastructure Strategies L.P. Yes ☒ No ☐ | Blackstone Infrastructure Strategies (TE) L.P. Yes ☒ No ☐ |
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). |
Blackstone Infrastructure Strategies L.P. Yes ☒ No ☐ | Blackstone Infrastructure Strategies (TE) L.P. Yes ☒ No ☐ |
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. |
Blackstone Infrastructure Strategies L.P. | Large accelerated filer ☐ | | Accelerated filer ☐ | Non-accelerated filer ☒ |
|
| | Smaller reporting company ☐ | Emerging growth company ☒ |
Blackstone Infrastructure Strategies (TE) L.P. | Large accelerated filer ☐ | | Accelerated filer ☐ | Non-accelerated filer ☒ |
| | | Smaller reporting company ☐ | Emerging growth company ☒ |
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. |
Blackstone Infrastructure Strategies L.P. ☐ | Blackstone Infrastructure Strategies (TE) L.P. ☐ |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). |
Blackstone Infrastructure Strategies L.P. Yes ☐ No ☒ | Blackstone Infrastructure Strategies (TE) L.P. Yes ☐ No ☒ |
As of October 31, 2026, Blackstone Infrastructure Strategies L.P. had the following limited partnership units outstanding: 146,112,666 Class I-Series I Units, 1,007,581 Class I-Series II Units, 0 Class I-Series III Units, 62,709,649 Class S Units and 6,735,571 Class D Units.
As of October 31, 2026, Blackstone Infrastructure Strategies (TE) L.P. had the following limited partnership units outstanding: 29,480,049 Class I-Series I-TE Units, 0 Class I-Series II-TE Units, 0 Class I-Series III-TE Units, 22,581,026 Class S-TE Units, 0 Class D-TE Units, 4,038,526 Class I-TE-ACC Units, 5,121,935 Class S-TE-ACC Units, and 0 Class D-TE-ACC Units.
This combined Form 10-Q is separately filed by Blackstone Infrastructure Strategies L.P. and Blackstone Infrastructure Strategies (TE) L.P. Information contained herein relating to any individual registrant is filed by such registrant on its own behalf.
Explanatory Note
This report combines the Quarterly Reports on Form 10-Q for the three and nine months ended September 30, 2026, of Blackstone Infrastructure Strategies L.P. (“BXINFRA U.S.”) and Blackstone Infrastructure Strategies (TE) L.P. (together with its consolidated subsidiary, the “Feeder”) (each, a “Registrant” and collectively, the “Registrants”).
The Feeder invests all or substantially all of its assets through its investment in BXINFRA U.S. and BXINFRA U.S. invests all or substantially all of its assets through its investment in BXINFRA Aggregator (CYM) L.P. (together with its consolidated subsidiaries, the “Aggregator”). The Feeder, BXINFRA U.S. and the Aggregator all have the same investment objectives.
We believe combining the Quarterly Reports on Form 10-Q of the Registrants and the Aggregator into this single report:
•facilitates clarity for investors in the Feeder and BXINFRA U.S. regarding the underlying investments of the Registrants,
•enables investors to gain a clearer understanding of the Registrants by allowing them to evaluate the business as a whole,
•eliminates duplicative disclosures and provides a more streamlined and readable presentation, and
•creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.
Forward-Looking Statements
This report may contain forward-looking statements, which involve certain known and unknown risks and uncertainties. Forward-looking statements predict or describe our future operations, business plans, business and investment strategies, portfolio management and the performance of our investments. These forward-looking statements are generally identified by their use of such terms and phrases as “intend,” “goal,” “estimate,” “expect,” “project,” “projections,” “plans,” “seeks,” “anticipates,” “will,” “should,” “could,” “may,” “designed to,” “foreseeable future,” “believe,” “scheduled” and similar expressions. Our actual results or outcomes may differ materially from those anticipated. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. Potential investors should not rely on these statements as if they were fact. We assume no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law.
References herein to “expertise” or any party being an “expert” are based solely on the belief of Blackstone (as defined below) and are intended only to indicate proficiency as compared to an average person and in no way limit any exculpation provisions or alter any standard of care applicable to Blackstone. Additionally, any awards, honors, or other references or rankings referred to herein with respect to Blackstone or any investment professional are provided solely for informational purposes and are not intended to be, nor should they be construed or relied upon as, any indication of future performance or other future activity. Any such awards, honors, or other references or rankings may have been based on subjective criteria and may have been based on a limited universe of participants, and there are other awards, honors, or other references or rankings given to others and not received by Blackstone and/or any investment professional of Blackstone.
There are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. We believe these factors include, but are not limited to, those described under the section entitled “Risk Factors” in BXINFRA U.S.’s Annual Report on Form 10-K for the year ended December 31, 2025 and “Risk Factors” in Amendment No. 1 to the Feeder’s Registration Statement on Form 10 filed June 23, 2026, as such factors may be updated from time to time in our periodic filings with the United States Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at www.sec.gov and on our website at www.bxinfra.com. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this report and in our other periodic filings. The forward-looking statements speak only as of the date of this report, and we undertake no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise. Our website contains additional information about our business, but the contents of the website are not incorporated by reference in, or otherwise a part of, this report.
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In this report, except where the context suggests otherwise:
The term “Aggregator” refers to BXINFRA Aggregator (CYM) L.P. (including any successor vehicle or vehicles used to aggregate the holdings of BXINFRA (as defined below)), a Cayman Islands exempted limited partnership, together with its consolidated subsidiaries and through which BXINFRA invests all or substantially all of its assets.
The term “Blackstone” refers collectively to Blackstone Inc. and its subsidiaries and affiliated entities.
The term “BXINFRA U.S.” refers to Blackstone Infrastructure Strategies L.P.
The terms “BXINFRA,” the “Fund,” “we,” “us” or “our” collectively refer to BXINFRA U.S., the Feeder (as defined below), the Aggregator and any Parallel Funds (as defined below), as the context requires.
The term “BXINFRA Lux” means Blackstone Private Markets Solutions SCA-SICAV – Blackstone Infrastructure Strategies ELTIF, a European long-term investment fund available to individual investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, certain Asian jurisdictions or certain other jurisdictions, together with BXINFRA Aggregator SCSp, a Luxembourg special limited partnership and its parallel funds as may exist from time to time.
BXINFRA and BXINFRA Lux are together referred to as the “BXINFRA Fund Program.”
The term “Feeder” refers to Blackstone Infrastructure Strategies (TE) L.P. together with its consolidated subsidiary.
The term “Feeder Fund” refers to a limited partner of BXINFRA U.S. that is formed by, or at the direction of, the General Partner (as defined below) or its affiliates to serve as a vehicle which will invest all or substantially all of its investable assets in BXINFRA U.S., including the Feeder.
The term “General Partner” refers to Blackstone Infrastructure Strategies Associates L.P., our general partner.
The term “Intermediate Entity” refers to one or more entities through which the General Partner or any of its affiliates may, in its sole discretion, cause BXINFRA to hold certain investments directly or indirectly through (a) entities that may elect to be classified as corporations for U.S. federal corporate income tax purposes, whether formed in a U.S. or non-U.S. jurisdiction (each a “Corporation”) or (b) one or more limited liability companies or limited partnerships (each, a “Lower Entity,” and together with any Corporation, including the Aggregator, “Intermediate Entities”).
The term “Investment Manager” refers to Blackstone Infrastructure Advisors L.L.C., our investment manager.
The term “Other Blackstone Accounts” refers to investment funds and other vehicles or accounts managed or advised by Blackstone from time to time (other than Parallel Funds, Feeder Funds and alternative vehicles), and any successors thereto, in each case, including any alternative vehicles formed in connection therewith, any supplemental capital vehicles formed in connection with any investments made thereby and any vehicles formed in connection with Blackstone’s side-by-side or additional general partner investments relating thereto, including BXINFRA Lux.
The term “Parallel Fund” refers to one or more parallel vehicles established by, or at the direction of, the Sponsor (as defined below) to invest alongside BXINFRA U.S., but excluding BXINFRA Lux (as determined in the Investment Manager’s discretion). Parallel Funds may be established to allow certain investors with particular legal, tax, regulatory, compliance, structuring or certain other operational requirements to participate in the Aggregator. Parallel Funds may not have investment objectives and/or strategies that are identical to the investment objectives and strategies of BXINFRA U.S. or the Feeder. One or more such Parallel Funds invest directly, or indirectly through one or more Intermediate Entities, in the Aggregator alongside BXINFRA U.S.
The term “Portfolio Entity” refers to any individual, partnership, corporation, limited liability company, unincorporated organization or association, trust (including the trustees thereof, in their capacity as such) or other entity, in which investments are made by BXINFRA.
The term “Registrant” refers to, individually and collectively, BXINFRA U.S. and the Feeder.
The term “Sponsor” refers to, as the context or applicable law requires, individually and collectively, the General Partner and the Investment Manager.
The term “Transactional NAV” refers to the price at which transactions in BXINFRA’s Units (as defined below) are made (as the context requires), calculated in accordance with a valuation policy that has been approved by BXINFRA U.S.’s board of directors (“BXINFRA U.S. Board of Directors” or “BXINFRA U.S. Board”). Unless the context requires otherwise, references herein to “net asset value” or “NAV” shall refer to Transactional NAV.
The term “Units” refers to limited partnership units of BXINFRA U.S. and the Feeder, as context requires. There are five classes, or series of classes, of Units outstanding at BXINFRA U.S.: Class I-Series I (“Class I-Series I” or the “Class I-Series I Units”), Class I-Series II (“Class I-Series II” or the “Class I-Series II Units”), Class I-Series III (“Class I-Series III” or the “Class I-Series III Units”), Class S (“Class S” or the “Class S Units”) and Class D (“Class D” or the “Class D Units”) and eight classes, or series of classes, of Units outstanding at the Feeder: Class I-Series I-TE (“Class I-Series I-TE” or the “Class I-Series I-TE Units”), Class I-Series II-TE (“Class I-Series II-TE” or the “Class I-Series II-TE Units”), Class I-Series III-TE (“Class I-Series III-TE” or the “Class I-Series III-TE Units”), Class S-TE (“Class S-TE” or the “Class S-TE Units”), Class D-TE (“Class D-TE” or the “Class D-TE Units”), Class I-TE-ACC (“Class I-TE-ACC” or the “Class I-TE-ACC Units”), Class S-TE-ACC (“Class S-TE-ACC” or the “Class S-TE-ACC Units”) and Class D-TE-ACC (“Class D-TE-ACC” or the “Class D-TE-ACC Units”).
The investment activities of BXINFRA are carried out through the Aggregator, a non-consolidated affiliate of BXINFRA U.S. As such, we believe it is important to present information for each of the Feeder, BXINFRA U.S. and the Aggregator in this report. The financial statements of each entity are presented in Part I. Item 1. “Financial Statements.” See also Part I. Item 2. “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
This report does not constitute an offer of BXINFRA or any Other Blackstone Accounts.
Part I. Financial Information
Item 1. Financial Statements
Blackstone Infrastructure Strategies (TE) L.P.
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Blackstone Infrastructure Strategies (TE) L.P. |
Condensed Consolidated Statements of Assets and Liabilities (Unaudited) |
| (Dollars in Thousands, Except Unit Data) |
| | | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 | |
| Assets | | | | | |
Investment in BXINFRA U.S. at Fair Value (Cost $1,548,148 as of September 30, 2026; $944,504 as of December 31, 2025) | | $ | 1,796,699 | | | $ | 1,007,719 | | |
| Cash and Cash Equivalents | | 591 | | | 310 | | |
| Dividend Receivable | | 13,110 | | | 8,027 | | |
| Redemptions Receivable | | 807 | | | — | | |
| Due from Affiliates | | 600 | | | — | | |
| Other Assets | | 43 | | | — | | |
| Total Assets | | $ | 1,811,850 | | | $ | 1,016,056 | | |
| Liabilities and Net Assets | | | | | |
| Accounts Payable and Accrued Expenses | | $ | 297 | | | $ | 150 | | |
| Distributions Payable | | 11,262 | | | 7,277 | | |
| Servicing Fees Payable | | 43,208 | | | 27,587 | | |
| Due to Affiliates | | 3,922 | | | 140 | | |
| Redemptions Payable | | 746 | | | — | | |
| Deferred Tax Liabilities | | 12,776 | | | 6,149 | | |
| Taxes Payable | | 576 | | | 286 | | |
| Total Liabilities | | 72,787 | | | 41,589 | | |
| Commitments and Contingencies | | | | | |
| Net Assets | | | | | |
Limited Partnership Unit — Class I-Series I-TE Units, unlimited Units authorized (27,960,346 Units issued and outstanding as of September 30, 2026 and 18,513,309 Units issued and outstanding as of December 31, 2025) (a) | | 863,955 | | | 505,064 | | |
Limited Partnership Unit — Class I-Series II-TE Units, unlimited Units authorized (no Units issued and outstanding as of September 30, 2026 and no Units issued and outstanding as of December 31, 2025) (a) | | — | | | — | | |
Limited Partnership Unit — Class I-Series III-TE Units, unlimited Units authorized (no Units issued and outstanding as of September 30, 2026 and no Units issued and outstanding as of December 31, 2025) (a) | | — | | | — | | |
Limited Partnership Unit — Class S-TE Units, unlimited Units authorized (21,715,564 Units issued and outstanding as of September 30, 2026 and 14,881,324 Units issued and outstanding as of December 31, 2025) | | 627,231 | | | 379,473 | | |
Limited Partnership Unit — Class D-TE Units, unlimited Units authorized (no Units issued and outstanding as of September 30, 2026 and no Units issued and outstanding as of December 31, 2025) | | — | | | — | | |
Limited Partnership Unit — Class I-TE-ACC Units, unlimited Units authorized (3,220,869 Units issued and outstanding as of September 30, 2026 and 1,030,909 Units issued and outstanding as of December 31, 2025) | | 102,314 | | | 28,276 | | |
Limited Partnership Unit — Class S-TE-ACC Units, unlimited Units authorized (4,917,244 Units issued and outstanding as of September 30, 2026 and 2,409,863 Units issued and outstanding as of December 31, 2025) | | 145,563 | | | 61,654 | | |
Limited Partnership Unit — Class D-TE-ACC Units, unlimited Units authorized (no Units issued and outstanding as of September 30, 2026 and no Units issued and outstanding as of December 31, 2025) | | — | | | — | | |
| Total Net Assets | | 1,739,063 | | | 974,467 | | |
| Total Liabilities and Net Assets | | $ | 1,811,850 | | | $ | 1,016,056 | | |
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Blackstone Infrastructure Strategies (TE) L.P. |
Condensed Consolidated Statements of Assets and Liabilities (Unaudited) |
| (Dollars in Thousands, Except Unit Data) |
(a)On March 6, 2026, the Feeder redesignated existing Class I-TE Units as Class I-Series I-TE Units and designated two new series of Class I Units, Class I-Series II-TE Units and Class I-Series III-TE Units.
See notes to condensed consolidated financial statements.
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| Blackstone Infrastructure Strategies (TE) L.P. |
| Condensed Consolidated Statements of Operations (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, | |
| 2026 | | 2025 | | 2026 | | 2025 | |
| Income | | | | | | | | | |
| Dividend Income | | $ | 13,113 | | | $ | 5,527 | | | $ | 33,500 | | | $ | 11,159 | | |
| Total Income | | 13,113 | | | 5,527 | | | 33,500 | | | 11,159 | | |
| Expenses | | | | | | | | | |
| Professional Fees | | 236 | | | 35 | | | 398 | | | 110 | | |
| | | | | | | | | |
| Total Expenses | | 236 | | | 35 | | | 398 | | | 110 | | |
| Net Investment Income (Loss) Before Provision for Taxes | | 12,877 | | | 5,492 | | | 33,102 | | | 11,049 | | |
| Provision for (Benefit of) Taxes | | 4,670 | | | 2,643 | | | 9,869 | | | 4,011 | | |
| Net Investment Income (Loss) | | 8,207 | | | 2,849 | | | 23,233 | | | 7,038 | | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 78,004 | | | 17,082 | | | 185,338 | | | 29,163 | | |
| Net Increase in Net Assets Resulting from Operations | | $ | 86,211 | | | $ | 19,931 | | | $ | 208,571 | | | $ | 36,201 | | |
See notes to condensed consolidated financial statements.
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Blackstone Infrastructure Strategies (TE) L.P. |
Condensed Consolidated Statements of Changes in Net Assets (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I Units (a) | | | | | | | | | | | | |
| | Series I-TE Units | | Series II-TE Units | | Series III-TE Units | | Class S- TE Units | | Class D- TE Units | | Class I- TE-ACC Units | | Class S- TE-ACC Units | | Class D- TE-ACC Units | | Total Net Assets |
| Balance at June 30, 2026 | | $ | 727,164 | | | $ | — | | | $ | — | | | $ | 532,638 | | | $ | — | | | $ | 64,994 | | | $ | 115,311 | | | $ | — | | | $ | 1,440,107 | |
| Proceeds from Units Issued | | 94,588 | | | — | | | — | | | 72,954 | | | — | | | 31,933 | | | 24,777 | | | — | | | 224,252 | |
| Net Investment Income (Loss) | | 3,959 | | | — | | | — | | | 3,042 | | | — | | | 499 | | | 707 | | | — | | | 8,207 | |
| Distribution Reinvested | | 4,073 | | | — | | | — | | | 3,629 | | | — | | | — | | | — | | | — | | | 7,702 | |
| Distributions | | (6,340) | | | — | | | — | | | (4,928) | | | — | | | — | | | — | | | — | | | (11,268) | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 38,200 | | | — | | | — | | | 29,173 | | | — | | | 3,964 | | | 6,667 | | | — | | | 78,004 | |
| Servicing Fees | | — | | | — | | | — | | | (5,358) | | | — | | | — | | | (1,800) | | | — | | | (7,158) | |
| Conversion of Units Between Classes or Series | | 2,311 | | | — | | | — | | | (3,136) | | | — | | | 924 | | | (99) | | | — | | | — | |
| Redemption of Units | | — | | | — | | | — | | | (783) | | | — | | | — | | | — | | | — | | | (783) | |
| Balance at September 30, 2026 | | $ | 863,955 | | | $ | — | | | $ | — | | | $ | 627,231 | | | $ | — | | | $ | 102,314 | | | $ | 145,563 | | | $ | — | | | $ | 1,739,063 | |
| | | | | | | | | | | | | | | | | | |
| Balance at June 30, 2025 | | $ | 258,845 | | | $ | — | | | $ | — | | | $ | 244,223 | | | $ | — | | | $ | 5,778 | | | $ | 15,361 | | | $ | — | | | $ | 524,207 | |
| Proceeds from Units Issued | | 81,033 | | | — | | | — | | | 57,242 | | | — | | | 11,450 | | | 22,089 | | | — | | | 171,814 | |
| Net Investment Income (Loss) | | 1,333 | | | — | | | — | | | 1,250 | | | — | | | 96 | | | 170 | | | — | | | 2,849 | |
| Distribution Reinvested | | 1,472 | | | — | | | — | | | 1,788 | | | — | | | — | | | — | | | — | | | 3,260 | |
| Distributions | | (2,607) | | | — | | | — | | | (2,464) | | | — | | | — | | | — | | | — | | | (5,071) | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 8,243 | | | — | | | — | | | 7,670 | | | — | | | 340 | | | 829 | | | — | | | 17,082 | |
| Servicing Fees | | — | | | — | | | — | | | (3,889) | | | — | | | — | | | (1,514) | | | — | | | (5,403) | |
| Conversion of Units Between Classes or Series | | (2,452) | | | — | | | — | | | (341) | | | — | | | 2,559 | | | 234 | | | — | | | — | |
| Redemption of Units | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | | | — | |
| Balance at September 30, 2025 | | $ | 345,867 | | | $ | — | | | $ | — | | | $ | 305,479 | | | $ | — | | | $ | 20,223 | | | $ | 37,169 | | | $ | — | | | $ | 708,738 | |
See notes to condensed consolidated financial statements.
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Blackstone Infrastructure Strategies (TE) L.P. |
Condensed Consolidated Statements of Changes in Net Assets (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I Units (a) | | | | | | | | | | | | |
| | Series I-TE Units | | Series II-TE Units | | Series III-TE Units | | Class S- TE Units | | Class D- TE Units | | Class I- TE-ACC Units | | Class S- TE-ACC Units | | Class D- TE-ACC Units | | Total Net Assets |
| Balance at December 31, 2025 | | $ | 505,064 | | | $ | — | | | $ | — | | | $ | 379,473 | | | $ | — | | | $ | 28,276 | | | $ | 61,654 | | | $ | — | | | $ | 974,467 | |
| Proceeds from Units Issued | | 263,342 | | | — | | | — | | | 189,977 | | | — | | | 60,258 | | | 72,739 | | | — | | | 586,316 | |
| Net Investment Income (Loss) | | 11,344 | | | — | | | — | | | 8,825 | | | — | | | 1,147 | | | 1,917 | | | — | | | 23,233 | |
| Distribution Reinvested | | 10,766 | | | — | | | — | | | 9,747 | | | — | | | — | | | — | | | — | | | 20,513 | |
| Distributions | | (16,343) | | | — | | | — | | | (12,884) | | | — | | | — | | | — | | | — | | | (29,227) | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 91,364 | | | — | | | — | | | 71,276 | | | — | | | 7,902 | | | 14,796 | | | — | | | 185,338 | |
| Servicing Fees | | — | | | — | | | — | | | (14,032) | | | — | | | — | | | (5,282) | | | — | | | (19,314) | |
| Conversion of Units Between Classes or Series | | (982) | | | — | | | — | | | (3,762) | | | — | | | 4,731 | | | 13 | | | — | | | — | |
| Redemption of Units | | (600) | | | — | | | — | | | (1,389) | | | — | | | — | | | (274) | | | — | | | (2,263) | |
| Balance at September 30, 2026 | | $ | 863,955 | | | $ | — | | | $ | — | | | $ | 627,231 | | | $ | — | | | $ | 102,314 | | | $ | 145,563 | | | $ | — | | | $ | 1,739,063 | |
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| Balance at December 31, 2024 | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
| Proceeds from Units Issued | | 335,613 | | | — | | | — | | | 318,630 | | | — | | | 15,470 | | | 32,433 | | | — | | | 702,146 | |
| Net Investment Income (Loss) | | 3,345 | | | — | | | — | | | 3,293 | | | — | | | 131 | | | 269 | | | — | | | 7,038 | |
| Distribution Reinvested | | 1,981 | | | — | | | — | | | 2,431 | | | — | | | — | | | — | | | — | | | 4,412 | |
| Distributions | | (5,311) | | | — | | | — | | | (5,202) | | | — | | | — | | | — | | | — | | | (10,513) | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 14,402 | | | — | | | — | | | 13,418 | | | — | | | 378 | | | 965 | | | — | | | 29,163 | |
| Servicing Fees | | — | | | — | | | — | | | (20,776) | | | — | | | — | | | (2,603) | | | — | | | (23,379) | |
| Conversion of Units Between Classes or Series | | (4,163) | | | — | | | — | | | (6,315) | | | — | | | 4,244 | | | 6,234 | | | — | | | — | |
| Redemption of Units | | — | | | — | | | — | | | — | | | — | | | — | | | (129) | | | — | | | (129) | |
| Balance at September 30, 2025 | | $ | 345,867 | | | $ | — | | | $ | — | | | $ | 305,479 | | | $ | — | | | $ | 20,223 | | | $ | 37,169 | | | $ | — | | | $ | 708,738 | |
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(a)On March 6, 2026, the Feeder redesignated existing Class I-TE Units as Class I-Series I-TE Units and designated two new series of Class I Units, Class I-Series II-TE Units and Class I-Series III-TE Units.
See notes to condensed consolidated financial statements.
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Blackstone Infrastructure Strategies (TE) L.P. |
Condensed Consolidated Statements of Cash Flows (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, | | |
| | 2026 | | 2025 | | |
| Operating Activities | | | | | | |
| Net Increase in Net Assets Resulting from Operations | | $ | 208,571 | | | $ | 36,201 | | | |
| Adjustments to Reconcile Net Increase (Decrease) in Net Assets Resulting from Operations to Net Cash Provided by (Used in) Operating Activities | | | | | | |
| Net Change in Unrealized (Gain) Loss on Investment in BXINFRA U.S. | | (185,338) | | | (29,163) | | | |
| Investment in BXINFRA U.S. | | (605,955) | | | (705,350) | | | |
| Proceeds from Investment in BXINFRA U.S. | | 1,505 | | | — | | | |
| Cash Flows Due to Changes in Operating Assets and Liabilities | | | | | | |
| Dividend Receivable | | (5,083) | | | (5,527) | | | |
| Accounts Payable and Accrued Expenses | | 147 | | | 113 | | | |
| Other Assets | | (43) | | | — | | | |
| Due to Affiliates | | 3,713 | | | 67 | | | |
| Due from Affiliates | | (600) | | | — | | | |
| Deferred Tax Liabilities | | 6,627 | | | 3,855 | | | |
| Taxes Payable | | 290 | | | 87 | | | |
| Net Cash Provided by (Used in) Operating Activities | | (576,166) | | | (699,717) | | | |
| Financing Activities | | | | | | |
| Proceeds from Issuance of Units | | 586,316 | | | 702,146 | | | |
| Payments for Servicing Fees | | (3,692) | | | (1,105) | | | |
| Distributions Paid in Cash | | (4,729) | | | (1,030) | | | |
| Redemption of Units | | (1,448) | | | (129) | | | |
| Net Cash Provided by (Used in) Financing Activities | | 576,447 | | | 699,882 | | | |
| Cash and Cash Equivalents | | | | | | |
| Net Increase (Decrease) | | 281 | | | 165 | | | |
| Beginning of Period | | 310 | | | — | | | |
| End of Period | | $ | 591 | | | $ | 165 | | | |
| Supplemental Disclosure of Cash Flows Information | | | | | | |
| Cash Paid for Income Taxes | | $ | 2,972 | | | $ | 69 | | | |
| Supplemental Disclosure of Non-Cash Financing Activities | | | | | | |
| Accrued Servicing Fees | | $ | 19,314 | | | $ | 21,169 | | | |
| Distribution Reinvested | | $ | 20,513 | | | $ | 4,412 | | | |
| Distribution Payable | | $ | 11,262 | | | $ | 5,071 | | | |
| Redemptions Payable, Net of Early Redemption Deduction | | $ | 746 | | | $ | — | | | |
| Early Redemption Deduction Payable to BXINFRA U.S. | | $ | 69 | | | $ | — | | | |
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Condensed Consolidated Schedules of Investments (Unaudited) |
| (Dollars in Thousands, Except Unit Data) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | September 30, 2026 |
| Name of Investment | | Type of Investment | | Industry | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Investments | | | | | | | | | | |
Blackstone Infrastructure Strategies L.P. (57,238,858 Units) (a) | | Investee Fund | | Various | | Various | | $ | 1,796,699 | | | 103.3 | % |
Total Investments (Cost $1,548,148) | | | | | | | | $ | 1,796,699 | | | 103.3 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2025 |
| Name of Investment | | Type of Investment | | Industry | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Investments | | | | | | | | | | |
Blackstone Infrastructure Strategies L.P. (36,589,410 Units) (a) | | Investee Fund | | Various | | Various | | $ | 1,007,719 | | | 103.4 | % |
Total Investments (Cost $944,504) | | | | | | | | $ | 1,007,719 | | | 103.4 | % |
____________________
(a)Refer to Note 3. “Investment in BXINFRA U.S.” for details on the Feeder’s proportional share of investments through investees.
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
1. Organization
Blackstone Infrastructure Strategies (TE) L.P. is a Delaware limited partnership formed on August 12, 2024, and is a private fund exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, as amended (the “1940 Act”), which together with its consolidated subsidiary, forms the “Feeder.” The Feeder is structured as a perpetual-life strategy, with monthly, fully funded subscriptions and periodic redemptions. The Feeder is conducting a continuous private offering of its limited partnership units (“Units”) in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), to investors that are both (a) accredited investors (as defined in Regulation D under the Securities Act) and (b) qualified purchasers (as defined in the 1940 Act and rules thereunder).
The Feeder invests all or substantially all of its assets through its investment in Blackstone Infrastructure Strategies L.P. (“BXINFRA U.S.”). BXINFRA U.S. invests all or substantially all of its assets through its investment in BXINFRA Aggregator (CYM) L.P. (together with its consolidated subsidiaries, the “Aggregator”). The Feeder has the same investment objective as BXINFRA U.S. The Feeder was established to allow certain investors with particular tax characteristics, such as tax-exempt investors and certain non-U.S. investors, to participate in BXINFRA U.S. in a more tax-efficient manner. The condensed financial statements of BXINFRA U.S. and the condensed consolidated financial statements of the Aggregator are an integral part of the Feeder’s condensed consolidated financial statements and are included following these condensed consolidated financial statements.
The term “Parallel Fund” refers to one or more parallel vehicles established by, or at the direction of, the Sponsor (as defined below) to invest alongside BXINFRA U.S., but excluding Blackstone Private Markets Solutions SCA-SICAV – Blackstone Infrastructure Strategies ELTIF, BXINFRA Aggregator SCSp and its parallel funds (together, “BXINFRA Lux”). Parallel Funds may be established for certain investors with particular legal, tax, regulatory, compliance, structuring or certain other operational requirements to participate in the Aggregator. Parallel Funds may not have investment objectives and/or strategies that are identical to the investment objectives and strategies of BXINFRA U.S. or the Feeder. BXINFRA U.S., the Feeder, the Aggregator and any Parallel Funds collectively form “BXINFRA.” BXINFRA and BXINFRA Lux collectively form the “BXINFRA Fund Program,” but are operated as distinct investment structures.
BXINFRA’s investment objective is to deliver attractive risk-adjusted returns consisting of both current income and long-term capital appreciation. BXINFRA seeks to meet its investment objective by investing primarily in infrastructure equity, secondaries and credit strategies (collectively, “Infrastructure Investments”) leveraging the talent and investment capabilities of Blackstone Inc.’s (“Blackstone”) infrastructure platform to create an attractive portfolio of alternative infrastructure investments.
Investment operations commenced on January 2, 2025 (the “Initial Closing Date”) when the Feeder and BXINFRA U.S. first sold unregistered limited partnership units to third-party investors and began investment operations.
Blackstone Infrastructure Strategies Associates L.P., a Delaware limited partnership, is the general partner (the “General Partner”) of the Feeder, BXINFRA U.S. and the Aggregator. Overall responsibility for oversight of the Feeder, BXINFRA U.S. and the entities that carry out their investment objectives rests with the General Partner, subject to certain oversight rights held by each of the Feeder’s board of directors (the “Feeder Board of Directors” or “Feeder Board”) and BXINFRA U.S.’s board of directors (the “BXINFRA U.S. Board of Directors” or “BXINFRA U.S. Board,” and together with the Feeder Board, the “Boards of Directors” or “Boards”), as applicable. The General Partner has delegated BXINFRA U.S.’s portfolio management function to Blackstone Infrastructure Advisors L.L.C. (the “Investment Manager”). The Investment Manager has discretion to make investments on behalf of BXINFRA U.S. and is responsible for initiating, structuring and negotiating BXINFRA’s investments. In addition, the Investment Manager actively manages and monitors each investment to seek to maximize the value of each investment. The Investment Manager and its affiliates also provide certain administrative services to BXINFRA. The Investment Manager is a Delaware limited liability company and is registered with the United States Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended. The General Partner and the Investment Manager are individually and collectively referred to as the “Sponsor.” Both the General Partner and Investment Manager are subsidiaries of Blackstone.
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Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements of the Feeder have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and the instructions to Form 10-Q. The Feeder is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies, (“ASC 946”). The condensed consolidated financial statements, including these notes, are unaudited and exclude some of the disclosures required in audited consolidated financial statements. Management believes it has made all necessary adjustments (consisting of only normal recurring items) so that the condensed consolidated financial statements are presented fairly. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements included in Amendment No. 1 to the Feeder’s Registration Statement on Form 10 filed June 23, 2026.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities as of the date of the condensed consolidated financial statements and the reported amounts of certain revenues, expenses, gains or losses during the reporting period. Management believes that estimates made in preparing its condensed consolidated financial statements are reasonable. Such estimates include those used in the valuation of the investment in BXINFRA U.S., the measurement of deferred tax balances (including valuation allowances, if any) and the accrual of unitholder servicing fees recognized as payables on certain Units by the Feeder. Actual results may ultimately differ from those estimates.
Principles of Consolidation
As provided under ASC 946, the Feeder will not consolidate its investment in a company other than a controlled investment company subsidiary or a controlled operating company whose business consists of providing services to the Feeder. Accordingly, the Feeder consolidated the results of its wholly owned investment company subsidiary, BXINFRA Feeder (CYM) L.L.C. All intercompany balances and transactions have been eliminated in consolidation.
Valuation of Investments at Fair Value
The performance of the Feeder is directly affected by the performance of BXINFRA U.S.’s investment in the Aggregator, which is disclosed in the notes to BXINFRA U.S.’s condensed financial statements. The Feeder has indirect exposure to gains and losses on underlying investments because it invests in BXINFRA U.S., which, in turn, has indirect exposure to gains and losses on underlying investments because it invests in the Aggregator. For information regarding valuation of investments, net realized and change in unrealized gains and losses on such investments held by the Aggregator, see Note 3. “Investments and Fair Value Measurement” in the “Notes to Condensed Consolidated Financial Statements” of the Aggregator.
The Feeder measures its investment in BXINFRA U.S. at fair value using the net asset value of BXINFRA U.S. The net asset value of BXINFRA U.S. is considered a practical expedient that represents fair value as (a) the investment does not have a readily determinable fair value because BXINFRA U.S.’s net asset value is not published or the basis for current transactions, (b) BXINFRA U.S. is an investment company and (c) the net asset value of BXINFRA U.S. is calculated in a manner in which all of its investments are reported at fair value as of the measurement date. Changes in the fair value of the Feeder’s investment in BXINFRA U.S. are presented within Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. in the Condensed Consolidated Statements of Operations.
Cash and Cash Equivalents
Cash and Cash Equivalents represents cash on hand, cash held in banks and short-term, highly liquid investments with original maturities of three months or less. The Feeder may, at times, have bank balances in excess of federally insured amounts; however, the Feeder deposits its Cash and Cash Equivalents with high credit-quality institutions to minimize credit risk.
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Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Income Taxes
The Feeder operates so that it will qualify to be treated as a partnership for U.S. federal income tax purposes under the Internal Revenue Code of 1986, as amended, and not as a publicly traded partnership taxable as a corporation and as such is not directly subject to any U.S. federal corporate income taxes. It is possible that the Feeder may be considered a publicly traded partnership and not meet the qualifying income exception in certain years. In such a scenario, the Feeder would be treated as a publicly traded partnership taxed as a corporation, rather than a partnership. The investors in the Feeder would be treated as shareholders in a corporation, and the Feeder itself would become taxable as a corporation for U.S. federal, state and/or local income tax purposes. The Feeder would be required to pay income tax at corporate rates on its net taxable income. Additionally, the Feeder’s consolidated subsidiary is subject to U.S. federal, state and/or local income taxes on certain of its investments.
BXINFRA Feeder (CYM) L.L.C., the Feeder’s consolidated subsidiary, is an investment company that is treated as a corporation for U.S. income tax purposes. To the extent investments made by the Aggregator are engaged in a U.S. trade or business, BXINFRA Feeder (CYM) L.L.C. will generally be subject to a U.S. federal corporate income tax of 21% on its share of taxable income effectively connected with the conduct of a U.S. trade or business, and may also be subject to an additional branch profits tax of 30% on its share of the Aggregator’s effectively connected earnings and profits, adjusted as provided by law. BXINFRA Feeder (CYM) L.L.C. may also be subject to state and local income tax if it is determined to have nexus. Federal and state income taxes are expected to be withheld at the source of the U.S. trade or business and taxes withheld can be used as a credit against the U.S. federal and state income tax liability of BXINFRA Feeder (CYM) L.L.C.
If the Aggregator generates U.S. source income that is not effectively connected with a U.S. trade or business, BXINFRA Feeder (CYM) L.L.C. could be subject to a 30% federal income tax on its share of all fixed or determinable annual or periodical gains, profits and income unless certain statutory exceptions are met. The tax is expected to be withheld at the source and taxes withheld can be used as a credit against the U.S. income tax liability of BXINFRA Feeder (CYM) L.L.C. The Aggregator is expected to hold certain investments which may generate U.S. source interest or dividends subject to this 30% withholding tax.
The government of the Cayman Islands will not, under existing legislation, impose any income, corporate or capital gains tax, estate duty, inheritance tax, gift tax or withholding tax upon BXINFRA Feeder (CYM) L.L.C.
Deferred Taxes
GAAP requires the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Valuation allowances are established where the Feeder determines it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Feeder assesses all available positive and negative evidence, including the amount and character of future taxable income.
