Basalt Infrastructure Partners, a UK limited liability partnership and a SEC-registered investment
adviser (the “Adviser” and, where the context requires, collectively with its advisory affiliates
and/or the Sub-Adviser and General Partners as defined below, “Basalt”), was established in April
2011. The Adviser and its affiliated investment advisers provide investment advisory services to
investment funds privately offered in the United States and elsewhere. The Adviser is controlled
by Colliers Investment Management Holdings UK Ltd and, ultimately, principally owned by Jay
Hennick (the “Principal Owner”, and the Principal Owner, collectively with the other direct and
direct owners of the Adviser, the “Owners”). The Adviser is also authorised and regulated by the
UK Financial Conduct Authority.
Basalt’s clients include the following (each, a “Fund,” some of which may include feeder
investment vehicles which are also considered to be clients, and together with any future private
investment fund to which the Adviser or its affiliates provide investment advisory services, the
“Funds”):
• Basalt Infrastructure Partners LP (“Fund I”)
• Basalt Infrastructure Partners II A L.P. (“Fund II A”)
• Basalt Infrastructure Partners II B L.P. (“Fund II B”)
• Basalt Infrastructure Partners II C L.P. (“Fund II C”)
• Basalt Infrastructure Partners II D L.P. (“Fund II D” and, collectively with Fund
II A, Fund II B and Fund II C, “Fund II”)
• Basalt Infrastructure Partners III A L.P. (“Fund III A”)
• Basalt Infrastructure Partners III B L.P. (“Fund III B”)
• Basalt Infrastructure Partners III C L.P. (“Fund III C”)
• Basalt Infrastructure Partners III D L.P. (“Fund III D” and, collectively with Fund
III A, Fund III B and Fund III C, “Fund III”)
•
CIPMA Golden Link, LLC
•
Project Arthur AIV, L.P.
•
Project Arthur AIV BPI Voting Stock Feeder, L.P.
•
Project Arthur AIV Non-Voting Stock Feeder, L.P.
•
Project Arthur AIV Voting Stock Feeder, L.P.
•
Project Hyperion AIV, L.P.
•
Project Hyperion AIV Non-Voting Stock Feeder, L.P.
•
Project Hyperion AIV Voting Stock Feeder, L.P.
•
BIP II A Project Helios AIV (I) L.P.
•
BIP II A Project Helios AIV (II) L.P.
BIP III A Project Mars AIV (I) L.P.
BIP III A Project Mars AIV (II) L.P.
BIP III Ride Co-Investment L.P.
• Basalt Infrastructure Partners IV A L.P. (“Fund IV A”)
• Basalt Infrastructure Partners IV B L.P. (“Fund IV B”)
• Basalt Infrastructure Partners IV C L.P. (“Fund IV C”)
• Basalt Infrastructure Partners IV D L.P. (“Fund IV D” and, collectively with Fund
IV A, Fund IV B and Fund IV C, “Fund IV”)
The following general partner and managing member entities are affiliated with the Adviser (each,
a “General Partner”, and collectively, together with any future affiliated general partner entities,
the “General Partners”):
•
Basalt Infrastructure Partners GP Ltd
•
Basalt Infrastructure Partners GP Member Limited
•
Basalt Infrastructure Partners GP 2 LLP
•
Basalt Infrastructure Partners II GP 2 LLP
•
Basalt Infrastructure Partners II GP Limited
•
Basalt Infrastructure Partners III GP Limited
•
Basalt Infrastructure Partners IV GP Limited
Each General Partner is subject to the Advisers Act pursuant to Basalt Infrastructure Partners’
registration in accordance with SEC guidance. This Brochure also describes the business practices
of the General Partners, which operate as a single advisory business together with Basalt
Infrastructure Partners. Each General Partner’s board will typically consist of representatives of
the Adviser and directors independent of the Adviser.
In addition to the activities and roles of the General Partners described above, the Adviser has
engaged, and intends to continue to engage, its financial industry affiliate, Basalt Infrastructure
Partners, LLC (the “Sub-Adviser”), which the Adviser wholly owns and which is separately
registered with the SEC as an investment adviser, to provide investment advisory services
regarding U.S. and Canadian infrastructure investments for each Fund.
