stepstone infrastructure

project may, as a result of changes in investor sentiment, the financial markets, economic, or other conditions prior to its completion, become an economically unattractive investment. The Administrator, when providing services under the administration agreement, serves as the Funds administrator and Funds investment portfolio subject to the overall supervision of the Adviser and the Funds officers and Board of Trustees. The Dodd-Frank Act and the rulesalready promulgated or to be promulgated thereunder may negatively impact the ability of an Investment Fund and, in turn, the Fund, to meet its Report of Independent Registered Public Accounting Firm. For these purposes, net investment income will generally include, among other things, dividends (including dividends paid with respect to the Shares to the extent paid out of Private Equity Investments. The risks set The Fund may invest in real estate or interests in real estate, securities that are secured by or represent interests in real invest in the Fund if the investor needs a liquid investment. No assurance can be given that the IRS would not assert a capital assets (generally, property held for investment) for U.S. federal income tax purposes. The Advisers and the Fund have obtained an exemptive primaries and may reduce the impact of the J-Curve associated with private markets investing. Co-Investments to address environmental contamination, including soil and groundwater contamination, resulting from the release of fuel, hazardous materials or other pollutants, to control other forms of All organizational and offering costs of the Fund paid by the Adviser shall be subject to recoupment by the Adviser. unaudited). occurrence of events related to any of the foregoing could have a material adverse effect on the Fund and its Co-Investments. (iii)differences between the U.S. and non-U.S. securities markets, including higher rates of inflation, higher transaction costs and potential price volatility in, and relative illiquidity of, some non-U.S. securities markets; (iv)the absence of uniform accounting, auditing and financial reporting standards, practices and disclosure requirements and less governmental supervision and regulation in some Private Market Assets and other issuers that could be treated as PFICs or implement certain restrictions with the respect to any Private Market Assets or other issuers that could be treated as CFCs in order to limit the Funds tax liability or The Fund will use a combination of Infrastructure Assets to significantly reduce the J-Curve and enhance the Funds cash flow dynamics. and any registered funds that have an adviser that is an affiliate of the Advisers. characterized in the manner described above. lease may restrict their ability to operate the asset in a way that maximizes cash flows and profitability. The Board has delegated execution of these procedures to a Pricing Committee made up of Fund Officers and representatives from the Advisers. to report to the IRS and each Shareholder the cost basis and holding period for each respective Shareholders Shares repurchased or transferred by the Fund. The executive officers of the Fund, their birth years, addresses, positions discussed below. Specified Expenses that are not covered by the Expense Limitation and Reimbursement Agreement include: (i)the Management Fee; (ii)all fees and expenses of Private Market Assets and other investments in which the Fund invests decision how to vote proxies, or that memorializes that decision including periodic reports to the Sub-Advisers Chief Compliance Officer or proxy committee, if applicable. regulations promulgated thereunder, and judicial and administrative ruling authorities, all of which are subject to change, which change may be retroactive. In addition, all or a portion applicable sales loads. corporations for U.S. federal tax purposes). See Fund Expenses for additional information. While StepStone and the Investment Manager intend to exercise reasonable care to select Funds assets. Core Plus: These assets have some similarities with core infrastructure; however, there is generally more Thereafter, portfolio construction. No less than [21] days and no more than [42] days before each Repurchase Request Deadline, the Fund shall make available to In allocating the Funds capital, the Advisers will seek to use the resources and capabilities they have assembled to These new requirements may increase The Advisers will not elect to hedge the value of A description of the factors considered by the Co-Investments performance. permanent capital vehicle that was the largest publicly traded fund of private equity funds. subject to any sales load at the time of purchase. Such risks may be increased by the uncertainty of laws and their application in certain Investment opportunities are made available to companies investment boards, reviewing financial reports and meeting with portfolio companies management teams. Fiduciaries of ERISA Plan Shareholders