Uncertain Tax Positions
The Feeder recognizes uncertain tax positions when it is more likely than not that the position will be sustained by the taxing authorities, based on the technical merits of the positions. The tax positions that meet the more-likely-than-not threshold are recognized based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Feeder reevaluates its tax positions each period in which new information becomes available. The Feeder’s policy is to recognize tax-related interest and penalties, if applicable, as a component of Provision for (Benefit of) Taxes on the Condensed Consolidated Statements of Operations.
Distributions
The Feeder may declare quarterly distributions to its unitholders. Distributions to unitholders are recognized on the record date of the distribution. All distributions will be declared at the discretion of the General Partner considering factors such as earnings, cash flow, capital needs, taxes and general financial condition, and other such factors as the General Partner may deem relevant from time to time. Although the gross distribution per Unit is equivalent for each class, or series of a class, the net distribution for each class, or series of a class, of Units may be reduced for any class- or series-specific fees and expenses, if any. Distributions to accumulating classes of Units are not recognized as distributions and do not impact such classes’ capital presented in the Condensed Consolidated Statements of Changes in Net Assets.
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Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The Feeder has adopted a distribution reinvestment plan (“DRIP”) pursuant to which unitholders will have their cash distributions automatically reinvested in additional units of the Feeder’s same class or series of class of Units to which the distribution relates unless they elect to receive their distributions in cash. Distributions that are reinvested are recognized in net assets on the first calendar day following the record date of a distribution.
Affiliates
The General Partner, the Investment Manager, the Dealer Manager (as defined in Note 5. “Related Party Transactions”), BXINFRA U.S., Parallel Funds, the Aggregator, BXINFRA Lux, and other investment vehicles sponsored, advised and/or managed by Blackstone or its affiliates are affiliates of the Feeder. Investments of BXINFRA and investments of other investment vehicles managed by the Investment Manager are considered affiliates of BXINFRA based on Blackstone’s level of ownership and control.
Segment Reporting
The Feeder operates through a single reportable segment. The chief operating decision maker (the “CODM”) is a group consisting of the Feeder’s Chief Executive Officer and Chief Financial Officer. The CODM assesses the performance of, allocates resources to and makes operating decisions for the Feeder primarily based on the Feeder’s Net Increase in Net Assets Resulting from Operations. Reportable segment assets are reflected on the accompanying Condensed Consolidated Statements of Assets and Liabilities as Total Assets and reportable segment significant expenses reviewed by the CODM are listed on the accompanying Condensed Consolidated Statements of Operations.
Recent Accounting Developments
In December 2023, the Financial Accounting Standards Board issued amended guidance addressing income tax disclosures. The guidance requires greater disaggregation of information in the effective income tax rate reconciliation and income taxes paid disclosure. The guidance is effective for the Feeder’s annual period ending December 31, 2026. The Feeder does not expect the adoption of this standard to have a material impact on its condensed consolidated financial statements.
In September 2026, the Financial Accounting Standards Board issued amended guidance that adds an investment company-specific exception to the fair value measurement standard. The guidance requires investment companies to consider contractual sale restrictions when measuring the fair value of equity securities. The guidance is effective for the Feeder’s interim and annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Feeder is evaluating the potential impacts on fair value measurement and disclosures, as well as the timing of adoption.
3. Investment in BXINFRA U.S.
The Feeder recognizes dividend income on the record date of distributions from BXINFRA U.S., if any. The Feeder has an interest of 28.4% and 28.9% in BXINFRA U.S. as of September 30, 2026 and December 31, 2025, respectively. The Feeder’s indirect interest in the Aggregator may result in the Feeder indirectly holding investments of the Aggregator that, on a proportional basis, at times may exceed 5% of the net assets of the Feeder. For a listing of investments that may proportionally exceed 5% of the Feeder’s net assets, refer to the Condensed Consolidated Schedules of Investments of the Aggregator.
4. Net Assets
The Feeder, at the direction of the General Partner, has the authority to issue an unlimited number of Units of each class, or series of a class.
Through March 5, 2026, the Feeder offered six classes of limited partnership Units: Class I-TE, Class S-TE, Class D-TE, Class I-TE-ACC, Class S-TE-ACC and Class D-TE-ACC Units. On March 6, 2026, the Feeder redesignated existing Class I-TE Units as Class I-Series I-TE Units and designated two new series of Class I Units, Class I-Series II-TE Units and Class I-Series III-TE Units. As of September 30, 2026, the Feeder offers eight classes, or series of classes, of limited partnership Units: Class I-Series I-TE, Class I-Series II-TE, Class I-Series III-TE, Class S-TE, Class D-TE, Class I-TE-ACC, Class S-TE-ACC and Class D-TE-ACC Units. The key differences among each class, or series of a class, of Units relate to the ongoing unitholder servicing fees, management fees, upfront subscription fee, and distribution channels.
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Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The term “Transactional NAV” refers to the price at which transactions in the Feeder’s Units are made, calculated in accordance with a valuation policy that has been approved by the BXINFRA U.S. Board of Directors. The purchase price per Unit of each class, or series of a class, is equal to the Transactional NAV per Unit for such class, or such series of a class, as of the last calendar day of the immediately preceding month. Before the Feeder determined its first Transactional NAV, the initial subscription price for Class I-Series I-TE, Class S-TE, Class I-TE-ACC and Class S-TE-ACC Units was $25.00 per Unit plus applicable subscription fees that are paid by the unitholder outside its investment in the Feeder and not reflected in the Feeder’s Transactional NAV. The initial Transactional NAV for Class I-Series II-TE Units and Class I-Series III-TE Units will be equal to the Transactional NAV per Unit for Class I-Series I-TE Units at the time of their respective initial sale. The Transactional NAV for each class, or series of a class, of Units was first determined as of the end of the first full month after the Initial Closing Date. Thereafter, the Transactional NAV for each class, or series of a class, of Units is calculated monthly by the Sponsor. The Transactional NAV is based on the month-end values of investments, the addition of the value of any other assets such as cash, the deduction of any liabilities and the deduction of expenses attributable to certain classes, or series of classes, such as applicable management and unitholder servicing fees.
At the end of each month, the Feeder allocates its Net Investment Income (Loss) across each class, or series of a class, of Units based on their relative ownership share in the Feeder as of the first calendar day of that month. The Feeder is issued the applicable series of Class I BXINFRA U.S. units in exchange for its contribution to BXINFRA U.S.; specifically, contributions from Class I-Series II-TE Units are invested into Class I-Series II BXINFRA U.S. units, contributions from Class I-Series III-TE Units are invested into Class I-Series III BXINFRA U.S. units, and contributions from all other Units are invested into Class I-Series I BXINFRA U.S. units. At the end of each month, each class, or series of a class, of Units is allocated its share of Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. based on its relative ownership interest in the corresponding BXINFRA U.S. series of a class as of the first calendar day of that month. From time to time, the Sponsor, out of its own resources and without additional cost to BXINFRA or its investors, may offer other discounts, waivers or other incentives to investors.
Unit issuances related to monthly subscriptions are effective the first calendar day of each month. Units are issued at a price per Unit equivalent to the Feeder’s most recent Transactional NAV per Unit available for each class, or series of a class, of Units, which is the Feeder’s prior month-end Transactional NAV per Unit. No Class I-Series II-TE Units, Class I-Series III-TE Units, Class D-TE Units or Class D-TE-ACC Units have been issued since inception.
The following tables present transactions in the Units during the periods:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I | | | | | | | | | | | | |
| | Series I-TE Units | | | | | | Class S-TE Units | | | | Class I-TE-ACC Units | | Class S-TE-ACC Units | | | | Total |
Units Outstanding as of June 30, 2026 | | 24,584,913 | | | | | | | 19,257,518 | | | | | 2,153,054 | | | 4,099,766 | | | | | 50,095,251 | |
| Units Issued | | 3,160,840 | | | | | | | 2,465,284 | | | | | 1,037,799 | | | 820,732 | | | | | 7,484,655 | |
| Distribution Reinvested | | 137,639 | | | | | | | 124,219 | | | | | — | | | — | | | | | 261,858 | |
| Conversion of Units Between Classes or Series | | 76,954 | | | | | | | (105,757) | | | | | 30,016 | | | (3,254) | | | | | (2,041) | |
| Redemption of Units | | — | | | | | | | (25,700) | | | | | — | | | — | | | | | (25,700) | |
Units Outstanding as of September 30, 2026 | | 27,960,346 | | | | | | | 21,715,564 | | | | | 3,220,869 | | | 4,917,244 | | | | | 57,814,023 | |
| | | | | | | | | | | | | | | | | | |
Units Outstanding as of June 30, 2025 | | 10,041,484 | | | | | | | 10,139,171 | | | | | 226,327 | | | 645,132 | | | | | 21,052,114 | |
| Units Issued | | 3,123,384 | | | | | | | 2,211,635 | | | | | 444,455 | | | 862,672 | | | | | 6,642,146 | |
| Distribution Reinvested | | 57,054 | | | | | | | 69,585 | | | | | — | | | — | | | | | 126,639 | |
| Conversion of Units Between Classes or Series | | (93,530) | | | | | | | (13,157) | | | | | 98,621 | | | 9,153 | | | | | 1,087 | |
| | | | | | | | | | | | | | | | | | |
Units Outstanding as of September 30, 2025 | | 13,128,392 | | | | | | | 12,407,234 | | | | | 769,403 | | | 1,516,957 | | | | | 27,821,986 | |
| | | | | | | | |
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Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I | | | | | | | | | | | | |
| | Series I-TE Units | | | | | | Class S-TE Units | | | | Class I-TE-ACC Units | | Class S-TE-ACC Units | | | | Total |
Units Outstanding as of December 31, 2025 | | 18,513,309 | | | | | | | 14,881,324 | | | | | 1,030,909 | | | 2,409,863 | | | | | 36,835,405 | |
| Units Issued | | 9,116,008 | | | | | | | 6,662,462 | | | | | 2,023,084 | | | 2,516,615 | | | | | 20,318,169 | |
| Distribution Reinvested | | 378,670 | | | | | | | 346,695 | | | | | — | | | — | | | | | 725,365 | |
| Conversion of Units Between Classes or Series | | (26,357) | | | | | | | (127,486) | | | | | 166,876 | | | 756 | | | | | 13,789 | |
| Redemption of Units | | (21,284) | | | | | | | (47,431) | | | | | — | | | (9,990) | | | | | (78,705) | |
Units Outstanding as of September 30, 2026 | | 27,960,346 | | | | | | | 21,715,564 | | | | | 3,220,869 | | | 4,917,244 | | | | | 57,814,023 | |
| | | | | | | | | | | | | | | | | | |
Units Outstanding as of December 31, 2024 | | — | | | | | | | — | | | | | — | | | — | | | | | — | |
| Units Issued | | 13,204,289 | | | | | | | 12,538,655 | | | | | 603,650 | | | 1,273,930 | | | | | 27,620,524 | |
| Distribution Reinvested | | 76,857 | | | | | | | 94,668 | | | | | — | | | — | | | | | 171,525 | |
| Conversion of Units Between Classes or Series | | (152,754) | | | | | | | (226,089) | | | | | 165,753 | | | 248,181 | | | | | 35,091 | |
| Redemption of Units | | — | | | | | | | — | | | | | — | | | (5,154) | | | | | (5,154) | |
Units Outstanding as of September 30, 2025 | | 13,128,392 | | | | | | | 12,407,234 | | | | | 769,403 | | | 1,516,957 | | | | | 27,821,986 | |
Unit Redemption Plan
In accordance with the terms of the Feeder Partnership Agreement (as defined in Note 5. “Related Party Transactions”), unitholders of the Feeder, as indirect holders of BXINFRA U.S., participate in BXINFRA U.S.’s Unit Redemption Plan (as defined below) under the same terms as direct unitholders of BXINFRA U.S. Accordingly, a redemption request by a unitholder of the Feeder will be satisfied at the Feeder’s Transactional NAV per Unit as of the date specified in the Unit Redemption Plan by redeeming the same number of units in BXINFRA U.S.
In accordance with the terms of the BXINFRA U.S. third amended and restated limited partnership agreement (the “BXINFRA U.S. Partnership Agreement”), BXINFRA U.S. expects to periodically redeem up to 3% of its units outstanding per quarter (the “Unit Redemption Plan”). Under the Unit Redemption Plan, to the extent BXINFRA U.S. redeems units in any particular quarter, BXINFRA U.S. expects to use a purchase price equal to the Transactional NAV per unit as of the date specified in the Unit Redemption Plan. Any redemption requests of BXINFRA U.S. units that have been outstanding for less than two years will be subject to an early redemption deduction equal to 5% of the value of such Transactional NAV of the units being redeemed, subject to certain exceptions in the General Partner’s sole discretion (the “Early Redemption Deduction”). Any Early Redemption Deduction will be retained by BXINFRA U.S. for the benefit of all investors. Certain unitholders have agreed to certain additional restrictions, including a minimum holding period and certain redemption limitations in addition to the quarterly limitation described above.
If the quarterly volume limitation is reached in any particular calendar quarter or the General Partner determines to redeem fewer units than have been requested to be redeemed in any particular calendar quarter, units submitted for redemption during such quarter will be redeemed on a pro-rata basis after BXINFRA U.S. has redeemed all units for which redemption has been requested due to death, disability or divorce and other limited exceptions. Unsatisfied redemption requests will not be automatically carried over to the next redemption period and, in order for a redemption request to be reconsidered, unitholders must resubmit their request in the next available redemption window.
The General Partner, with the approval of the Independent Directors, as applicable, may make exceptions to, modify or suspend the Unit Redemption Plan if, in its reasonable judgment, it deems such action to be in the best interest of BXINFRA U.S. and its unitholders (including the Feeder), including, but not limited to, for tax, regulatory or other structuring reasons. As a result, Unit redemptions may not be available each quarter, such as when redemptions would place an undue burden on BXINFRA U.S.’s liquidity, adversely affect its operations or pose a potential adverse impact on BXINFRA U.S. that would outweigh the benefit of the redemptions.
BXINFRA U.S. accepted its first redemptions pursuant to the Unit Redemption Plan on April 15, 2025. During the three and nine months ended September 30, 2026, 25,700 Units and 78,705 Units were redeemed for an aggregate value
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| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
of $0.8 million and $2.3 million, respectively. During the nine months ended September 30, 2025, 5,154 Units were redeemed for an aggregate value of $0.1 million. No Units were requested for redemption during the three months ended September 30, 2025.
Distributions
The Feeder may declare quarterly distributions per Unit of Class I-Series I-TE, Class I-Series II-TE, Class I-Series III-TE, Class S-TE and Class D-TE Units as authorized by the General Partner and may pay such distributions to unitholders on a quarterly basis. Class I-TE-ACC, Class S-TE-ACC and Class D-TE-ACC currently have no distribution amount presented as these classes are an accumulating class whereby its share of income will accrete into its net asset value.
The following table presents a summary of the aggregate distributions declared and payable for the nine months ended September 30, 2026 for each applicable class of Units. No Class I-Series II-TE Units, Class I-Series III-TE Units or Class D-TE Units have been issued by the Feeder since inception.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Class I Units | | | | |
| Declaration Date | | Record Date (b) | | Payment Date | | Series I-TE Units | | | | | | Class S-TE Units | | |
| April 23, 2026 | | March 31, 2026 | | May 5, 2026 | | $ | 0.2174 | | | | | | | $ | 0.2174 | | | |
| July 23, 2026 | | June 30, 2026 | | August 3, 2026 | | 0.2173 | | | | | | | 0.2173 | | | |
| October 22, 2026 | | September 30, 2026 | | November 3, 2026 | | 0.2266 | | | | | | | 0.2266 | | | |
| | | | | | | | | | | | | | |
| | | | | | $ | 0.6613 | | | | | | | $ | 0.6613 | | | |
The following table presents a summary of the aggregate distributions declared and payable for the nine months ended September 30, 2025 for each applicable class of Units.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Class I Units | | | | |
| Declaration Date | | Record Date | | Payment Date | | Series I-TE Units | | | | | | Class S-TE Units | | |
| April 29, 2025 | | March 31, 2025 (a) | | May 2, 2025 | | $ | 0.0958 | | | | | | | $ | 0.0958 | | | |
| July 29, 2025 | | June 30, 2025 (b) | | August 1, 2025 | | 0.1992 | | | | | | | 0.1992 | | | |
| October 22, 2025 | | September 30, 2025 (b) | | November 3, 2025 | | 0.1986 | | | | | | | 0.1986 | | | |
| | | | | | | | | | | | | | |
| | | | | | $ | 0.4936 | | | | | | | $ | 0.4936 | | | |
____________________
(a)To unitholders of record immediately following the close of business.
(b)To unitholders of record as of the open of business.
Distribution Reinvestment Plan
The Feeder has adopted an “opt out” DRIP for unitholders. In the event of a declared cash distribution on Class S-TE, Class D-TE, Class I-Series I-TE, Class I-Series II-TE and Class I-Series III-TE, each unitholder that has not “opted out” of the DRIP will have their distributions automatically reinvested in additional Units, rather than receive cash distributions. Units issued pursuant to the DRIP shall be issued at the most recently available Transactional NAV per Unit for such Unit. Distributions on fractional Units will be credited to each participating unitholder’s account to three decimal places. Investors and clients of certain participating brokers that do not permit automatic enrollment in the DRIP will automatically receive their distributions in cash unless they elect to have their cash distributions reinvested in additional Units. Unitholders will not pay subscription fees when receiving Units under the DRIP.
For the three months ended September 30, 2026, $4.1 million and $3.6 million of distributions were reinvested in Class I-Series I-TE and Class S-TE, respectively. For the nine months ended September 30, 2026, $10.8 million and $9.7 million of distributions were reinvested in Class I-Series I-TE and Class S-TE, respectively. For the three and nine months ended September 30, 2026, cash retained by the Feeder as a result of the DRIP was reinvested to issue 302,125 and 822,852 units of BXINFRA U.S., respectively. No distributions were reinvested in Class I-Series II-TE, Class I-Series III-TE or Class D-TE for the three and nine months ended September 30, 2026.
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
For the three months ended September 30, 2025, $1.5 million and $1.8 million of distributions were reinvested in Class I-Series I-TE and Class S-TE, respectively. For the nine months ended September 30, 2025, $2.0 million and $2.4 million of distributions were reinvested in Class I-Series I-TE and Class S-TE, respectively. For the three and nine months ended September 30, 2025, cash retained by the Feeder as a result of the DRIP was reinvested to issue 132,675 and 178,107 units of BXINFRA U.S., respectively. No distributions were reinvested in Class I-Series II-TE, Class I-Series III-TE or Class D-TE for the three and nine months ended September 30, 2025.
5. Related Party Transactions
Partnership Agreement
The Feeder has entered into a third amended and restated limited partnership agreement (as may be further amended and restated from time to time, the “Feeder Partnership Agreement”) with the General Partner on March 6, 2026. Under the terms of the Feeder Partnership Agreement, overall responsibility for the Feeder’s oversight rests with the General Partner, subject to certain oversight rights held by the Boards of Directors.
Performance Participation Allocation
The General Partner receives a performance participation allocation (the “Performance Participation Allocation”) by BXINFRA. Investors in the Feeder, BXINFRA U.S. and any Parallel Funds indirectly bear a portion of the Performance Participation Allocation paid by the Aggregator, but such expenses are not duplicated at the Feeder, BXINFRA U.S. or Parallel Funds. Investors in the Feeder will indirectly bear a portion of the Performance Participation Allocation payable by BXINFRA, but such expenses will not be duplicated at the Feeder level. The Performance Participation Allocation is included as a component of Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. in the Condensed Consolidated Statements of Operations. Refer to BXINFRA U.S.’s condensed financial statements for more information regarding the Performance Participation Allocation.
For the three and nine months ended September 30, 2026, the Feeder was allocated $13.2 million and $31.6 million, respectively, of the Performance Participation Allocation recognized by the Aggregator. For the three and nine months ended September 30, 2025, the Feeder was allocated $3.3 million and $6.1 million, respectively, of the Performance Participation Allocation recognized by the Aggregator.
Investment Management Agreement
BXINFRA U.S. has entered into an amended and restated investment management agreement with the Investment Manager (as may be further amended and restated from time to time, the “Investment Management Agreement”). As part of carrying out its investment management services, the Investment Manager has entered, and may in the future enter, into sub-advisory or other similar arrangements with other advisory subsidiaries of Blackstone. These sub-advisory relationships do not affect the terms of the Investment Management Agreement. The Feeder, as an investor in BXINFRA U.S., bears its portion of any fees related to the Investment Management Agreement.
Management Fee
In consideration for its investment management services, BXINFRA pays the Investment Manager a management fee (the “Management Fee”). Investors in the Feeder, BXINFRA U.S. and any Parallel Funds indirectly bear a portion of the Management Fee paid by the Aggregator, but such expenses are not duplicated at the Feeder, BXINFRA U.S. or Parallel Funds.
Management Fees may be offset by certain fees paid to the Investment Manager or its affiliates in connection with BXINFRA’s investments consistent with the second amended and restated exempted limited partnership agreement entered into by the Aggregator and the Investment Management Agreement. The Investment Manager agreed to waive the Management Fee for the first six months following the Initial Closing Date. The Management Fee is included as a component of Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. in the Condensed Consolidated Statements of Operations. Refer to BXINFRA U.S.’s condensed financial statements for more information regarding the Management Fee.
For the three and nine months ended September 30, 2026, the Feeder was allocated $5.4 million and $13.5 million, respectively, of the gross Management Fee recognized by the Aggregator. For the three and nine months ended September 30, 2025, the Feeder was allocated $2.1 million and $4.8 million, respectively, of which $2.6 million was
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
waived by the Investment Manager for the nine months ended September 30, 2025. No management fee was waived for the three months ended September 30, 2025.
Administration Fee
The Investment Manager and its affiliates provide administration services to BXINFRA, consistent with the BXINFRA U.S. Partnership Agreement and the Investment Management Agreement. In consideration for its administrative services, the Investment Manager is entitled to receive an administration fee (the “Administration Fee”) payable by BXINFRA. Investors in the Feeder, BXINFRA U.S. and any Parallel Funds indirectly bear a portion of the Administration Fee, paid by the Aggregator, but such expenses are not duplicated at the Feeder, BXINFRA U.S. or Parallel Funds. The Administration Fee is included as a component of Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. in the Condensed Consolidated Statements of Operations. Refer to BXINFRA U.S.’s condensed financial statements for more information regarding the Administration Fee.
For the three and nine months ended September 30, 2026, the Feeder was allocated $0.6 million and $1.5 million, respectively, of the Administration Fee recognized by the Aggregator. For the three and nine months ended September 30, 2025, the Feeder was allocated $0.2 million and $0.4 million, respectively, of the Administration Fee recognized by the Aggregator.
Dealer Manager Agreement
The Feeder and BXINFRA U.S. entered into a second amended and restated dealer manager agreement (as may be further amended and restated from time to time, the “Dealer Manager Agreement”) with Blackstone Securities Partners L.P. (the “Dealer Manager”), a broker-dealer registered with the SEC under the Securities Exchange Act of 1934, as amended, and a member of the Financial Industry Regulatory Authority. Pursuant to the Dealer Manager Agreement, the Dealer Manager manages the Feeder’s relationships with third-party brokers engaged by the Dealer Manager to participate in the distribution of Units, which are referred to as participating brokers, and financial advisors. The Dealer Manager also coordinates the Feeder’s marketing and distribution efforts with participating brokers and their registered representatives with respect to communications related to the terms of the Feeder’s offering, its investment strategies, material aspects of its operations and subscription procedures.
The Dealer Manager is entitled to receive unitholder servicing fees monthly in arrears at an annual rate of 0.85% of the value of the Feeder’s Transactional NAV attributable to Class S-TE Units and Class S-TE-ACC Units as of the last day of each month. The Dealer Manager is entitled to receive unitholder servicing fees monthly in arrears at an annual rate of 0.25% of the value of the Feeder’s Transactional NAV attributable to Class D-TE Units and Class D-TE-ACC Units as of the last day of each month. In calculating the unitholder servicing fees, the Feeder uses the Transactional NAV before giving effect to any accruals for the unitholder servicing fees, redemptions for that month and distributions, if any, payable on the Feeder’s Units. There are no unitholder servicing fees with respect to Class I-Series I-TE Units, Class I-Series II-TE Units, Class I-Series III-TE Units and Class I-TE-ACC Units. The unitholder servicing fees are payable to the Dealer Manager, but the Dealer Manager anticipates that all of such fees will be retained by, or reallowed (paid) to, participating brokers or other financial intermediaries.
The Feeder accrues the cost of the unitholder servicing fees, as applicable, for the estimated life of the Units, as applicable, as a distribution cost at the time Class S-TE Units, Class S-TE-ACC Units, Class D-TE Units and Class D-TE-ACC Units are sold. During the three and nine months ended September 30, 2026, the Feeder paid $1.5 million and $3.7 million, respectively, of unitholder servicing fees. During the three and nine months ended September 30, 2025, the Feeder paid $0.6 million and $1.1 million, respectively, of unitholder servicing fees.
Due to Affiliates
Due to Affiliates consists of cash advances made by Blackstone Holdings Finance Co. L.L.C., a subsidiary of Blackstone, on behalf of the Feeder for the payment of fund expenses. These amounts are intended to be cash reimbursed by the Feeder and are non-interest bearing. Due to Affiliates also consists of balances the Feeder owes to other non-consolidated entities within BXINFRA.
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| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
BXINFRA Lux
BXINFRA invests alongside BXINFRA Lux, a European long-term investment fund available to investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, certain Asian jurisdictions and certain other jurisdictions. While BXINFRA and BXINFRA Lux have substantially similar investment objectives and strategies and are expected to have highly overlapping investment portfolios, BXINFRA and BXINFRA Lux are operated as distinct investment structures.
6. Commitments and Contingencies
Commitments
For information regarding investment commitments, see the Aggregator’s condensed consolidated financial statements. To the extent funded, these investments are expected to reside at the Aggregator but may be funded from the Feeder’s available liquidity, including proceeds from the issuance of Units by the Feeder.
Contingencies
The Feeder may, from time to time, be party to various legal matters arising in the ordinary course of business, including claims and litigation proceedings. As of September 30, 2026, the Feeder was not subject to any material litigation nor was the Feeder aware of any material litigation threatened against it.
Indemnifications
In the normal course of business, the Feeder enters into contracts that contain a variety of indemnification arrangements. The Feeder’s exposure under these arrangements, if any, cannot be quantified. However, the Feeder has not had any claims or losses pursuant to these indemnification arrangements and expects the potential for a material loss to be remote as of September 30, 2026.
7. Income Taxes
Uncertain Tax Positions
As of September 30, 2026 and December 31, 2025, the Feeder is not aware of any uncertain tax positions that would require recognition in the condensed consolidated financial statements.
Tax Contingencies
The Feeder files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Feeder is subject to examination by various taxing authorities.
8. Financial Highlights
The following financial highlights are calculated for the unitholders of the Feeder as a whole. Calculation of these highlights on an individual unitholder basis may yield results that vary from those stated herein due to the timing of capital transactions and differing fee arrangements. No Class I-Series II-TE Units, Class I-Series III-TE Units, Class D-TE Units or Class D-TE-ACC Units have been issued by the Feeder since inception.
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
| | | | | | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2026 (a) |
| | Class I | | | | |
| | Series I-TE Units (b) | | | | | | Class S-TE Units | | |
| Per Unit Data | | | | | | | | | | |
| Net Asset Value, Beginning of Period | | $ | 27.28 | | | | | | | $ | 25.50 | | | |
| Proceeds from Units Issued | | — | | | | | | | — | | | |
| | | | | | | | | | |
| Net Investment Income (Loss) | | 0.92 | | | | | | | 0.91 | | | |
| | | | | | | | | | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 3.35 | | | | | | | 3.32 | | | |
| Net Increase in Net Assets Resulting from Investment Operations | | 4.28 | | | | | | | 4.23 | | | |
| Distributions | | (0.66) | | | | | | | (0.66) | | | |
| Servicing Fees | | — | | | | | | | (0.19) | | | |
| Net Increase in Net Assets | | 3.62 | | | | | | | 3.38 | | | |
| Net Asset Value, End of Period | | $ | 30.90 | | | | | | | $ | 28.88 | | | |
| Units Outstanding, End of Period | | 27,960,346 | | | | | | | 21,715,564 | | | |
| Total Return Based on Net Asset Value (c) | | 15.69 | % | | | | | | 15.86 | % | | |
| Ratios to Weighted-Average Net Assets (Non-Annualized) | | | | | | | | | | |
| Total Expenses (d) | | 0.03 | % | | | | | | 0.03 | % | | |
| Net Investment Income (Loss) | | 1.83 | % | | | | | | 1.86 | % | | |
| | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2026 (a) |
| | Class I-TE-ACC Units | | Class S-TE-ACC Units | | |
| Per Unit Data | | | | | | |
| Net Asset Value, Beginning of Period | | $ | 27.43 | | | $ | 25.58 | | | |
| Proceeds from Units Issued | | — | | | — | | | |
| Net Investment Income (Loss) | | 0.93 | | | 0.92 | | | |
| | | | | | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 3.40 | | | 3.37 | | | |
| Net Increase in Net Assets Resulting from Investment Operations | | 4.34 | | | 4.29 | | | |
| | | | | | |
| Servicing Fees | | — | | | (0.27) | | | |
| Net Increase in Net Assets | | 4.34 | | | 4.02 | | | |
| Net Asset Value, End of Period | | $ | 31.77 | | | $ | 29.60 | | | |
| Units Outstanding, End of Period | | 3,220,869 | | | 4,917,244 | | | |
| Total Return Based on Net Asset Value (c) | | 15.81 | % | | 15.71 | % | | |
| Ratios to Weighted-Average Net Assets (Non-Annualized) | | | | | | |
| Total Expenses (d) | | 0.03 | % | | 0.03 | % | | |
| Net Investment Income (Loss) | | 2.16 | % | | 1.95 | % | | |
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
| | | | | | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2025 (a) |
| | Class I | | | | |
| | Series I-TE Units (b) | | | | | | Class S-TE Units | | |
| Per Unit Data | | | | | | | | | | |
| Net Asset Value, Beginning of Period | | $ | — | | | | | | | $ | — | | | |
| Proceeds from Units Issued | | 25.00 | | | | | | | 25.00 | | | |
| Net Investment Income (Loss) | | 0.92 | | | | | | | 0.92 | | | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 0.92 | | | | | | | 0.91 | | | |
| Net Increase in Net Assets Resulting from Investment Operations | | 1.84 | | | | | | | 1.83 | | | |
| Distributions | | (0.49) | | | | | | | (0.49) | | | |
| Servicing Fees | | — | | | | | | | (1.72) | | | |
| Net Increase (Decrease) in Net Assets | | 1.34 | | | | | | | (0.38) | | | |
| Net Asset Value, End of Period | | $ | 26.34 | | | | | | | $ | 24.62 | | | |
| Units Outstanding, End of Period | | 13,128,392 | | | | | | | 12,407,234 | | | |
| Total Return Based on Net Asset Value (c) | | 5.38 | % | | | | | | -1.52 | % | | |
| Ratios to Weighted-Average Net Assets (Non-Annualized) | | | | | | | | | | |
| Total Expenses (d) | | 0.03 | % | | | | | | 0.03 | % | | |
| Net Investment Income (Loss) | | 1.66 | % | | | | | | 1.70 | % | | |
| | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2025 (a) |
| | Class I-TE-ACC Units | | Class S-TE-ACC Units | | |
| Per Unit Data | | | | | | |
| Net Asset Value, Beginning of Period | | $ | — | | | $ | — | | | |
| Proceeds from Units Issued | | 25.00 | | | 25.00 | | | |
| Net Investment Income (Loss) | | 0.72 | | | 0.76 | | | |
| Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. | | 0.56 | | | 0.52 | | | |
| Net Increase in Net Assets Resulting from Investment Operations | | 1.28 | | | 1.28 | | | |
| | | | | | |
| Servicing Fees | | — | | | (1.78) | | | |
| Net Increase (Decrease) in Net Assets | | 1.28 | | | (0.50) | | | |
| Net Asset Value, End of Period | | $ | 26.28 | | | $ | 24.50 | | | |
| Units Outstanding, End of Period | | 769,403 | | | 1,516,957 | | | |
| Total Return Based on Net Asset Value (c) | | 5.14 | % | | -1.99 | % | | |
| Ratios to Weighted-Average Net Assets (Non-Annualized) | | | | | | |
| Total Expenses (d) | | 0.02 | % | | 0.02 | % | | |
| Net Investment Income (Loss) | | 2.75 | % | | 2.17 | % | | |
____________________(a)Amounts and percentages may not add or recalculate due to rounding.
(b)On March 6, 2026, the Feeder redesignated existing Class I-TE Units as Class I-Series I-TE Units.
(c)Total return is calculated as the change in Net Asset Value per Unit during the period, plus distributions per Unit (assuming dividends and distributions are reinvested in accordance with the Feeder’s distribution reinvestment plan) divided by the beginning Net Asset Value per Unit or the initial Net Asset Value per Unit, when applicable. Total return does not include upfront transaction fees, if any.
(d)Expense ratio includes Professional Fees.
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| | |
Blackstone Infrastructure Strategies (TE) L.P. |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
9. Subsequent Events
Except as noted below, there have been no events since September 30, 2026 that require recognition or disclosure in the condensed consolidated financial statements.
On October 22, 2026, the Feeder redesignated existing series of Units and designated additional series of Units. As of November 10, 2026, the Feeder offers fifteen classes, or series of classes, of limited partnership Units: Class I-Series I-TE Units, Class I-Series II-TE Units, Class I-Series III-TE Units, Class I-Series IV-TE Units, Class I-Series E-TE Units, Class S-Series I-TE Units, Class S-Series E-TE Units, Class D-Series I-TE Units, Class D-Series E-TE Units, Class I-Series I-TE-ACC Units, Class I-Series E-TE-ACC Units, Class S-Series I-TE-ACC Units, Class S-Series E-TE-ACC Units, Class D-Series I-TE-ACC Units and Class D-Series E-TE-ACC Units. Redesignations did not result in any adjustments to the condensed consolidated financial statements.
Blackstone Infrastructure Strategies L.P.
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies L.P. |
Condensed Statements of Assets and Liabilities (Unaudited) |
| (Dollars in Thousands, Except Unit Data) |
| | | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 | |
| Assets | | | | | |
Investment in the Aggregator at Fair Value (Cost $5,529,843 as of September 30, 2026; $3,324,540 as of December 31, 2025) | | $ | 6,421,142 | | | $ | 3,555,635 | | |
| Cash and Cash Equivalents | | 1,216 | | | 1,063 | | |
| Redemptions Receivable | | 5,580 | | | 644 | | |
| Dividend Receivable | | 47,047 | | | 28,393 | | |
| Due from Affiliates | | 929 | | | — | | |
| Deferred Assets | | 42 | | | — | | |
| Total Assets | | $ | 6,475,956 | | | $ | 3,585,735 | | |
| Liabilities and Net Assets | | | | | |
| Due to Affiliates | | $ | 873 | | | $ | 138 | | |
| Accounts Payable, Accrued Expenses and Other Liabilities | | 1,009 | | | 2,177 | | |
| Distributions Payable | | 47,071 | | | 28,388 | | |
| | | | | |
| Redemptions Payable | | 5,357 | | | 617 | | |
| Servicing Fees Payable | | 100,516 | | | 69,167 | | |
| Total Liabilities | | 154,826 | | | 100,487 | | |
| Commitments and Contingencies | | | | | |
| Net Assets | | | | | |
Limited Partnership Unit — Class I-Series I Units, unlimited Units authorized (137,502,712 Units issued and outstanding as of September 30, 2026; 83,138,103 Units issued and outstanding as of December 31, 2025) (a) | | 4,316,290 | | | 2,289,703 | | |
Limited Partnership Unit — Class I-Series II Units, unlimited Units authorized (1,000,293 Units issued and outstanding as of September 30, 2026; no Units issued and outstanding as of December 31, 2025) (a) | | 31,430 | | | — | | |
Limited Partnership Unit — Class I-Series III Units, unlimited Units authorized (no Units issued and outstanding as of September 30, 2026; no Units issued and outstanding as of December 31, 2025) (a) | | — | | | — | | |
Limited Partnership Unit — Class S Units, unlimited Units authorized (60,245,939 Units issued and outstanding as of September 30, 2026; 41,962,043 Units issued and outstanding as of December 31, 2025) | | 1,767,354 | | | 1,080,003 | | |
Limited Partnership Unit — Class D Units, unlimited Units authorized (6,690,323 Units issued and outstanding as of September 30, 2026; 4,271,682 Units issued and outstanding as of December 31, 2025) | | 205,806 | | | 115,292 | | |
| General Partner Interest | | 250 | | | 250 | | |
| Total Net Assets | | 6,321,130 | | | 3,485,248 | | |
| Total Liabilities and Net Assets | | $ | 6,475,956 | | | $ | 3,585,735 | | |
___________________(a)On March 6, 2026, BXINFRA U.S. redesignated existing Class I Units as Class I-Series I Units and designated two new series of Class I Units, Class I-Series II Units and Class I-Series III Units.
