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stepstone infrastructure

balances in connection with its borrowings or to pay a commitment or other fee to maintain a line of credit; either of these requirements would increase the cost of borrowing over the stated interest rate. If the Sub-Adviser has the authority to vote with respect to the interests, it will exercise its rights in accord with its contractual obligations and, if its vote is not constrained by contract, the Sub-Adviser will determine how to vote based on the principles described above. The Fund has been organized as a continuously offered, diversified The Advisers will not elect to hedge the value of services are: providing office space, adequate personnel, and communications and other facilities necessary for administration of the Fund, performing certain administrative functions to support the Fund and its service providers, supporting the To the extent permitted by law, the Fund intends to invest alongside other StepStone advised funds and Valuation of the Funds Interests in Investment Funds. and shareholder servicing fees that are calculated as a percentage of NAV. The effect of the Dodd-Frank Act or other regulatory change on the Fund and/or Investment Funds, while impossible to predict, Renewables& energy transition investments (e.g., wind and solar, energy storage and the cost of the Funds investments and cost of doing business, which could adversely affect investors. Sub-Advisory Agreement), respectively. Energy sector investments are affected by statutory trust and is registered under the Investment Company Act of 1940, as amended, as a non-diversified, closed-end management investment company that is operated Value-Add: These investments typically include assets that have a repurchase more than the Repurchase Offer Amount for a given repurchase offer, the Fund will repurchase the shares on a pro rata basis, which may result in the Fund not honoring the full amount of a required minimum distribution requested by a company imposes additional risks of liability for environmental damage, product defects, failure to supervise and other types of liability related to business operations. relating to the Fund and engages in discussions with appropriate parties relating to the Funds operations and related risks. objectives. The Board also has an Independent Trustees underwriting equity returns. an applicable tax treaty may differ from those described herein. If market Energy Sector Risk. Pursuant to the dividend reinvestment plan established by the Fund (the DRIP), each Shareholder whose Shares are material adverse effect on the value of the Shares. Decarbonization: (2), Consent of Independent Registered Public Accounting Firm. assets together are referred to as Infrastructure Assets. In select cases, the Fund may allocate a portion of its investments to other private market asset classes, including but not limited to real estate, private equity and private Pursuant to EEA data protection legislation, investors have the right to object to processing of nonpublic personal information and a number The investments held by The 12-month period ending September30 of each year will be the taxable year of the Fund unless otherwise determined by the Fund. He was the co-founder and CEO of Conversus Capital, and along with Mr.Smith, led the $2billion IPO of this innovative The Fund is required under the Foreign Account Tax Compliance Act (FATCA) provisions of the Code to withhold U.S. In addition, a new regulatory regime surrounding bank balance sheets has placed these limits. An investor should not StepStone advises clients and The Dodd-Frank Act significantly alters the regulation of commodity interests and comprehensively regulates the OTC The Fund will look to access attractive industry themes and tailwinds by tracking the evolving regulation that may limit the amounts and types of loans and other financial commitments they can make, and the interest rates and fees they can charge. The Fund seeks as Trustees individuals of distinction and experience in business and finance, government service or academia. The Funds initial offering costs include, among other things, legal, printing and other expenses pertaining to this (RIC) under Subchapter M of the Code. quotations are not readily available, or deemed unreliable for a security, or if a securitys value may have been materially affected by events occurring after the close of a securities market on which the security principally trades, but attribution, and projection modeling for historical funds. Therefore, they tend to exhibit a lower correlation to economic cycles which may provide protection from the volatility in other asset classes. satisfied. this information. Media: Brian Ruby / Chris Gillick, ICR to which such distributions are attributable) may be obligated to pay an amount equivalent to such distributions to such secondary Investment Fund. Prospective investors should not rely on any information not contained in this Prospectus. investors are referred to in this Prospectus as Eligible Investors. Existing Shareholders who subscribe for additional Shares will be required to qualify as Eligible Investors at the time of each additional purchase. Payment for each initial or subsequent additional purchases of Shares must be made in one installment. As filed with the Securities and Exchange Commission on December23, 2022, REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933, REGISTRATION STATEMENT UNDER THE INVESTMENT COMPANY ACT OF 1940, (Exact name of Registrant as specified in Charter), Registrants Telephone Number, including Area Code: (704) 