The Funds are private investment funds and invest through negotiated transactions primarily in
infrastructure assets, or asset-backed companies operating essential energy, transport,
communications and utilities in Western Europe and North America (such investments generally
referred to herein as “portfolio companies”). Basalt’s investment advisory services to the Funds
consist of identifying and evaluating investment opportunities, negotiating
the terms of
investments, managing and monitoring investments and achieving dispositions for such
investments. Where such investments consist of portfolio companies, the senior principals or other
personnel of the Adviser or its affiliates generally serve on such portfolio companies’ respective
boards of directors or otherwise act to influence control over management of portfolio companies
in which the Funds have invested.
Basalt’s advisory services to the Funds are detailed in the relevant private placement memoranda
or other offering documents (each, a “Memorandum”), investment management agreements,
limited partnership or other operating agreements or governing documents (each, a “Partnership
Agreement” and, together with any relevant Memorandum, the “Governing Documents”) and
are further described below under “Methods of Analysis, Investment Strategies and Risk of Loss.”
In each case, Basalt Infrastructure Partners provides its advice on a non-discretionary basis to the
relevant General Partner of a Fund, whose board of directors makes the investment decision on the
Fund’s behalf. Each General Partner of a Fund is a wholly-owned subsidiary of Basalt
Infrastructure Partners.
Investors in each Fund (generally referred to herein as “investors” or “limited partners”) participate
in the overall investment program for the relevant Fund, but in certain circumstances are excused
from a particular investment due to legal, regulatory or other agreed-upon circumstances pursuant
to the Governing Documents; for the avoidance of doubt, such arrangements generally do not and
will not create an adviser-client relationship between the Adviser and any investor. Each Fund or
the relevant General Partner generally enter into side letters or other similar agreements (“Side
Letters”) with certain investors that have the effect of establishing rights (including economic or
other terms) under, or altering or supplementing the terms of, the Governing Documents with
respect to such investors.
Additionally, as permitted by the Governing Documents, the General Partners expect to provide
(or agree to provide) investment or co-investment opportunities (including the opportunity to
participate in co-invest vehicles) to certain current or prospective investors or other persons,
including other sponsors, market participants, finders, consultants and other service providers,
portfolio company management or personnel, personnel of the Adviser and/or certain other persons
associated with the Adviser and/or their affiliates alongside the relevant Fund’s transactions. Such
co-investments typically involve investment and disposal of interests in the applicable portfolio
company at the same time and on the same terms as the Fund making the investment. Additionally,
for strategic and other reasons, a co-investor or co-invest vehicle (including a co-investing Fund)
may be permitted to purchase a portion of an investment from one or more Funds after such Funds
have consummated their investment in a portfolio company (also known as a post-closing sell-
down or transfer) and fund such purchase (upon initial investment/acquisition of that interest)
through Fund investor capital contributions and/or use of a Fund credit facility. Any such purchase
from a Fund by a co-investor or co-invest vehicle generally occurs shortly after the Fund’s
completion of the investment to avoid any changes in valuation of the investment, but in certain
instances could be well after the Fund’s initial purchase. Where appropriate, and in Basalt’s sole
discretion, Basalt is authorised to charge, on behalf of the Fund, interest on the purchase to the co-
investor or co-invest vehicle (or otherwise equitably to adjust the purchase price under certain
conditions), and to seek reimbursement to the relevant Fund for related costs. However, to the
extent any such amounts are not so charged or reimbursed (including charges or reimbursements
required pursuant to applicable law), they generally will be borne by the relevant Fund.
A prospective Fund investor will need to consider whether a proposed investment vehicle is
appropriate to the investor’s circumstances based on all relevant factors including, but not limited
to, the investor’s investment objectives, liquidity requirements, tax situation and risk tolerance.
Prospective investors are strongly encouraged to undertake appropriate due diligence, including
but not limited to a review of relevant Fund offering materials.
As of December 31, 2023, Basalt had approximately $7,924,239,408 in regulatory assets under
management.