See notes to condensed financial statements.
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies L.P. |
Condensed Statements of Operations (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, | |
| | 2026 | | 2025 | | 2026 | | 2025 | |
| Income | | | | | | | | | |
| Dividend Income | | $ | 47,078 | | | $ | 20,617 | | | $ | 119,810 | | | $ | 42,197 | | |
| Total Income | | 47,078 | | | 20,617 | | | 119,810 | | | 42,197 | | |
| Expenses | | | | | | | | | |
| Professional Fees | | 309 | | | 260 | | | 921 | | | 652 | | |
| Directors’ Fees | | 128 | | | 194 | | | 383 | | | 309 | | |
| Warehousing Fees | | — | | | 3,702 | | | 2,397 | | | 9,094 | | |
| Other | | 15 | | | 4 | | | 32 | | | 12 | | |
| Total Expenses | | 452 | | | 4,160 | | | 3,733 | | | 10,067 | | |
| Warehousing Fees Waived | | — | | | (3,702) | | | (2,397) | | | (9,094) | | |
| Net Expenses | | 452 | | | 458 | | | 1,336 | | | 973 | | |
| Net Investment Income (Loss) | | 46,626 | | | 20,159 | | | 118,474 | | | 41,224 | | |
| Net Change in Unrealized Gain (Loss) on Investment in the Aggregator | | 279,047 | | | 63,835 | | | 660,204 | | | 109,338 | | |
| Net Increase in Net Assets Resulting from Operations | | $ | 325,673 | | | $ | 83,994 | | | $ | 778,678 | | | $ | 150,562 | | |
See notes to condensed financial statements.
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies L.P. |
Condensed Statements of Changes in Net Assets (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I (a) | | | | | | | | |
| | Series I Units | | Series II Units | | Series III Units | | Class S Units | | Class D Units | | General Partner Interest | | Total Net Assets |
Balance at June 30, 2026 | | $ | 3,518,013 | | | $ | — | | | $ | — | | | $ | 1,520,075 | | | $ | 186,215 | | | $ | 250 | | | $ | 5,224,553 | |
| Proceeds from Units Issued | | 586,629 | | | 30,000 | | | — | | | 191,656 | | | 9,189 | | | — | | | 817,474 | |
| Net Investment Income (Loss) | | 31,337 | | | 228 | | | — | | | 13,544 | | | 1,517 | | | — | | | 46,626 | |
| Distribution Reinvested | | 8,810 | | | — | | | — | | | 9,828 | | | 1,316 | | | — | | | 19,954 | |
| Distributions | | (31,496) | | | (229) | | | — | | | (13,810) | | | (1,531) | | | — | | | (47,066) | |
| Net Change in Unrealized Gain (Loss) on Investment in the Aggregator | | 186,153 | | | 1,430 | | | — | | | 82,121 | | | 9,343 | | | — | | | 279,047 | |
| Servicing Fees | | — | | | — | | | — | | | (13,886) | | | (250) | | | — | | | (14,136) | |
| Conversion of Units Between Classes or Series | | 18,857 | | | — | | | — | | | (18,857) | | | — | | | — | | | — | |
| Redemption of Units, Net of Early Redemption Deduction | | (2,013) | | | 1 | | | — | | | (3,317) | | | 7 | | | — | | | (5,322) | |
Balance at September 30, 2026 | | $ | 4,316,290 | | | $ | 31,430 | | | $ | — | | | $ | 1,767,354 | | | $ | 205,806 | | | $ | 250 | | | $ | 6,321,130 | |
| | | | | | | | | | | | | | |
Balance at June 30, 2025 | | $ | 1,288,817 | | | $ | — | | | $ | — | | | $ | 673,373 | | | $ | 52,253 | | | $ | 250 | | | $ | 2,014,693 | |
| Proceeds from Units Issued | | 376,191 | | | — | | | — | | | 202,186 | | | 25,000 | | | — | | | 603,377 | |
| Net Investment Income (Loss) | | 12,594 | | | — | | | — | | | 6,898 | | | 667 | | | — | | | 20,159 | |
| Distribution Reinvested | | 3,232 | | | — | | | — | | | 4,816 | | | 412 | | | — | | | 8,460 | |
| Distributions | | (12,853) | | | — | | | — | | | (7,079) | | | (680) | | | — | | | (20,612) | |
| Net Change in Unrealized Gain (Loss) on Investment in the Aggregator | | 40,229 | | | — | | | — | | | 21,663 | | | 1,943 | | | — | | | 63,835 | |
| Servicing Fees | | — | | | — | | | — | | | (13,366) | | | (703) | | | — | | | (14,069) | |
| Conversion of Units Between Classes or Series | | — | | | — | | | — | | | (9,616) | | | 9,616 | | | — | | | — | |
| | | | | | | | | | | | | | |
Balance at September 30, 2025 | | $ | 1,708,210 | | | $ | — | | | $ | — | | | $ | 878,875 | | | $ | 88,508 | | | $ | 250 | | | $ | 2,675,843 | |
See notes to condensed financial statements.
| | | | | | | | |
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Blackstone Infrastructure Strategies L.P. |
Condensed Statements of Changes in Net Assets (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I (a) | | | | | | | | |
| | Series I Units | | Series II Units | | Series III Units | | Class S Units | | Class D Units | | General Partner Interest | | Total Net Assets |
| Balance at December 31, 2025 | | $ | 2,289,703 | | | $ | — | | | $ | — | | | $ | 1,080,003 | | | $ | 115,292 | | | $ | 250 | | | $ | 3,485,248 | |
| Proceeds from Units Issued | | 1,556,438 | | | 30,000 | | | — | | | 526,410 | | | 69,350 | | | — | | | 2,182,198 | |
| Net Investment Income (Loss) | | 78,636 | | | 228 | | | — | | | 35,568 | | | 4,042 | | | — | | | 118,474 | |
| Distribution Reinvested | | 21,945 | | | — | | | — | | | 26,450 | | | 3,330 | | | — | | | 51,725 | |
| Distributions | | (79,183) | | | (229) | | | — | | | (36,271) | | | (4,085) | | | — | | | (119,768) | |
| Net Change in Unrealized Gain (Loss) on Investment in the Aggregator | | 436,170 | | | 1,430 | | | — | | | 200,588 | | | 22,016 | | | — | | | 660,204 | |
| Servicing Fees | | — | | | — | | | — | | | (38,939) | | | (1,490) | | | — | | | (40,429) | |
| Conversion of Units Between Classes or Series | | 21,164 | | | — | | | — | | | (21,326) | | | 162 | | | — | | | — | |
| Redemption of Units, Net of Early Redemption Deduction | | (8,583) | | | 1 | | | — | | | (5,129) | | | (2,811) | | | — | | | (16,522) | |
| Balance at September 30, 2026 | | $ | 4,316,290 | | | $ | 31,430 | | | $ | — | | | $ | 1,767,354 | | | $ | 205,806 | | | $ | 250 | | | $ | 6,321,130 | |
| | | | | | | | | | | | | | |
| Balance at December 31, 2024 | | $ | 100 | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | 100 | |
| Proceeds from Units Issued | | 1,635,069 | | | — | | | — | | | 905,532 | | | 76,841 | | | 250 | | (b) | 2,617,692 | |
| Net Investment Income (Loss) | | 25,691 | | | — | | | — | | | 14,291 | | | 1,242 | | | — | | | 41,224 | |
| Distribution Reinvested | | 4,369 | | | — | | | — | | | 6,554 | | | 591 | | | — | | | 11,514 | |
| Distributions | | (26,255) | | | — | | | — | | | (14,665) | | | (1,270) | | | — | | | (42,190) | |
| Net Change in Unrealized Gain (Loss) on Investment in the Aggregator | | 68,591 | | | — | | | — | | | 37,546 | | | 3,201 | | | — | | | 109,338 | |
| Servicing Fees | | — | | | — | | | — | | | (59,924) | | | (1,713) | | | — | | | (61,637) | |
| Conversion of Units Between Classes or Series | | 771 | | | — | | | — | | | (10,387) | | | 9,616 | | | — | | | — | |
| Redemption of Units, Net of Early Redemption Deduction | | (126) | | | — | | | — | | | (72) | | | — | | | — | | | (198) | |
| Balance at September 30, 2025 | | $ | 1,708,210 | | | $ | — | | | $ | — | | | $ | 878,875 | | | $ | 88,508 | | | $ | 250 | | | $ | 2,675,843 | |
_________________________
(a)On March 6, 2026, BXINFRA U.S. redesignated existing Class I Units as Class I-Series I Units and designated two new series of Class I Units, Class I-Series II Units and Class I-Series III Units.
(b)The General Partner did not receive any Units for its General Partner Interest contribution to BXINFRA U.S.
See notes to condensed financial statements.
| | | | | | | | |
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Blackstone Infrastructure Strategies L.P. |
Condensed Statements of Cash Flows (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, | | |
| | 2026 | | 2025 | | |
| Operating Activities | | | | | | |
| Net Increase in Net Assets Resulting from Operations | | $ | 778,678 | | | $ | 150,562 | | | |
| Adjustments to Reconcile Net Increase (Decrease) in Net Assets Resulting from Operations to Net Cash Provided by (Used in) Operating Activities | | | | | | |
| Net Change in Unrealized (Gain) Loss on Investment in the Aggregator | | (660,204) | | | (109,338) | | | |
| | | | | | |
| | | | | | |
| Investment in the Aggregator | | (2,217,633) | | | (2,625,809) | | | |
| | | | | | |
| Proceeds from Investment in the Aggregator | | 12,376 | | | — | | | |
| Issuance of Class I-Series I Units for Directors' Fees | | 355 | | | — | | | |
| Cash Flows Due to Changes in Operating Assets and Liabilities | | | | | | |
| Dividend Receivable | | (18,654) | | | (20,617) | | | |
| Deferred Assets | | (42) | | | — | | | |
| Due from Affiliates | | (860) | | | (8) | | | |
| Due to Affiliates | | 735 | | | — | | | |
| Accounts Payable, Accrued Expenses and Other Liabilities | | (1,168) | | | 881 | | | |
| Net Cash Provided by (Used in) Operating Activities | | (2,106,417) | | | (2,604,329) | | | |
| Financing Activities | | | | | | |
| Proceeds from Issuance of Units | | 2,176,860 | | | 2,617,692 | | | |
| Payments for Servicing Fees | | (9,081) | | | (2,990) | | | |
| Distributions Paid in Cash | | (49,360) | | | (10,064) | | | |
| Redemption of Units, Net of Early Redemption Deduction | | (11,849) | | | (198) | | | |
| Proceeds from Line of Credit | | 10,000 | | | — | | | |
| Repayment of Line of Credit | | (10,000) | | | — | | | |
| Net Cash Provided by (Used in) Financing Activities | | 2,106,570 | | | 2,604,440 | | | |
| Cash and Cash Equivalents | | | | | | |
| Net Increase (Decrease) | | 153 | | | 111 | | | |
| Beginning of Period | | 1,063 | | | 100 | | | |
| End of Period | | $ | 1,216 | | | $ | 211 | | | |
| Supplemental Disclosure of Cash Flows Information | | | | | | |
| Cash Paid for Interest | | $ | 2 | | | $ | — | | | |
| Supplemental Disclosure of Non-Cash Financing Activities | | | | | | |
| Issuance of Class I-Series I Units for Performance Participation Allocation | | $ | 4,981 | | | $ | — | | | |
| Accrued Servicing Fees | | $ | 40,429 | | | $ | 55,657 | | | |
| Distribution Reinvested | | $ | 51,725 | | | $ | 11,514 | | | |
| Distribution Payable | | $ | 47,071 | | | $ | 20,612 | | | |
| Redemptions Payable, Net of Early Redemption Deduction | | $ | 5,357 | | | $ | — | | | |
| Early Redemption Deduction Receivable from the Feeder | | $ | 69 | | | $ | — | | | |
| Issuance of Class I-Series I Units for Director Fees | | $ | 355 | | | $ | — | | | |
See notes to condensed financial statements.
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Blackstone Infrastructure Strategies L.P. |
Condensed Schedules of Investments (Unaudited) |
| (Dollars in Thousands, Except Unit Data) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | September 30, 2026 |
| Name of Investment | | Type of Investment | | Industry | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Investments | | | | | | | | | | |
BXINFRA Aggregator (CYM) L.P. (204,506,119 Units) (a) | | Investee Fund | | Various | | Various | | $ | 6,421,142 | | | 101.6 | % |
Total Investments (Cost $5,529,843) | | | | | | | | $ | 6,421,142 | | | 101.6 | % |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2025 |
| Name of Investment | | Type of Investment | | Industry | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Investments | | | | | | | | | | |
BXINFRA Aggregator (CYM) L.P. (129,060,376 Units) (a) | | Investee Fund | | Various | | Various | | $ | 3,555,635 | | | 102.0 | % |
Total Investments (Cost $3,324,540) | | | | | | | | $ | 3,555,635 | | | 102.0 | % |
____________________
(a)Refer to Note 3. “Investment in the Aggregator” for details on BXINFRA U.S.’s proportional share of investments through investees.
See notes to condensed financial statements.
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
1. Organization
Blackstone Infrastructure Strategies L.P. (“BXINFRA U.S.”) is a Delaware limited partnership formed on July 16, 2024, and is a private fund exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, as amended (the “1940 Act”). BXINFRA U.S. was organized to invest primarily in infrastructure equity, secondaries and credit strategies (collectively, “Infrastructure Investments”). BXINFRA U.S. is structured as a perpetual-life strategy, with monthly, fully funded subscriptions and periodic redemptions. BXINFRA U.S. is conducting a continuous private offering of its limited partnership units (“Units”) in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), to investors that are both (a) accredited investors (as defined in Regulation D under the Securities Act) and (b) qualified purchasers (as defined in the 1940 Act and rules thereunder).
Blackstone Infrastructure Strategies (TE) L.P. (together with its consolidated subsidiary, the “Feeder”), a Delaware limited partnership, invests all or substantially all of its assets in BXINFRA U.S. The Feeder was established for certain investors with particular tax characteristics, such as tax-exempt investors and certain non-U.S. investors.
BXINFRA U.S. invests all or substantially all of its assets through its investment in BXINFRA Aggregator (CYM) L.P. (together with its consolidated subsidiaries, the “Aggregator”). The Aggregator has the same investment objective as BXINFRA U.S. The condensed consolidated financial statements of the Aggregator, including the Condensed Consolidated Schedules of Investments, are an integral part of BXINFRA U.S.’s condensed financial statements and are included following these condensed financial statements.
The term “Parallel Fund” refers to one or more parallel vehicles established by, or at the direction of, the Sponsor (as defined below) to invest alongside BXINFRA U.S., but excluding Blackstone Private Markets Solutions SCA-SICAV – Blackstone Infrastructure Strategies ELTIF, BXINFRA Aggregator SCSp and its parallel funds (together, “BXINFRA Lux”). Parallel Funds may be established for certain investors with particular legal, tax, regulatory, compliance, structuring or certain other operational requirements to participate in the Aggregator. Parallel Funds may not have investment objectives and/or strategies that are identical to the investment objectives and strategies of BXINFRA U.S. or the Feeder. BXINFRA U.S., the Feeder, the Aggregator and any Parallel Funds collectively form “BXINFRA.” BXINFRA and BXINFRA Lux collectively form the “BXINFRA Fund Program,” but are operated as distinct investment structures.
BXINFRA’s investment objective is to deliver attractive risk-adjusted returns consisting of both current income and long-term capital appreciation. BXINFRA seeks to meet its investment objective by investing primarily in Infrastructure Investments, leveraging the talent and investment capabilities of Blackstone Inc.’s (“Blackstone”) infrastructure platform to create an attractive portfolio of alternative infrastructure investments.
Investment operations commenced on January 2, 2025 (the “Initial Closing Date”) when BXINFRA U.S. and the Feeder first sold unregistered limited partnership units to third-party investors and began investment operations.
Blackstone Infrastructure Strategies Associates L.P., a Delaware limited partnership, is the general partner (the “General Partner”) of BXINFRA U.S., the Feeder and the Aggregator. Overall responsibility for oversight of BXINFRA U.S. and the entities that carry out its investment objectives rests with the General Partner, subject to certain oversight rights held by BXINFRA U.S.’s board of directors (the “BXINFRA U.S. Board of Directors” or “BXINFRA U.S. Board”). The General Partner has delegated BXINFRA U.S.’s portfolio management function to Blackstone Infrastructure Advisors L.L.C. (the “Investment Manager”). The Investment Manager has discretion to make investments on behalf of BXINFRA U.S. and is responsible for initiating, structuring and negotiating BXINFRA U.S.’s investments, as well as actively managing each investment to seek to maximize value. The Investment Manager and its affiliates also provide certain administrative services to BXINFRA U.S. The Investment Manager is a Delaware limited liability company and is registered with the United States Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended. The General Partner and the Investment Manager are individually and collectively referred to as the “Sponsor.” Both the General Partner and Investment Manager are subsidiaries of Blackstone.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed financial statements of BXINFRA U.S. have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
and the instructions to Form 10-Q. BXINFRA U.S. is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 946, Financial Services—Investment Companies (“ASC 946”). The condensed financial statements, including these notes, are unaudited. Management believes it has made all necessary adjustments (consisting of only normal recurring items) so that the condensed financial statements are presented fairly. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire year. Certain reclassifications of prior periods’ amounts have been made to conform to the current period presentation. Such reclassifications had no effect on Net Increase in Net Assets Resulting from Operations. These condensed financial statements should be read in conjunction with the audited financial statements included in BXINFRA U.S.’s Annual Report on Form 10-K for the year ended December 31, 2025, filed with the SEC.
Use of Estimates
The preparation of condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities as of the date of the condensed financial statements and the reported amounts of certain revenues, expenses, gains or losses during the reporting period. Management believes that estimates made in preparing its condensed financial statements are reasonable. Such estimates include those used in the valuation of the investment in the Aggregator and the accrual of unitholder servicing fees recognized as payables on certain Units by BXINFRA U.S. Actual results may ultimately differ from those estimates.
Principles of Consolidation
In accordance with ASC 946, BXINFRA U.S. generally does not consolidate investments unless BXINFRA U.S. has a controlling financial interest in an investment company or operating company whose business consists of providing services to BXINFRA U.S. A controlling financial interest is defined as (a) the power to direct the activities of the investment company that most significantly impact the entity’s economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the investment company. BXINFRA U.S. determines whether it has a controlling financial interest in an investment company at such company’s inception and continuously reconsiders that conclusion. In instances where BXINFRA U.S. wholly owns another investment company, BXINFRA U.S. believes this would constitute a controlling interest and consolidation would be appropriate. For non-wholly owned interests in investment companies, BXINFRA U.S. assesses the nature of the investment structure and considers its interests in and governance rights over the investment company to determine whether BXINFRA U.S. holds a controlling financial interest. Performance of that analysis requires the exercise of judgment.
BXINFRA U.S. does not have a controlling financial interest in and, as a result, does not consolidate the Aggregator, nor any other reporting entities within BXINFRA, because (a) the General Partner is not acting solely on behalf of BXINFRA U.S. as it carries out its duties and (b) BXINFRA U.S. does not absorb essentially all of the Aggregator’s variability. At each reporting date, BXINFRA U.S. assesses whether it has a controlling financial interest in the Aggregator or any other reporting entities within BXINFRA, and any associated consolidation implications.
Valuation of Investments at Fair Value
BXINFRA U.S. has indirect exposure to gains and losses on underlying investments because it invests in the Aggregator. Valuations of investments held by the Aggregator are disclosed in the notes to the Aggregator’s condensed consolidated financial statements. For information regarding net realized and change in unrealized gains and losses on such investments held indirectly by BXINFRA U.S., see the Aggregator’s condensed consolidated financial statements included following these condensed financial statements and see Note 3. “Investments and Fair Value Measurement” in the “Notes to Condensed Consolidated Financial Statements” of the Aggregator for information regarding the valuation of investments.
BXINFRA U.S. measures its investment in the Aggregator at fair value using the net asset value of the Aggregator. The net asset value of the Aggregator is considered a practical expedient that represents fair value as (a) the investment does not have a readily determinable fair value because the Aggregator’s net asset value is not published or the basis for current transactions, (b) the Aggregator is an investment company and (c) the net asset value of the Aggregator is calculated in a manner in which all of its investments are reported at fair value as of the measurement date. Changes in
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
the fair value of BXINFRA U.S.’s investment in the Aggregator are presented within Net Change in Unrealized Gain (Loss) on Investment in the Aggregator in the Condensed Statements of Operations.
Cash and Cash Equivalents
Cash and Cash Equivalents represents cash on hand, cash held in banks and short-term, highly liquid investments with original maturities of three months or less. BXINFRA U.S. may, at times, have bank balances in excess of federally insured amounts; however, BXINFRA U.S. deposits its Cash and Cash Equivalents with high credit-quality institutions to minimize credit risk.
Income Taxes
BXINFRA U.S. is treated as a partnership for U.S. federal income tax purposes and therefore generally is not subject to any U.S. federal and state income taxes. Taxable income is allocated to BXINFRA U.S.’s unitholders. It is possible that BXINFRA U.S. may be considered a publicly traded partnership and not meet the qualifying income exception in certain years. In such a scenario, BXINFRA U.S. would be treated as a publicly traded partnership taxed as a corporation, rather than a partnership. The investors in BXINFRA U.S. would be treated as shareholders in a corporation, and BXINFRA U.S. itself would become taxable as a corporation for U.S. federal, state and/or local income tax purposes. BXINFRA U.S. would be required to pay income tax at corporate rates on its net taxable income.
Deferred Taxes
GAAP requires the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Valuation allowances are established when BXINFRA U.S. determines it is more likely than not that some portion or all of the deferred tax asset will not be realized. BXINFRA U.S. assesses all available positive and negative evidence, including the amount and character of future taxable income.
Uncertain Tax Positions
BXINFRA U.S. recognizes uncertain tax positions when it is more likely than not that the position will be sustained by the taxing authorities, based on the technical merits of the positions. The tax positions that meet the more-likely-than-not threshold are recognized based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. BXINFRA U.S. reevaluates its tax positions each period in which new information becomes available. BXINFRA U.S.’s policy is to recognize tax-related interest and penalties, if applicable, as a component of the provision for income taxes on the Condensed Statements of Operations.
Distributions
BXINFRA U.S. may declare quarterly distributions to its unitholders. Distributions to unitholders are recognized on the record date of the distribution. All distributions will be declared at the discretion of the General Partner considering factors such as earnings, cash flow, capital needs, taxes and general financial condition, and other such factors as the General Partner may deem relevant from time to time. Although the gross distribution per Unit is equivalent for each class, or series of a class, of Units, the net distribution for each class, or series of a class, of Units may be reduced for class- or series-specific fees and expenses, if any.
BXINFRA U.S. has adopted a distribution reinvestment plan (“DRIP”) pursuant to which unitholders will have their cash distributions automatically reinvested in additional Units of BXINFRA U.S.’s same class or series of class of Units to which the distribution relates unless they elect to receive their distributions in cash. Distributions that are reinvested are recognized in net assets on the first calendar day following the record date of a distribution. The issuances of Units of BXINFRA U.S. resulting from the DRIP at BXINFRA U.S. are presented within Distribution Reinvested in the Condensed Statements of Changes in Net Assets of BXINFRA U.S.
The Feeder has also adopted a DRIP pursuant to which unitholders will have their cash distributions automatically reinvested in additional units of the Feeder unless they elect to receive their distributions in cash. For unitholders participating in the Feeder’s DRIP, the Feeder will invest the related distributions in additional Units of BXINFRA U.S. The issuances of Units of BXINFRA U.S. resulting from the DRIP at the Feeder are presented within Proceeds from Units Issued in the Condensed Statements of Changes in Net Assets of BXINFRA U.S.
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Affiliates
The General Partner, the Investment Manager, the Dealer Manager (as defined in Note 6. “Related Party Transactions”), the Feeder, Parallel Funds, the Aggregator, BXINFRA Lux, and other investment vehicles sponsored, advised and/or managed by Blackstone or its affiliates are affiliates of BXINFRA U.S. Investments of BXINFRA and investments of other investment vehicles managed by the Investment Manager are considered affiliates of BXINFRA based on Blackstone’s level of ownership and control.
Segment Reporting
BXINFRA U.S. operates through a single reportable segment. The chief operating decision maker (the “CODM”) is a group consisting of BXINFRA U.S.’s Chief Executive Officer and Chief Financial Officer. The CODM assesses the performance of, allocates resources to and makes operating decisions for BXINFRA U.S. primarily based on BXINFRA U.S.’s Net Increase in Net Assets Resulting from Operations. Reportable segment assets are reflected on the accompanying Condensed Statements of Assets and Liabilities as Total Assets and reportable segment significant expenses reviewed by the CODM are listed on the accompanying Condensed Statements of Operations.
Recent Accounting Developments
In September 2026, the Financial Accounting Standards Board issued amended guidance that adds an investment company-specific exception to the fair value measurement standard. The guidance requires investment companies to consider contractual sale restrictions when measuring the fair value of equity securities. The guidance is effective for BXINFRA U.S.’s interim and annual reporting periods beginning after December 15, 2027, with early adoption permitted. BXINFRA U.S. is evaluating the potential impacts on fair value measurement and disclosures, as well as the timing of adoption.
3. Investment in the Aggregator
BXINFRA U.S. recognizes dividend income on the record date of distributions from the Aggregator, if any. BXINFRA U.S. has an interest of 94.9% and 93.1% in the Aggregator as of September 30, 2026 and December 31, 2025, respectively. The remaining interest in the Aggregator is held by a Parallel Fund. BXINFRA U.S.’s interest in the Aggregator may result in BXINFRA U.S. indirectly holding investments of the Aggregator that, on a proportional basis, at times may exceed 5% of the net assets of BXINFRA U.S. For a listing of investments that may proportionally exceed 5% of BXINFRA U.S.’s net assets, see the Condensed Consolidated Schedules of Investments of the Aggregator.
4. Line of Credit Agreement
On January 2, 2025, BXINFRA U.S. (the “Borrower”) entered into an unsecured, uncommitted line of credit agreement (the “Line of Credit”) with Blackstone Holdings Finance Co. L.L.C. (“Finco”) providing up to a maximum amount of $300.0 million. On November 26, 2025, the term of the Line of Credit was extended to January 2, 2027, subject to one-year extension options requiring Finco approval.
Under the Line of Credit, the interest rate on the unpaid balance of the principal amount of each loan is the then-current borrowing rate offered by a third-party lender, or, if no such rate is available, the applicable Secured Overnight Financing Rate (“SOFR”) plus 3.50%. Each advance under the Line of Credit is repayable on the earliest of (a) the expiration of the Line of Credit, (b) Finco’s demand or (c) the date on which the Investment Manager no longer acts as investment manager to the Borrower, provided that the Borrower will have 180 days to make such repayment in the cases of clauses (a) and (b) and 45 days to make such repayment in the case of clause (c). To the extent the Borrower has not repaid all loans and other obligations under the Line of Credit after a repayment event has occurred, the Borrower is obligated to apply the net cash proceeds from its offering and any sale or other disposition of assets to the repayment of such loans and other obligations; provided that the Borrower will be permitted to (a) make distributions to avoid any entity level tax, (b) make payments to fulfill any redemption requests of the Borrower pursuant to any established unit redemption plans, (c) use funds to close any investment which the Borrower committed to prior to receiving a demand notice and (d) make distributions to its unitholders or shareholders at per unit or per share levels consistent with the immediately preceding fiscal quarter. The Line of Credit also permits voluntary pre-payment of principal and accrued interest without any penalty other than customary SOFR breakage costs. The Line of Credit contains customary events of default. As is customary in such financings, if an event of default occurs under the Line of Credit, Finco may accelerate the repayment of amounts outstanding under the Line of Credit and exercise other remedies subject, in certain instances, to
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
the expiration of an applicable cure period. As of September 30, 2026 and December 31, 2025, BXINFRA U.S. had no borrowings or amounts outstanding under the Line of Credit.
5. Net Assets
BXINFRA U.S., at the direction of the General Partner, has the authority to issue an unlimited number of Units of each class, or series of a class.
Through March 5, 2026, BXINFRA U.S. offered three classes of limited partnership units: Class I, Class S and Class D units. On March 6, 2026, BXINFRA U.S. redesignated existing Class I Units as Class I-Series I Units and designated two new series of Class I Units, Class I-Series II Units and Class I-Series III Units. As of September 30, 2026, BXINFRA U.S. offers five classes, or series of classes, of limited partnership Units: Class I-Series I, Class I-Series II, Class I-Series III, Class S and Class D Units. The key differences among each class, or series of a class, of Units relate to the ongoing unitholder servicing fees, management fees, upfront subscription fee, and distribution channels.
The term “Transactional NAV” refers to the price at which transactions in BXINFRA U.S. are made, calculated in accordance with a valuation policy that has been approved by the BXINFRA U.S. Board of Directors. The purchase price per Unit of each class, or series of a class, is equal to the Transactional NAV per Unit for such class, or such series of a class, as of the last calendar day of the immediately preceding month. Before BXINFRA U.S. determined its first Transactional NAV, the initial subscription price for Class I-Series I, Class S and Class D Units was $25.00 per Unit plus applicable subscription fees that are paid by the unitholder outside its investment in BXINFRA U.S. and not reflected in BXINFRA U.S.’s Transactional NAV. The initial Transactional NAV for Class I-Series II Units was, and the initial Transactional NAV for Class I-Series III Units will be, equal to the Transactional NAV per Unit for Class I-Series I Units at the time of their respective initial sale. The Transactional NAV for each class, or series of a class, of Units was first determined as of the end of the first full month after the Initial Closing Date. Thereafter, the Transactional NAV for each class, or series of a class, of Units is calculated monthly by the Sponsor. The Transactional NAV is based on the month-end values of investments, the addition of the value of any other assets such as cash, the deduction of any liabilities and the deduction of expenses attributable to certain classes, or series of classes, such as applicable management and unitholder servicing fees.
At the end of each month, BXINFRA U.S. allocates its Net Investment Income (Loss) across each class, or series of a class, of Units based on their relative ownership share in BXINFRA U.S. as of the first calendar day of that month. BXINFRA U.S. is issued the applicable series of Class I Aggregator units in exchange for its contribution to the Aggregator; specifically, contributions from Class I-Series II Units are invested into Class I-Series II Aggregator units, contributions from Class I-Series III Units are invested into Class I-Series III Aggregator units, and contributions from all other Units are invested into Class I-Series I Aggregator units. At the end of each month, each class, or series of a class, of Units is allocated its share of Net Change in Unrealized Gain (Loss) on Investment in the Aggregator based on its relative ownership interest in the corresponding Aggregator series of a class as of the first calendar day of that month. From time to time, the Sponsor, out of its own resources and without additional cost to BXINFRA or its investors, may offer other discounts, waivers or other incentives to investors.
Unit issuances related to monthly subscriptions are effective the first calendar day of each month. Units are issued at a price per Unit equivalent to BXINFRA U.S.’s most recent Transactional NAV per Unit available for each class, or series of a class, of Units, which is BXINFRA U.S.’s prior month-end Transactional NAV per Unit. No Class I-Series III Units have been issued since inception.
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The following tables present transactions in the Units during the periods:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I | | | | | | |
| | Series I Units | | Series II Units | | | | Class S Units | | Class D Units | | Total |
Units Outstanding as of June 30, 2026 | | 117,372,541 | | | — | | | | | 54,252,335 | | | 6,341,263 | | | 177,966,139 | |
| Units Issued | | 19,286,148 | | | 1,000,293 | | | | | 6,399,871 | | | 304,992 | | | 26,991,304 | |
| Distribution Reinvested | | 293,746 | | | — | | | | | 332,036 | | | 44,068 | | | 669,850 | |
| Conversion of Units Between Classes or Series | | 619,932 | | | — | | | | | (628,613) | | | — | | | (8,681) | |
| Redemption of Units | | (69,655) | | | — | | | | | (109,690) | | | — | | | (179,345) | |
Units Outstanding as of September 30, 2026 | | 137,502,712 | | | 1,000,293 | | | | | 60,245,939 | | | 6,690,323 | | | 205,439,267 | |
| | | | | | | | | | | | |
Units Outstanding as of June 30, 2025 | | 49,847,385 | | | — | | | | | 27,875,676 | | | 2,061,536 | | | 79,784,597 | |
| Units Issued | | 14,423,529 | | | — | | | | | 7,774,946 | | | 956,670 | | | 23,155,145 | |
| Distribution Reinvested | | 124,870 | | | — | | | | | 186,884 | | | 15,940 | | | 327,694 | |
| Conversion of Units Between Classes or Series | | — | | | — | | | | | (371,650) | | | 370,422 | | | (1,228) | |
| | | | | | | | | | | | |
Units Outstanding as of September 30, 2025 | | 64,395,784 | | | — | | | | | 35,465,856 | | | 3,404,568 | | | 103,266,208 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I | | | | | | |
| | Series I Units | | Series II Units | | | | Class S Units | | Class D Units | | Total |
Units Outstanding as of December 31, 2025 | | 83,138,103 | | | — | | | | | 41,962,043 | | | 4,271,682 | | | 129,371,828 | |
| Units Issued | | 53,219,035 | | | 1,000,293 | | | | | 18,248,157 | | | 2,396,450 | | | 74,863,935 | |
| Distribution Reinvested | | 761,145 | | | — | | | | | 929,927 | | | 116,000 | | | 1,807,072 | |
| Conversion of Units Between Classes or Series | | 698,248 | | | — | | | | | (713,801) | | | 5,907 | | | (9,646) | |
| Redemption of Units | | (313,819) | | | — | | | | | (180,387) | | | (99,716) | | | (593,922) | |
Units Outstanding as of September 30, 2026 | | 137,502,712 | | | 1,000,293 | | | | | 60,245,939 | | | 6,690,323 | | | 205,439,267 | |
| | | | | | | | | | | | |
Units Outstanding as of December 31, 2024 | | 4,000 | | | — | | | | | — | | | — | | | 4,000 | |
| Units Issued | | 64,197,848 | | | — | | | | | 35,615,818 | | | 3,011,249 | | | 102,824,915 | |
| Distribution Reinvested | | 169,106 | | | — | | | | | 254,679 | | | 22,897 | | | 446,682 | |
| Conversion of Units Between Classes or Series | | 29,984 | | | — | | | | | (401,673) | | | 370,422 | | | (1,267) | |
| Redemption of Units | | (5,154) | | | — | | | | | (2,968) | | | — | | | (8,122) | |
Units Outstanding as of September 30, 2025 | | 64,395,784 | | | — | | | | | 35,465,856 | | | 3,404,568 | | | 103,266,208 | |
Unit Redemption Plan
In accordance with the terms of the BXINFRA U.S. Partnership Agreement (as defined in Note 6. “Related Party Transactions”), BXINFRA U.S. expects to periodically redeem up to 3% of its Units outstanding per quarter (the “Unit Redemption Plan”). Under the Unit Redemption Plan, to the extent BXINFRA U.S. redeems Units in any particular quarter, BXINFRA U.S. expects to use a purchase price equal to the Transactional NAV per Unit as of the date specified in the Unit Redemption Plan. Any redemption requests of Units that have been outstanding for less than two years will be subject to
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
an early redemption deduction equal to 5% of the value of such Transactional NAV of the Units being redeemed, subject to certain exceptions in the General Partner’s sole discretion (the “Early Redemption Deduction”). Any Early Redemption Deduction will be retained by BXINFRA U.S. for the benefit of all investors. Certain unitholders have agreed to certain additional restrictions, including a minimum holding period and certain redemption limitations in addition to the quarterly limitation described above.
In accordance with the terms of the Feeder’s third amended and restated limited partnership agreement, unitholders of the Feeder, as indirect holders of BXINFRA U.S., participate in BXINFRA U.S.’s Unit Redemption Plan under the same terms as direct unitholders of BXINFRA U.S. Accordingly, a redemption request by a unitholder of the Feeder will be satisfied by redeeming the same number of Units in BXINFRA U.S.
If the quarterly volume limitation is reached in any particular calendar quarter or the General Partner determines to redeem fewer Units than have been requested to be redeemed in any particular calendar quarter, Units submitted for redemption during such quarter will be redeemed on a pro-rata basis after BXINFRA U.S. has redeemed all Units for which redemption has been requested due to death, disability or divorce and other limited exceptions. Unsatisfied redemption requests will not be automatically carried over to the next redemption period and, in order for a redemption request to be reconsidered, unitholders must resubmit their request in the next available redemption window.
