For purposes of this brochure, the “Adviser” means 3i Corporation, a corporation organized under
the laws of the Commonwealth of Massachusetts (“3i Corporation”) and 3i North American
Infrastructure Partners, LLC, a limited liability company organized under the laws of Delaware
(“3i North American Infrastructure Partners”). The Adviser is an indirect, majority-owned
subsidiary of 3i Group plc (“3i Group”), a publicly-traded private equity firm headquartered in
London.
3i Corporation provides investment supervisory services to investment funds directly on a
discretionary basis as well as indirectly on a non-discretionary basis to affiliates of the Adviser
who in turn manage investment funds focused on investing in middle-market private equity
investments (the “Private Equity Funds”). 3i North American Infrastructure Partners provides
investment supervisory services to investment funds directly on a discretionary basis as well as
indirectly on a non-discretionary basis to affiliates of the Adviser who in turn manage investment
funds focused on investing in North American value-add, middle-market infrastructure
opportunities (the “Infrastructure Funds” and together with the Private Equity Funds, the “Funds”
or the “Clients”), all of which are exempt from registration under the Investment Company Act of
1940, as amended (the “1940 Act”), and the securities of which are not registered under the
Securities Act of 1933, as amended (the “Securities Act”). The Funds were organized to hold
investments made or managed by the Adviser or an affiliate of the Adviser on behalf of (1)
investment funds offered to unaffiliated investors and managed by the Adviser or an affiliate of
the Adviser and/or (2) investment funds offered to certain employees of
the Adviser or its affiliates.
Affiliates of the Adviser may invest in a Fund or may invest in parallel with a Fund.
The Private Equity Funds typically invest in the securities of private, “middle market” companies.
The Infrastructure Funds typically invest in infrastructure and infrastructure-related middle market
assets. The Adviser’s advisory services consist of investigating, identifying and evaluating
investment opportunities, structuring, negotiating and making investments on behalf of Clients,
managing and monitoring the performance of such investments and disposing of such investments.
The Adviser provides investment supervisory services to each Client in accordance with the
applicable organizational document of such Client or a separate investment advisory agreement
with either the Client or an affiliate of the Adviser who in turn manages the Fund (each an
“Advisory Agreement”).
Investment advice is provided directly to Clients or an affiliate of the Adviser, subject to the
supervision of the applicable general partner, and not individually to the investors in the Clients.
Services are provided to Clients in accordance with their Advisory Agreements and/or
organizational documents or to an affiliate of the Adviser in accordance with an Advisory
Agreement. Investment restrictions for a Fund, if any, are generally established in its
organizational or offering documents.
The Adviser has been in business since February 2, 1982. As of 31 March, 2023, the Adviser
managed or advised in relation to a total of approximately $1,856,244,225, of which
$1,510,770,832 is managed on a non-discretionary basis by 3i Corporation and $345,473,393 is
managed on a discretionary basis by 3i North American Infrastructure Partners.