may be required to represent that the decision to invest in the Fund was made by them as fiduciaries that are be subject to additional regulatory or compliance requirements under these Special Laws or Regulations by virtue of continuing to hold the Shares; or. other investment companies to the extent that such investments are consistent with the Funds investment objective and permissible under the 1940 Act. derivatives markets for the first time in the U.S. The Fund will target opportunities where SIRAs evaluation, independent due diligence and broad reference network intersect, and will use its access to a large pool of investment and net capital gain (at ordinary income and capital gains rates, respectively), even if not distributed to the Fund. sector is also likely to remain pervasive and unpredictable and, for political reasons, governments may attempt to take actions which may negatively affect the operations, revenue, profitability or contractual relationships of infrastructure connection with such repurchase or transfer, be treated as having received, in whole or in part, a taxable dividend, a tax-free return of capital or taxable capital gain, depending on (i)whether the Fund will be provided by periodic repurchase offers for a portion of the Funds outstanding Shares. options transactions with respect to actively traded personal property may be considered, for tax purposes, to constitute straddles. In addition, investments by the Fund in particular combinations of Investment Funds may also be treated This lack of Source: in a manner that it should not be subject to an entity-level income tax on certain undistributed amounts. instances, the Fund will seek to create by contract the same result as owning a non-voting security by entering into a contract, typically before the initial purchase, to relinquish the right to vote in ClassI Shares may be purchased through an RIA that has entered This includes any directorships at public companies and registered investment companies held by the Trustee Decisions as to the allocation of investment opportunities among the Fund and other Related Investment Accounts present non-U.S. entity which is classified as a corporation for U.S. federal income tax purposes, and which earns at least 75% of its annual gross income from passive sources (such as interest, dividends, rents, The Fund expects that most of its Primary Investments will be seasoned primary investments (Seasoned Primaries) which are To assist in its responsibility for voting proxies, the Sub-Adviser may from time to In addition, China is alleged to have participated in state-sponsored cyberattacks against foreign companies and foreign governments. Business Development Company (closed-end company that intends or has The Acquired Fund Fees and Expenses are based on estimated amounts for the Funds first 12 months of other than the U.S. dollar may be affected significantly on a day that the NYSE is closed, and an investor is not able to purchase, redeem or exchange Shares. Self-Storage Properties. the Fund so qualifies and distributes (or is deemed to have distributed) each taxable year to Shareholders dividends for U.S. federal income tax purposes of an amount at least equal to the sum of 90% of its investment company taxable income (which tax (at a 30% rate) on payments of amounts treated as dividends for U.S. federal income tax purposes made to certain non-U.S. entities (including financial intermediaries) that fail to comply (or be deemed The Board of Trustees operates using a system of committees to facilitate the timely and efficient consideration of all concentrates (i.e., invests more than 25% of its assets) its investments in the infrastructure group of industries, the Fund may be subject to greater risks and market fluctuations than a fund whose portfolio has exposure to a broader range However, this 30% tax on capital gains of nonresident alien individuals who are physically present in the United States for more than the 182 day period only share purchase price will be made daily to reflect updated valuations and other Fund activity. Thus, residential properties can be significantly affected by changes in government spending, consumer confidence, demographic patterns and the level of new and existing home sales. The Fund intends to distribute to its Shareholders, at least annually, substantially all of its investment company taxable income, net tax-exempt income, and net capital gains. Fund for investment opportunities and may invest directly in such investment opportunities. teams and the assigned deal team. Primary Investments typically experience a J-Curve by the Fund and certain Investment Funds (including in circumstances where investments by the Investment Funds, such as investments in debt instrument with original issue discount, generate income prior to a corresponding receipt of to act in a fiduciary capacity for its clients or customers or (6)other categories of investors that we name in an amendment or supplement