The General Partner, with the approval of the independent directors, as applicable, may make exceptions to, modify or suspend the Unit Redemption Plan if, in its reasonable judgment, it deems such action to be in the best interest of BXINFRA U.S. and its unitholders (including the Feeder), including, but not limited to, for tax, regulatory or other structuring reasons. As a result, Unit redemptions may not be available each quarter, such as when redemptions would place an undue burden on BXINFRA U.S.’s liquidity, adversely affect its operations or pose a potential adverse impact on BXINFRA U.S. that would outweigh the benefit of the redemptions.
BXINFRA U.S. accepted its first redemptions pursuant to the Unit Redemption Plan on April 15, 2025. During the three and nine months ended September 30, 2026, 179,345 and 593,922 Units were redeemed for an aggregate value, net of the Early Redemption Deduction, of $5.3 million and $16.5 million, respectively, of which 25,700 Units and 78,705 Units at an aggregate value of $0.8 million and $2.3 million related to redemptions by the Feeder, respectively. During the nine months ended September 30, 2025, 8,122 Units were redeemed for an aggregate value, net of the Early Redemption Deduction, of $0.2 million, of which 5,154 Units at an aggregate value of $0.1 million related to redemptions by the Feeder. No units were requested for redemption by BXINFRA U.S. or the Feeder during the three months ended September 30, 2025.
Distributions
BXINFRA U.S. may declare quarterly distributions as authorized by the General Partner and may pay such distributions to unitholders on a quarterly basis.
The following table presents a summary of the aggregate distributions declared and payable for the nine months ended September 30, 2026 for each applicable class of Units. No Class I-Series III Units have been issued by BXINFRA U.S. since inception.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Distributions per Unit |
| | | | | | Class I Units | | | | |
| Declaration Date | | Record Date (b) | | Payment Date | | Series I Units | | Series II Units | | | | Class S Units | | Class D Units |
| April 23, 2026 | | March 31, 2026 | | May 5, 2026 | | $ | 0.2192 | | | $ | — | | | | | $ | 0.2192 | | | $ | 0.2192 | |
| July 23, 2026 | | June 30, 2026 | | August 3, 2026 | | 0.2191 | | | — | | | | | 0.2191 | | | 0.2191 | |
| October 22, 2026 | | September 30, 2026 | | November 3, 2026 | | 0.2289 | | | 0.2289 | | | | | 0.2289 | | | 0.2289 | |
| | | | | | | | | | | | | | |
| | | | | | $ | 0.6672 | | | $ | 0.2289 | | | | | $ | 0.6672 | | | $ | 0.6672 | |
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The following table presents a summary of the aggregate distributions declared and payable for the nine months ended September 30, 2025 for each applicable class of Units. As of September 30, 2025, no Class I-Series II Units were outstanding.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | | | | | Distributions per Unit |
| | | | | | Class I Units | | | | |
| Declaration Date | | Record Date | | Payment Date | | Series I Units | | | | | | Class S Units | | Class D Units |
| April 29, 2025 | | March 31, 2025 (a) | | May 2, 2025 | | $ | 0.0958 | | | | | | | $ | 0.0958 | | | $ | 0.0958 | |
| July 29, 2025 | | June 30, 2025 (b) | | August 1, 2025 | | 0.1998 | | | | | | | 0.1998 | | | 0.1998 | |
| October 22, 2025 | | September 30, 2025 (b) | | November 3, 2025 | | 0.1996 | | | | | | | 0.1996 | | | 0.1996 | |
| | | | | | | | | | | | | | |
| | | | | | $ | 0.4952 | | | | | | | $ | 0.4952 | | | $ | 0.4952 | |
____________________(a)To unitholders of record immediately following the close of business.
(b)To unitholders of record as of the open of business.
Distribution Reinvestment Plan
BXINFRA U.S. has adopted an “opt out” DRIP for unitholders. When a cash distribution is declared, each unitholder that has not “opted out” of the DRIP will have their distributions automatically reinvested in additional Units, rather than receive cash distributions. Units issued pursuant to the DRIP shall be issued at the most recently available Transactional NAV per Unit for such Unit. Distributions on fractional Units will be credited to each participating unitholder’s account to three decimal places. Investors and clients of certain participating brokers that do not permit automatic enrollment in the DRIP will automatically receive their distributions in cash unless they elect to have their cash distributions reinvested in additional Units. Unitholders will not pay subscription fees when receiving Units under the DRIP.
For the three months ended September 30, 2026, $8.8 million, $9.8 million and $1.3 million of distributions were reinvested in Class I-Series I, Class S and Class D Units, respectively. For the nine months ended September 30, 2026, $21.9 million, $26.5 million and $3.3 million of distributions were reinvested in Class I-Series I, Class S and Class D Units, respectively. For the three and nine months ended September 30, 2026, cash retained by BXINFRA U.S. as a result of the DRIP was reinvested to issue 967,119 and 2,618,328 units of the Aggregator, respectively. No distributions were reinvested in Class I-Series II or Class I-Series III for the three and nine months ended September 30, 2026.
For the three months ended September 30, 2025, $3.2 million, $4.8 million and $0.4 million of distributions were reinvested in Class I-Series I, Class S and Class D Units, respectively. For the nine months ended September 30, 2025, $4.4 million, $6.6 million and $0.6 million of distributions were reinvested in Class I-Series I, Class S and Class D Units, respectively. For the three and nine months ended September 30, 2025, cash retained by BXINFRA U.S. as a result of the DRIP was reinvested to issue 459,487 and 648,639 units of the Aggregator, respectively. No distributions were reinvested in Class I-Series II or Class I-Series III for the three and nine months ended September 30, 2025.
6. Related Party Transactions
Partnership Agreement
BXINFRA U.S. has entered into a third amended and restated limited partnership agreement (as may be further amended and restated from time to time, the “BXINFRA U.S. Partnership Agreement”) with the General Partner on March 6, 2026. Under the terms of the BXINFRA U.S. Partnership Agreement, overall responsibility for BXINFRA U.S.’s oversight rests with the General Partner, subject to certain oversight rights held by the BXINFRA U.S. Board of Directors.
Performance Participation Allocation
The General Partner receives a performance participation allocation (the “Performance Participation Allocation”) by BXINFRA. Investors in BXINFRA U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Performance Participation Allocation paid by the Aggregator, but such expenses are not duplicated at BXINFRA U.S., the Feeder or Parallel Funds. The Performance Participation Allocation is included as a component of Net Change in Unrealized Gain (Loss) on Investment in the Aggregator in the Condensed Statements of Operations. Refer to the Aggregator’s condensed consolidated financial statements for more information regarding the Performance Participation Allocation.
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The General Partner elected to receive $5.0 million of BXINFRA’s Performance Participation Allocation accrued during the year ended December 31, 2025 as equity of intermediate entities of the Aggregator. During the nine months ended September 30, 2026, the equity of intermediate entities of the Aggregator was issued and then contributed to BXINFRA U.S. in exchange for 180,705 BXINFRA U.S. Class I-Series I Units.
For the three and nine months ended September 30, 2026, BXINFRA U.S. was allocated $47.2 million and $112.5 million, respectively, of the Performance Participation Allocation recognized by the Aggregator. For the three and nine months ended September 30, 2025, BXINFRA U.S. was allocated $12.3 million and $22.7 million, respectively, of the Performance Participation Allocation recognized by the Aggregator.
Investment Management Agreement
BXINFRA U.S. has entered into an amended and restated investment management agreement with the Investment Manager (as may be further amended and restated from time to time, the “Investment Management Agreement”). As part of carrying out its investment management services, the Investment Manager has entered, and may in the future enter, into sub-advisory, or other similar arrangements, with other advisory subsidiaries of Blackstone. These sub-advisory relationships do not affect the terms of the Investment Management Agreement.
Management Fee
In consideration for its investment management services, BXINFRA pays the Investment Manager a management fee (the “Management Fee”). Investors in BXINFRA U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Management Fee paid by the Aggregator, but such expenses are not duplicated at BXINFRA U.S., the Feeder or Parallel Funds.
Management Fees may be offset by certain fees paid to the Investment Manager or its affiliates in connection with BXINFRA’s investments consistent with the second amended and restated exempted limited partnership agreement entered into by the Aggregator and the Investment Management Agreement. The Investment Manager agreed to waive the Management Fee for the first six months following the Initial Closing Date. The Management Fee is included as a component of Net Change in Unrealized Gain (Loss) on Investment in the Aggregator in the Condensed Statements of Operations. Refer to the Aggregator’s condensed consolidated financial statements for more information regarding the Management Fee.
For the three and nine months ended September 30, 2026, BXINFRA U.S. was allocated $19.3 million and $48.1 million, respectively, of the gross Management Fee recognized by the Aggregator. For the three and nine months ended September 30, 2025, BXINFRA U.S. was allocated $7.9 million and $17.8 million, respectively, of the gross Management Fee recognized by the Aggregator, of which $9.9 million was waived by the Investment Manager for the nine months ended September 30, 2025. No management fee was waived for the three months ended September 30, 2025.
Administration Fee
The Investment Manager and its affiliates provide administration services to BXINFRA, consistent with the BXINFRA U.S. Partnership Agreement and the Investment Management Agreement. In consideration for its administrative services, the Investment Manager is entitled to receive an administration fee (the “Administration Fee”) payable by BXINFRA. Investors in BXINFRA U.S., the Feeder and any Parallel Funds indirectly bear a portion of the Administration Fee, paid by the Aggregator, but such expenses are not duplicated at BXINFRA U.S., the Feeder or Parallel Funds. The Administration Fee is included as a component of Net Change in Unrealized Gain (Loss) on Investment in the Aggregator in the Condensed Statements of Operations. Refer to the Aggregator’s condensed consolidated financial statements for more information regarding the Administration Fee.
For the three and nine months ended September 30, 2026, BXINFRA U.S. was allocated $1.5 million and $3.8 million, respectively, of the Administration Fee recognized by the Aggregator. For the three and nine months ended September 30, 2025, BXINFRA U.S. was allocated $0.6 million and $1.4 million, respectively, of the Administration Fee recognized by the Aggregator.
Dealer Manager Agreement
BXINFRA U.S. and the Feeder entered into a second amended and restated dealer manager agreement (as may be further amended and restated from time to time, the “Dealer Manager Agreement”) with Blackstone Securities Partners
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
L.P. (the “Dealer Manager”), a broker-dealer registered with the SEC under the Securities Exchange Act of 1934, as amended, and a member of the Financial Industry Regulatory Authority. Pursuant to the Dealer Manager Agreement, the Dealer Manager manages BXINFRA U.S.’s relationships with third-party brokers engaged by the Dealer Manager to participate in the distribution of Units, which are referred to as participating brokers, and financial advisors. The Dealer Manager also coordinates BXINFRA U.S.’s marketing and distribution efforts with participating brokers and their registered representatives with respect to communications related to the terms of BXINFRA U.S.’s offering, its investment strategies, material aspects of its operations and subscription procedures.
The Dealer Manager is entitled to receive unitholder servicing fees monthly in arrears at an annual rate of 0.85% and 0.25% of the value of BXINFRA U.S.’s Transactional NAV attributable to Class S and Class D Units, respectively, as of the last day of each month. In calculating the unitholder servicing fees, BXINFRA U.S. uses the Transactional NAV before giving effect to any accruals for the unitholder servicing fees, redemptions for that month and distributions, if any, payable on BXINFRA U.S.’s Units. There are no unitholder servicing fees with respect to Class I-Series I, Class I-Series II and Class I-Series III Units. The unitholder servicing fees are payable to the Dealer Manager, but the Dealer Manager anticipates that all of such fees will be retained by, or reallowed (paid) to, participating brokers or other financial intermediaries.
BXINFRA U.S. accrues the cost of the unitholder servicing fees for the estimated life of the Units, as applicable, as a distribution cost at the time Class S and Class D Units are sold. During the three and nine months ended September 30, 2026, BXINFRA U.S. paid $3.6 million and $9.1 million, respectively, of unitholder servicing fees. During the three and nine months ended September 30, 2025, BXINFRA U.S. paid $1.6 million and $3.0 million, respectively, of unitholder servicing fees.
Line of Credit and Warehousing Agreements
BXINFRA U.S. entered into an unsecured, uncommitted Line of Credit with Finco. The BXINFRA Fund Program and the Investment Manager, in its capacity as investment manager, on behalf of the BXINFRA Fund Program and not for its own account, entered into the A&R Warehousing Agreement (as defined below) with Finco in connection with the launch and ramp-up of the BXINFRA Fund Program. For additional information, see Note 4. “Line of Credit Agreement” and Note 9. “Warehousing Agreement.”
Due to/from Affiliates
Due to Affiliates consists of cash advances made by Finco on behalf of BXINFRA U.S. for the payment of fund expenses. These amounts are intended to be cash reimbursed by BXINFRA U.S. and are non-interest bearing. Due from Affiliates consists of balances owed to BXINFRA U.S. from other non-consolidated entities within BXINFRA.
BXINFRA Lux
BXINFRA invests alongside BXINFRA Lux, a European long-term investment fund available to investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, certain Asian jurisdictions or certain other jurisdictions. While BXINFRA and BXINFRA Lux have substantially similar investment objectives and strategies and are expected to have highly overlapping investment portfolios, BXINFRA and BXINFRA Lux are operated as distinct investment structures.
7. Commitments and Contingencies
Commitments
For information regarding investment commitments, see the Aggregator’s condensed consolidated financial statements. To the extent funded, these investments are expected to reside at the Aggregator but may be funded from BXINFRA U.S.’s available liquidity, including proceeds from the issuance of Units by BXINFRA U.S. and available borrowing capacity under the Line of Credit. For information regarding the Line of Credit, see Note 4. “Line of Credit Agreement.”
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Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Contingencies
BXINFRA U.S. may, from time to time, be party to various legal matters arising in the ordinary course of business, including claims and litigation proceedings. As of September 30, 2026, BXINFRA U.S. was not subject to any material litigation nor was BXINFRA U.S. aware of any material litigation threatened against it.
Indemnifications
In the normal course of business, BXINFRA U.S. enters into contracts that contain a variety of indemnification arrangements. BXINFRA U.S.’s exposure under these arrangements, if any, cannot be quantified. However, BXINFRA U.S. has not had any claims or losses pursuant to these indemnification arrangements and expects the potential for a material loss to be remote as of September 30, 2026.
8. Income Taxes
Uncertain Tax Positions
As of September 30, 2026 and December 31, 2025, BXINFRA U.S. is not aware of any uncertain tax positions that would require recognition in the condensed financial statements.
Tax Contingencies
BXINFRA U.S. files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, BXINFRA U.S. is subject to examination by various taxing authorities.
9. Warehousing Agreement
On August 22, 2025, the BXINFRA Fund Program, the Investment Manager and Finco entered into an amended and restated warehousing agreement (as may be further amended and restated from time to time, the “A&R Warehousing Agreement”). Under the A&R Warehousing Agreement, in connection with the launch and ramp-up of the BXINFRA Fund Program, Finco and its affiliates agreed to acquire certain investments that were approved by the Investment Manager and the BXINFRA investment committee up to an aggregate invested amount of $675.0 million (or such higher amount as is agreed between the parties), subject, in each case, to Finco’s approval at the time of acquisition (each, an “Approved Warehoused Investment”). At any time during the term of the A&R Warehousing Agreement, an Approved Warehoused Investment is acquired by consolidated legal entities of Finco, which together act as the “BXINFRA Warehouse.”
Finco agreed to subsequently transfer each Approved Warehoused Investment to BXINFRA or BXINFRA Lux, as applicable, and BXINFRA or BXINFRA Lux agreed to acquire such investments from Finco on the terms described in the A&R Warehousing Agreement following the point or points in time at which BXINFRA or BXINFRA Lux has sufficient capital to acquire such investments, as determined by the Investment Manager in its sole discretion (each such date, a “Warehouse Closing Date”) at a price equal to the cost of such Approved Warehoused Investment paid by Finco plus an amount equal to an annualized rate of 5% (or such lower amount as is agreed between the parties) measured over the period from the date the Approved Warehoused Investment was acquired by the BXINFRA Warehouse to the applicable Warehouse Closing Date. The Investment Manager has determined, and will continue to determine, in its sole discretion which and what portions of Approved Warehoused Investments BXINFRA or BXINFRA Lux, as applicable, has acquired, or will acquire, on each Warehouse Closing Date. Finco will continue to provide committed funding for Approved Warehoused Investments until the applicable Warehouse Closing Date, unless extended by the mutual agreement of the parties. BXINFRA will bear its proportionate (a) fees, costs and expenses, if any, incurred in developing, negotiating and structuring any Approved Warehoused Investment that is transferred to BXINFRA and (b) broken deal expenses. On August 21, 2026, the term of the warehousing agreement was extended to August 22, 2027, subject to further extension by mutual agreement of the parties.
During the nine months ended September 30, 2026 and 2025, BXINFRA acquired three and nine investments, respectively, as well as a liquid loan portfolio from the BXINFRA Warehouse at cost pursuant to the A&R Warehousing Agreement. Finco agreed to waive the 5% annualized amount in excess of cost contemplated by the A&R Warehousing Agreement in connection with the transfer of such investments. The fee accrued is reported in Warehousing Fees and the waived fee is reported in Warehousing Fees Waived on the Condensed Statements of Operations.
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
As of September 30, 2026, there were no investments remaining in the BXINFRA Warehouse and no outstanding commitments under the A&R Warehousing Agreement. As of December 31, 2025, there were seven investments for a total commitment amount of $952.6 million remaining in the BXINFRA Warehouse, out of which $294.2 million has been funded by Finco.
10. Financial Highlights
The following financial highlights are calculated for the unitholders of BXINFRA U.S. as a whole and exclude data for the General Partner, except as otherwise noted herein. Calculation of these highlights on an individual unitholder basis may yield results that vary from those stated herein due to the timing of capital transactions and differing fee arrangements. No Class I-Series III Units have been issued by BXINFRA U.S. since inception. As of September 30, 2025, no Class I-Series II Units were outstanding.
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2026 (a) |
| | Class I | | | | |
| | Series I Units (b) | | Series II Units | | | | Class S Units | | Class D Units |
| Per Unit Data | | | | | | | | | | |
| Net Asset Value, Beginning of Period | | $ | 27.54 | | | $ | — | | | | | $ | 25.74 | | | $ | 26.99 | |
| Proceeds from Units Issued | | — | | | 29.99 | | | | | — | | | — | |
| Net Investment Income (Loss) | | 0.66 | | | 0.23 | | | | | 0.65 | | | 0.66 | |
| | | | | | | | | | |
| Net Change in Unrealized Gain (Loss) on Investment in the Aggregator | | 3.85 | | | 1.43 | | | | | 3.80 | | | 3.83 | |
| Net Increase in Net Assets Resulting from Investment Operations | | 4.52 | | | 1.66 | | | | | 4.46 | | | 4.50 | |
| Distributions | | (0.67) | | | (0.23) | | | | | (0.67) | | | (0.67) | |
| Servicing Fees | | — | | | — | | | | | (0.20) | | | (0.06) | |
| Net Increase in Net Assets | | 3.85 | | | 1.43 | | | | | 3.60 | | | 3.77 | |
| Net Asset Value, End of Period | | $ | 31.39 | | | $ | 31.42 | | | | | $ | 29.34 | | | $ | 30.76 | |
| Units Outstanding, End of Period | | 137,502,712 | | | 1,000,293 | | | | | 60,245,939 | | | 6,690,323 | |
| Total Return Based on Net Asset Value (c) | | 16.40 | % | | 5.53 | % | | | | 16.57 | % | | 16.45 | % |
| Ratios to Weighted-Average Net Assets (Non-Annualized) | | | | | | | | | | |
| Expenses without Waivers (d) | | 0.15 | % | | 0.13 | % | | | | 0.15 | % | | 0.15 | % |
| Warehousing Fees Waivers | | -0.09 | % | | -0.08 | % | | | | -0.10 | % | | -0.10 | % |
| Total Expenses (d) | | 0.05 | % | | 0.04 | % | | | | 0.05 | % | | 0.05 | % |
| Net Investment Income (Loss) | | 4.71 | % | | 4.42 | % | | | | 4.70 | % | | 4.76 | % |
| | | | | | | | |
| | |
Blackstone Infrastructure Strategies L.P. |
Notes to Condensed Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
| | | | | | | | | | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, 2025 (a) |
| | Class I | | | | |
| | Series I Units (b) | | | | | | Class S Units | | Class D Units |
| Per Unit Data | | | | | | | | | | |
| Net Asset Value, Beginning of Period | | $ | — | | | | | | | $ | — | | | $ | — | |
| Proceeds from Units Issued | | 25.00 | | | | | | | 25.00 | | | 25.00 | |
| Net Investment Income (Loss) | | 0.47 | | | | | | | 0.47 | | | 0.47 | |
| Net Change in Unrealized Gain (Loss) on Investment in the Aggregator | | 1.55 | | | | | | | 1.54 | | | 1.54 | |
| Net Increase in Net Assets Resulting from Investment Operations | | 2.02 | | | | | | | 2.01 | | | 2.01 | |
| Distributions | | (0.50) | | | | | | | (0.50) | | | (0.50) | |
| Servicing Fees | | — | | | | | | | (1.74) | | | (0.52) | |
| Net Increase (Decrease) in Net Assets | | 1.53 | | | | | | | (0.22) | | | 1.00 | |
| Net Asset Value, End of Period | | $ | 26.53 | | | | | | | $ | 24.78 | | | $ | 26.00 | |
| Units Outstanding, End of Period | | 64,395,784 | | | | | | | 35,465,856 | | | 3,404,568 | |
| Total Return Based on Net Asset Value (c) | | 6.11 | % | | | | | | -0.88 | % | | 3.99 | % |
| Ratios to Weighted-Average Net Assets (Non-Annualized) | | | | | | | | | | |
| Expenses without Waivers (d) | | 0.71 | % | | | | | | 0.71 | % | | 0.72 | % |
| Warehousing Fees Waivers | | -0.64 | % | | | | | | -0.64 | % | | -0.65 | % |
| Total Expenses (d) | | 0.07 | % | | | | | | 0.07 | % | | 0.07 | % |
| Net Investment Income (Loss) | | 2.91 | % | | | | | | 2.91 | % | | 2.97 | % |
____________________
(a)Amounts and percentages may not add or recalculate due to rounding.
(b)On March 6, 2026, BXINFRA U.S. redesignated Class I Units as Class I-Series I Units.
(c)Total return is calculated as the change in Net Asset Value per Unit during the period, plus distributions per Unit (assuming dividends and distributions are reinvested in accordance with BXINFRA U.S.’s distribution reinvestment plan) divided by the beginning Net Asset Value per Unit or the initial Net Asset Value per Unit, when applicable. Total return does not include upfront transaction fees, if any.
(d)Expense ratio includes Professional Fees, Directors’ Fees, Warehousing Fees and Other.
11. Subsequent Events
Except as noted below, there have been no events since September 30, 2026 that require recognition or disclosure in the condensed financial statements.
On October 22, 2026, BXINFRA U.S. redesignated existing series of Units and designated additional series of Units. As of November 10, 2026, BXINFRA U.S. offers nine classes, or series of classes, of limited partnership Units: Class I-Series I Units, Class I-Series II Units, Class I-Series III Units, Class I-Series IV Units, Class I-Series E Units, Class S-Series I Units, Class S-Series E Units, Class D-Series I Units and Class D-Series E Units. Redesignations did not result in any adjustments to the condensed financial statements.
BXINFRA Aggregator (CYM) L.P.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Statements of Assets and Liabilities (Unaudited) |
| (Dollars in Thousands, Except Unit Data) |
| | | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 | |
| Assets | | | | | |
Investments at Fair Value (Cost $4,264,369 as of September 30, 2026; $3,019,921 as of December 31, 2025) | | | | | |
| Unpledged | | $ | 4,742,096 | | | $ | 3,167,543 | | |
| Pledged to Counterparties | | 250,070 | | | 72,049 | | |
Investments in Affiliated Investee Funds at Fair Value (Cost $1,543,213 as of September 30, 2026; $802,546 as of December 31, 2025) | | 2,077,385 | | | 920,479 | | |
| Cash and Cash Equivalents | | 112,822 | | | 64,744 | | |
| Due from Affiliates | | 811 | | | 193 | | |
| | | | | |
Derivative Assets at Fair Value (Cost $— as of September 30, 2026; $— as of December 31, 2025) | | 12,204 | | | 143 | | |
| | | | | |
| Interest and Dividend Receivable and Other Assets | | 27,640 | | | 75,138 | | |
| Deferred Assets | | 9,465 | | | 1,181 | | |
| Deferred Tax Assets | | 98 | | | — | | |
| Total Assets | | $ | 7,232,591 | | | $ | 4,301,470 | | |
| Liabilities and Net Assets | | | | | |
| Due to Affiliates | | $ | 3,317 | | | $ | 918 | | |
| Borrowings | | 60,000 | | | 70,000 | | |
| Repurchase Agreements | | 187,939 | | | 58,005 | | |
| Accounts Payable, Accrued Expenses, and Other Liabilities | | 6,760 | | | 4,319 | | |
| Payable for Investments Purchased | | 37,859 | | | 256,138 | | |
| Accrued Performance Participation Allocation | | 77,928 | | | 47,377 | | |
| Management Fee Payable | | 20,345 | | | 7,848 | | |
Derivative Liabilities at Fair Value (Cost $— as of September 30, 2026; $— as of December 31, 2025) | | 180 | | | 265 | | |
| Deferred Tax Liabilities | | 13,297 | | | 3,165 | | |
| Taxes Payable | | — | | | 507 | | |
| Organization Costs Payable | | 60 | | | 3,188 | | |
| Administration Fees Payable | | 1,629 | | | 628 | | |
| Offering Costs Payable | | — | | | 410 | | |
| Distributions Payable | | 49,639 | | | 30,486 | | |
| Redemptions Payable | | 7,516 | | | 1,178 | | |
| Total Liabilities | | 466,469 | | | 484,432 | | |
| Commitments and Contingencies | | | | | |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Statements of Assets and Liabilities (Unaudited) |
| (Dollars in Thousands, Except Unit Data) |
| | | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 | |
| Net Assets (a) | | | | | |
Limited Partnership Unit — Class I-Series I Units, unlimited Units authorized (214,497,433 Units issued and outstanding as of September 30, 2026; 138,551,291 Units issued and outstanding as of December 31, 2025) | | 6,734,692 | | | 3,817,038 | | |
Limited Partnership Unit — Class I-Series II Units, unlimited Units authorized (999,953 Units issued and outstanding as of September 30, 2026; no Units issued and outstanding as of December 31, 2025) | | 31,430 | | | — | | |
Limited Partnership Unit — Class I-Series III Units, unlimited Units authorized (no Units issued and outstanding as of September 30, 2026; no Units issued and outstanding as of December 31, 2025) | | — | | | — | | |
| | | | | |
| Total Net Assets | | 6,766,122 | | | 3,817,038 | | |
| Total Liabilities and Net Assets | | $ | 7,232,591 | | | $ | 4,301,470 | | |
___________________(a)On March 6, 2026, the Aggregator redesignated existing Class A Units as Class I-Series I Units, designated two new series of Class I Units, Class I-Series II Units and Class I-Series III Units, and discontinued its Class B units.
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Statements of Operations (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, | |
| 2026 | | 2025 | | 2026 | | 2025 | |
| Income | | | | | | | | | |
| Interest Income | | $ | 21,284 | | | $ | 17,426 | | | $ | 65,331 | | | $ | 41,633 | | |
| Dividend Income | | 19,113 | | | 14,774 | | | 33,048 | | | 24,917 | | |
| Other | | 1,877 | | | 102 | | | 2,576 | | | 3,421 | | |
| Total Income | | 42,274 | | | 32,302 | | | 100,955 | | | 69,971 | | |
| Expenses | | | | | | | | | |
| Management Fees | | 20,345 | | | 8,597 | | | 50,961 | | | 19,298 | | |
| Organizational Expenses | | 85 | | | 136 | | | 606 | | | 2,160 | | |
| Performance Participation Allocation | | 49,809 | | | 13,402 | | | 119,131 | | | 24,450 | | |
| Professional Fees | | 1,809 | | | 5,628 | | | 7,481 | | | 11,648 | | |
| Deferred Financing Cost Amortization | | 956 | | | 137 | | | 2,753 | | | 137 | | |
| Deferred Offering Costs Amortization | | — | | | 102 | | | — | | | 307 | | |
| Administration Fees | | 1,629 | | | 688 | | | 4,078 | | | 1,543 | | |
| Interest Expense | | 7,519 | | | 1,580 | | | 15,742 | | | 2,545 | | |
| Other | | 1,012 | | | 96 | | | 1,477 | | | 366 | | |
| Total Expenses | | 83,164 | | | 30,366 | | | 202,229 | | | 62,454 | | |
| Management Fees Waived | | — | | | — | | | — | | | (10,701) | | |
| Expense Support | | — | | | — | | | — | | | (665) | | |
| Net Expenses | | 83,164 | | | 30,366 | | | 202,229 | | | 51,088 | | |
| Net Investment Income (Loss) Before Provision for (Benefit of) Taxes | | (40,890) | | | 1,936 | | | (101,274) | | | 18,883 | | |
| Provision for (Benefit of) Taxes | | 5,415 | | | 1,977 | | | 9,648 | | | 4,470 | | |
| Net Investment Income (Loss) | | (46,305) | | | (41) | | | (110,922) | | | 14,413 | | |
| Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | | | | | | | | |
| Net Realized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | (1,248) | | | (13,062) | | | (3,572) | | | (18,843) | | |
| Net Change in Unrealized Gain (Loss) on Investments | | 391,582 | | | 94,947 | | | 960,574 | | | 159,143 | | |
| Net Change in Unrealized Gain (Loss) on Derivative Instruments | | 12,431 | | | 15,050 | | | 12,146 | | | 3,078 | | |
| Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies | | (12,548) | | | (5,117) | | | (32,170) | | | 5,353 | | |
| Total Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | 390,217 | | | 91,818 | | | 936,978 | | | 148,731 | | |
| Net Increase in Net Assets Resulting from Operations | | $ | 343,912 | | | $ | 91,777 | | | $ | 826,056 | | | $ | 163,144 | | |
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Statements of Changes in Net Assets (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I (a) | | | | |
| | Series I Units | | Series II Units | | Series III Units | | | | Total Net Assets |
| Balance at June 30, 2026 | | $ | 5,625,905 | | | $ | — | | | $ | — | | | | | $ | 5,625,905 | |
| Proceeds from Units Issued | | 823,691 | | | 30,000 | | | — | | | | | 853,691 | |
| Net Investment Income (Loss) | | (46,096) | | | (209) | | | — | | | | | (46,305) | |
| Distributions | | (49,388) | | | (230) | | | — | | | | | (49,618) | |
| Net Realized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | (1,242) | | | (6) | | | — | | | | | (1,248) | |
| Net Change in Unrealized Gain (Loss) on Investments | | 389,710 | | | 1,872 | | | — | | | | | 391,582 | |
| Net Change in Unrealized Gain (Loss) on Derivative Instruments | | 12,373 | | | 58 | | | — | | | | | 12,431 | |
| Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies | | (12,493) | | | (55) | | | — | | | | | (12,548) | |
| Redemption of Units | | (7,768) | | | — | | | — | | | | | (7,768) | |
| Balance at September 30, 2026 | | $ | 6,734,692 | | | $ | 31,430 | | | $ | — | | | | | $ | 6,766,122 | |
| | | | | | | | | | |
| Balance at June 30, 2025 | | $ | 2,263,024 | | | $ | — | | | $ | — | | | | | $ | 2,263,024 | |
| Proceeds from Units Issued | | 631,011 | | | — | | | — | | | | | 631,011 | |
| Net Investment Income (Loss) | | (41) | | | — | | | — | | | | | (41) | |
| Distributions | | (22,338) | | | — | | | — | | | | | (22,338) | |
| Net Realized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | (13,062) | | | — | | | — | | | | | (13,062) | |
| Net Change in Unrealized Gain (Loss) on Investments | | 94,947 | | | — | | | — | | | | | 94,947 | |
| Net Change in Unrealized Gain (Loss) on Derivative Instruments | | 15,050 | | | — | | | — | | | | | 15,050 | |
| Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies | | (5,117) | | | — | | | — | | | | | (5,117) | |
| Redemption of Units | | (464) | | | — | | | — | | | | | (464) | |
| Balance at September 30, 2025 | | $ | 2,963,010 | | | $ | — | | | $ | — | | | | | $ | 2,963,010 | |
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Statements of Changes in Net Assets (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Class I (a) | | | | |
| | Series I Units | | Series II Units | | Series III Units | | | | Total Net Assets |
| Balance at December 31, 2025 | | $ | 3,817,038 | | | $ | — | | | $ | — | | | | | $ | 3,817,038 | |
| Proceeds from Units Issued | | 2,244,706 | | | 30,000 | | | — | | | | | 2,274,706 | |
| Net Investment Income (Loss) | | (110,713) | | | (209) | | | — | | | | | (110,922) | |
| Distributions | | (126,592) | | | (230) | | | — | | | | | (126,822) | |
| Net Realized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | (3,566) | | | (6) | | | — | | | | | (3,572) | |
| Net Change in Unrealized Gain (Loss) on Investments | | 958,702 | | | 1,872 | | | — | | | | | 960,574 | |
| Net Change in Unrealized Gain (Loss) on Derivative Instruments | | 12,088 | | | 58 | | | — | | | | | 12,146 | |
| Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies | | (32,115) | | | (55) | | | — | | | | | (32,170) | |
| Redemption of Units | | (24,856) | | | — | | | — | | | | | (24,856) | |
| Balance at September 30, 2026 | | $ | 6,734,692 | | | $ | 31,430 | | | $ | — | | | | | $ | 6,766,122 | |
| | | | | | | | | | |
| Balance at December 31, 2024 | | $ | — | | | $ | — | | | $ | — | | | | | $ | — | |
| Proceeds from Units Issued | | 2,846,638 | | | — | | | — | | | | | 2,846,638 | |
| Net Investment Income (Loss) | | 14,413 | | | — | | | — | | | | | 14,413 | |
| Distributions | | (46,099) | | | — | | | — | | | | | (46,099) | |
| Net Realized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | (18,843) | | | — | | | — | | | | | (18,843) | |
| Net Change in Unrealized Gain (Loss) on Investments | | 159,143 | | | — | | | — | | | | | 159,143 | |
| Net Change in Unrealized Gain (Loss) on Derivative Instruments | | 3,078 | | | — | | | — | | | | | 3,078 | |
| Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies | | 5,353 | | | — | | | — | | | | | 5,353 | |
| Redemption of Units | | (673) | | | — | | | — | | | | | (673) | |
| Balance at September 30, 2025 | | $ | 2,963,010 | | | $ | — | | | $ | — | | | | | $ | 2,963,010 | |
____________________
(a)On March 6, 2026, the Aggregator redesignated existing Class A Units as Class I-Series I Units, designated two new series of Class I Units, Class I-Series II Units and Class I-Series III Units, and discontinued its Class B units.
