The Securities and Exchange Commission has not necessarily reviewed the information in this filing and has not determined if it is accurate and complete. The reader should not assume that the information is accurate and complete. |
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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM D
Notice of Exempt Offering of Securities
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OMB APPROVAL |
OMB Number: |
3235-0076 |
Estimated average burden |
hours per response: |
4.00 |
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1. Issuer's Identity
CIK (Filer ID Number) |
Previous Names |
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Entity Type |
0001940742 |
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Corporation |
X |
Limited Partnership |
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Limited Liability Company |
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General Partnership |
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Business Trust |
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Other (Specify) |
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Name of Issuer |
Macquarie Infrastructure Partners VI, L.P. |
Jurisdiction of Incorporation/Organization |
DELAWARE |
Year of Incorporation/Organization |
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Over Five Years Ago |
X |
Within Last Five Years (Specify Year) |
2022 |
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Yet to Be Formed |
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2. Principal Place of Business and Contact Information
Name of Issuer |
Macquarie Infrastructure Partners VI, L.P. |
Street Address 1 |
Street Address 2 |
660 FIFTH AVENUE |
City |
State/Province/Country |
ZIP/PostalCode |
Phone Number of Issuer |
NEW YORK |
NEW YORK |
10103 |
212-231-1000 |
3. Related Persons
Last Name |
First Name |
Middle Name |
Macquarie Infrastructure Partners Inc. |
N/A |
Street Address 1 |
Street Address 2 |
660 Fifth Avenue |
City |
State/Province/Country |
ZIP/PostalCode |
New York |
NEW YORK |
10103 |
Relationship: |
|
Executive Officer |
|
Director |
X |
Promoter |
Clarification of Response (if Necessary):
Manager of the Issuer
Last Name |
First Name |
Middle Name |
Macquarie Infrastructure Partners VI GP, LLC |
N/A |
Street Address 1 |
Street Address 2 |
660 Fifth Avenue |
City |
State/Province/Country |
ZIP/PostalCode |
New York |
NEW YORK |
10103 |
Relationship: |
|
Executive Officer |
|
Director |
X |
Promoter |
Clarification of Response (if Necessary):
General Partner of the Issuer (the "General Partner")
Last Name |
First Name |
Middle Name |
Kuchel |
Karl |
Street Address 1 |
Street Address 2 |
660 Fifth Avenue |
City |
State/Province/Country |
ZIP/PostalCode |
New York |
NEW YORK |
10103 |
Relationship: |
X |
Executive Officer |
X |
Director |
|
Promoter |
Clarification of Response (if Necessary):
Manager and Officer of the General Partner and Director and Officer of the Manager
Last Name |
First Name |
Middle Name |
Leslie |
Christopher |
Street Address 1 |
Street Address 2 |
660 Fifth Avenue |
City |
State/Province/Country |
ZIP/PostalCode |
New York |
NEW YORK |
10103 |
Relationship: |
X |
Executive Officer |
X |
Director |
|
Promoter |
Clarification of Response (if Necessary):
Manager and Officer of the General Partner and Director and Officer of the Manager
Last Name |
First Name |
Middle Name |
Glorioso |
Charles |
Street Address 1 |
Street Address 2 |
660 Fifth Avenue |
City |
State/Province/Country |
ZIP/PostalCode |
New York |
NEW YORK |
10103 |
Relationship: |
X |
Executive Officer |
|
Director |
|
Promoter |
Clarification of Response (if Necessary):
Officer of the Manager
Last Name |
First Name |
Middle Name |
Kim |
John |
Street Address 1 |
Street Address 2 |
660 Fifth Avenue |
City |
State/Province/Country |
ZIP/PostalCode |
New York |
NEW YORK |
10103 |
Relationship: |
X |
Executive Officer |
|
Director |
|
Promoter |
Clarification of Response (if Necessary):
Officer of the General Partner and Officer of the Manager
Last Name |
First Name |
Middle Name |
Fass |
David |
Street Address 1 |
Street Address 2 |
660 Fifth Avenue |
City |
State/Province/Country |
ZIP/PostalCode |
New York |
NEW YORK |
10103 |
Relationship: |
|
Executive Officer |
X |
Director |
|
Promoter |
Clarification of Response (if Necessary):
Manager of the General Partner and Director of the Manager
Last Name |
First Name |
Middle Name |
Chan |
Jenny |
Street Address 1 |
Street Address 2 |
660 Fifth Avenue |
City |
State/Province/Country |
ZIP/PostalCode |
New York |
NEW YORK |
10103 |
Relationship: |
X |
Executive Officer |
|
Director |
|
Promoter |
Clarification of Response (if Necessary):
Officer of the General Partner and Officer of the Manager
4. Industry Group
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Agriculture |
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Banking & Financial Services |
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Commercial Banking |
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Insurance |
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Investing |
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Investment Banking |
X |
Pooled Investment Fund |
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Hedge Fund |
X |
Private Equity Fund |
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Venture Capital Fund |
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Other Investment Fund |
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Is the issuer registered as an investment company under the Investment Company Act of 1940? |
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Other Banking & Financial Services |
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Business Services |
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Energy |
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Health Care |
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Manufacturing |
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Real Estate |