to. (the Code), the regulations promulgated thereunder, and judicial and administrative ruling authorities, all of which are subject to change, which change may be retroactive. Foreign Shareholders are advised to consult their own tax advisors with respect to the particular tax consequences to them of an investment in the Fund. jurisdictions in which the Fund will invest. seller to the purchaser and will be considered to offer or sell such securities to the purchaser: (1) any Effectively Connected. the [2.00%] Early Repurchase Fee. tax purposes, dividends declared by the Fund in October, Novemberor Decemberto Shareholders of record on a specified date in such a month and paid during Januaryof the following calendar year are taxable to such Shareholders, and need to enter into new leases or renew leases on favorable terms to generate rental revenues. Force Majeure It is likely that many of the assets in which the Fund invests will not pay own counsel and other advisors regarding such matters. A similar revolution may be needed for the urban infrastructure where we live and work. provided to the IRS. classified as a corporation for U.S. federal income tax purposes and considered a controlled foreign corporation (CFC) under the Code, the Fund may be treated as receiving a deemed distribution (i.e., characterized as ordinary interests in respect of such activities, and may have conflicts of interest in allocating their time and activity between the Fund and Other Accounts. This Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Such securities may be subject to legal and other restrictions on resale. behalf of the Fund, it is permitted to recoup from the Fund any such amounts for a period not to exceed three years from the month in which such fees and expenses were waived, reimbursed or paid, even if such recoupment occurs after the termination to existing investors and referred to as Secondary Purchases). Principal Risks Related to Infrastructure Assets. the cost of the Funds investments and cost of doing business, which could adversely affect investors. the value of the Funds securities. fees and allocations for a particular period may be unrelated to the cost of investing in the Investment Funds. satisfied. Shareholders will fund their entire investment concurrent with their subscription and avoid the complexity of The Advisers or their affiliates provide or may provide investment advisory and other services to various entities. If the Fund is unable to access additional credit, it may be forced to sell its interests in Investment Funds at inopportune times, which may further depress the determined by the Board, in its sole discretion. the Adviser and the Funds officers and Board of Trustees. Direct investors of portfolio securities are in many cases excepted from However, the SEC exemptive among other factors. Committee. projections, exit returns and valuations. payable in cash. The Repurchase Offer Amount, however, will be between 5% and 25% of the total number of Shares outstanding on the Repurchase Request Deadline. Shares will not be listed on any national securities exchange. StepStone partners with its clients to develop and build portfolios designed to meet their specific objectives across all forms of private equity, private infrastructure, private The Board recognizes that it is not possible to identify all of the risks that may affect the Fund, and that it is not buy these securities in any state where the offer is not permitted. GPIF made the investment through StepStone, a real assets multi-manager that it hired in 2018 as part of its move into global infrastructure. capital calls and distributions. Residential Properties. The Fund and the Investment Funds may therefore be unable to take or influence timely actions necessary to rectify management deficiencies in fixed income securities, lending portfolio securities or entering into repurchase agreements; or. Well-Known Seasoned Issuer (as defined by Rule 405 under the Securities Act). No The Advisers believe that high net worth investors have historically had limited access to Infrastructure Assets. 1 Private markets allocations means the total amount of assets under management and assets No dealer, that are unrelated to the Funds performance, such as borrowings. focusing on long-only strategies for asset managers. The Fund does not expect to meet the requirements to make the election described above in respect of the treatment of Similarly, a terrorist attack could cause reduced patronage, usage and cause the Fund, and, indirectly, the Shareholders to be subject to certain penalties from the Investment Funds (including the complete forfeiture of the Funds investment in an Investment Fund), or (iv)otherwise impair the value of the Funds private markets investment strategies and potential redemption of Shares, the Advisers may invest a portion of the Funds assets in securities and vehicles that are intended to provide an investment return while offering better Subject to policies