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Statements of Cash Flows (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, | | |
| | 2026 | | 2025 | | |
| Operating Activities | | | | | | |
| Net Increase in Net Assets Resulting from Operations | | $ | 826,056 | | | $ | 163,144 | | | |
| Adjustments to Reconcile Net Increase (Decrease) in Net Assets Resulting from Operations to Net Cash Provided by (Used in) Operating Activities | | | | | | |
| Net Realized (Gain) Loss on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | 3,572 | | | 18,843 | | | |
| Net Change in Unrealized (Gain) Loss on Investments | | (960,574) | | | (159,143) | | | |
| Net Change in Unrealized (Gain) Loss on Derivative Instruments | | (12,146) | | | (3,078) | | | |
| Net Change in Unrealized (Gain) Loss on Translation of Assets and Liabilities in Foreign Currencies | | 32,170 | | | (5,353) | | | |
| Net Amortization of Debt Investments | | 237 | | | 378 | | | |
| Deferred Costs Amortization | | 2,753 | | | 307 | | | |
| Purchases of Investments | | (2,922,117) | | | (3,876,960) | | | |
| Reinvested Dividends in Affiliated Investee Funds | | (30,108) | | | — | | | |
| Proceeds from Investments | | 967,340 | | | 766,191 | | | |
| Cash Flows Due to Changes in Operating Assets and Liabilities | | | | | | |
| Due from Affiliates | | (618) | | | (113) | | | |
| Accounts Receivable | | — | | | (3,363) | | | |
| Interest and Dividend Receivable and Other Assets | | 47,498 | | | (101,062) | | | |
| Deferred Assets | | (11,037) | | | (1,228) | | | |
| Deferred Tax Asset | | (98) | | | — | | | |
| Due to Affiliates | | 2,399 | | | 551 | | | |
| Accounts Payable, Accrued Expenses, and Other Liabilities | | 2,441 | | | 3,723 | | | |
| Payable for Investments Purchased | | (218,279) | | | 146,863 | | | |
| Accrued Performance Participation Allocation | | 35,532 | | | 24,450 | | | |
| Management Fee Payable | | 12,497 | | | 6,004 | | | |
| Deferred Tax Liabilities | | 10,132 | | | 4,205 | | | |
| Taxes Payable | | (507) | | | 66 | | | |
| Organization Costs Payable | | (3,128) | | | 2,160 | | | |
| Administration Fees Payable | | 1,001 | | | 480 | | | |
| Offering Costs Payable | | (410) | | | 410 | | | |
| Net Cash Provided by (Used in) Operating Activities | | (2,215,394) | | | (3,012,525) | | | |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Statements of Cash Flows (Unaudited) |
| (Dollars in Thousands) |
| | | | | | | | | | | | | | | | |
| | Nine Months Ended September 30, | | |
| | 2026 | | 2025 | | |
| Financing Activities | | | | | | |
| Proceeds from Issuance of Units | | $ | 2,269,725 | | | $ | 2,846,638 | | | |
| Proceeds from Repurchase Agreements | | 129,934 | | | 136,458 | | | |
| Repayment of Repurchase Agreements | | — | | | (65,961) | | | |
| Proceeds from Borrowings | | 923,000 | | | 973,000 | | | |
| Repayment of Borrowings | | (933,000) | | | (790,000) | | | |
| Distributions Paid in Cash | | (107,669) | | | (23,761) | | | |
| Payments for Redemptions | | (18,518) | | | (209) | | | |
| Net Cash Provided by (Used in) Financing Activities | | 2,263,472 | | | 3,076,165 | | | |
| Effects of Exchange Rate Changes on Cash and Cash Equivalents | | — | | | (941) | | | |
| Cash and Cash Equivalents | | | | | | |
| Net Increase (Decrease) | | 48,078 | | | 62,699 | | | |
| Beginning of Period | | 64,744 | | | — | | | |
| End of Period | | $ | 112,822 | | | $ | 62,699 | | | |
| Supplemental Disclosure of Cash Flows Information | | | | | | |
| Cash Paid for Income Taxes | | $ | 675 | | | $ | 198 | | | |
| Cash Paid for Interest | | $ | 12,687 | | | $ | — | | | |
| Supplemental Disclosure of Non-Cash Financing Activities | | | | | | |
| Distribution Payable | | $ | 49,639 | | | $ | 22,338 | | | |
| Redemptions Payable | | $ | 7,516 | | | $ | 464 | | | |
| Issuance of Class I-Series I Units for Performance Participation Allocation | | $ | 4,981 | | | $ | — | | | |
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of September 30, 2026 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Investments and Investments in Affiliated Investee Funds | | | | | | |
| Equity Investments (a) | | | | | | |
| Digital Infrastructure | | | | | | |
Eucalyptus I HoldCo (CYM) L.P. (b) (1,637,829,061,453 Shares) | | APAC | | $ | 489,514 | | | 7.2 | % |
Odyssey Holdco L.L.C. (b) (1,077,009 Shares) | | Americas | | 415,605 | | | 6.1 | % |
Aspen Holdco III L.P. (338,731 Shares) | | Americas | | 342,128 | | | 5.1 | % |
| Other Investment(s) in Equity | | Americas | | 291,560 | | | 4.3 | % |
| Other Investment(s) in Equity | | EMEA | | 759 | | | 0.0 | % |
| Total Digital Infrastructure | | | | 1,539,566 | | | 22.8 | % |
| | | | | | |
| Energy Infrastructure | | | | | | |
| Other Investment(s) in Equity | | Americas | | 148,431 | | | 2.2 | % |
| Other Investment(s) in Equity | | EMEA | | 53,373 | | | 0.8 | % |
| Total Energy Infrastructure | | | | 201,804 | | | 3.0 | % |
| | | | | | |
| Technology, Media & Entertainment | | | | | | |
| Other Investment(s) in Equity | | Various | | 23,088 | | | 0.3 | % |
| Total Technology, Media & Entertainment | | | | 23,088 | | | 0.3 | % |
| | | | | | |
| Transportation Infrastructure | | | | | | |
Mercury Co-Invest L.P. (b) (859,082 Shares) | | Americas | | 578,533 | | | 8.6 | % |
Poseidon Holdco I L.P. (b) (541,921 Shares) | | Americas | | 647,734 | | | 9.6 | % |
| Other Investment(s) in Equity (c) | | EMEA | | 376,190 | | | 5.6 | % |
| Total Transportation Infrastructure | | | | 1,602,457 | | | 23.7 | % |
| | | | | | |
| Water & Waste Infrastructure | | | | | | |
| Other Investment(s) in Equity | | EMEA | | 204,516 | | | 3.0 | % |
| Total Water & Waste Infrastructure | | | | 204,516 | | | 3.0 | % |
| | | | | | |
| Various (d) | | | | | | |
Infrastructure Investments L.P. (e) (794,892 Shares) | | Various | | 1,222,169 | | | 18.1 | % |
SP Ibex Acquisitions L.P. (850,000,000 Shares) | | Various | | 523,777 | | | 7.7 | % |
| Other Investment(s) in Affiliated Investee Funds | | Various | | 331,439 | | | 4.9 | % |
| Total Various | | | | 2,077,385 | | | 30.7 | % |
Total Equity Investments (Cost: Americas $1,868,145, EMEA $661,162, APAC $297,475, Various $1,565,392) | | | | 5,648,816 | | | 83.5 | % |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of September 30, 2026 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Debt Investments (f) | | | | | | |
| Debt Investments - Infrastructure | | | | | | |
| Consumer and Services | | | | | | |
| Other Investment(s) in Debt | | EMEA | | $ | 41,030 | | | 0.6 | % |
| Other Investment(s) in Debt | | Americas | | 13,794 | | | 0.2 | % |
| Total Consumer and Services | | | | 54,824 | | | 0.8 | % |
| | | | | | |
| Digital Infrastructure | | | | | | |
Odyssey Holdco L.L.C. (Outstanding Principal of $12,156) | | Americas | | 12,207 | | | 0.2 | % |
| Other Investment(s) in Debt | | Americas | | 90,542 | | | 1.3 | % |
| Total Digital Infrastructure | | | | 102,749 | | | 1.5 | % |
| | | | | | |
| Energy | | | | | | |
| Other Investment(s) in Debt | | Americas | | 176,710 | | | 2.6 | % |
| Total Energy | | | | 176,710 | | | 2.6 | % |
| | | | | | |
| Energy Infrastructure | | | | | | |
| Other Investment(s) in Debt | | Americas | | 101,622 | | | 1.5 | % |
| Total Energy Infrastructure | | | | 101,622 | | | 1.5 | % |
| | | | | | |
| Industrials | | | | | | |
| Other Investment(s) in Debt | | Americas | | 11,673 | | | 0.2 | % |
| Total Industrials | | | | 11,673 | | | 0.2 | % |
| | | | | | |
| Infrastructure Services | | | | | | |
| Other Investment(s) in Debt | | Americas | | 119,588 | | | 1.8 | % |
| Other Investment(s) in Debt | | EMEA | | 2,504 | | | 0.0 | % |
| Total Infrastructure Services | | | | 122,092 | | | 1.8 | % |
| | | | | | |
| Real Estate | | | | | | |
| Other Investment(s) in Debt | | Americas | | 211,992 | | | 3.1 | % |
| Total Real Estate | | | | 211,992 | | | 3.1 | % |
| | | | | | |
| Technology, Media & Entertainment | | | | | | |
| Other Investment(s) in Debt | | Americas | | 9,929 | | | 0.1 | % |
| Total Technology, Media & Entertainment | | | | 9,929 | | | 0.1 | % |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of September 30, 2026 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Debt Investments (continued) (f) | | | | | | |
| Debt Investments - Infrastructure (continued) | | | | | | |
| Transportation Infrastructure | | | | | | |
Poseidon Seller 3 L.L.C. (Outstanding Principal of $75,588) | | Americas | | $ | 75,345 | | | 1.1 | % |
| Other Investment(s) in Debt | | Americas | | 72,697 | | | 1.1 | % |
| Total Transportation Infrastructure | | | | 148,042 | | | 2.2 | % |
| | | | | | |
| Various (d) | | | | | | |
| Other Investment(s) in Debt | | Americas | | 12,034 | | | 0.2 | % |
| Total Various | | | | 12,034 | | | 0.2 | % |
Total Debt Investments - Infrastructure (Cost: Americas $902,031, EMEA $40,777) | | | | 951,667 | | | 14.1 | % |
| | | | | | |
| Debt Investments - Liquid (g) | | | | | | |
| Consumer and Services | | | | | | |
| Other Investment(s) in Debt | | Americas | | 143,861 | | | 2.1 | % |
| Other Investment(s) in Debt | | EMEA | | 9,740 | | | 0.1 | % |
| Total Consumer and Services | | | | 153,601 | | | 2.3 | % |
| | | | | | |
| Digital Infrastructure | | | | | | |
| Other Investment(s) in Debt | | Americas | | 3,975 | | | 0.1 | % |
| Total Digital Infrastructure | | | | 3,975 | | | 0.1 | % |
| | | | | | |
| Energy | | | | | | |
| Other Investment(s) in Debt | | Americas | | 7,713 | | | 0.1 | % |
| Total Energy | | | | 7,713 | | | 0.1 | % |
| | | | | | |
| Energy Infrastructure | | | | | | |
| Other Investment(s) in Debt | | Americas | | 6,086 | | | 0.1 | % |
| Total Energy Infrastructure | | | | 6,086 | | | 0.1 | % |
| | | | | | |
| Healthcare | | | | | | |
| Other Investment(s) in Debt | | Americas | | 41,308 | | | 0.6 | % |
| Total Healthcare | | | | 41,308 | | | 0.6 | % |
| | | | | | |
| Industrials | | | | | | |
| Other Investment(s) in Debt | | Americas | | 34,994 | | | 0.5 | % |
| Total Industrials | | | | 34,994 | | | 0.5 | % |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of September 30, 2026 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Debt Investments (continued) (f) | | | | | | |
| Debt Investments - Liquid (continued) (g) | | | | | | |
| Infrastructure Services | | | | | | |
| Other Investment(s) in Debt | | Americas | | $ | 124,416 | | | 1.8 | % |
| Other Investment(s) in Debt | | EMEA | | 7,078 | | | 0.1 | % |
| Other Investment(s) in Debt | | APAC | | 4,097 | | | 0.1 | % |
| Total Infrastructure Services | | | | 135,591 | | | 2.0 | % |
| | | | | | |
| Real Estate | | | | | | |
| Other Investment(s) in Debt | | Americas | | 8,076 | | | 0.1 | % |
| Total Real Estate | | | | 8,076 | | | 0.1 | % |
| | | | | | |
| Technology, Media and Entertainment | | | | | | |
| Other Investment(s) in Debt | | Americas | | 52,978 | | | 0.8 | % |
| Other Investment(s) in Debt | | EMEA | | 4,003 | | | 0.1 | % |
| Other Investment(s) in Debt | | APAC | | 3,649 | | | 0.1 | % |
| Total Technology, Media and Entertainment | | | | 60,630 | | | 0.9 | % |
| | | | | | |
| Transportation Infrastructure | | | | | | |
| Other Investment(s) in Debt | | Americas | | 17,094 | | | 0.3 | % |
| Total Transportation Infrastructure | | | | 17,094 | | | 0.3 | % |
Total Debt Investments - Liquid (Cost: Americas $443,785, EMEA $21,034, APAC $7,782) | | | | 469,068 | | | 6.9 | % |
Total Debt Investments (Cost: Americas $1,345,815, EMEA $61,811, APAC $7,782) | | | | 1,420,735 | | | 21.0 | % |
Total Investments and Investments in Affiliated Investee Funds (Cost: $5,807,582) | | | | 7,069,551 | | | 104.5 | % |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of September 30, 2026 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Cash and Cash Equivalents | | | | | | |
| Money Market Fund | | | | | | |
| Other Money Market Accounts | | Americas | | $ | 15,223 | | | 0.2 | % |
Total Money Market Fund (Cost: $15,223 Americas) | | | | 15,223 | | | 0.2 | % |
| | | | | | |
| Cash | | | | | | |
| Cash Held at Banks | | n/a | | 97,599 | | | 1.4 | % |
Total Cash (Cost $97,599) | | | | 97,599 | | | 1.4 | % |
Total Cash and Cash Equivalents (Cost: $112,822) | | | | 112,822 | | | 1.7 | % |
| | | | | | |
| Derivative Instruments | | | | | | |
| Derivative Assets at Fair Value | | | | | | |
| Bond Futures Contracts | | n/a | | 1,558 | | | 0.0 | % |
| Foreign Currency Swaps | | n/a | | 7,879 | | | 0.1 | % |
| Interest Rate Swap | | n/a | | 2,767 | | | 0.0 | % |
Total Derivative Assets at Fair Value (Cost: $—) | | | | 12,204 | | | 0.2 | % |
| | | | | | |
| Derivative Liabilities at Fair Value | | | | | | |
| Foreign Currency Contracts | | n/a | | 180 | | | 0.0 | % |
Total Derivative Liabilities at Fair Value (Cost: $—) | | | | 180 | | | 0.0 | % |
Total Derivatives (Cost: $—) | | | | 12,024 | | | 0.2 | % |
Total Investments, Investments in Affiliated Investee Funds, Cash and Cash Equivalents and Derivative Instruments (Cost: $5,920,404) | | | | 7,194,397 | | | 106.3 | % |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of December 31, 2025 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Investments and Investments in Affiliated Investee Funds | | | | | | |
| Equity Investments (a) | | | | | | |
| Digital Infrastructure | | | | | | |
Eucalyptus I HoldCo (CYM) L.P. (b) (1,637,829,051,635 Shares) | | APAC | | $ | 346,583 | | | 9.1 | % |
Odyssey Holdco L.L.C. (b) (811,288 Shares) | | Americas | | 244,587 | | | 6.4 | % |
| Other Investment(s) in Equity | | Americas | | 21,259 | | | 0.6 | % |
| Total Digital Infrastructure | | | | 612,429 | | | 16.0 | % |
| | | | | | |
| Energy Infrastructure | | | | | | |
| Other Investment(s) in Equity | | Americas | | 123,060 | | | 3.2 | % |
| Total Energy Infrastructure | | | | 123,060 | | | 3.2 | % |
| | | | | | |
| Transportation Infrastructure | | | | | | |
Poseidon Holdco I L.P. (b) (500,000 Shares) | | Americas | | 580,177 | | | 15.2 | % |
Mercury Co-Invest L.P. (b) (783,265 Shares) | | Americas | | 534,915 | | | 14.0 | % |
Hieroglyphs L.P. (220 Shares) | | EMEA | | 222,041 | | | 5.8 | % |
| Other Investment(s) in Equity | | EMEA | | 76 | | | 0.0 | % |
| Total Transportation Infrastructure | | | | 1,337,209 | | | 35.0 | % |
| | | | | | |
| Various (d) | | | | | | |
Infrastructure Investments L.P. (h) (640,423 Shares) | | Various | | 790,228 | | | 20.7 | % |
| Other Investment(s) in Affiliated Investee Funds | | Various | | 130,251 | | | 3.4 | % |
| Total Various | | | | 920,479 | | | 24.1 | % |
Total Equity Investments (Cost: Americas $1,349,855, EMEA $219,658, APAC $297,475, Various $802,546) | | | | 2,993,177 | | | 78.4 | % |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of December 31, 2025 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Debt Investments (f) | | | | | | |
| Debt Investments - Infrastructure | | | | | | |
| Consumer and Services | | | | | | |
| Other Investment(s) in Debt | | EMEA | | $ | 29,670 | | | 0.8 | % |
| Other Investment(s) in Debt | | Americas | | 9,738 | | | 0.3 | % |
| Total Consumer and Services | | | | 39,408 | | | 1.0 | % |
| | | | | | |
| Digital Infrastructure | | | | | | |
| Odyssey Holdco L.L.C. | | Americas | | 25,001 | | | 0.7 | % |
| Other Investment(s) in Debt | | Americas | | 101,724 | | | 2.7 | % |
| Total Digital Infrastructure | | | | 126,725 | | | 3.3 | % |
| | | | | | |
| Energy | | | | | | |
| Other Investment(s) in Debt (c) | | Americas | | 197,485 | | | 5.2 | % |
| Total Energy | | | | 197,485 | | | 5.2 | % |
| | | | | | |
| Energy Infrastructure | | | | | | |
| Other Investment(s) in Debt | | Americas | | 62,031 | | | 1.6 | % |
| Total Energy Infrastructure | | | | 62,031 | | | 1.6 | % |
| | | | | | |
| Industrials | | | | | | |
| Other Investment(s) in Debt | | Americas | | 2,549 | | | 0.1 | % |
| Total Industrials | | | | 2,549 | | | 0.1 | % |
| | | | | | |
| Infrastructure Services | | | | | | |
| Other Investment(s) in Debt | | Americas | | 112,436 | | | 2.9 | % |
| Total Infrastructure Services | | | | 112,436 | | | 2.9 | % |
| | | | | | |
| Technology, Media and Entertainment | | | | | | |
| Other Investment(s) in Debt | | Americas | | 20,012 | | | 0.5 | % |
| Total Technology, Media and Entertainment | | | | 20,012 | | | 0.5 | % |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of December 31, 2025 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Debt Investments (continued) (f) | | | | | | |
| Debt Investments - Infrastructure (continued) | | | | | | |
| Transportation Infrastructure | | | | | | |
| Poseidon Seller 3 L.L.C. | | Americas | | $ | 72,049 | | | 1.9 | % |
| Other Investment(s) in Debt | | Americas | | 65,836 | | | 1.7 | % |
| Total Transportation Infrastructure | | | | 137,885 | | | 3.6 | % |
Total Debt Investments - Infrastructure (Cost: Americas $658,321, EMEA $25,914) | | | | 698,531 | | | 18.3 | % |
| | | | | | |
| Debt Investments - Liquid (g) | | | | | | |
| Consumer and Services | | | | | | |
| Other Investment(s) in Debt | | Americas | | 128,251 | | | 3.4 | % |
| Other Investment(s) in Debt | | EMEA | | 9,014 | | | 0.2 | % |
| Total Consumer and Services | | | | 137,265 | | | 3.6 | % |
| | | | | | |
| Digital Infrastructure | | | | | | |
| Other Investment(s) in Debt | | Americas | | 2,135 | | | 0.1 | % |
| Total Digital Infrastructure | | | | 2,135 | | | 0.1 | % |
| | | | | | |
| Energy | | | | | | |
| Other Investment(s) in Debt | | Americas | | 4,283 | | | 0.1 | % |
| Total Energy | | | | 4,283 | | | 0.1 | % |
| | | | | | |
| Energy Infrastructure | | | | | | |
| Other Investment(s) in Debt | | Americas | | 6,408 | | | 0.2 | % |
| Total Energy Infrastructure | | | | 6,408 | | | 0.2 | % |
| | | | | | |
| Healthcare | | | | | | |
| Other Investment(s) in Debt | | Americas | | 33,875 | | | 0.9 | % |
| Other Investment(s) in Debt | | EMEA | | 4,156 | | | 0.1 | % |
| Total Healthcare | | | | 38,031 | | | 1.0 | % |
| | | | | | |
| Industrials | | | | | | |
| Other Investment(s) in Debt | | Americas | | 35,592 | | | 0.9 | % |
| Total Industrials | | | | 35,592 | | | 0.9 | % |
continued...
See notes to condensed consolidated financial statements.
| | | | | | | | |
| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of December 31, 2025 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Debt Investments (continued) (f) | | | | | | |
| Debt Investments - Liquid (continued) (g) | | | | | | |
| Infrastructure Services | | | | | | |
| Other Investment(s) in Debt | | Americas | | $ | 123,976 | | | 3.2 | % |
| Other Investment(s) in Debt | | EMEA | | 5,149 | | | 0.1 | % |
| Other Investment(s) in Debt | | APAC | | 2,136 | | | 0.1 | % |
| Total Infrastructure Services | | | | 131,261 | | | 3.4 | % |
| | | | | | |
| Real Estate | | | | | | |
| Other Investment(s) in Debt | | Americas | | 6,147 | | | 0.2 | % |
| Total Real Estate | | | | 6,147 | | | 0.2 | % |
| | | | | | |
| Technology, Media and Entertainment | | | | | | |
| Other Investment(s) in Debt | | Americas | | 91,082 | | | 2.4 | % |
| Other Investment(s) in Debt | | APAC | | 3,015 | | | 0.1 | % |
| Other Investment(s) in Debt | | EMEA | | 2,010 | | | 0.1 | % |
| Total Technology, Media and Entertainment | | | | 96,107 | | | 2.5 | % |
| | | | | | |
| Transportation Infrastructure | | | | | | |
| Other Investment(s) in Debt | | Americas | | 11,134 | | | 0.3 | % |
| Total Transportation Infrastructure | | | | 11,134 | | | 0.3 | % |
Total Debt Investments - Liquid (Cost: Americas $443,224, EMEA $20,329, APAC $5,145) | | | | 468,363 | | | 12.3 | % |
Total Debt Investments (Cost: Americas $1,101,545, EMEA $46,243, APAC $5,145) | | | | 1,166,894 | | | 30.6 | % |
Total Investments and Investments in Affiliated Investee Funds (Cost: $3,822,467) | | | | 4,160,071 | | | 109.0 | % |
continued...
See notes to condensed consolidated financial statements.
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| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of December 31, 2025 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
| | | | | | | | | | | | | | | | | | | | |
| Name of Investment | | Geography | | Fair Value | | Fair Value as a Percentage of Net Assets |
| Cash and Cash Equivalents | | | | | | |
| Money Market Fund | | | | | | |
| Dreyfus Government Cash Management | | Americas | | $ | 8,745 | | | 0.2 | % |
| Fidelity Investments Money Market Treasury | | Americas | | 4,737 | | | 0.1 | % |
Total Money Market Fund (Cost: Americas $13,482) | | | | 13,482 | | | 0.4 | % |
| | | | | | |
| Cash | | | | | | |
| Cash Held at Banks | | n/a | | 51,262 | | | 1.3 | % |
Total Cash (Cost: $51,262) | | | | 51,262 | | | 1.3 | % |
Total Cash and Cash Equivalents (Cost: $64,744) | | | | 64,744 | | | 1.7 | % |
| | | | | | |
| Derivative Instruments | | | | | | |
| Derivative Assets at Fair Value | | | | | | |
| Foreign Currency Contracts | | n/a | | 143 | | | 0.0 | % |
Total Derivative Assets at Fair Value (Cost: $—) | | | | 143 | | | 0.0 | % |
| | | | | | |
| Derivative Liabilities at Fair Value | | | | | | |
| Foreign Currency Contracts | | n/a | | 265 | | | 0.0 | % |
Total Derivative Liabilities at Fair Value (Cost: $—) | | | | 265 | | | 0.0 | % |
Total Derivatives (Cost: $—) | | | | (122) | | | 0.0 | % |
Total Investments, Investments in Affiliated Investee Funds, Cash and Cash Equivalents and Derivative Instruments (Cost: $3,887,211) | | | | 4,224,693 | | | 110.7 | % |
continued...
See notes to condensed consolidated financial statements.
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| | |
BXINFRA Aggregator (CYM) L.P. |
Condensed Consolidated Schedule of Investments as of December 31, 2025 (Unaudited) |
| (Dollars in Thousands, Except Share Data) |
________________
Fair Value as a Percentage of Net Assets may not add due to rounding.
n/a Not applicable.
EMEA Europe, Middle East and Africa.
APAC Asia Pacific.
(a)Equity Investments are generally considered equity interests, which include different forms of interests and rights and obligations that represent ownership in an entity or the right to acquire or dispose of ownership in an entity, including but not limited to (i) common equity, (ii) preferred equity, (iii) limited partner interest (iv) warrants and (v) other equity-linked securities.
(b)BXINFRA holds additional interests in this investment through its investment in Infrastructure Investments L.P. BXINFRA’s proportional fair value and shares in the investee are provided in Note 3. “Investments and Fair Value Measurement.”
(c)There were no single investments included in this category that exceeded 5% of net assets of the Aggregator, BXINFRA U.S., the Feeder or a Parallel Fund (each as defined in Note 1. “Organization”).
(d)Fund investments are diversified and are not categorized to one industry.
(e)BXINFRA is indirectly exposed to portfolio companies owned by Infrastructure Investments L.P. The investments of Infrastructure Investments L.P. are within the following industries: Energy Infrastructure, Transportation Infrastructure, Digital Infrastructure and Water & Waste Infrastructure which are 27.4%, 24.1%, 47.9% and 0.6% of the Infrastructure Investments L.P. vehicle’s investments, respectively.
(f)Includes different forms of interests that represent a creditor relationship with an investee, including but not limited to (1) bank loans, (2) interests in collateralized loan obligations and (3) direct lending debt investments.
(g)Investments that are generally liquid in nature are intended to be held for short durations and may be used to generate income, facilitate capital deployment or provide a potential source of liquidity. Industries may be diversified outside of infrastructure industries.
(h)BXINFRA is indirectly exposed to portfolio companies owned by Infrastructure Investments L.P. The investments of Infrastructure Investments L.P. are within the following industries: Energy Infrastructure, Transportation Infrastructure and Digital Infrastructure which are 29.1%, 28.4% and 42.6% of the Infrastructure Investments L.P. vehicle’s investments, respectively.
See notes to condensed consolidated financial statements.
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
1. Organization
BXINFRA Aggregator (CYM) L.P. is a Cayman Islands exempted limited partnership formed on August 13, 2024. BXINFRA Aggregator (CYM) L.P. with its consolidated subsidiaries collectively form the “Aggregator.” The Aggregator operates in accordance with the second amended and restated exempted limited partnership agreement (as may be further amended and restated from time to time, the “Aggregator Partnership Agreement”).
Blackstone Infrastructure Strategies L.P. (“BXINFRA U.S.”) and Blackstone Infrastructure Strategies (TE) L.P. (together with its consolidated subsidiary, the “Feeder”) are private funds exempt from registration under Section 3(c)(7) of the Investment Company Act of 1940, as amended. BXINFRA U.S. and the Feeder are organized to invest primarily in infrastructure equity, secondaries and credit strategies (collectively, “Infrastructure Investments”). BXINFRA U.S. and the Feeder are structured as a perpetual-life strategy with monthly, fully funded subscriptions and periodic redemptions. The Feeder invests all or substantially all of its assets in BXINFRA U.S. In turn, BXINFRA U.S. invests all or substantially all of its assets in the Aggregator.
The term “Parallel Fund” refers to one or more parallel vehicles established by, or at the direction of, the Sponsor (as defined below) to invest alongside BXINFRA U.S., but excluding Blackstone Private Markets Solutions SCA-SICAV – Blackstone Infrastructure Strategies ELTIF, BXINFRA Aggregator SCSp and its parallel funds (together, “BXINFRA Lux”). Parallel Funds may be established to allow certain investors with particular legal, tax, regulatory, compliance, structuring or certain other operational requirements to participate in the Aggregator. Parallel Funds may not have investment objectives and/or strategies that are identical to the investment objectives and strategies of BXINFRA U.S. or the Feeder. Parallel Funds are expected to invest directly, or indirectly through one or more intermediate entities, into the Aggregator. BXINFRA U.S., the Feeder, the Aggregator and any Parallel Funds collectively form “BXINFRA.” BXINFRA and BXINFRA Lux collectively form the “BXINFRA Fund Program,” but are operated as distinct investment structures.
BXINFRA’s investment objective is to deliver attractive risk-adjusted returns consisting of both current income and long-term capital appreciation. BXINFRA seeks to meet its investment objective by investing primarily in Infrastructure Investments, leveraging the talent and investment capabilities of Blackstone Inc.’s (“Blackstone”) infrastructure platform to create an attractive portfolio of alternative infrastructure investments. The Aggregator has the same investment objective as BXINFRA U.S.
Investment operations commenced on January 2, 2025 (the “Initial Closing Date”) when BXINFRA U.S. and the Feeder first sold unregistered limited partnership units to third-party investors and subsequently invested those proceeds into the Aggregator, which, in turn, began investment operations.
Blackstone Infrastructure Strategies Associates L.P., a Delaware limited partnership, is the general partner (the “General Partner”) of BXINFRA U.S., the Feeder and the Aggregator. Overall responsibility for oversight of the Feeder, BXINFRA U.S. and the entities that carry out their investment objectives rests with the General Partner, subject to certain oversight rights held by each of the Feeder’s board of directors (the “Feeder Board of Directors” or “Feeder Board”) and BXINFRA U.S.’s board of directors (the “BXINFRA U.S. Board of Directors” or “BXINFRA U.S. Board,” and together with the Feeder Board, the “Boards of Directors” or “Boards”), as applicable. The General Partner has delegated BXINFRA U.S.’s portfolio management function to Blackstone Infrastructure Advisors L.L.C. (the “Investment Manager”). The Investment Manager has discretion to make investments on behalf of BXINFRA U.S. and is responsible for initiating, structuring and negotiating BXINFRA U.S.’s investments, as well as actively managing each investment to seek to maximize value. The Investment Manager and its affiliates also provide certain administrative services to BXINFRA U.S. The Investment Manager is a Delaware limited liability company and is registered with the United States Securities and Exchange Commission (the “SEC”) as an investment adviser under the Investment Advisers Act of 1940, as amended. The General Partner and the Investment Manager are individually and collectively referred to as the “Sponsor.” Both the General Partner and Investment Manager are subsidiaries of Blackstone.
2. Summary of Significant Accounting Policies
Basis of Presentation
The accompanying unaudited condensed consolidated financial statements of the Aggregator have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The Aggregator is considered an investment company under GAAP and follows the accounting and reporting guidance applicable to investment companies in the Financial Accounting Standards Board Accounting Standards Codification (“ASC”) Topic 946,
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Financial Services—Investment Companies (“ASC 946”). The condensed consolidated financial statements, including these notes, are unaudited and exclude some of the disclosures required in audited consolidated financial statements. Management believes it has made all necessary adjustments (consisting of only normal recurring items) so that the condensed consolidated financial statements are presented fairly. The operating results presented for interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the entire period. Certain reclassifications of prior periods’ amounts have been made to conform to the current period presentation. Such reclassifications had no effect on Net Increase in Net Assets Resulting from Operations.
Use of Estimates
The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of certain assets and liabilities as of the date of the condensed consolidated financial statements and the reported amounts of certain revenues, expenses, gains or losses during the reporting period. Management believes that estimates made in preparing its condensed consolidated financial statements are reasonable. Such estimates include those used in the measurement of deferred tax balances (including valuation allowances, if any) and the valuation of investments and financial instruments which involve a higher degree of judgment and complexity and may be significant to the condensed consolidated financial statements. Actual results may ultimately differ from those estimates.
Principles of Consolidation
In accordance with ASC 946, the Aggregator generally does not consolidate its investment in a company unless the Aggregator has a controlling financial interest in (a) an investment company or (b) an operating company whose business consists of providing services to the Aggregator. A controlling financial interest is defined as (a) the power to direct the activities of the investment company that most significantly impact the entity’s economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the investment company. Accordingly, the Aggregator consolidates wholly owned investment company subsidiaries where BXINFRA has the power to direct activities that most significantly impact such vehicles’ economic performance. All intercompany balances and transactions have been eliminated in consolidation.
Fair Value of Investments and Financial Instruments
ASC Topic 820, Fair Value Measurement (“ASC 820”), establishes a hierarchical disclosure framework which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted by a number of factors, including the type of investment, the characteristics specific to the investment, and the state of the marketplace. Investments with readily available, actively quoted prices, or for which fair value can be measured from actively quoted prices, generally will have a higher degree of market price observability and a lesser degree of judgment used in measuring fair value.
Investments measured and reported at fair value are classified and disclosed in one of the following categories:
•Level I – Quoted prices are available in active markets for identical investments as of the reporting date. The type of investments included in Level I are publicly traded securities in an active market. The Aggregator does not adjust the quoted price for these investments (to the extent it holds them) even in situations where the Aggregator holds a large position and a sale could reasonably impact the quoted price.
•Level II – Pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reporting date, and fair value is determined through the use of models or other valuation methodologies. The types of investments that would generally be included in this category include publicly traded securities with restrictions on disposition, certain convertible securities and certain over-the-counter derivatives where the fair value is based on observable inputs.
•Level III – Pricing inputs are unobservable and include situations where there is little, if any, market activity for the investment. Fair value for these investments is determined using valuation methodologies that consider a range of factors, including, but not limited to, the price at which the investment was acquired, the nature of the investment, local market conditions, valuations for comparable companies, current and projected operating performance and financing transactions subsequent to the acquisition of the investment. The inputs into the determination of fair value require significant judgment. Due to the inherent uncertainty of these estimates, these values may differ
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
materially from the values that would have been used had a ready market for these investments existed. Investments that are included in this category generally are privately held debt, equity and certain convertible securities.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Investment Manager’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment and considers factors specific to the investment.
Investments at Fair Value and Investments in Affiliated or Unaffiliated Investee Funds
Investments at Fair Value
The Aggregator records public and private investments at trade date and closing date, respectively, and values its investments at fair value in accordance with ASC 820. Fair value is the amount that would be received to sell an asset or paid to transfer a liability, in an orderly transaction between market participants at the measurement date. In the absence of observable market prices, the Aggregator’s investments are valued using valuation methodologies applied on a consistent basis as described below. Additional information regarding these investments is provided in Note 3. “Investments and Fair Value Measurement.”
The Aggregator’s determination of fair value is based on the best information available in the circumstances and incorporates the Aggregator’s own assumptions, including assumptions that the Aggregator believes market participants would use in valuing the investments, and involves a significant degree of judgment, taking into consideration a combination of internal and external factors, including appropriate risk adjustments for non-performance and liquidity. The values estimated by the Aggregator may differ significantly from values that would have been used had a readily available market for the investments existed and the differences could be material to the condensed consolidated financial statements.
Under the income approach, which is generally the Aggregator’s primary valuation approach, fair value is determined by converting future amounts, such as cash flows or earnings, discounted to a single present amount using current market expectations about those future amounts. In determining fair value under this approach, the Aggregator makes assumptions over a projection period regarding unobservable inputs such as revenues, operating income, capital expenditures, income taxes, working capital needs and the terminal value and exit multiple of the investee company, among other things. The Aggregator discounts those projected cash flows by deriving a discount rate based on a capital structure similar to that of a market participant using observable inputs such as the rate of return available in the market on an investment free of default risk, an equity risk premium to reflect the additional risk of a market portfolio of equity instruments over risk-free instruments, beta as a measure of risk based on share price correlation to the market, and equity and debt-to-capital ratios of companies deemed comparable to the investee company.
Under the market approach, which is generally the Aggregator’s secondary valuation approach, fair value may be determined by reference to a recent transaction involving the investment or by reference to observable valuation measures for companies or assets that are determined by the Aggregator to be comparable, such as multiplying a key performance metric of the investee company, by a relevant valuation multiple observed in the range of comparable companies or transactions, adjusted by the Aggregator for differences between the investment and the referenced comparables. Observable inputs used in the market approach to derive a valuation multiple may include the public prices for securities issued by, and the relevant performance metrics of, companies deemed comparable to the investee company, and/or transaction prices involving significant equity interests in companies deemed comparable to the investee company. Unobservable inputs used in the market approach may include the key performance metric of the investee company, such as earnings before interest, taxes, depreciation and amortization (“EBITDA”).
Investments may also be valued at their acquisition price for a period of time after an acquisition as the best measure of fair value in the absence of any conditions or circumstances that would indicate otherwise. In the event of an announced sale of investments with a definitive agreement in place, investments may also be valued using a discount-to-sale approach as the primary method with emphasis given to certain considerations including, but not limited to, unitholder approval, regulatory approval, financing, completion of due diligence and break-up fees.
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Investments in debt securities that are not listed on an exchange, but for which external pricing is available, may be valued by reputable dealers or pricing services on the basis of prices from orderly transactions between market participants and adjusted for security-specific factors such as relative capital structure priority and interest and yield risks.
Publicly traded investments in active markets are reported at the market closing price, less a discount, as appropriate, as determined by the Aggregator to reflect restrictions on disposition where such restrictions are an attribute of the investment.
Convertible preferred investments may be valued using an option pricing model based on the specific terms of the security, including, but not limited to, the publicly traded share price of the common shares or units in active markets as of the reporting date, preferred-in-kind dividend rate, relative yield and other adjustments to the common shares or units, as well as restrictions related to timing of conversion, as applicable, or actual trades of the convertible preferred investment.