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Retailing |
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Restaurants |
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Technology |
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Travel |
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Tourism & Travel Services |
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Other |
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5. Issuer Size
Revenue Range |
OR |
Aggregate Net Asset Value Range |
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No Revenues |
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No Aggregate Net Asset Value |
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$1 - $1,000,000 |
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$1 - $5,000,000 |
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$1,000,001 - $5,000,000 |
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$5,000,001 - $25,000,000 |
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$5,000,001 - $25,000,000 |
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$25,000,001 - $50,000,000 |
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$25,000,001 - $100,000,000 |
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$50,000,001 - $100,000,000 |
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Over $100,000,000 |
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Over $100,000,000 |
X |
Decline to Disclose |
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Decline to Disclose |
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Not Applicable |
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Not Applicable |
6. Federal Exemption(s) and Exclusion(s) Claimed (select all that apply)
| |
Rule 504(b)(1) (not (i), (ii) or (iii)) |
| |
Rule 504 (b)(1)(i) |
| |
Rule 504 (b)(1)(ii) |
| |
Rule 504 (b)(1)(iii) |
| X |
Rule 506(b) |
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Rule 506(c) |
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Securities Act Section 4(a)(5) |
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X |
Investment Company Act Section 3(c) |
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Section 3(c)(1) |
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Section 3(c)(9) |
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Section 3(c)(2) |
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Section 3(c)(10) |
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Section 3(c)(3) |
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Section 3(c)(11) |
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Section 3(c)(4) |
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Section 3(c)(12) |
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Section 3(c)(5) |
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Section 3(c)(13) |
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Section 3(c)(6) |
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Section 3(c)(14) |
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7. Type of Filing
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New Notice |
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Date of First Sale |
2022-09-02 |
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First Sale Yet to Occur |
X |
Amendment |
8. Duration of Offering
Does the Issuer intend this offering to last more than one year? |
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9. Type(s) of Securities Offered (select all that apply)
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Equity |
X |
Pooled Investment Fund Interests |
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Debt |
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Tenant-in-Common Securities |
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Option, Warrant or Other Right to Acquire Another Security |
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Mineral Property Securities |
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Security to be Acquired Upon Exercise of Option, Warrant or Other Right to Acquire Security |
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Other (describe) |
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10. Business Combination Transaction
Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer? |
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Clarification of Response (if Necessary):
11. Minimum Investment
Minimum investment accepted from any outside investor |
$0
|
USD |
12. Sales Compensation
Recipient |
Recipient CRD Number |
|
None |
|
Delaware Distributors, L.P. |
14232 |
(Associated) Broker or Dealer |
|
None |
|
(Associated) Broker or Dealer CRD Number |
|
None |
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Delaware Distributors, L.P. |
14232 |
Street Address 1 |
Street Address 2 |
2005 Market Street |
9th Floor |
City |
State/Province/Country |
ZIP/Postal Code |
Philadelphia |
PENNSYLVANIA |
19103 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
X |
All States |
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|
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Recipient |
Recipient CRD Number |
X |
None |
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Macquarie Infrastructure Partners and Real Assets (Sales) Canada Ltd |
None |
(Associated) Broker or Dealer |
X |
None |
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(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
181 Bay Street |
Suite 3200 |
City |
State/Province/Country |
ZIP/Postal Code |
Toronto |
ONTARIO, CANADA |
M5J 2T3 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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Recipient |
Recipient CRD Number |
X |
None |
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Encounter Capital Limited |
None |
(Associated) Broker or Dealer |
X |
None |
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(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
No. 11 L-Ufficcji-Ground Floor |
Misrah 28 ta' Frar 1883 |
City |
State/Province/Country |