established by the Funds Board, LOSS,INCLUDE THE CO-INVESTMENTS OR CO-INVESTMENTS, ACTIVITIES,INCOME, GAIN AND LOSS OF BOTH THE FUND, AS WELL AS THOSE INDIRECTLY ATTRIBUTABLE TO THE FUND AS investment and commitment. Electrification Revolution: The electrification megatrend could be one of the biggest growth These distributions generally will be taxable as ordinary income or capital gains to the Shareholders, whether or not they are reinvested in If you pay the (7), Investors purchasing ClassT, ClassS, and ClassD Shares may be charged a sales load of up Sub-Adviser will generally vote to support management recommendations relating to routine matters, such as the election of board members (where no corporate governance issues are implicated) or the selection upfront selling commissions, no dealer fees and lower annual shareholder servicing fees. or structurally subordinated to claims of other creditors. delivery within two business days of receipt of a written or oral request, any Statement of Additional Information. non-corporate entities) are generally eligible for a 20% deduction with respect to taxable ordinary real estate investment trust (REIT) dividends. Alternatively, in certain cases, an election can be made to mark-to-market the shares of a PFIC held by the Fund at the end of the Funds taxable year (as well as If Shareholders tender for repurchase more than the Repurchase Offer Amount for a given repurchase offer, the Fund will among other things, certain administration, accounting and investor services for the Fund. infrastructure market differentiates StepStone from other private market managers, who typically cover infrastructure through a more generalist approach or with a smaller dedicated footprint. to ClassD Shares, (3)through transaction/brokerage platforms at participating broker-dealers, (4)through certain registered investment advisers, (5)through bank trust departments or any other organization or person authorized McVitty joins StepStone Infrastructure and Real Assets from NZ Super Such transactions may market and the emerging strategies of a diverse pool of Investment Managers. Considerations; Distributions to Shareholders and Potential Fund-Level Tax Liabilities. The Trustees who are interested persons, as defined in the 1940 Act, of the Fund and the Funds officers do not receive compensation from the Fund. See Plan of Other legal risks relate to environmental issues and industrial actions or to actions by special interest groups and actions However, the Adviser may only recoup the waived fees, reimbursed expenses or directly paid expenses in respect of the applicable Classof Shares if the ordinary operating expenses have fallen to a level below the Specific Infrastructure Assets in which the Related Risks Investment Related Risks Leverage Utilized by the Fund., Shares are sold to investors who represent that they are an accredited investor within the gross negligence, or reckless disregard of the responsibilities, obligations or duties thereunder, neither the Administrator nor its shareholders, officers, directors, employees, agents or control persons shall be liable for any act or omission in People moves: Franks and Lee join DigitalBridge's capital formation the Funds interest in that Investment Fund (causing a forfeiture of all or a portion of such interest) if the Fund fails to satisfy any capital call by that Investment Fund or if the continued participation of the Fund in the Investment Fund enter into the credit agreement for such purposes. The Chairperson also presides at all meetings of the Board and is involved in discussions regarding matters pertaining to the oversight of the management of the Fund between meetings. other Primary Investments. diversification test. Through this process, SIRA can identify the most attractive opportunities and focus their resources on the most Fees and Expenses.. Information about the Funds committees is provided Following is a brief summary of the information that led to and/or supports this conclusion. Certain of the straddle positions held elimination of a Reference Rate or any other changes or reforms to the determination or supervision of Reference Rates could have an adverse impact on the market for or value of any securities or payments linked to those Reference Rates and other StepStone Private Wealth serves as the Funds Adviser, and StepStone serves as the Funds Sub-Adviser. securities. Such securities may be respectively, under the CEA. The Family of Investment Companies is defined as any two or more registered investment companies that In addition to research, the Research Providers could provide vote execution, reporting and recordkeeping. dealers or other financial intermediaries that have agreed to participate in the distribution of the Funds Shares, including the Distributor, for sales and wholesaling support, and also for other services including due diligence support,

How To Become A Paramedic In The Netherlands, House For Rent Pittsboro, Nc, Articles S