Investments in Affiliated or Unaffiliated Investee Funds
Investments in Blackstone-affiliated investee funds (“Investments in Affiliated Investee Funds”) or unaffiliated investee funds may be valued using the reported net asset value (“NAV” or “Net Asset Value”) of the investee funds as a practical expedient for fair value. If the Aggregator determines, based on its own due diligence, investment fair value policies and investment monitoring procedures, that NAV does not represent fair value or if the investee fund is not an investment company, such as a collateralized loan obligation vehicle, the Aggregator will estimate the fair value of an investment in good faith and in a manner that it reasonably chooses, in accordance with its valuation policies. For certain Investments in Affiliated Investee Funds, investments held directly by such funds may also be direct investments of BXINFRA. In these circumstances, the Aggregator and the affiliated investee fund shall apply a consistent fair value methodology to value such investments, with the Aggregator applying a methodology as discussed under the “Investments at Fair Value” section above.
Derivative Instruments
The Aggregator recognizes derivative instruments as assets or liabilities at fair value in its Condensed Consolidated Statements of Assets and Liabilities as Derivative Assets at Fair Value and Derivative Liabilities at Fair Value, respectively.
Derivative instruments are valued based on contractual cash flows and observable inputs generally comprising of yield curves and foreign currency rates. The Aggregator recognizes changes in fair value of derivative instruments in current period earnings. For derivative financial positions that are closed or that mature during a reporting period, the Aggregator recognizes realized gains or losses equal to the difference between the value of the contract at the time it was opened and the value of the contract at the time it is closed. Realized gains and losses are presented net in Net Realized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies on the Condensed Consolidated Statements of Operations. Changes in the value of contracts that remain outstanding as of period end are measured based on the difference between the unrealized balance as of the beginning of the reporting period and the unrealized balance as of the end of the reporting period, net of any reversals of previously recorded unrealized gains or losses once realized. Unrealized gains and losses are presented net in Net Change in Unrealized Gain (Loss) on Derivative Instruments on the Condensed Consolidated Statements of Operations.
The Aggregator has elected to not offset derivative assets and liabilities in its Condensed Consolidated Statements of Assets and Liabilities, including cash, that may be received or paid as part of collateral arrangements, even when an enforceable master netting agreement is in place that provides the Aggregator, in the event of counterparty default, the right to liquidate collateral and the right to offset a counterparty’s rights and obligations.
The Aggregator’s other disclosures regarding derivative instruments are discussed in Note 4. “Derivative Instruments.”
Repurchase Agreements
Securities sold under agreements to repurchase (“repurchase agreements”) represent collateralized financing transactions. Such transactions are recorded as secured borrowings rather than sales as the Aggregator retains effective control of transferred assets through the term of a repurchase agreement. Secured borrowings are presented within Repurchase Agreements in the Condensed Consolidated Statements of Assets and Liabilities at their contractual amounts and include accrued interest.
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The Aggregator may manage credit exposure arising from repurchase agreements by, in appropriate circumstances, entering into master netting agreements and collateral arrangements with counterparties that provide the Aggregator, in the event of a counterparty default, the right to liquidate collateral and the right to offset a counterparty’s rights and obligations.
The Aggregator may also pledge its investments to counterparties to collateralize repurchase agreements. Investments pledged that can be repledged, delivered or otherwise used by the counterparty are recorded within Investments at Fair Value – Pledged to Counterparties in the Condensed Consolidated Statements of Assets and Liabilities. Investments which are not pledged to counterparties or which are pledged but cannot be repledged are recorded within Investments at Fair Value – Unpledged in the Condensed Consolidated Statements of Assets and Liabilities. The Aggregator does not offset assets and liabilities relating to reverse repurchase agreements and repurchase agreements in its Condensed Consolidated Statements of Assets and Liabilities. Additional disclosures relating to repurchase agreements are included in Note 5. “Repurchase Agreements.”
Cash and Cash Equivalents
Cash and Cash Equivalents represents cash on hand, cash held in banks, money market funds and Treasury Bills and short-term, highly liquid investments with original maturities of three months or less. Interest income from Cash and Cash Equivalents is recorded in Interest Income in the Condensed Consolidated Statements of Operations. The Aggregator may, at times, have bank balances in excess of federally insured amounts; however, the Aggregator deposits its Cash and Cash Equivalents with high credit-quality institutions to minimize credit risk.
Performance Participation Allocation, Administration Fee and Management Fee Payables
For more information regarding these payables reported on the Condensed Consolidated Statements of Assets and Liabilities, see Note 8. “Related Party Transactions.”
Foreign Currency
In the normal course of business, the Aggregator makes investments in non-U.S. dollar currency investments. Non-U.S. dollar denominated assets and liabilities are translated to U.S. dollars at the prevailing exchange rate at the reporting date and income, expenses, gains and losses are translated at the prevailing exchange rates at the respective transaction dates. Translation adjustments arising from the translation of non-U.S. dollar denominated assets and liabilities are recorded in Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies on the Condensed Consolidated Statements of Operations.
Net Realized and Unrealized Gain (Loss) on Investments
The Aggregator recognizes net realized gains (losses) on investments when earned at the time of receipt of proceeds. Without regard to unrealized gains or losses previously recognized, realized gains or losses will be measured as the difference between the net proceeds from the sale, repayment or disposal of an asset and the adjusted cost basis of the asset.
Net Change in Unrealized Gain (Loss) on Investments is the change in fair value of its underlying investments. Net change in unrealized gains or losses will reflect the change in investment values during the reporting period, including any reversal of previously recorded unrealized gains or losses when gains or losses are realized. The Aggregator presents unrealized gains and losses resulting from changes in fair value of its investments reflected in Net Change in Unrealized Gain (Loss) on Investments on the Condensed Consolidated Statements of Operations.
Income Recognition
The Aggregator recognizes interest income from investments when earned pursuant to the terms of the respective investment. The Aggregator recognizes dividend income from its investments when declared. In the case of proceeds received from investments, the Aggregator determines the character of such proceeds and records any interest income, dividend income, realized gain or loss, or return of capital accordingly.
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Organizational and Offering Expenses
Prior to the Initial Closing Date, organizational and offering expenses were paid by the Investment Manager. After BXINFRA U.S. and the Feeder first accepted third-party investors and commenced investment operations, costs associated with the organization of BXINFRA were expensed. Costs associated with the offering of BXINFRA U.S. and the Feeder are capitalized as a deferred expense and included as an asset on the Condensed Consolidated Statements of Assets and Liabilities and amortized over a twelve-month period. Organization and offering expenses are borne by the Aggregator since the expenses benefit all investors that invest through BXINFRA U.S., the Feeder or any Parallel Fund. Organizational expenses are reported in Organizational Expenses and offering expenses are reported in Deferred Offering Costs Amortization on the Condensed Consolidated Statements of Operations.
Management Fees Offset and Waived
The Investment Manager agreed to waive the Management Fee (as defined in Note 8. “Related Party Transactions”) for the first six months following the Initial Closing Date. The waived Management Fees are reported in Management Fees Waived on the Condensed Consolidated Statements of Operations.
As described in the Investment Management Agreement (as defined in Note 8. “Related Party Transactions”), the Management Fee shall be reduced (but not below zero) by an amount equal to the respective unitholder’s pro-rata share of 100% of the net break-up, topping, commitment, transaction, monitoring, directors’, organization and divestment fees and management and performance fees borne by BXINFRA through secondary market purchases of existing investments in investment funds and other vehicles or accounts managed or advised by Blackstone from time to time (other than Parallel Funds, Feeder Funds and alternative vehicles), and any successors thereto, in each case, including any alternative vehicles formed in connection therewith, any supplemental capital vehicle formed in connection with any investments made thereby and any investment vehicles formed in connection with Blackstone’s side-by-side or additional general partner investments relating thereto, including BXINFRA Lux (“Other Blackstone Accounts”) (excluding secondary investments in Other Blackstone Accounts that were made as part of the portfolio transaction) paid to the Investment Manager or its affiliates in connection with BXINFRA’s investments. These fees, when recognized, are presented as Management Fees Waived. Refer to Note 8. “Related Party Transactions” for more information.
Expense Support
The Investment Manager voluntarily agreed to pay certain expenses on behalf of BXINFRA such that the total expenses borne by BXINFRA (excluding interest expense, organization and offering expenses, unitholder servicing fees, the Performance Participation Allocation (as defined in Note 8. “Related Party Transactions”) and taxes) do not exceed a certain threshold. The amount of expenses the Investment Manager has agreed to pay pursuant to this arrangement is reported in Expense Support on the Condensed Consolidated Statements of Operations. Refer to Note 8. “Related Party Transactions” for more information.
Income Taxes
The Aggregator is treated as a partnership for U.S. federal and state income tax purposes and is not directly subject to U.S. federal and state income taxes. It is possible that the Aggregator may be considered a publicly traded partnership and not meet the qualifying income exception in certain years. In such a scenario, the Aggregator would be treated as a publicly traded partnership taxed as a corporation, rather than a partnership. The investors in the Aggregator would be treated as shareholders in a corporation, and the Aggregator itself would become taxable as a corporation for U.S. federal, state and/or local income tax purposes. The Aggregator would be required to pay income tax at corporate rates on its net taxable income. Additionally, the Aggregator owns a controlling interest in several subsidiaries that are treated as corporations for U.S. and non-U.S. tax purposes (“Aggregator Corporations”) which are subject to U.S. federal, state and/or local income taxes.
To the extent investments made by the non-U.S. subsidiaries are engaged in a U.S. trade or business, the subsidiaries will generally be subject to a U.S. federal corporate income tax of 21% of their share of taxable income effectively connected with the conduct of a U.S. trade or business and may be subject to additional branch profits tax of 30% of their share of effectively connected earnings and profits, adjusted as provided by law. The subsidiaries may also be subject to state and local taxes. Federal and state income taxes are expected to be withheld at the source of the U.S. trade or business and taxes withheld can be used as a credit against the income tax liability of the subsidiaries.
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Deferred Taxes
GAAP requires the asset and liability method of accounting for income taxes. Under this method, deferred taxes are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Valuation allowances are established where the Aggregator determines it is more likely than not that some portion or all of the deferred tax asset will not be realized. The Aggregator assesses all available positive and negative evidence, including the amount and character of future taxable income.
Uncertain Tax Positions
The Aggregator recognizes uncertain tax positions when it is more likely than not that the position will be sustained by the taxing authorities, based on the technical merits of the positions. The tax positions that meet the more-likely-than-not threshold are recognized based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The Aggregator reevaluates its tax positions each period in which new information becomes available. The Aggregator’s policy is to recognize tax related interest and penalties, if applicable, as a component of the Provision for (Benefit of) Taxes on the Condensed Consolidated Statements of Operations.
Distributions
The Aggregator may declare quarterly distributions on Aggregator Units (as defined in Note 7. “Net Assets”) as authorized by the General Partner. The declaration of distributions by the Aggregator to BXINFRA U.S. and any Parallel Fund generally occur concurrent with BXINFRA U.S. and any Parallel Fund declaring distributions to its unitholders. Distributions to unitholders are recognized on the record date of the distribution. For further detail on the quarterly distributions to be declared by BXINFRA U.S., see Note 5. “Net Assets” in the “Notes to Condensed Financial Statements” of BXINFRA U.S.
Pursuant to the Aggregator Partnership Agreement, unitholders will have their cash distributions automatically reinvested in additional Aggregator Units of the same class or series of class of Aggregator Units to which the distribution relates unless they elect to receive their distributions in cash. When a cash distribution is declared, each Aggregator unitholder that has not “opted out” of the distribution reinvestment plan (“DRIP”) will have their distributions automatically reinvested in additional Aggregator Units rather than receive cash distributions, for a purchase price equal to the most recently available Transactional NAV per Aggregator Unit for such Aggregator Unit. Distributions that are reinvested are recognized in net assets on the first calendar day following the record date of a distribution. All unitholders have elected to opt-out of the Aggregator’s DRIP as of September 30, 2026 and December 31, 2025.
Affiliates
The General Partner, the Investment Manager, Blackstone Securities Partners L.P. (the “Dealer Manager”), BXINFRA U.S., Parallel Funds, the Feeder, BXINFRA Lux, and Other Blackstone Accounts are affiliates of the Aggregator. Investments of BXINFRA and investments of other investment vehicles managed by the Investment Manager are considered affiliates of BXINFRA based on Blackstone’s level of ownership and control.
Recent Accounting Developments
In December 2023, the Financial Accounting Standards Board issued amended guidance addressing income tax disclosures. The guidance requires greater disaggregation of information in the effective income tax rate reconciliation and income taxes paid disclosure. The guidance is effective for the Aggregator’s annual period ending December 31, 2026. The Aggregator does not expect the adoption of this standard to have a material impact on its condensed consolidated financial statements.
In September 2026, the Financial Accounting Standards Board issued amended guidance that adds an investment company-specific exception to the fair value measurement standard. The guidance requires investment companies to consider contractual sale restrictions when measuring the fair value of equity securities. The guidance is effective for the Aggregator’s interim and annual reporting periods beginning after December 15, 2027, with early adoption permitted. The Aggregator is evaluating the potential impacts on fair value measurement and disclosures, as well as the timing of adoption.
| | | | | | | | |
| | |
| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
3. Investments and Fair Value Measurement
The following tables summarize the valuation of the Aggregator’s investments by the fair value hierarchy levels:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | September 30, 2026 |
| | Level I | | Level II | | Level III | | NAV | | Total |
| Assets | | | | | | | | | | |
| Cash and Cash Equivalents | | | | | | | | | | |
| Cash Held at Banks | | $ | 97,599 | | | $ | — | | | $ | — | | | $ | — | | | $ | 97,599 | |
| Money Market Fund | | 15,223 | | | — | | | — | | | — | | | 15,223 | |
| Total Cash and Cash Equivalents | | 112,822 | | | — | | | — | | | — | | | 112,822 | |
| Investments | | | | | | | | | | |
| Equity Investments | | — | | | — | | | 3,571,431 | | | — | | | 3,571,431 |
| Debt Investments | | | | | | | | | | |
| Infrastructure | | — | | | 709,732 | | | 241,935 | | | — | | | 951,667 | |
| Liquids | | — | | | 459,730 | | | 9,338 | | | — | | | 469,068 | |
| Total Debt Investments | | — | | | 1,169,462 | | | 251,273 | | | — | | | 1,420,735 | |
| Total Investments | | — | | | 1,169,462 | | | 3,822,704 | | | — | | | 4,992,166 | |
Investments in Affiliated Investee Funds | | — | | | — | | | — | | | 2,077,385 | | | 2,077,385 | |
| Derivative Assets | | — | | | 12,204 | | | — | | | — | | | 12,204 | |
| | $ | 112,822 | | | $ | 1,181,666 | | | $ | 3,822,704 | | | $ | 2,077,385 | | | $ | 7,194,577 | |
| Liabilities | | | | | | | | | | |
| Derivative Liabilities | | $ | — | | | $ | 180 | | | $ | — | | | $ | — | | | $ | 180 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2025 |
| | Level I | | Level II | | Level III | | NAV | | Total |
| Assets | | | | | | | | | | |
| Cash and Cash Equivalents | | | | | | | | | | |
| Cash Held at Banks | | $ | 51,262 | | | $ | — | | | $ | — | | | $ | — | | | $ | 51,262 | |
| Money Market Fund | | 13,482 | | | — | | | — | | | — | | | 13,482 | |
| Total Cash and Cash Equivalents | | 64,744 | | | — | | | — | | | — | | | 64,744 | |
| Investments | | | | | | | | | | |
| Equity Investments | | — | | | 31,285 | | | 2,041,413 | | | — | | | 2,072,698 | |
| Debt Investments | | | | | | | | | | |
| Infrastructure | | — | | | 491,358 | | | 207,173 | | | — | | | 698,531 | |
| Liquids | | — | | | 468,363 | | | — | | | — | | | 468,363 | |
| Total Debt Investments | | — | | | 959,721 | | | 207,173 | | | — | | | 1,166,894 | |
| Total Investments | | — | | | 991,006 | | | 2,248,586 | | | — | | | 3,239,592 | |
Investments in Affiliated Investee Funds | | 18,866 | | | 55,268 | | | 776,568 | | | 69,777 | | | 920,479 | |
| Derivative Assets | | — | | | 143 | | | — | | | — | | | 143 | |
| | $ | 83,610 | | | $ | 1,046,417 | | | $ | 3,025,154 | | | $ | 69,777 | | | $ | 4,224,958 | |
| Liabilities | | | | | | | | | | |
| Derivative Liabilities | | $ | — | | | $ | 265 | | | $ | — | | | $ | — | | | $ | 265 | |
The Aggregator may hold equity securities that are subject to contractual sale restrictions that are deemed an attribute of the holder rather than the investment. Contractual sale restrictions may include, but are not limited to, (a) consent-rights or event-based transfer restrictions imposed by third parties, (b) underwriter lock-ups and (c) sale or transfer restrictions applicable to investments pledged as collateral. Restrictions will generally lapse over time or after a predetermined date.
| | | | | | | | |
| | |
| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
As of September 30, 2026, there were no equity securities subject to contractual sale restrictions within the Aggregator’s Level I and II assets. The Aggregator’s Level III equity securities are generally illiquid and privately negotiated in nature and may also be subject to contractual sale restrictions or other transfer restrictions including those pursuant to their respective governing or similar agreements.
The following table presents additional interests in named investments on the Schedules of Investments that the Aggregator holds through its investment in Infrastructure Investments L.P.:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 |
| Investment | | Proportional Fair Value | | Shares | | Fair Value as a Percentage of Net Assets | | Proportional Fair Value | | Shares | | Fair Value as a Percentage of Net Assets |
| Eucalyptus I HoldCo (CYM) L.P. | | $ | 62,206 | | | 186,696,522,949 | | 0.9 | % | | $ | 34,762 | | | 165,605,569,717 | | 0.9 | % |
| Odyssey Holdco L.L.C. | | $ | 406,463 | | | 832,860 | | 6.0 | % | | $ | 217,233 | | | 719,237 | | 5.7 | % |
| Poseidon Holdco I L.P. | | $ | 52,448 | | | 39,362 | | 0.8 | % | | $ | 37,079 | | | 32,214 | | 1.0 | % |
| Mercury Co-Invest L.P. | | $ | 111,146 | | | 148,048 | | 1.6 | % | | $ | 88,966 | | | 131,326 | | 2.3 | % |
The following table summarizes the quantitative inputs and assumptions used for valuation of investments categorized in Level III of the fair value hierarchy as of September 30, 2026:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Fair Value | | Valuation Techniques | | Unobservable Inputs | | Ranges | | Weighted-Average | | Impact to Valuation from an Increase in Input |
| Financial Assets | | | | | | | | | | | | |
| Investments | | | | | | | | | | | | |
| Equity Investments | | $ | 3,242,883 | | | Discounted Cash Flows | | WACC | | 7.8% - 14.2% | | 10.2% | | Lower |
| | | | | | Exit Capitalization Rate | | 6.1% - 7.4% | | 6.6% | | Lower |
| | | | | | Exit Multiple | | 11.5x - 20.0x | | 17.8x | | Higher |
| | 328,548 | | | Transaction Price | | n/a | | | | | | |
| Debt Investments - Infrastructure | | 128,440 | | | Discounted Cash Flows | | Discount Rate | | 6.7% - 12.8% | | 7.7% | | Lower |
| | 25,942 | | | Transaction Price | | n/a | | | | | | |
| | 87,553 | | | Third Party Pricing | | n/a | | | | | | |
| Debt Investments - Liquids | | 9,338 | | | Third Party Pricing | | n/a | | | | | | |
| Total Investments | | 3,822,704 | | | | | | | | | | | |
| | $ | 3,822,704 | | | | | | | | | | | |
| | | | | | | | |
| | |
| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The following table summarizes the quantitative inputs and assumptions used for valuation of investments categorized in Level III of the fair value hierarchy as of December 31, 2025:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Fair Value | | Valuation Techniques | | Unobservable Inputs | | Ranges | | Weighted-Average | | Impact to Valuation from an Increase in Input |
| Financial Assets | | | | | | | | | | | | |
| Investments | | | | | | | | | | | | |
| Equity Investments | | $ | 2,041,413 | | | Discounted Cash Flows | | WACC | | 8.7% - 11.9% | | 10.4% | | Lower |
| | | | | | Exit Capitalization Rate | | 6.1% | | 6.1% | | Lower |
| | | | | | Exit Multiple | | 11.5x - 20.4x | | 17.7x | | Higher |
| | | | Transaction Price | | n/a | | | | | | |
| Debt Investments - Infrastructure | | 207,173 | | | Third-Party Pricing | | n/a | | | | | | |
| | | | Other | | n/a | | | | | | |
| | | | Transaction Price | | n/a | | | | | | |
| Total Investments | | 2,248,586 | | | | | | | | | | | |
| Investments in Affiliated Investee Funds | | 776,568 | | | Discounted Cash Flows | | WACC | | 5.4% - 21.4% | | 10.0% | | Lower |
| | | | | | Exit Capitalization Rate | | 4.6% - 7.2% | | 6.2% | | Lower |
| | | | | | Exit Multiple | | 11.5x - 24.7x | | 14.8x | | Higher |
| | | | Other | | Discount to Escrow | | 30.1% | | 30.1% | | Higher |
| | | | Transaction Price | | n/a | | | | | | |
| | $ | 3,025,154 | | | | | | | | | | | |
____________________
| | | | | |
| n/a | Not applicable. |
| WACC | Weighted-Average Cost of Capital. |
| Exit Multiple | Ranges include the last twelve months EBITDA multiples and the next twelve months forward EBITDA multiples. |
| Third-Party Pricing | Third-Party Pricing is generally determined on the basis of unadjusted prices between market participants provided by reputable dealers or pricing services. |
| | | | | | | | |
| | |
| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The following tables present changes in the fair value of investments for which Level III inputs were used to determine the fair value:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Level III Financial Assets at Fair Value |
| | Three Months Ended September 30, 2026 |
| | Equity Investments | | Debt Investments - Infrastructure | | Debt Investments - Liquids | | Affiliated Investee Funds | | Total |
| Balance, Beginning of Period | | $ | 3,170,444 | | | $ | 239,334 | | | $ | 4,993 | | | $ | — | | | $ | 3,414,771 | |
| Purchases | | 73,588 | | | 5,160 | | | 3,734 | | | — | | | 82,482 | |
| Sales and Proceeds from Investments | | (93,944) | | | (3,085) | | | (356) | | | — | | | (97,385) | |
| Transfers Into Level III | | — | | | — | | | 1,954 | | | — | | | 1,954 | |
| Transfers Out of Level III (a) | | — | | | — | | | (1,000) | | | — | | | (1,000) | |
| Change in Gain (Loss) Included in Net Assets | | 421,343 | | | 526 | | | 13 | | | — | | | 421,882 | |
| Balance, End of Period | | $ | 3,571,431 | | | $ | 241,935 | | | $ | 9,338 | | | $ | — | | | $ | 3,822,704 | |
| Changes in Unrealized Gain (Loss) Included in Earnings Related to Financial Assets Still Held at the Reporting Date | | $ | 421,343 | | | $ | 526 | | | $ | 13 | | | $ | — | | | $ | 421,882 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Level III Financial Assets at Fair Value |
| | Nine Months Ended September 30, 2026 |
| | Equity Investments | | Debt Investments - Infrastructure | | Debt Investments - Liquids | | Affiliated Investee Funds | | Total |
| Balance, Beginning of Period | | $ | 2,041,413 | | | $ | 207,173 | | | $ | — | | | $ | 776,568 | | | $ | 3,025,154 | |
| Purchases | | 596,785 | | | 63,537 | | | 10,768 | | | 5,667 | | | 676,757 | |
| Sales and Proceeds from Investments | | (108,106) | | | (31,272) | | | (368) | | | — | | | (139,746) | |
| Transfers Into Level III (b) | | — | | | — | | | 5,961 | | | — | | | 5,961 | |
| Transfers Out of Level III (a) | | — | | | — | | | (7,000) | | | (915,565) | | | (922,565) | |
| Change in Gain (Loss) Included in Net Assets | | 1,041,339 | | | 2,497 | | | (23) | | | 133,330 | | | 1,177,143 | |
| Balance, End of Period | | $ | 3,571,431 | | | $ | 241,935 | | | $ | 9,338 | | | $ | — | | | $ | 3,822,704 | |
| Changes in Unrealized Gain (Loss) Included in Earnings Related to Financial Assets Still Held at the Reporting Date | | $ | 1,041,339 | | | $ | 2,497 | | | $ | (23) | | | $ | 133,330 | | | $ | 1,177,143 | |
| | | | | | | | |
| | |
| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Level III Financial Assets at Fair Value |
| | Three Months Ended September 30, 2025 |
| | Equity Investments | | Debt Investments - Infrastructure | | Debt Investments - Liquids | | Affiliated Investee Funds | | Total |
| Balance, Beginning of Period | | $ | 1,342,696 | | | $ | 190,053 | | | $ | 4,698 | | | $ | 471,743 | | | $ | 2,009,190 | |
| Purchases | | 70,470 | | | 1,231 | | | 4,012 | | | 285,471 | | | 361,184 | |
| Sales and Proceeds from Investments | | — | | | (1,500) | | | — | | | (15,226) | | | (16,726) | |
| | | | | | | | | | |
| Transfers Out of Level III (a) | | — | | | — | | | (4,698) | | | — | | | (4,698) | |
| Change in Gain (Loss) Included in Net Assets | | 54,419 | | | 9,462 | | | (4) | | | (36,861) | | | 27,016 | |
| Balance, End of Period | | $ | 1,467,585 | | | $ | 199,246 | | | $ | 4,008 | | | $ | 705,127 | | | $ | 2,375,966 | |
| Changes in Unrealized Gain (Loss) Included in Earnings Related to Financial Assets Still Held at the Reporting Date | | $ | 54,419 | | | $ | 9,462 | | | $ | (4) | | | $ | (36,861) | | | $ | 27,016 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Level III Financial Assets at Fair Value |
| | Nine Months Ended September 30, 2025 |
| | Equity Investments | | Debt Investments - Infrastructure | | Debt Investments - Liquids | | Affiliated Investee Funds | | Total |
| Balance, Beginning of Period | | $ | — | | | $ | — | | | $ | — | | | $ | — | | | $ | — | |
| Purchases | | 1,375,570 | | | 126,021 | | | 8,710 | | | 690,529 | | | 2,200,830 | |
| Sales and Proceeds from Investments | | (5,111) | | | (1,887) | | | — | | | (10,966) | | | (17,964) | |
| Transfers Out of Level III (a) | | — | | | — | | | (4,698) | | | — | | | (4,698) | |
| Change in Gain (Loss) Included in Net Assets | | 97,126 | | | 75,112 | | | (4) | | | 25,564 | | | 197,798 | |
| Balance, End of Period | | $ | 1,467,585 | | | $ | 199,246 | | | $ | 4,008 | | | $ | 705,127 | | | $ | 2,375,966 | |
| Changes in Unrealized Gain (Loss) Included in Earnings Related to Financial Assets Still Held at the Reporting Date | | $ | 97,126 | | | $ | 75,112 | | | $ | (4) | | | $ | 25,564 | | | $ | 197,798 | |
____________________
(a)The transfers out of Level III Debt Investments - Liquids were primarily due to a change of observability of inputs used in the valuations of such assets. The transfer out of Level III Affiliated Investee Funds was due to the application of NAV as a practical expedient to an investment in Affiliated Investee Funds previously classified as Level III; there was no impact to the resulting fair value.
(b)The transfers into Level III financial assets were primarily due to a change of observability of inputs used in the valuations of such assets.
NAV as a Practical Expedient
The table below summarizes investments that estimate the fair value of an investment using NAV as a practical expedient. This includes investment information such as investment strategy, or industry, unfunded commitments (if applicable) and the fair value of the respective investment(s). As of September 30, 2026 and December 31, 2025, a majority of these investments may not be redeemed at or within three months of the reporting date and certain investments may not be sold without a general partner’s consent. Certain investments cannot be redeemed and distributions received will be a result of income and/or sales of underlying assets of each investment; however, an
| | | | | | | | |
| | |
| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
estimate of the period of time over which the underlying assets are expected to be liquidated for such investments cannot be made.
The following table summarizes investments that estimate the fair value of an investment using NAV as a practical expedient: | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 |
| NAV as a Practical Expedient Investments | | Unfunded Commitment | | Fair Value | | Unfunded Commitment | | Fair Value |
| Affiliated Investee Funds (a) | | $ | 911,681 | | | $ | 2,077,385 | | | $ | 355,000 | | | $ | 69,777 | |
| | | | | | | | |
____________________
(a)Affiliated Investee Funds primarily hold Level III private investments. In determining the NAV reported to the Fund, the Affiliated Investee Funds generally estimate the fair value of these underlying investments using discounted cash flow methodologies. Significant unobservable inputs utilized in those valuations typically include weighted average cost of capital, exit capitalization rates, and exit multiples.
4. Derivative Instruments
In the normal course of business, the Aggregator may enter into derivative contracts to achieve certain risk management objectives.
The Aggregator may enter into derivative instruments to hedge against foreign currency exchange rate risk on a portion or all of its non-U.S. dollar denominated investments. These instruments primarily include (a) forward currency contracts and (b) foreign currency swaps. The Aggregator utilizes forward currency contracts and foreign currency swaps, collectively referred to as foreign exchange contracts, to economically hedge the currency exposure associated with certain foreign-denominated investments. These derivative contracts are not designated as hedging instruments for accounting purposes. The use of foreign exchange contracts does not eliminate fluctuations in the price of the underlying investments recognized by the Aggregator. Additionally, the Aggregator may enter into derivative instruments to hedge against other risks in its investments, including commodity price risk and equity price risk.
As a result of the use of derivative contracts, the Aggregator is exposed to the risk that counterparties will fail to fulfill their contractual obligations. To mitigate such counterparty risk, the Aggregator enters into contracts with certain major financial institutions, primarily those with investment grade ratings. Counterparty credit risk is evaluated in determining the fair value of derivative instruments.
The table below summarizes the aggregate notional amount and fair value of the derivative instruments. The notional amount represents the absolute value amount of the derivative contracts (in thousands):
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 |
| | Assets | | Liabilities | | Assets | | Liabilities |
| | Notional | | Fair Value | | Notional | | Fair Value | | Notional | | Fair Value | | Notional | | Fair Value |
| | | | | | | | |
| Derivative Instruments | | | | | | | | | | | | | | | | |
| Foreign Currency Contracts (GBP) | | £ | — | | | $ | — | | | £ | — | | | $ | — | | | £ | 70,000 | | | $ | 14 | | | £ | 125,000 | | | $ | 234 | |
| Foreign Currency Contracts (EUR) | | € | 523,000 | | | 7,879 | | | € | 245,000 | | | 180 | | | € | 32,000 | | | 129 | | | € | 20,000 | | | 31 | |
| Bond Futures Contracts | | $ | 35,700 | | | 1,558 | | | $ | — | | | — | | | $ | — | | | — | | | $ | — | | | — | |
| Interest Rate Swap | | $ | 120,000 | | | 2,767 | | | $ | — | | | — | | | $ | — | | | — | | | $ | — | | | — | |
| | | | $ | 12,204 | | | | | $ | 180 | | | | | $ | 143 | | | | | $ | 265 | |
| | | | | | | | |
| | |
| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The table below summarizes the impact to the Condensed Consolidated Statements of Operations from derivative instruments:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| | Three Months Ended September 30, | | Nine Months Ended September 30, |
| | 2026 | | 2025 | | 2026 | | 2025 |
| Derivative Instruments | | | | | | | | |
| Realized Gain (Loss) | | | | | | | | |
| Foreign Currency Contracts | | $ | (395) | | | $ | (8,920) | | | $ | 1,379 | | | $ | (10,621) | |
| Net Change in Unrealized Gain (Loss) | | | | | | | | |
| Bond Futures Contracts | | 1,450 | | | — | | | 1,558 | | | — | |
| Foreign Currency Contracts | | 8,214 | | | 15,050 | | | 7,821 | | | 3,078 | |
| Interest Rate Swap | | 2,767 | | | — | | | 2,767 | | | — | |
| | $ | 12,036 | | | $ | 6,130 | | | $ | 13,525 | | | $ | (7,543) | |
As of September 30, 2026 and December 31, 2025, the Aggregator had not designated any derivatives as fair value, cash flow or net investment hedges for accounting purposes.
5. Repurchase Agreements
As of September 30, 2026 and December 31, 2025, the Aggregator held investments pledged as collateral with a carrying value of $250.1 million and $72.0 million, respectively.
The following table presents information regarding the Aggregator’s repurchase agreement obligations:
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | September 30, 2026 |
| | Remaining Contractual Maturity of the Agreements |
| | Overnight and Continuous | | Up to 30 Days | | 30 - 90 Days | | Greater than 90 days | | Total |
| Repurchase Agreements | | | | | | | | | | |
| Debt Investments (a) | | $ | — | | | $ | — | | | $ | — | | | $ | 187,939 | | | $ | 187,939 | |
| | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | |
| | December 31, 2025 |
| | Remaining Contractual Maturity of the Agreements |
| | Overnight and Continuous | | Up to 30 Days | | 30 - 90 Days | | Greater than 90 days | | Total |
| Repurchase Agreements | | | | | | | | | | |
| Debt Investments (a) | | $ | — | | | $ | — | | | $ | — | | | $ | 58,005 | | | $ | 58,005 | |
| | | | | | | | | | | | | | |
| | September 30, 2026 | | December 31, 2025 |
| Gross and Net Amount of Recognized Liabilities for Repurchase Agreements | | $ | 187,939 | | | $ | 58,005 | |
| Amounts Subject to an Enforceable Master Netting Arrangement | | $ | 187,939 | | | $ | 58,005 | |
_____________________
(a)Represents collateral type.
| | | | | | | | |
| | |
| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
6. Borrowings
Brentwood Credit Facility
On March 3, 2025, BXINFRA Brentwood Funding LCS L.L.C. and BXINFRA Brentwood Funding ICP L.L.C. (together, the “Brentwood Borrowers” and each, a “Brentwood Borrower”), each as a consolidated wholly owned subsidiary of the Aggregator that holds broadly syndicated loans, entered into a senior secured revolving credit agreement (the “Brentwood Credit Facility”) pursuant to which the lenders thereunder agreed to provide loans for an aggregate principal amount not to exceed $300.0 million, subject to customary conditions. The Brentwood Credit Facility contains customary representations and warranties. The obligations of the Brentwood Borrowers under the Brentwood Credit Facility have limited recourse and are secured by a first priority security interest in all of the Brentwood Borrowers’ portfolio investments and cash. Under the Brentwood Credit Facility, the Brentwood Borrowers will bear customary expenses for a credit facility of this size and type, including closing fees, arrangement fees, administration fees, and commitment fees. The parties to the Brentwood Credit Facility include the Brentwood Borrowers, BXINFRA ICP L.L.C. and BXINFRA LCS L.L.C. as co-collateral managers, a third-party administrative agent (in such capacity, the “Brentwood Administrative Agent”), also serving as sole lead arranger, and the other third-party lenders as identified in the Brentwood Credit Facility. The period in which the Brentwood Borrowers may make borrowings under the Brentwood Credit Facility expires on March 3, 2028, and the Brentwood Credit Facility matures on March 5, 2029. Upon an event of default, the Brentwood Administrative Agent may also terminate its commitment.
Under the Brentwood Credit Facility, advances bear interest at a per annum rate equal to the benchmark for the currency of the applicable advance (which, for U.S. dollar advances, at the election of the Brentwood Borrowers, is the one-month or three-month term Secured Overnight Financing Rate (“SOFR”) or the “base rate” (as defined in the Brentwood Credit Facility)), plus an applicable margin of 1.35% per annum. From and after March 3, 2028, the applicable margin for advances will increase by 0.30% per annum. The Aggregator may voluntarily prepay any loans upon notice to the Brentwood Administrative Agent without a premium or penalty, subject to certain conditions.
The Brentwood Credit Facility is subject to a commitment fee that is generally calculated based on two components, the First Unused Amount and Second Unused Amount (each as defined below), which are multiplied by a 1.00% and 0.30% commitment fee rate, respectively. The “First Unused Amount” is zero for the first three months the Brentwood Credit Facility is outstanding; thereafter, the amount is generally equal to a varying percentage of the unused aggregate commitment amount, less total borrowings outstanding. The “Second Unused Amount” means an amount equal to the aggregate commitment less total borrowings outstanding less the First Unused Amount. As of September 30, 2026 and December 31, 2025, the Aggregator had no borrowings or amounts outstanding under the Brentwood Credit Facility.
Jutland Credit Facility
On October 9, 2025, BXINFRA Jutland Funding ICP L.L.C. (the “Jutland Borrower”), a consolidated wholly owned subsidiary of the Aggregator, entered into a senior secured revolving credit agreement (the “Jutland Credit Facility”) pursuant to which the lender thereunder agreed to provide loans for an aggregate commitment amount not to exceed $150.0 million, subject to customary conditions. The Jutland Credit Facility contains customary representations and warranties. The obligations of the Jutland Borrower under the Jutland Credit Facility have limited recourse and are secured by a first priority security interest in the assets of the Jutland Borrower. Under the Jutland Credit Facility, the Jutland Borrower will bear customary expenses for a credit facility of this size and type, including unused commitment fees, average utilization fees and prepayment premiums.