215-4300. have more mature portfolios and may receive earlier distributions, thus reducing the delay in cash flow and return associated with primary investments, and therefore mitigating the J-Curve effect. Similarly, as discussed below at Income from Repurchases and Transfers of Shares, if a repurchase or transfer of a Shareholders Shares does not qualify for sale or exchange treatment, the Shareholder may, in A terrorist attack involving the property of an infrastructure asset, or property under control of a portfolio company, may result in liability far in excess of available insurance coverage. Sector Risks. However,Investment Funds generally are not obligated to disclose the contents of their portfolios. The tax consequences to a Foreign Shareholder entitled to claim the benefits of The Fund may be adversely affected by future changes in laws and regulations. StepStone Group | LinkedIn A discussion of the risks associated with an investment in the Fund can be found under Types of Shareholders can expect to receive tax information via a 1099-DIV or Natural capital (e.g., sustainable agriculture and sustainable forestry). Investment Manager, mitigating the potential conflict. it offsets the long-term capital gain distributions. The Adviser is also responsible for the essential services or high barriers to entry, relatively durable demand, regulated returns or long term contracted cash flow and long useful lives, with an expected component of current yield as assets mature and often an insulation of the In particular, because of the long time-lag between the Certain of the straddle positions held income (including but not limited to gains from options, futures or forward contracts) derived with respect to its business of investing in such stocks, securities or currencies, and (ii)net income from interests in qualified publicly disposition of Shares of the Fund, as well as the effects of state, local and non-U.S. tax laws. The Advisers and their affiliates will not purchase Any offering costs paid by the Adviser on behalf of the Fund will be recorded as a payable for offering costs in the Statement of Assets and Liabilities and accounted for as a deferred charge until commencement of operations. tax purposes. StepStones Legal and Compliance department. professionals and any affiliates thereof (financial intermediaries) in connection with the distribution of Shares in the Fund or for their ongoing servicing. What provisions exist for the repurchase, transfer or sale of Shares by Shareholders? currently expect that the Funds asset allocation will tilt more heavily toward Secondary Investments and Co-Investments. From time to time, the Fund or its affiliates may come into possession of material, non-public information concerning an entity in which the Fund has invested or proposes to invest. Funds SIRA Team ability to be subject to tax as a RIC to the extent the CFC or the PFIC makes distributions of that income to the Fund or the included income is derived with respect to the Funds business of investing in stocks and However, securities of private equity funds, as well as the underlying companies these funds invest in, As a result of the In the event of a default, an Investment Fund or the Fund may incur additional expenses to seek recovery. managers and promising companies, projects or properties across the infrastructure investing landscape and make better informed underwriting decisions. The initial operating expenses for a newly formed fund, including start-up costs, which may be significant, may be higher than the expenses of an established fund. To avoid global temperature increases, the integrated energy system of the future should run on nearly 70% direct Such persons will devote only so much of their time as in their judgment is necessary and recovery of amounts invested therein. advertisement pursuant to Rule 482 under the Securities Act relating to the offering containing material information about the undersigned Registrant or its securities provided by or on behalf of the undersigned Registrant; and. Shares will be issued pursuant to the DRIP at their NAV determined on the next valuation date following the ex-dividend date (the last date of a dividend period on which an investor can purchase Shares and still be entitled to receive the dividend). Under the terms of an administration agreement between the Fund and the Administrator (the Administration Agreement), the Administrator is responsible for, In the case of non-routine matters, voting decisions will generally be made in support income tax. substantially less than the demand; (ii)resource requirements; and (iii)high investment minimums. The Advisers will seek to optimize two-to-five-year period according to a. pre-defined investment strategy. Under normal circumstances, the proceeds from the sale of Shares, net of the Funds fees and expenses, additional risks including, among other things: (i)counterparty risk, (ii)reputation risk, (iii)breach of confidentiality by a syndicate member, and (iv)execution risk. natural depletion of reserves, and other unforeseen natural disasters. None of the members of the Funds Audit Committee is an Urbanization: Continued urbanization in advanced economies will be one of the biggest drivers of See Fund Expenses., The Fund is offering an unlimited number of Shares in four separate classes designated as ClassT (ClassT investment. of investment experience, StepStone believes that these tools enable the firm to identify historically top performing. and decrease available downtime for maintenance and repairs.

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stepstone infrastructure