ZIP/Postal Code |
Birkirkara |
MALTA |
BKR 1501 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
|
All States |
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Recipient |
Recipient CRD Number |
|
None |
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Macquarie Infrastructure and Real Assets (Europe) Ltd. |
163161 |
(Associated) Broker or Dealer |
X |
None |
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(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
Ropemaker Place, 28 Ropemaker Street |
City |
State/Province/Country |
ZIP/Postal Code |
London |
UNITED KINGDOM |
EC2Y 9HD |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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Recipient |
Recipient CRD Number |
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None |
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Macquarie Funds Management Hong Kong Limited |
163553 |
(Associated) Broker or Dealer |
X |
None |
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(Associated) Broker or Dealer CRD Number |
X |
None |
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None |
None |
Street Address 1 |
Street Address 2 |
Level 22 One International Finance |
Centre, 1 Harbour View Street |
City |
State/Province/Country |
ZIP/Postal Code |
Central |
HONG KONG |
00000 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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Recipient |
Recipient CRD Number |
X |
None |
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Macquarie Securities Korea Limited |
None |
(Associated) Broker or Dealer |
X |
None |
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(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
17th Floor, Unit A, Centropolis |
26 Ujeongguk-ro, Jongno-gu |
City |
State/Province/Country |
ZIP/Postal Code |
Seoul |
KOREA, REPUBLIC OF |
03161 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
|
All States |
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Recipient |
Recipient CRD Number |
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None |
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Macquarie Fund Advisers Pty Limited |
163507 |
(Associated) Broker or Dealer |
X |
None |
|
(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
Level 6, 50 Martin Place |
City |
State/Province/Country |
ZIP/Postal Code |
Sydney |
AUSTRALIA |
NSW 2000 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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Recipient |
Recipient CRD Number |
X |
None |
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Macquarie Asset Management Japan Co., Ltd. |
None |
(Associated) Broker or Dealer |
X |
None |
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(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
The New Otani Garden Court |
4-1 Kioi-cho, Chiyoda-ku |
City |
State/Province/Country |
ZIP/Postal Code |
Tokyo |
JAPAN |
102-0094 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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|
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Recipient |
Recipient CRD Number |
|
None |
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Macquarie Infrastructure Management (Asia) Pty Ltd. |
173945 |
(Associated) Broker or Dealer |
X |
None |
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(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
Level 6, 50 Martin Place |
City |
State/Province/Country |
ZIP/Postal Code |
Sydney |
AUSTRALIA |
NSW 2000 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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Recipient |
Recipient CRD Number |
X |
None |
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Macquarie Asset Management Europe S.a r.l. |
None |
(Associated) Broker or Dealer |
X |
None |
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(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
Level 4, 20 Boulevard Royal |
City |
State/Province/Country |
ZIP/Postal Code |
Luxembourg |
LUXEMBOURG |
L-2449 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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Recipient |
Recipient CRD Number |
X |
None |
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Macquarie Investment Management Switzerland GmbH |
None |
(Associated) Broker or Dealer |
X |
None |
|
(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
Claridenstrasse 41 |
City |
State/Province/Country |
ZIP/Postal Code |
Zurich |
SWITZERLAND |
CH-8002 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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Recipient |
Recipient CRD Number |
|
None |
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Macquarie Investment Management Austria Kapitalanlage AG |
290998 |
(Associated) Broker or Dealer |
X |
None |
|
(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
Kaerntner Strasse 28 L3 |
City |
State/Province/Country |
ZIP/Postal Code |
Vienna |
AUSTRIA |
1010 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
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All States |
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Recipient |
Recipient CRD Number |
X |
None |
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Picton S.A. |
None |
(Associated) Broker or Dealer |
X |
None |
|
(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
Apoquindo 2929, 22nd Floor |
Las Condes |
City |
State/Province/Country |
ZIP/Postal Code |
Santiago |
CHILE |
00000 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
|
All States |
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Recipient |
Recipient CRD Number |
X |
None |
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DAO Capital LLC |
None |
(Associated) Broker or Dealer |
X |
None |
|
(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
655 Third Avenue |
21st Floor |
City |
State/Province/Country |
ZIP/Postal Code |
New York |
NEW YORK |
10017 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
|
All States |
|
|
|
Recipient |
Recipient CRD Number |
X |
None |
|
GenCap Global Advisors DMCC |
None |