The parties to the Jutland Credit Facility include the Jutland Borrower, BXINFRA ICP L.L.C. as portfolio manager, a third-party collateral agent and collateral administrator, and another third-party lender, also serving as administrative agent (the “Jutland Administrative Agent”), as identified in the Jutland Credit Facility. The period in which the Jutland Borrower may make borrowings under the Jutland Credit Facility expires on October 9, 2028, and the Jutland Credit Facility matures on October 9, 2029. Upon an event of default, the Jutland Administrative Agent may also terminate its commitment.
Under the Jutland Credit Facility, borrowings denominated in U.S. dollars will bear interest at a rate of the three-month SOFR plus an applicable margin of 1.45% per annum. The Aggregator may voluntarily prepay any loans upon notice to the Jutland Administrative Agent, without a premium or penalty, subject to certain conditions. The Jutland Credit Facility is subject to a commitment fee that accrues at 0.45% per annum on the average daily unused aggregate commitment above
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
a Minimum Utilization Percentage (defined below). If during any quarter, the aggregate outstanding principal amount of advances divided by the aggregate commitments (the “Average Utilization”) is less than (a) for the period from October 9, 2025 to and including February 9, 2026, 40.00%, (b) for the period from February 10, 2026 to and including April 9, 2026, 50.00% and (c) thereafter, 65.00% (the “Minimum Utilization Percentage”), the Aggregator shall also pay an average utilization fee (the “Average Utilization Fee”). The Average Utilization Fee is calculated as 1.45%, multiplied by the Minimum Utilization Percentage minus the Average Utilization, multiplied by the aggregate commitment.
As of September 30, 2026, the Aggregator had $60.0 million outstanding under the Jutland Credit Facility. As of September 30, 2026, the effective interest rate on borrowings outstanding was 5.24%. As of December 31, 2025, the Aggregator had $70.0 million outstanding under the Jutland Credit Facility. As of December 31, 2025, the effective interest rate on borrowings outstanding was 5.15%. The carrying value of amounts outstanding under the Jutland Credit Facility approximates fair value and this facility would be classified as Level III within the fair value hierarchy.
Aggregator Credit Agreement
On January 26, 2026, the Aggregator entered into a revolving credit agreement (the “Aggregator Credit Agreement”) pursuant to which multiple third-party lenders and letter of credit issuers thereunder agreed to provide loans and letters of credit for up to an aggregate initial commitment of $400.0 million, subject to customary conditions. The available capacity under the Aggregator Credit Agreement may be increased on a permanent or a temporary basis up to an amount agreed by the Joint Lead Arrangers (as defined below) and the increasing lenders, provided that the Aggregator, among other things, may not incur new loans or letters of credit in excess of the applicable loan to value ratio of 22.5%, where value equals the sum of the adjusted net asset values of eligible investments and certain other items (as specified in the Aggregator Credit Agreement). On September 15, 2026, the Aggregator entered into an amendment to the Aggregator Credit Agreement (as amended, the “Amended Aggregator Credit Agreement”). As of September 30, 2026, the aggregate commitment was $1.0 billion.
The parties to the Amended Aggregator Credit Agreement include the Aggregator, as borrower, a third-party administrative agent (in such capacity, the “Aggregator Administrative Agent”), third-party joint lead arrangers (in such capacities, the “Joint Lead Arrangers”), and certain other lenders and the letter of credit issuers as identified in the Amended Aggregator Credit Agreement. The Amended Aggregator Credit Agreement matures on January 26, 2028, subject to a one-year extension option requiring approval by the Aggregator Administrative Agent and extending lenders and the satisfaction of customary conditions.
Under the Amended Aggregator Credit Agreement, borrowings denominated in U.S. dollars will bear interest, at the Aggregator’s discretion, at a rate of the (a) one-month term SOFR plus a spread of 3.00% per annum, (b) daily simple SOFR plus a spread of 3.00% per annum, or (c) base rate (as defined in the Amended Aggregator Credit Agreement) plus a spread of 2.00%. Such rates may be increased by up to 2.50% per annum during a continuing event of default and/or a cash sweep event. The Amended Aggregator Credit Agreement is subject to a commitment fee that is generally based on (a) the total facility commitments, less total borrowings outstanding, multiplied by (b) the commitment fee rate. The unused commitment fee per annum rate varies from 0.45% to 0.65% and is dependent on the total borrowings outstanding. Under the Amended Aggregator Credit Agreement, the Aggregator will bear customary expenses for a credit facility of this size and type, including closing fees, arrangement fees, administration fees and unused commitment fees.
The Amended Aggregator Credit Agreement contains customary representations and warranties, events of default, cash sweep events and affirmative and negative covenants. The Aggregator’s obligations under the Amended Aggregator Credit Agreement are non-recourse to BXINFRA U.S. and secured by the Aggregator’s distributions received from investments and the equity interest in certain of its subsidiaries. Upon an event of default, the lenders of the Amended Aggregator Credit Agreement may also terminate their commitment.
As of September 30, 2026 and December 31, 2025, the Aggregator had no borrowings or amounts outstanding under the Amended Aggregator Credit Agreement.
7. Net Assets
Through March 5, 2026, the Aggregator offered two classes of limited partnership units: Class A and Class B units. On March 6, 2026, the Aggregator redesignated existing Class A units as Class I-Series I Units (defined below), discontinued its Class B units and designated two new series of Class I Units, Class I-Series II Units and Class I-Series III Units. The Aggregator, at the direction of the General Partner, has the authority to issue an unlimited number of units (each, an
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
“Aggregator Unit” or “Unit”). As of September 30, 2026, the Aggregator has two limited partners, BXINFRA U.S. and a Parallel Fund. BXINFRA U.S. and the Parallel Fund receive monthly subscriptions from their investors, which are in turn invested into the Aggregator. BXINFRA U.S. and the Parallel Fund are issued the applicable series of Class I Aggregator Units in exchange for their contributions to the Aggregator; specifically, contributions from BXINFRA U.S. Class I‑Series II units are invested into Class I‑Series II Aggregator Units, contributions from BXINFRA U.S. Class I‑Series III units are invested into Class I‑Series III Aggregator Units, and contributions from all other BXINFRA U.S. and the Parallel Fund units are invested into Class I‑Series I Aggregator Units.
The term “Transactional NAV” refers to the price at which transactions in the Aggregator’s Units are made, calculated in accordance with a valuation policy that has been approved by the BXINFRA U.S. Board of Directors. The purchase price per Aggregator Unit of each limited partner is equal to the Transactional NAV per Aggregator Unit for such limited partner as of the last calendar day of the immediately preceding month. Before the Aggregator determined its first Transactional NAV, the initial purchase price for the Aggregator’s Units was $25.00 per Aggregator Unit.
The Aggregator’s Transactional NAV was first determined as of the end of the first full month after the Initial Closing Date. Thereafter, the Transactional NAV for each class, or series of a class, of Aggregator Units is calculated monthly by the Sponsor. The Transactional NAV is based on the month-end values of investments, the addition of the value of any other assets such as cash, the deduction of any liabilities, the accrual and allocation of the Management Fee, Administration Fee and the Performance Participation Allocation (each as defined in Note 8. “Related Party Transactions”) and the deduction of expenses.
Aggregator Unit issuances related to monthly contributions are effective the first calendar day of each month. Aggregator Units are issued at a price per Aggregator Unit equivalent to the Aggregator’s most recent Transactional NAV per Aggregator Unit available for each class, or series of a class, which is the Aggregator’s prior month-end Transactional NAV per Aggregator Unit. The initial Transactional NAV for Class I-Series II Aggregator Units was, and the initial Transactional NAV for Class I-Series III Aggregator Units will be, equal to the Transactional NAV per Aggregator Unit for Class I-Series I Aggregator Units. No Class I-Series III Aggregator Units have been issued since inception.
The following table presents transactions in the Aggregator’s Units during the periods:
| | | | | | | | | | | | | | | | | | | | |
| | Class I | | |
| | Series I Units | | Series II Units | | Total |
Units Outstanding as of June 30, 2026 | | 187,645,825 | | | — | | | 187,645,825 | |
| Units Issued | | 27,090,854 | | | 999,953 | | | 28,090,807 | |
| Redemption of Units | | (239,246) | | | — | | | (239,246) | |
Units Outstanding as of September 30, 2026 | | 214,497,433 | | | 999,953 | | | 215,497,386 | |
| | | | | | |
Units Outstanding as of June 30, 2025 | | 87,520,062 | | | — | | | 87,520,062 | |
| Units Issued | | 24,171,718 | | | — | | | 24,171,718 | |
| Redemption of Units | | (17,483) | | | — | | | (17,483) | |
Units Outstanding as of September 30, 2025 | | 111,674,297 | | | — | | | 111,674,297 | |
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
| | | | | | | | | | | | | | | | | | | | |
| | Class I | | |
| | Series I Units | | Series II Units | | Total |
Units Outstanding as of December 31, 2025 | | 138,551,291 | | | — | | | 138,551,291 | |
| Units Issued | | 76,779,218 | | | 999,953 | | | 77,779,171 | |
| Redemption of Units | | (833,076) | | | — | | | (833,076) | |
Units Outstanding as of September 30, 2026 | | 214,497,433 | | | 999,953 | | | 215,497,386 | |
| | | | | | |
Units Outstanding as of December 31, 2024 | | — | | | — | | | — | |
| Units Issued | | 111,699,923 | | | — | | | 111,699,923 | |
| Redemption of Units | | (25,626) | | | — | | | (25,626) | |
Units Outstanding as of September 30, 2025 | | 111,674,297 | | | — | | | 111,674,297 | |
In accordance with the Aggregator Partnership Agreement, the General Partner can cause the Aggregator to redeem Aggregator Units from limited partners to match any redemptions made by BXINFRA U.S. and any Parallel Fund. Any redemption of Aggregator Units will be effected by the Aggregator as needed to comply with the redemption plan of BXINFRA U.S. and any Parallel Fund and otherwise as determined by the General Partner. A Parallel Fund may withdraw entirely from the Aggregator and have all of its Aggregator Units redeemed by the Aggregator only with the consent of BXINFRA U.S., including, if applicable, approval by the BXINFRA U.S. Board of Directors.
During the three and nine months ended September 30, 2026, 239,246 Aggregator Units and 833,076 Aggregator Units were redeemed for an aggregate value of $7.8 million and $24.9 million, respectively. During the three and nine months ended September 30, 2025, 17,483 Aggregator Units and 25,626 Aggregator Units were redeemed, respectively, for an aggregate value of $0.5 million and $0.7 million.
Distributions
The Aggregator may declare quarterly distributions on Aggregator Units as authorized by the General Partner and may pay such distributions to unitholders on a quarterly basis.
The following table presents a summary of the aggregate distributions declared and payable for the nine months ended September 30, 2026 for each applicable class of Aggregator Units. No Class I-Series III Aggregator Units have been issued by the Aggregator since inception.
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| | | | | | Distributions Per Unit |
| Declaration Date | | Record Date (b) | | Payment Date | | Class I-Series I Units | | Class I-Series II Units |
| April 23, 2026 | | March 31, 2026 | | May 5, 2026 | | $ | 0.2200 | | | $ | — | |
| July 23, 2026 | | June 30, 2026 | | August 3, 2026 | | $ | 0.2200 | | | $ | — | |
| October 22, 2026 | | September 30, 2026 | | November 3, 2026 | | $ | 0.2300 | | | $ | 0.2300 | |
| | | | | | | | |
| | | | | | $ | 0.6700 | | | $ | 0.2300 | |
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
The following table presents a summary of the aggregate distributions declared and payable for the nine months ended September 30, 2025 for each applicable class of Units.
| | | | | | | | | | | | | | | | | | | | |
| | | | | | Distributions Per Unit |
| Declaration Date | | Record Date | | Payment Date | | Class I-Series I Units |
| April 29, 2025 | | March 31, 2025 (a) | | May 2, 2025 | | $ | 0.0962 | |
| July 29, 2025 | | June 30, 2025 (b) | | August 1, 2025 | | $ | 0.2000 | |
| October 22, 2025 | | September 30, 2025 (b) | | November 3, 2025 | | $ | 0.2000 | |
| | | | | | |
| | | | | | $ | 0.4962 | |
________________________________
(a)To unitholders of record immediately following the close of business.
(b)To unitholders of record as of the open of business.
8. Related Party Transactions
Partnership Agreement
The Aggregator has entered into the Aggregator Partnership Agreement with the General Partner. Under the terms of the Aggregator Partnership Agreement, overall responsibility for the Aggregator rests with the General Partner. The General Partner has delegated BXINFRA’s portfolio management function to the Investment Manager on January 2, 2025.
Performance Participation Allocation
The General Partner receives a performance participation allocation (the “Performance Participation Allocation”) by BXINFRA (through the Aggregator) equal to 12.5% of total return subject to a 5% annual hurdle amount and a high water mark with 100% catch-up. Such allocation is measured on a calendar year basis, accrued monthly and payable quarterly (subject to pro-rating for partial periods), and without taking into account accrued and unpaid taxes of any intermediate entity through which BXINFRA indirectly invests in an investment (or any comparable entities of Other Blackstone Accounts in which BXINFRA directly or indirectly participates) or taxes paid by any such intermediate entity during the applicable month. For the first calendar year of BXINFRA’s operations, the allocation was payable annually, after the end of such first calendar year, and thereafter, the allocation is payable quarterly. The General Partner, in its discretion, may elect to receive the Performance Participation Allocation in (a) cash, (b) the Aggregator’s, BXINFRA U.S.’s, the Feeder’s, or a Parallel Fund’s units or shares (as applicable) and/or (c) units, shares, or interests (as applicable) of intermediate entities. If the Performance Participation Allocation is paid in units, such units may be redeemed at the General Partner’s request, upon 60 days’ written notice, and will be subject to certain limitations.
The General Partner elected to receive $5.0 million of Performance Participation Allocation accrued during the year ended December 31, 2025 as equity of intermediate entities. During the nine months ended September 30, 2026, the equity of intermediate entities was issued and then contributed to BXINFRA U.S. in exchange for 180,705 BXINFRA U.S. Class I-Series I units, after which BXINFRA U.S. contributed such equity to the Aggregator in exchange for 180,640 Aggregator Units.
For the three and nine months ended September 30, 2026, the Aggregator accrued Performance Participation Allocation of $49.8 million and $119.1 million, respectively, of which $29.2 million and $70.4 million was paid in cash from intermediate entities to the General Partner, with the remainder outstanding. For the three and nine months ended September 30, 2025, the Aggregator accrued Performance Participation Allocation of $13.4 million and $24.5 million, respectively, which were fully paid in cash from intermediate entities to the General Partner.
Investment Management Agreement
On March 6, 2026, BXINFRA U.S. entered into an amended and restated investment management agreement with the Investment Manager (as may be further amended and restated from time to time, the “Investment Management Agreement”). As part of carrying out its investment management services (including structuring investments through the Aggregator), the Investment Manager has entered into, and may in the future enter into sub-advisory, or other similar arrangements, with other advisory subsidiaries of Blackstone. These sub-advisory relationships do not affect the terms of the Investment Management Agreement.
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Management Fee
In consideration for its investment management services, the Aggregator, on behalf of its limited partners, pays the Investment Manager a management fee (the “Management Fee”) equal to, in the aggregate, (a) 1.25% of the Aggregator’s Transactional NAV attributable to Class I-Series I Units, (b) 1.05% of the Aggregator’s Transactional NAV attributable to Class I-Series II Units and (c) 0.95% of the Aggregator’s Transactional NAV attributable to Class I-Series III Units, as applicable, accrued monthly (1/12th of the total annual Management Fee) and payable quarterly, before giving effect to any accruals for the Management Fee, unitholder servicing fees, Administration Fee (as defined below), Performance Participation Allocation, pending Aggregator Unit redemptions, distributions, if any, and without taking into account accrued and unpaid taxes of any intermediate entity through which the Aggregator indirectly invests in an investment (or any comparable entities of Other Blackstone Accounts in which the Aggregator directly or indirectly participates) or taxes paid by any such intermediate entity during the applicable month.
The Investment Manager, in its discretion, may elect to receive the Management Fee in (a) cash, (b) the Aggregator’s, BXINFRA U.S.’s, the Feeder’s, or a Parallel Fund’s units or shares (as applicable) and/or (c) units, shares or interests (as applicable) of intermediate entities. If the Management Fee is paid in units, such units may be redeemed at the Investment Manager’s request, upon 60 days’ written notice, and will be subject to certain limitations. Additionally, the Investment Manager may separately elect for the Management Fee to be paid (in whole or in part) to an affiliate of the Investment Manager in satisfaction of Management Fee amounts owed to the Investment Manager in connection with services provided by such affiliate to BXINFRA and/or any intermediate entity.
The Investment Manager agreed to waive the Management Fee for the first six months following the Initial Closing Date. Management Fees may be offset by certain fees paid to the Investment Manager or its affiliates in connection with BXINFRA’s investments consistent with the Aggregator Partnership Agreement and the Investment Management Agreement. These fees, when recognized, are presented as Management Fees Waived. There were no such management fee offsets for the three and nine months ended September 30, 2026 and 2025. Refer to Note 2. “Summary of Significant Accounting Policies” for more information on management fee waivers.
For the three and nine months ended September 30, 2026, the Aggregator accrued gross Management Fees of $20.3 million and $51.0 million, respectively. For the three and nine months ended September 30, 2025, the Aggregator accrued gross Management Fees of $8.6 million and $19.3 million, respectively, of which $10.7 million was waived by the Investment Manager for the nine months ended September 30, 2025. No management fee was waived for the three months ended September 30, 2025. The waived Management Fees are reported in Management Fees Waived on the Condensed Consolidated Statements of Operations.
Administration Fee
The Investment Manager and its affiliates provide administration services to BXINFRA, consistent with the Aggregator Partnership Agreement and the Investment Management Agreement. In consideration for its administrative services, the Investment Manager is entitled to receive an administration fee (the “Administration Fee”) payable by BXINFRA directly or indirectly through an intermediate entity, equal to, in the aggregate, 0.10% of the Aggregator’s Transactional NAV per annum, accrued monthly (1/12th of the total annual Administration Fee) and payable monthly (or payable at such later time in the discretion of the Investment Manager), before giving effect to any accruals for the Management Fee, unitholder servicing fee, Administration Fee and Performance Participation Allocation, pending Aggregator Unit redemptions, distributions, if any, and without taking into account accrued and unpaid taxes of any intermediate entity through which BXINFRA indirectly invests in an investment (or any comparable entities of Other Blackstone Accounts in which BXINFRA directly or indirectly participates) or taxes paid by any such intermediate entity during the applicable month.
From time to time, the Investment Manager may outsource certain administrative duties provided to BXINFRA with respect to the Administration Fee to third parties. The fees, costs and expenses of any such third-party service providers will be payable by the Investment Manager out of its Administration Fee such that the Administration Fee should not exceed, in the aggregate, 0.10% of the Aggregator’s Transactional NAV.
For the three and nine months ended September 30, 2026, the Aggregator accrued Administration Fees of $1.6 million and $4.1 million, respectively. For the three and nine months ended September 30, 2025, the Aggregator accrued Administration Fees of $0.7 million and $1.5 million, respectively.
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Investments in Affiliated Investee Funds
As of September 30, 2026 and December 31, 2025, the Aggregator had Investments in Affiliated Investee Funds of $2.1 billion and $920.5 million, respectively. Refer to Note 2. “Summary of Significant Accounting Policies” for more information on Investments in Affiliated Investee Funds.
Expense Support
During the year ended December 31, 2025, the Investment Manager has voluntarily agreed to pay certain expenses on behalf of BXINFRA such that the total expenses borne by BXINFRA (excluding interest expense, organization and offering expenses, unitholder servicing fees, the Performance Participation Allocation and taxes) did not exceed an annualized rate of 0.50% of BXINFRA’s NAV.
For the nine months ended September 30, 2025, the Aggregator accrued Expense Support of $0.7 million, that was subsequently paid by the Investment Manager. No fees were charged to the Investment Manager for agreeing to bear these expenses and the Investment Manager will not be reimbursed by the Aggregator. There was no accrued Expense Support for the three months ended September 30, 2025.
Due to/from Affiliates
Due to Affiliates consists of cash advances made by Finco (as defined below) on behalf of the Aggregator for the payment of fund and tax expenses. These amounts are intended to be cash reimbursed by the Aggregator and are non-interest bearing. Due from Affiliates consists of balances owed to the Aggregator from other non-consolidated entities within BXINFRA.
BXINFRA Lux
BXINFRA invests alongside BXINFRA Lux, a European long-term investment fund available to individual investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, certain Asian jurisdictions or certain other jurisdictions. While BXINFRA and BXINFRA Lux have substantially similar investment objectives and strategies and are expected to have highly overlapping investment portfolios, BXINFRA and BXINFRA Lux are operated as distinct investment structures.
Related Party Transactions
BXINFRA may, from time to time, enter into transactions with certain affiliates and controlled portfolio companies of Other Blackstone Accounts. Such transactions are subject to oversight and, where required, approval by the independent directors of BXINFRA U.S. and are conducted in accordance with the terms of BXINFRA U.S.’s third amended and restated limited partnership agreement and applicable policies and procedures.
During the three and nine months ended September 30, 2026, the Aggregator acquired Infrastructure Investments, liquid debt and other securities, including but not limited to loans, debt securities, certain public equities, interests in collateralized debt obligation and loan obligation vehicles, derivatives, money market instruments, cash and cash equivalents (“Debt and Other Securities”) and future commitments to acquire Infrastructure Investments totaling up to $320.0 million and $630.0 million, respectively, from Blackstone Holdings Finance Co. L.L.C. (“Finco”), an affiliate of the Investment Manager, pursuant to an amended and restated warehousing agreement entered into by BXINFRA U.S., BXINFRA Lux, the Investment Manager and Finco on August 22, 2025 (as may be further amended and restated from time to time, the “Amended and Restated Warehousing Agreement”). During the three and nine months ended September 30, 2025, the Aggregator acquired Debt and Other Securities and future commitments to acquire Infrastructure Investments totaling up to $258.5 million and $2.3 billion, respectively, from Finco, pursuant to the Amended and Restated Warehousing Agreement. For more information on the Amended and Restated Warehousing Agreement, see Note 9. “Warehousing Agreement” in the “Notes to Condensed Financial Statements” of BXINFRA U.S.
During the three and nine months ended September 30, 2026, the Aggregator extended credit to portfolio companies controlled by Other Blackstone Accounts in connection with two new investments for an aggregate amount of $34.0 million. Additionally, during the three and nine months ended September 30, 2026, the Aggregator participated in follow-on extensions of additional credit to portfolio companies controlled by Other Blackstone Accounts in connection with two existing investments for an aggregate amount of $3.7 million and $18.1 million, respectively. During the nine months ended September 30, 2025, the Aggregator extended credit to portfolio companies controlled by Other Blackstone
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Accounts in connection with four new investments for an aggregate amount of $67.1 million. During the three months ended September 30, 2025, the Aggregator did not provide any new extensions of credit to portfolio companies controlled by Other Blackstone Accounts. During the three and nine months ended September 30, 2025, the Aggregator did not participate in any follow-on extensions of additional credit to portfolio companies controlled by Other Blackstone Accounts. The terms of the investments were negotiated by participating third-party investors and the Aggregator participated on the same terms as such third-party investors and Other Blackstone Accounts, if any.
Additionally, during the nine months ended September 30, 2026, the Aggregator acquired three loans from Finco for an aggregate amount of $11.6 million. The loans were purchased from Finco at a purchase price of cost. The Aggregator did not acquire any loans from Finco during the three months ended September 30, 2026 and 2025 nor the nine months ended September 30, 2025.
A portion of BXINFRA’s portfolio consists of fund interests in Blackstone’s infrastructure funds, including capital commitments to such funds. During the three and nine months ended September 30, 2026, the Aggregator funded capital commitments to such funds for an aggregate amount of $300.1 million and $406.0 million, respectively, and received a cash distribution from three such funds for an aggregate amount of $21.9 million and $32.1 million, respectively, for the three and nine months ended September 30, 2026. During the three and nine months ended September 30, 2025, the Aggregator funded capital commitments to such funds for an aggregate amount of $120.3 million and $578.2 million, respectively. The Aggregator received a cash distribution from one such fund for an aggregate amount of $14.8 million and $19.0 million, respectively, for the three and nine months ended September 30, 2025. See Note 9. “Commitments and Contingencies” for more information on the commitments made to other Blackstone funds.
Additionally, the Investment Manager has delegated the portfolio management of BXINFRA’s Investments in Debt and Other Securities to other Blackstone investment managers (the “Sub-Investment Managers”) and, from time to time, the Sub-Investment Managers identify opportunities for cross transactions between BXINFRA and Other Blackstone Accounts. During the three and nine months ended September 30, 2026, the Aggregator did not participate in any cross-transactions with any Other Blackstone Accounts. During the three and nine months ended September 30, 2025, there were five such transactions for an aggregate amount of $7.0 million.
9. Commitments and Contingencies
Commitments
The Investment Manager agreed to advance organizational and offering expenses, other than unitholder servicing fees, on BXINFRA’s behalf through the first anniversary of the Initial Closing Date (such first anniversary, the “Effective Date”). The Aggregator will reimburse the Investment Manager for all such advanced expenses ratably over the 60 months following the Effective Date. As of December 31, 2025, the Investment Manager and its affiliates have incurred organizational and offering expenses on BXINFRA’s behalf in the amount of $3.6 million of which $3.2 million relates to Organizational Expenses and was expensed as incurred and $0.4 million relates to offering costs that are capitalized as a deferred expense and amortized over 12 months. During the three and nine months ended September 30, 2026, the Investment Manager advanced $0.1 million and $0.6 million, respectively, of additional Organizational Expenses on BXINFRA’s behalf. As of September 30, 2026, the Aggregator had Organizational Cost Payable of $0.1 million due to the Investment Manager and no Offering Cost Payable.
As of September 30, 2026, the Aggregator had unfunded commitments to existing investments of $2.0 billion, of which $897.0 million is committed to other Blackstone funds, and had no additional conditional commitments to new investments, which excludes investment commitments of the BXINFRA Warehouse as it is not certain whether BXINFRA will ultimately acquire any such investments. Conditional commitments are held among the BXINFRA Fund Program and BXINFRA’s allocation will be determined at closing. Conditional commitments are subject to certain terms and conditions prior to closing of the relevant transactions and there can be no assurance that such transactions will close as expected or at all.
Contingencies
The Aggregator may, from time to time, be party to various legal matters arising in the ordinary course of business, including claims and litigation proceedings. As of September 30, 2026, the Aggregator was not subject to any material litigation nor was the Aggregator aware of any material litigation threatened against it.
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
Indemnifications
In the normal course of business, the Aggregator enters into contracts that contain a variety of indemnification arrangements. The Aggregator’s exposure under these arrangements, if any, cannot be quantified. However, the Aggregator has not had any claims or losses pursuant to these indemnification arrangements and expects the potential for a material loss to be remote as of September 30, 2026.
10. Income Taxes
Uncertain Tax Positions
As of September 30, 2026 and December 31, 2025, the Aggregator is not aware of any uncertain tax positions that would require recognition in the condensed consolidated financial statements.
Tax Contingencies
The Aggregator files its tax returns as prescribed by the tax laws of the jurisdictions in which it operates. In the normal course of business, the Aggregator and the Aggregator Corporations are subject to examination by various taxing authorities.
11. Financial Highlights
The following financial highlights are calculated for the limited partners as a whole. Calculation of these highlights on an individual limited partner basis may yield results that vary from those stated herein due to the timing of capital transactions and differing fee arrangements. No Class I-Series III Aggregator Units have been issued since inception. As of September 30, 2025, no Class I-Series II Aggregator Units were outstanding.
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| | Nine Months Ended September 30, 2026 (a) |
| | Class I |
| | Series I Units (b) | | Series II Units |
| Per Unit Data | | | | |
| Net Asset Value, Beginning of Period (b) | | $ | 27.55 | | | $ | — | |
| Proceeds from Units Issued | | — | | | 30.00 | |
| Net Investment Income (Loss) | | (0.61) | | | (0.20) | |
| Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | 5.12 | | | 1.86 | |
| Net Increase in Net Assets | | 4.51 | | | 1.66 | |
| Distributions | | (0.67) | | | (0.23) | |
| Net Asset Value, End of Period | | $ | 31.39 | | | $ | 31.43 | |
| Units Outstanding, End of Period | | 214,497,433 | | | 999,953 | |
| Total Return Based on Net Asset Value (c) | | 16.38 | % | | 5.53 | % |
| Ratios to Weighted-Average Net Assets (Non-Annualized) | | | | |
| Expenses without Waivers (d) | | 1.57 | % | | 0.47 | % |
| Expense Support and Management Fees Waivers (d) | | 0.00 | % | | 0.00 | % |
| Accrued Performance Participation Allocation | | 0.94 | % | | 0.79 | % |
| Total Expenses | | 2.51 | % | | 1.26 | % |
| Net Investment Income (Loss) | | -2.10 | % | | -0.69 | % |
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| BXINFRA Aggregator (CYM) L.P. | |
Notes to Condensed Consolidated Financial Statements (Unaudited) |
| (Dollars in Thousands, Except Unit and Per Unit Data, Except Where Noted) |
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| | Nine Months Ended September 30, 2025 (a) |
| | Class I |
| | Series I Units (b) | | |
| Per Unit Data | | | | |
| Net Asset Value, Beginning of Period (b) | | $ | — | | | |
| Proceeds from Units Issued | | 25.00 | | | |
| Net Investment Income (Loss) | | 0.23 | | | |
| Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies | | 1.80 | | | |
| Net Increase in Net Assets | | 2.03 | | | |
| Distributions | | (0.50) | | | |
| Net Asset Value, End of Period | | $ | 26.53 | | | |
| Units Outstanding, End of Period | | 111,674,297 | | | |
| Total Return Based on Net Asset Value (c) | | 6.13 | % | | |
| Ratios to Weighted-Average Net Assets (Non-Annualized) | | | | |
| Expenses without Waivers (d) | | 1.87 | % | | |
| Expense Support and Management Fees Waivers (d) | | -0.56 | % | | |
| Accrued Performance Participation Allocation | | 1.21 | % | | |
| Total Expenses | | 2.52 | % | | |
| Net Investment Income (Loss) | | 0.71 | % | | |
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(a)Amounts and percentages may not add or recalculate due to rounding.
(b)On March 6, 2026, the Aggregator redesignated existing Class A units as Class I-Series I Units.
(c)Total return is calculated as the change in Net Asset Value per Unit during the period, plus distributions per Unit (assuming dividends and distributions are reinvested in accordance with the Aggregator’s distribution reinvestment plan) divided by the beginning Net Asset Value per Unit or the initial Net Asset Value per Unit, when applicable. Total return does not include upfront transaction fees, if any.
(d)Expense ratio includes Management Fees, Organizational Expenses, Professional Fees, Interest Expense, Deferred Offering Costs Amortization, Deferred Financing Cost Amortization, Administration Fees and Other, as applicable.
12. Subsequent Events
The Aggregator has evaluated the impact of all subsequent events through November 10, 2026, which is the date that these condensed consolidated financial statements were available to be issued, and except as noted below, has determined that there were no subsequent events requiring adjustment to, or disclosure in, the condensed consolidated financial statements.
On October 22, 2026, the Aggregator redesignated existing series of Units and designated additional series of Units. As of November 10, 2026, the Aggregator offers five classes, or series of classes, of limited partnership Units: Class I-Series I, Class I-Series II, Class I-Series III, Class I-Series IV and Class I-Series E Units. Redesignations did not result in any adjustments to the condensed consolidated financial statements.
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis should be read in conjunction with the unaudited condensed consolidated financial statements and the related notes of the Feeder, the unaudited condensed financial statements and the related notes of BXINFRA U.S. and the unaudited condensed consolidated financial statements and the related notes of the Aggregator, all included within this Quarterly Report on Form 10-Q.
The investment activities of BXINFRA are carried out through the Aggregator, a non-consolidated affiliate of BXINFRA U.S. As such, in this discussion and analysis, we believe it is important to present information for the Feeder, BXINFRA U.S. and the Aggregator. The unaudited financial statements of each entity are presented in Part I. Item 1. “Financial Statements” of this document. The Feeder, BXINFRA U.S., the Aggregator, and any Parallel Funds collectively form BXINFRA. BXINFRA and BXINFRA Lux collectively form the BXINFRA Fund Program.
Overview
Blackstone launched BXINFRA U.S. on January 2, 2025 and BXINFRA Lux on January 2, 2026. The BXINFRA Fund Program serves to provide eligible investors greater access to Blackstone’s private infrastructure platform. Our investment objectives are to deliver attractive risk-adjusted returns consisting of both current income and long-term capital appreciation. We seek to meet our investment objectives by investing primarily in infrastructure equity, secondaries, and credit strategies (collectively, “Infrastructure Investments”), leveraging the talent and investment capabilities of Blackstone’s infrastructure platform to create an attractive portfolio of alternative infrastructure investments.
Our investment strategy will employ the full breadth of Blackstone’s Infrastructure Platform, including:
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| Infrastructure Equity | | Infrastructure Secondaries | | Infrastructure Credit |
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Infrastructure equity investments generally include direct investments in infrastructure platforms and other assets where we can drive long-term growth, including through operational improvements | | Infrastructure secondaries investments include investments in limited partner interests of private funds in the secondary market, including Core+ and Core infrastructure funds, fund continuation vehicles and other structured solutions | | Infrastructure credit investments include structured loans to infrastructure companies often secured by assets with long-term contracted cash flows |
To a lesser extent, we also invest in liquid debt and other securities, including but not limited to loans, debt securities, certain public equities, interests in collateralized debt obligation and loan obligation vehicles, derivatives, money market instruments, cash and cash equivalents (“Debt and Other Securities”) across asset classes (not limited to infrastructure). Debt and Other Securities may be used to generate income, facilitate capital deployment and provide a potential source of liquidity.
We will generally seek to invest at least 80% of our NAV in Infrastructure Investments and up to 20% of our NAV in Debt and Other Securities. Our investments may vary materially from these indicative allocation ranges, including due to factors such as a large inflow of capital over a short period of time, the Sponsor’s assessment of the relative attractiveness of opportunities, or an increase in anticipated cash requirements or redemption requests and subject to any limitations or requirements relating to applicable law. Certain investments could be characterized by the Investment Manager, in its discretion, as either Infrastructure Investments or Debt and Other Securities depending on the terms and characteristics of such investments. We may make investments by investing in or alongside Other Blackstone Accounts, subject to the terms and conditions of our and such Other Blackstone Accounts’ governing documents.
We expect to access Infrastructure Investments in a variety of ways, including through direct investments in companies and other operating assets; secondary market purchases of existing investments in established investment funds, fund continuation vehicles and other structured solutions managed by Blackstone affiliates or third-party managers; and capital commitments to commingled investment funds managed by Blackstone affiliates or third-party managers.
Business Environment
As of September 30, 2026, BXINFRA has generated strong returns across its portfolio, led by the performance of its digital, transportation, and energy infrastructure investments. Continued demand for data center capacity, which is supported by increasing data creation, consumption, and storage, along with new leasing activity has contributed to favorable long-term growth expectations within the digital infrastructure portfolio. While public market volatility rose during the quarter, in part due to rising interest rates, private infrastructure investment performance, including BXINFRA’s investments, was less affected by these conditions. Nevertheless, we continue to monitor certain factors that may impact the portfolio, such as power availability, costs, and the broader policy and regulatory environment.
Investment Portfolio
BXINFRA’s portfolio is primarily invested in companies headquartered in North America and diversified across Blackstone Infrastructure’s key themes of digital, energy and transportation.
As of September 30, 2026, BXINFRA’s portfolio:
•Provides exposure to over 35 underlying infrastructure platforms and portfolio companies, including infrastructure investments held through fund interests.
•Consists of Infrastructure Investments and future commitments to acquire investments totaling up to $7.2 billion, exclusive of the investment commitments acquired by consolidated legal entities of Blackstone Holdings Finance Co. L.L.C. under a warehousing agreement (the “BXINFRA Warehouse”). Out of the $7.2 billion, BXINFRA has invested or committed $5.7 billion to Infrastructure Equity investments, $732.8 million to Infrastructure Secondaries and $788.1 million to Infrastructure Credit. On an invested basis, 22.4% of BXINFRA’s fair market value consists of fund interests in Blackstone’s infrastructure funds and diversified secondaries portfolios. BXINFRA holds $472.6 million of Debt Investments – Liquids at cost.