(Associated) Broker or Dealer |
X |
None |
|
(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
DMCC Business Centre, Unit No:30-01-3450 |
Level 1, P.O.BOX 340505 |
City |
State/Province/Country |
ZIP/Postal Code |
Dubai |
UNITED ARAB EMIRATES |
00000 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
|
All States |
|
|
|
Recipient |
Recipient CRD Number |
X |
None |
|
Jasmin Capital SA |
None |
(Associated) Broker or Dealer |
X |
None |
|
(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
32 rue de Caumartin |
City |
State/Province/Country |
ZIP/Postal Code |
Paris |
FRANCE |
75009 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
|
All States |
|
|
|
Recipient |
Recipient CRD Number |
X |
None |
|
Sheffield Haworth (Middle East) Limited |
None |
(Associated) Broker or Dealer |
X |
None |
|
(Associated) Broker or Dealer CRD Number |
X |
None |
|
None |
None |
Street Address 1 |
Street Address 2 |
Office 208, Second Floor |
Al Fattan Currency House, DIFC |
City |
State/Province/Country |
ZIP/Postal Code |
Dubai |
UNITED ARAB EMIRATES |
00000 |
State(s) of Solicitation (select all that apply) Check “All States” or check individual States |
|
All States |
|
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13. Offering and Sales Amounts
Total Offering Amount |
|
USD |
|
Total Amount Sold |
$6,227,193,940
|
USD |
Total Remaining to be Sold |
|
USD |
|
Clarification of Response (if Necessary):
Total Amount Sold and number of Investors below represent, as of the most recent closing, total commitments to and investors in (i) Issuer and (ii) Macquarie Infrastructure Partners VI SCSp.14. Investors
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Select if securities in the offering have been or may be sold to persons who do not qualify as accredited investors, and enter the number of such non-accredited investors who already have invested in the offering. |
|
|
Regardless of whether securities in the offering have been or may be sold to persons who do not qualify as accredited investors, enter the total number of investors who already have invested in the offering: |
|
15. Sales Commissions & Finder's Fees Expenses
Provide separately the amounts of sales commissions and finders fees expenses, if any. If the amount of an expenditure is not known, provide an estimate and check the box next to the amount.
Sales Commissions |
$0
|
USD |
|
Finders' Fees |
$0
|
USD |
|
Clarification of Response (if Necessary):
Macquarie affiliates listed in Item 12 are compensated on a cost plus basis; such compensation, and compensation paid to third parties listed in Item 12, are borne by Macquarie and not the Fund's investors.16. Use of Proceeds
Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers, directors or promoters in response to Item 3 above. If the amount is unknown, provide an estimate and check the box next to the amount.
Clarification of Response (if Necessary):
Signature and Submission
Please verify the information you have entered and review the Terms of Submission below before signing and clicking SUBMIT below to file this notice.
Terms of Submission
In submitting this notice, each issuer named above is: |
- Notifying the SEC and/or each State in which this notice is filed of the offering of
securities described and undertaking to furnish them, upon written request, in the accordance with applicable
law, the information furnished to offerees.*
- Irrevocably appointing each of the Secretary of the SEC and, the Securities Administrator
or other legally designated officer of the State in which the issuer maintains its principal
place of business and any State in which this notice is filed, as its agents for service of
process, and agreeing that these persons may accept service on its behalf, of any notice,
process or pleading, and further agreeing that such service may be made by registered or
certified mail, in any Federal or state action, administrative proceeding, or arbitration
brought against the issuer in any place subject to the jurisdiction of the United States, if the
action, proceeding or arbitration (a) arises out of any activity in connection with the
offering of securities that is the subject of this notice, and (b) is founded, directly or
indirectly, upon the provisions of: (i) the Securities Act of 1933, the Securities Exchange
Act of 1934, the Trust Indenture Act of 1939, the Investment Company Act of 1940, or the
Investment Advisers Act of 1940, or any rule or regulation under any of these statutes, or (ii)
the laws of the State in which the issuer maintains its principal place of business or any State
in which this notice is filed.
- Certifying that, if the issuer is claiming a Regulation D exemption for the offering, the issuer is not disqualified from relying on Rule 504 or Rule 506 for one of the reasons stated in Rule 504(b)(3) or Rule 506(d).
|
Each Issuer identified above has read this notice, knows the contents to be true, and has duly caused this notice to be signed on its behalf by the undersigned duly authorized person.
For signature, type in the signer's name or other letters or characters adopted or authorized as the signer's signature.
Issuer |
Signature |
Name of Signer |
Title |
Date |
Macquarie Infrastructure Partners VI, L.P. |
John H. Kim |
John H. Kim |
Secretary of the General Partner |
2024-08-30 |
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB number.
* This undertaking does not affect any limits Section 102(a) of the National Securities Markets
Improvement Act of 1996 ("NSMIA") [Pub. L. No. 104-290, 110 Stat. 3416 (Oct. 11, 1996)] imposes on the ability of States to
require information. As a result, if the securities that are the subject of this Form D are "covered securities" for purposes
of NSMIA, whether in all instances or due to the nature of the offering that is the subject of this Form D, States cannot
routinely require offering materials under this undertaking or otherwise and can require offering materials only to the
extent NSMIA permits them to do so under NSMIA's preservation of their anti-fraud authority.