As of September 30, 2026, the BXINFRA Warehouse had no commitments.
Subsequent to September 30, 2026, the BXINFRA Fund Program committed $1.5 billion to an equity investment within the energy infrastructure sector. The BXINFRA Fund Program expects to fund less than the full commitment upon the closing of the transaction as a result of investment-level financing.
Key Components of Our Results of Operations and Financial Metrics
Our key financial measures and the results of operations are discussed below.
The Feeder’s Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S.
The Feeder generates income primarily from its investment in BXINFRA U.S. and has the same investment objectives as BXINFRA U.S. The Feeder was established for certain investors with particular tax characteristics, such as tax-exempt investors and certain non-U.S. investors, to participate in BXINFRA U.S. in a more tax-efficient manner. The Feeder had an interest of 28.4% in BXINFRA U.S. as of September 30, 2026, an increase of 1.0%, compared to an interest of 27.4% as of September 30, 2025, primarily driven by relative capital activity between the Feeder and other investors in BXINFRA U.S.
For the three and nine months ended September 30, 2026, BXINFRA U.S. generated a Net Increase in Net Assets Resulting from Operations of $325.7 million and $778.7 million, respectively, an increase of $241.7 million and $628.1 million, compared to $84.0 million and $150.6 million for the three and nine months ended September 30, 2025, respectively. This resulted in the Feeder recognizing a Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S. of $78.0 million and $185.3 million for the three and nine months ended September 30, 2026, respectively, an increase of $60.9 million and $156.1 million, compared to $17.1 million and $29.2 million for the three and nine months ended September 30, 2025, respectively. There were no net realized gains or losses from the investment in BXINFRA U.S. for the three and nine months ended September 30, 2026 and 2025. Key drivers of the results of operations of BXINFRA U.S. are discussed below.
BXINFRA U.S.’s Net Change in Unrealized Gain (Loss) on Investment in the Aggregator
BXINFRA U.S. generates income primarily from its investment in the Aggregator and has the same investment objective as the Aggregator. BXINFRA U.S. had an interest of 94.9% in the Aggregator as of September 30, 2026, an increase of 2.6% compared to an interest of 92.3% as of September 30, 2025, primarily due to relative capital activity between BXINFRA U.S. and the Parallel Fund.
For the three and nine months ended September 30, 2026, the Aggregator generated a Net Increase in Net Assets Resulting from Operations of $343.9 million and $826.1 million, respectively, an increase of $252.1 million and $663.0 million, compared to $91.8 million and $163.1 million for the three and nine months ended September 30, 2025, respectively. This resulted in BXINFRA U.S. recognizing a Net Change in Unrealized Gain (Loss) on Investment in the Aggregator of $279.0 million and $660.2 million for the three and nine months ended September 30, 2026, respectively, an increase of $215.2 million and $550.9 million compared to $63.8 million and $109.3 million for the three and nine months ended September 30, 2025, respectively. There were no net realized gains or losses from the investment in the Aggregator for the three and nine months ended September 30, 2026 and 2025. Key drivers of the results of operations of the Aggregator are discussed below.
Aggregator Income, Expenses and Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies
The Aggregator generates income, gains and losses primarily from its Infrastructure Investments and investments in Debt and Other Securities. Realized gains or losses are measured as the difference between the net proceeds from the sale, repayment, or disposal of an asset and the adjusted cost basis of the asset, without regard to unrealized gains or losses previously recognized. Net change in unrealized gains or losses reflects the change in investment values during the reporting period, including any reversal of previously recorded unrealized gains or losses, when gains or losses are realized. Net realized and unrealized gains and losses can also arise due to the translation of assets and liabilities denominated in foreign currencies.
The Aggregator generates income in the form of dividends and interest on its Infrastructure Investments. To a lesser extent, the Aggregator’s liquid debt investments generate interest income.
For the three months ended September 30, 2026, the increase in the Aggregator’s Net Increase in Net Assets Resulting from Operations of $252.1 million compared to the three months ended September 30, 2025 was attributable to an increase of $298.4 million in Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies, partially offset by a decrease of $46.3 million in Net Investment Income (Loss).
For the nine months ended September 30, 2026, the increase in the Aggregator’s Net Increase in Net Assets Resulting from Operations of $663.0 million compared to the nine months ended September 30, 2025 was attributable to an increase of $788.3 million in Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies, partially offset by a decrease of $125.3 million in Net Investment Income (Loss).
Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies
For the three months ended September 30, 2026, the Aggregator had $390.2 million of Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies, an increase of $298.4 million, compared to $91.8 million for the three months ended September 30, 2025. The primary drivers contributing to the increase for the three months ended September 30, 2026 are:
•$391.6 million of Net Change in Unrealized Gain (Loss) on Investments, compared to $94.9 million for the three months ended September 30, 2025, resulting in a $296.7 million increase that was primarily due to incremental purchases of investments and unrealized appreciation on Investments in Affiliated Investee Funds and digital infrastructure and transportation infrastructure investments.
•$12.4 million of Net Change in Unrealized Gain (Loss) on Derivative Instruments, compared to $15.1 million for the three months ended September 30, 2025, resulting in a $2.7 million decrease that was primarily due to lower unrealized gains on foreign currency contracts, partially offset by unrealized gains on interest rate swaps and bond futures contracts.
•$(12.5) million of Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies, compared to $(5.1) million for the three months ended September 30, 2025, resulting in a $7.4 million decrease that was primarily due to purchases of new foreign-denominated investments and the fluctuation of foreign exchange rates.
•$(1.2) million of Net Realized Gain (Loss) on Investments, Derivative Instruments, and Translation of Assets and Liabilities in Foreign Currencies, compared to $(13.1) million for the three months ended September 30, 2025, resulting in a $11.9 million increase that was primarily attributable to a decrease in realized losses on liquid debt investments in the three months ended September 30, 2026, compared to the three months ended September 30, 2025.
For the nine months ended September 30, 2026, the Aggregator had $937.0 million of Net Realized and Unrealized Gain (Loss) on Investments, Derivative Instruments and Translation of Assets and Liabilities in Foreign Currencies, an increase of $788.3 million, compared to $148.7 million for the nine months ended September 30, 2025. The primary drivers contributing to the increase for the nine months ended September 30, 2026 are:
•$960.6 million of Net Change in Unrealized Gain (Loss) on Investments, compared to $159.1 million for the nine months ended September 30, 2025, resulting in a $801.5 million increase that was primarily due to an increase in the investment asset base and unrealized appreciation on Investments in Affiliated Investee Funds and digital infrastructure and transportation infrastructure investments.
•$12.1 million of Net Change in Unrealized Gain (Loss) on Derivative Instruments, compared to $3.1 million for the nine months ended September 30, 2025, resulting in a $9.0 million increase that was primarily due to a reversal of previously recognized unrealized losses upon the realization of foreign currency contracts during the nine months ended September 30, 2025, as well as higher unrealized gains on derivative contracts nine months ended September 30, 2026.
•$(32.2) million of Net Change in Unrealized Gain (Loss) on Translation of Assets and Liabilities in Foreign Currencies, compared to $5.4 million for the nine months ended September 30, 2025, resulting in a $37.6 million decrease that was primarily due to purchases of new foreign-denominated investments and the fluctuation of foreign exchange rates.
•$(3.6) million of Net Realized Gain (Loss) on Investments, Derivative Instruments, and Translation of Assets and Liabilities in Foreign Currencies, compared to $(18.8) million for the nine months ended September 30, 2025, resulting in a $15.2 million increase that was primarily attributable to a decreased realized loss on liquid debt investments in the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025.
Net Investment Income (Loss)
For the three months ended September 30, 2026, the Aggregator’s Net Investment Income (Loss) was $(46.3) million, a decrease of $46.3 million, compared to less than $(0.1) million for the three months ended September 30, 2025. The decrease in Net Investment Income (Loss) was primarily attributable to an increase of $52.8 million in Net Expenses, partially offset by an increase of $10.0 million in Total Income.
For the nine months ended September 30, 2026, the Aggregator’s Net Investment Income (Loss) was $(110.9) million, a decrease of $125.3 million, compared to $14.4 million for the nine months ended September 30, 2025. The decrease in Net Investment Income (Loss) was primarily attributable to an increase of $151.1 million in Net Expenses, partially offset by an increase of $31.0 million in Total Income.
Aggregator Income
For the three months ended September 30, 2026, the Aggregator generated $42.3 million in Total Income, an increase of $10.0 million, compared to $32.3 million for the three months ended September 30, 2025. The increase was primarily driven by an increase of $4.3 million in Dividend Income and an increase of $3.9 million in Interest Income.
For the nine months ended September 30, 2026, the Aggregator generated $101.0 million in Total Income, an increase of $31.0 million, compared to $70.0 million for the nine months ended September 30, 2025. The increase was primarily driven by an increase of $23.7 million in Interest Income and an increase of $8.1 million in Dividend Income.
Aggregator Expenses
Except as specifically provided below, all investment professionals and staff of the Investment Manager, when and to the extent engaged in providing investment management services to us, and the base compensation, bonus and benefits, and the routine overhead expenses of such personnel allocable to such services, are provided and paid for by the Investment Manager. The Aggregator bears other expenses of its operations, including, but not limited to (a) investment management and administration fees paid to the Investment Manager pursuant to BXINFRA U.S.’s Investment Management Agreement (as defined in Part I. Item 1. “Financial Statements”), (b) Performance Participation Allocation (as defined in Part I. Item 1. “Financial Statements”) paid to the General Partner, (c) other expenses incurred, charged or specifically attributed or allocated by the General Partner, the Investment Manager and/or their affiliates in performing administrative and/or accounting services for BXINFRA or any Portfolio Entity and (d) all other expenses of BXINFRA’s operations, administrations and transactions, excluding expenses specific to BXINFRA U.S. and the Feeder (described below).
For the three months ended September 30, 2026, the Aggregator incurred $83.2 million in gross Total Expenses, an increase of $52.8 million, compared to $30.4 million for the three months ended September 30, 2025. The increase was primarily composed of increases in Performance Participation Allocation and gross Management Fees. For the three months ended September 30, 2026, the Aggregator had $49.8 million of Performance Participation Allocation, an increase of $36.4 million, compared to $13.4 million for the three months ended September 30, 2025, primarily due to an increase in Net Change in Unrealized Gain (Loss) on Investments. For the three months ended September 30, 2026, the Aggregator had $20.3 million of gross Management Fees, an increase of $11.7 million, compared to $8.6 million for the three months ended September 30, 2025, primarily due to an increase in Transactional NAV.
For the nine months ended September 30, 2026, the Aggregator incurred $202.2 million in gross Total Expenses, an increase of $139.7 million, compared to $62.5 million for the nine months ended September 30, 2025. The increase was primarily composed of increases in Performance Participation Allocation and gross Management Fees. For the nine months ended September 30, 2026, the Aggregator had $119.1 million of Performance Participation Allocation, an increase of $94.6 million, compared to $24.5 million for the nine months ended September 30, 2025, primarily due to an increase in Net Change in Unrealized Gain (Loss) on Investments. For the nine months ended September 30, 2026, the Aggregator had $51.0 million of gross Management Fees, an increase of $31.7 million, compared to $19.3 million for the nine months ended September 30, 2025, primarily due to an increase in Transactional NAV. There were no expenses waived for the nine months ended September 30, 2026. For the nine months ended September 30, 2025, $0.7 million of Total Expenses were waived by the Investment Manager.
Provision for (Benefit of) Taxes
For the three months ended September 30, 2026, the Aggregator incurred $5.4 million in Provision for (Benefit of) Taxes, an increase of $3.4 million, compared to $2.0 million for the three months ended September 30, 2025. This was primarily driven by the increase in Net Change in Unrealized Gain (Loss) on Investments held by the underlying partnership and allocated to Aggregator corporations.
For the nine months ended September 30, 2026, the Aggregator incurred $9.6 million in Provision for (Benefit of) Taxes, an increase of $5.1 million, compared to $4.5 million for the nine months ended September 30, 2025. This was primarily driven by the increase in Net Change in Unrealized Gain (Loss) on Investments held by the underlying partnership and allocated to Aggregator corporations.
BXINFRA U.S. Net Investment Income (Loss)
For the three months ended September 30, 2026, BXINFRA U.S. incurred $47.1 million in Total Income, an increase of $26.5 million, compared to $20.6 million for the three months ended September 30, 2025 due to an increase in distributions from the Aggregator. For the three months ended September 30, 2026, BXINFRA U.S. incurred $0.5 million in Net Expenses, a decrease of less than $0.1 million, compared to $0.5 million for the three months ended September 30, 2025.
For the nine months ended September 30, 2026, BXINFRA U.S. incurred $119.8 million in Total Income, an increase of $77.6 million, compared to $42.2 million for the nine months ended September 30, 2025 due to an increase in distributions from the Aggregator. For the nine months ended September 30, 2026, BXINFRA U.S. incurred $1.3 million in Net Expenses, an increase of $0.3 million, compared to $1.0 million for the nine months ended September 30, 2025.
Feeder Net Investment Income (Loss)
For the three months ended September 30, 2026, the Feeder incurred $13.1 million in Total Income, an increase of $7.6 million, compared to $5.5 million for the three months ended September 30, 2025 due to an increase in distributions from BXINFRA U.S. For the three months ended September 30, 2026, the Feeder incurred $0.2 million in Total Expenses, compared to less than $0.1 million for the three months ended September 30, 2025.
For the three months ended September 30, 2026, the Feeder incurred $4.7 million in Provision for (Benefit of) Taxes, an increase of $2.1 million, compared to $2.6 million for the three months ended September 30, 2025, primarily driven by the increase in Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S.
For the nine months ended September 30, 2026, the Feeder incurred $33.5 million in Total Income, an increase of $22.3 million, compared to $11.2 million for the nine months ended September 30, 2025 due to an increase in distributions from BXINFRA U.S. For the nine months ended September 30, 2026, the Feeder incurred $0.4 million in Total Expenses, an increase of $0.3 million, compared to $0.1 million for the nine months ended September 30, 2025.
For the nine months ended September 30, 2026, the Feeder incurred $9.9 million in Provision for (Benefit of) Taxes, an increase of $5.9 million, compared to $4.0 million for the nine months ended September 30, 2025, primarily driven by the increase in Net Change in Unrealized Gain (Loss) on Investment in BXINFRA U.S.
Financial Condition, Liquidity and Capital Resources
We generate cash primarily from BXINFRA U.S. and the Feeder’s net proceeds of their continuous offering of Units, which are then invested into the Aggregator. The Aggregator further generates cash from realizations and other income earned from investments and proceeds from net borrowings on its credit facilities. The primary uses of our Cash and Cash Equivalents include purchasing investments in companies via intermediaries, purchasing other equity and debt instruments, funding the costs of our operations, funding redemptions under our unit redemption plan (the “Unit Redemption Plan”), debt service, repayment and other financing costs of our borrowings and cash distributions to the holders of our Units.
As of September 30, 2026, debt financing available to the Registrants and the Aggregator consisted of two senior secured revolving credit facilities, an unsecured, uncommitted line of credit agreement, a revolving credit facility and an asset-backed repurchase agreement. The Registrants and the Aggregator had $60.0 million of aggregate principal amount of outstanding debt as of September 30, 2026. The Registrants and the Aggregator had $70.0 million of aggregate principal amount of outstanding debt as of December 31, 2025. We have and may continue to, from time to time, enter into additional credit facilities, increase the size of our existing credit facilities or issue additional other forms of debt. Any such incurrence or issuance may be from sources within the U.S. or from various foreign geographies or jurisdictions, and may be denominated in currencies other than the U.S. dollar. Additionally, any such incurrence or issuance would be subject to prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. We also receive and deploy proceeds from our continuous private offerings of Units on a monthly basis.
As described below, as of September 30, 2026, the Registrants’ and the Aggregator’s Cash and Cash Equivalents, taken together with the unused capacity under the Aggregator’s credit facilities and the unused capacity under BXINFRA U.S.’s line of credit agreement, proceeds from new or amended financing arrangements and the continuous offering of Units is expected to be sufficient for investing activities and to conduct operations in the near term. This determination is
based in part on our expectations for the timing of funding investment purchases and the timing and amount of future proceeds from sales of our Units and the use of existing and future financing arrangements.
The Aggregator
As of September 30, 2026, the Aggregator had $112.8 million in Cash and Cash Equivalents and $1.4 billion of unused capacity under the Aggregator’s credit facilities, which, together with net proceeds from units, are expected to be sufficient for investing activities and to conduct operations in the near term. Additionally, as of September 30, 2026, the Aggregator held $469.1 million of liquid debt investments, which could provide additional liquidity if necessary. As of September 30, 2026, the BXINFRA Fund Program had no conditional commitments to new investments. This excludes commitments of the BXINFRA Warehouse as it is not certain whether the BXINFRA Fund Program will ultimately acquire any such investments. Generally, conditional commitments are subject to certain terms and conditions prior to closing of the relevant transactions. The Aggregator’s allocation of the conditional commitments will be determined at closing, which is generally expected to occur within twenty-four months of signing, although there can be no assurance that such transactions will close as expected or at all. As of September 30, 2026, the Aggregator had unfunded commitments of $2.0 billion to existing investments, which are generally due upon demand, of which $897.0 million is committed to Other Blackstone Accounts, which while due upon demand are generally called over a period of up to four years. These amounts remain unfunded as they relate to reserves for future capital deployments on existing investment funds and capital commitments to investments that have not yet been called. Commitments are expected to be funded by available cash and cash generated from net proceeds from units issued and investment sale realizations. BXINFRA expects to continue making fund commitments in the future and, at times, reevaluate commitments to existing vehicles.
As of September 30, 2026, the Aggregator had Total Assets of $7.2 billion, an increase of $2.9 billion, compared to $4.3 billion as of December 31, 2025. The increase in Total Assets was principally due to an increase of $1.8 billion in Investments at Fair Value. As of September 30, 2026, the Aggregator had Total Liabilities of $466.5 million, a decrease of $17.9 million, compared to $484.4 million as of December 31, 2025. The decrease in Total Liabilities was primarily driven by a decrease of $218.2 million in Payable for Investments Purchased, partially offset by an increase of $129.9 million in Repurchase Agreements and an increase of $30.5 million in Accrued Performance Participation Allocation.
BXINFRA U.S.
As of September 30, 2026, BXINFRA U.S. had $1.2 million in Cash and Cash Equivalents and $300.0 million of unused capacity under BXINFRA U.S.’s Line of Credit which, including net proceeds from the continuous offering of Units, we expect to be sufficient to conduct operations in the near term.
As of September 30, 2026, BXINFRA U.S. had Total Assets of $6.5 billion, an increase of $2.9 billion, compared to $3.6 billion as of December 31, 2025. The increase in Total Assets was principally due to an increase of $2.8 billion in Investment in the Aggregator at Fair Value driven by an increase in subscriptions in BXINFRA U.S. and continued appreciation of investments. As of September 30, 2026, BXINFRA U.S. had Total Liabilities of $154.8 million, an increase of $54.3 million, compared to $100.5 million as of December 31, 2025. The increase in Total Liabilities was principally driven by an increase of $31.3 million in Servicing Fees Payable, which was primarily driven by continued fundraising and an increase in Transactional NAV.
The Feeder
As of September 30, 2026, the Feeder had $0.6 million in Cash and Cash Equivalents, which, together with net proceeds from the continuous offering of Units, are expected to be sufficient to conduct operations in the near term.
As of September 30, 2026, the Feeder had Total Assets of $1.8 billion, an increase of $0.8 billion, compared to $1.0 billion as of December 31, 2025. The increase in Total Assets was principally due to an increase of $0.8 billion in Investment in BXINFRA U.S. at Fair Value. As of September 30, 2026, the Feeder had Total Liabilities of $72.8 million, an increase of $31.2 million, compared to $41.6 million as of December 31, 2025. The increase in Total Liabilities was principally driven by an increase of $15.6 million in Servicing Fees Payable which was primarily driven by continued fundraising and an increase in subscriptions in the Feeder and an increase in Transactional NAV.
Transactional Net Asset Value
The Registrants calculate their Transactional NAV per Unit in accordance with valuation policies and procedures that have been approved by the BXINFRA U.S. Board of Directors. Transactional NAV is the price at which the Registrants sell
and redeem their Units and serves as a basis for certain fees incurred by BXINFRA. The Sponsor also evaluates changes to the Registrants’ Transactional NAV to monitor fund performance. The Registrants’ Transactional NAV is based on the month-end values of their respective investments and other assets and the deduction of any liabilities, including certain fees and expenses, in all cases as determined in accordance with the valuation policies and procedures that have been approved by the BXINFRA U.S. Board of Directors. Organizational and offering expenses advanced on BXINFRA’s behalf by the Investment Manager are recognized as a reduction to the Registrants’ Transactional NAV ratably over 60 months beginning on January 1, 2026, and unitholder servicing fees, as applicable, are recognized as a reduction to the Registrants’ Transactional NAV on a monthly basis as such fees are accrued. Certain contingent tax liabilities may not be recognized as a reduction to the Registrants’ Transactional NAV if the General Partner reasonably expects such liabilities will not be recognized upon divestment of the underlying investment. The Registrants believe that the presentation of Transactional NAV is useful to investors because it is the basis for subscriptions, redemptions and certain key fees and expenses incurred by BXINFRA and it enables investors to evaluate the change in value of their investment.
| | | | | | | | |
| | September 30, 2026 |
| | (Dollars in Thousands) |
| Components of BXINFRA U.S.’s Transactional Net Asset Value | | |
| Investment in the Aggregator (a) | | $ | 6,424,429 | |
| Cash and Cash Equivalents | | 1,216 | |
| Other Assets | | 53,598 | |
| Accrued Servicing Fees (b) | | (2,679) | |
| Other Liabilities | | (54,310) | |
| Transactional Net Asset Value (c) | | $ | 6,422,254 | |
| | | | | | | | |
| | September 30, 2026 |
| | (Dollars in Thousands) |
| Components of the Feeder’s Transactional Net Asset Value | | |
| Investment in BXINFRA U.S. (d) | | $ | 1,797,572 | |
| Cash and Cash Equivalents | | 591 | |
| Other Assets | | 14,560 | |
| Accrued Servicing Fees (b) | | (1,124) | |
| Tax Liabilities | | (13,352) | |
| Other Liabilities (c) | | (16,227) | |
| Transactional Net Asset Value | | $ | 1,782,020 | |
____________________
(a)For BXINFRA U.S.’s Transactional NAV, Investment in the Aggregator includes organizational and offering expenses paid by the Investment Manager in the month the Aggregator reimburses the Investment Manager for such costs, Performance Participation Allocation accrual and Management Fee accrual. Investment in the Aggregator may be adjusted for certain contingent tax liabilities to the extent the General Partner reasonably expects such liabilities will not be recognized upon divestment of the underlying investment.
(b)Accrued servicing fees only apply to BXINFRA U.S.’s Class S and Class D Units and the Feeder’s Class S-TE, Class D-TE, Class S-TE-ACC and Class D-TE-ACC Units. The fees are recognized as a reduction of Transactional NAV on a monthly basis.
(c)Includes redemption payables. For purposes of computing Transactional NAV per Unit, such redemption payables are excluded.
(d)For the Feeder’s Transactional NAV, Investment in BXINFRA U.S. includes organizational and offering expenses paid by the Investment Manager in the month BXINFRA U.S. reimburses the Investment Manager. Investment in BXINFRA U.S. is driven by BXINFRA U.S.’s investment in the Aggregator.
The Transactional NAV per Unit for each class, or series of a class, of the Registrants was as follows:
| | | | | | | | | | | | | | |
| | September 30, 2026 |
| | Transactional NAV per Unit | | Number of Units |
| | |
| Blackstone Infrastructure Strategies L.P. | | | | |
| Class I | | | | |
| Series I | | $ | 31.41 | | | 137,502,712 | |
| Series II | | $ | 31.42 | | | 1,000,293 | |
| Series III (a) | | $ | — | | | — | |
| Class S | | $ | 30.93 | | | 60,245,939 | |
| Class D | | $ | 31.25 | | | 6,690,323 | |
| | | | 205,439,267 | |
| Blackstone Infrastructure Strategies (TE) L.P. | | | | |
| Class I | | | | |
| Series I-TE | | $ | 30.91 | | | 27,960,346 | |
| Series II-TE (b) | | $ | — | | | — | |
| Series III-TE (b) | | $ | — | | | — | |
| Class S-TE | | $ | 30.45 | | | 21,715,564 | |
| Class D-TE | | $ | — | | | — | |
| Class I-TE-ACC | | $ | 31.77 | | | 3,220,869 | |
| Class S-TE-ACC | | $ | 31.35 | | | 4,917,244 | |
| Class D-TE-ACC | | $ | — | | | — | |
| | | | 57,814,023 | |
____________________
(a)The initial Transactional NAV per Unit for BXINFRA U.S.’s Class I-Series III Units will be equal to the Transactional NAV per Unit for BXINFRA U.S.’s Class I-Series I Units at the time of initial sale.
(b)The initial Transactional NAV per Unit for the Feeder’s Class I-Series II-TE Units and Class I-Series III-TE Units will be equal to the Transactional NAV per Unit for the Feeder’s Class I-Series I-TE Units at the time of initial sale.
The following table reconciles GAAP Net Asset Value to BXINFRA U.S.’s Transactional Net Asset Value.
| | | | | | | | |
| | September 30, 2026 |
| | (Dollars in Thousands) |
| GAAP Net Asset Value | | $ | 6,321,130 | |
| Adjustments | | |
| Organizational and Offering Expenses (a) | | 3,287 | |
| Servicing Fee (b) | | 97,837 | |
| | |
| Transactional Net Asset Value | | $ | 6,422,254 | |
The following table reconciles GAAP Net Asset Value to the Feeder’s Transactional Net Asset Value. | | | | | | | | |
| | September 30, 2026 |
| | (Dollars in Thousands) |
| GAAP Net Asset Value | | $ | 1,739,063 | |
| Adjustments | | |
| Organizational and Offering Expenses (a) | | 873 | |
| Servicing Fee (b) | | 42,084 | |
| | |
| Transactional Net Asset Value | | $ | 1,782,020 | |
____________________
(a)Represents an adjustment to the Investment in the Aggregator or BXINFRA U.S., as applicable, to reflect the recognition of organizational and offering expenses ratably over 60 months beginning January 1, 2026.
(b)Represents an adjustment to reflect servicing fees on BXINFRA U.S.’s Class S and Class D Units and the Feeder’s Class S-TE, Class D-TE, Class S-TE-ACC and Class D-TE-ACC Units as they are accrued on a monthly basis.
The following table presents BXINFRA’s Transactional Net Asset Value, without duplication.
| | | | | | | | |
| | September 30, 2026 |
| | (Dollars in Thousands) |
| Components of BXINFRA’s Transactional Net Asset Value | | |
| Feeder’s Transactional Net Asset Value | | $ | 1,782,020 | |
| BXINFRA U.S.’s Transactional Net Asset Value | | 6,422,254 | |
| Aggregate Parallel Funds’ Transactional Net Asset Value | | 340,977 | |
| Feeder’s Investment in BXINFRA U.S. (a) | | (1,797,572) | |
| BXINFRA Transactional Net Asset Value | | $ | 6,747,679 | |
____________________
(a)Represents an adjustment to remove the portion of BXINFRA U.S.’s Transactional NAV attributable to the Feeder’s Investment in BXINFRA U.S.
Critical Accounting Estimates
Our discussion and analysis of our financial condition and results of operations is based upon our condensed consolidated financial statements, which have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). The preparation of the financial statements in accordance with GAAP involves significant judgments and assumptions and requires estimates about matters that are inherently uncertain. There have been no material changes to our Critical Accounting Estimates, including significant accounting policies, that we believe are the most affected by our judgments, estimates, and assumptions, which are described in Amendment No. 1 to the Feeder’s Registration Statement on Form 10 filed June 23, 2026 and BXINFRA U.S.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2025.
Recent Accounting Developments
Information regarding recent accounting developments and their impact on the Feeder, BXINFRA U.S. and the Aggregator, if any, can be found in Note 2. “Summary of Significant Accounting Policies” in the “Notes to Condensed Consolidated Financial Statements” of the Feeder, Note 2. “Summary of Significant Accounting Policies” in the “Notes to Condensed Financial Statements” of BXINFRA U.S. and Note 2. “Summary of Significant Accounting Policies” in the “Notes to Condensed Consolidated Financial Statements” of the Aggregator in Part I. Item 1. “Financial Statements” in this Quarterly Report on Form 10-Q.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Uncertainty with respect to economic conditions introduces significant volatility in the financial markets, and the effect of that volatility could materially impact our market risks. We are subject to financial market risks, including fair value risk, foreign exchange risk and interest rate risk.
Fair Value Risk
BXINFRA makes Infrastructure Investments and, to a lesser extent, investments in Debt and Other Securities, all of which are reported at fair value. Determining fair value requires that judgment be applied to the specific facts and circumstances of each portfolio investment while employing a consistently applied valuation process for the types of investments made by the Aggregator. Based on the fair value of the equity investments and debt investments held by the Aggregator as of September 30, 2026, we estimate that a 10% decline in the fair value of such investments would result in the following impacts to Net Increase in Net Assets Resulting from Operations:
| | | | | | | | | | | | | | | | | | | | |
| | September 30, 2026 |
| | Feeder | | BXINFRA U.S. | | Aggregator (a) |
| | (Dollars in Thousands) |
| 10% Decline in Fair Value of Investments | | $ | (156,041) | | | $ | (551,850) | | | $ | (584,680) | |
_________________
(a)The Aggregator’s Net Increase in Net Assets Resulting from Operations represents the cumulative effect that a decline in fair value of investments has on Net Change in Unrealized Gain (Loss) on Investments, net of Management Fees, Performance Participation Allocation and Administration Fees.
Exchange Rate Risk and Interest Rate Risk
There were no other material changes in our market risks as of September 30, 2026 as compared to December 31, 2025. For additional information, see Part II. Item 7A. “Quantitative and Qualitative Disclosures About Market Risk” in BXINFRA U.S.’s Annual Report on Form 10-K for the year ended December 31, 2025 and Item 2. “Financial Information. Quantitative and Qualitative Disclosures About Market Risk” in Amendment No. 1 to the Feeder’s Registration Statement on Form 10 filed June 23, 2026.
Item 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Each Registrant maintains “disclosure controls and procedures,” as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are designed to ensure that information required to be disclosed by the Registrants, as applicable, in reports that the Registrants, as applicable, file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to the Registrants’ management, including the Chief Executive Officer and Chief Financial Officer of each of the Registrants, as appropriate, to allow timely decisions regarding required disclosure. In designing disclosure controls and procedures, the Registrants’ management, as applicable, necessarily was required to apply its judgment in evaluating the cost-benefit relationship of possible disclosure controls and procedures. The design of any disclosure controls and procedures also is based in part upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired objectives.
The Registrants’ management, including the Chief Executive Officer and Chief Financial Officer of each of the Registrants, evaluated the effectiveness of each of the Registrants’ disclosure controls and procedures pursuant to Rule 13a-15 under the Exchange Act as of the end of the period covered by this report. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer of each of the Registrants have concluded that, as of the end of the period covered by this report, each of the Registrants’ disclosure controls and procedures (as defined in Rule 13a-15(e) under the Exchange Act) are effective at the reasonable assurance level to accomplish their objectives of ensuring that information each of the Registrants are required to disclose in reports that the Registrants file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms, and that such information is accumulated and communicated to each of the Registrants’ management, including the Chief Executive Officer and Chief Financial Officer of each of the Registrants, as appropriate, to allow timely decisions regarding required disclosure.
Changes in Internal Control over Financial Reporting
No change in each of the Registrants’ internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) occurred during the most recent quarter that has materially affected, or is reasonably likely to materially affect, the Registrants’ internal control over financial reporting.
Part II. Other Information
Item 1. Legal Proceedings
The Registrants are not currently subject to any pending material legal proceedings. From time to time, the Registrants may be a party to certain legal proceedings in the ordinary course of business, including proceedings relating to the enforcement of the Registrants’ rights under contracts with our portfolio companies. The Registrants may also be subject to regulatory proceedings.
Item 1A. Risk Factors
For a discussion of our potential risks and uncertainties for BXINFRA U.S., see the information under the heading “Risk Factors” in its Annual Report on Form 10-K for the year ended December 31, 2025 and in its subsequently filed periodic reports as such factors may be updated from time to time, all of which are accessible on the SEC’s website at www.sec.gov and on our website at www.bxinfra.com. For a discussion of the potential risks and uncertainties for the Feeder, see the information under the heading “Risk Factors” in Amendment No. 1 to the Feeder’s Registration Statement on Form 10 filed June 23, 2026, which is accessible on the SEC’s website at www.sec.gov. There have been no material changes to the risk factors discussed in BXINFRA U.S.’s Annual Report on Form 10-K for the year ended December 31, 2025 and Amendment No. 1 to the Feeder’s Registration Statement on Form 10 filed June 23, 2026. The risks described in BXINFRA U.S.’s Annual Report on Form 10-K and in Amendment No. 1 to the Feeder’s Registration Statement on Form 10 are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or operating results.
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Unregistered Sales of Equity Securities
All sales of unregistered securities during the three months ended September 30, 2026 were previously disclosed.
Unit Redemptions
The following table sets forth information regarding redemptions of Units during the three months ended September 30, 2026:
| | | | | | | | | | | | | | | | | | | | | | | | | | |
| Redemption Period (a) | | Total Number of Units Redeemed (All Classes) | | Average Price Paid per Unit (All Classes) (b) | | Total Number of Units Redeemed as Part of Publicly Announced Plans or Programs (All Classes) | | Maximum Number of Units that May Yet Be Redeemed Under the Plans or Programs (All Classes) (c) |
| BXINFRA U.S. | | | | | | | | |
| July 1, 2026 - July 31, 2026 | | 179,345 | | | $ | 30.87 | | | 179,345 | | | — | |
| Feeder | | | | | | | | |
| July 1, 2026 - July 31, 2026 | | 25,700 | | | $ | 30.45 | | | 25,700 | | | — | |
____________________________________________
(a) Redemptions were effective as of September 30, 2026.
(b) Average Price Paid per Unit reflects the 5% early redemption deduction, as applicable.
(c) All redemption requests were satisfied in full.
For additional information on the Unit Redemption Plan, including a breakdown by class, or series of a class, see Note 4. “Net Assets — Unit Redemption Plan” in the “Notes to Condensed Consolidated Financial Statements” of the Feeder and Note 5. “Net Assets — Unit Redemption Plan” in the “Notes to Condensed Financial Statements” of BXINFRA U.S. in Part I. Item 1. “Financial Statements” in this Quarterly Report on Form 10-Q.
Item 3. Defaults Upon Senior Securities
None.
Item 4. Mine Safety Disclosures
Not applicable.
Item 5. Other Information
None.
Item 6. Exhibits
| | | | | |
Exhibit Number | Exhibit Description |
| Blackstone Infrastructure Strategies L.P. |
| 3.1 | |
| 3.2 | |
| 3.3 | |
| 3.4 | |
| 10.1 | |
| 10.2* | |
| 31.1* | |
| 31.2* | |
| 32.1** | |
| 32.2** | |
| Blackstone Infrastructure Strategies (TE) L.P. |
| 3.5 | |
| 3.6 | |
| 3.7 | |
| 31.3* | |
| 31.4* | |
| 32.3** | |
| 32.4** | |
| All Registrants |
| 10.3* | |
| 10.4* | |
| 101.INS* | Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document. |
| 101.SCH* | Inline XBRL Taxonomy Extension Schema with Embedded Linkbases. |
| 104* | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101). |
____________________
* Filed herewith.
** Furnished herewith.
The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.
Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrants have duly caused this report to be signed on their behalf by the undersigned thereunto duly authorized.
| | | | | | | | |
Date: November 10, 2026 | Blackstone Infrastructure Strategies L.P. |
| /s/ Gregory Blank |
| Name: | Gregory Blank |
| Title: | Chief Executive Officer |
| | (Principal Executive Officer) |
| | | | | | | | |
Date: November 10, 2026 | Blackstone Infrastructure Strategies L.P. |
| /s/ Christopher Striano |
| Name: | Christopher Striano |
| Title: | Chief Financial Officer |
| | (Principal Financial Officer and Principal Accounting Officer) |
| | | | | | | | |
Date: November 10, 2026 | Blackstone Infrastructure Strategies (TE) L.P. |
| /s/ Gregory Blank |
| Name: | Gregory Blank |
| Title: | Chief Executive Officer |
| | (Principal Executive Officer) |
| | | | | | | | |
Date: November 10, 2026 | Blackstone Infrastructure Strategies (TE) L.P. |
| /s/ Christopher Striano |
| Name: | Christopher Striano |
| Title: | Chief Financial Officer |
| | (Principal Financial Officer and Principal Accounting Officer) |