Brookfield Infrastructure Income Fund NPORT-P Brookfield Infrastructure Income Fund Inc. (Sep 2024 report)

1

See

Notes

to

Consolidated

Schedule

of

Investments.

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Consolidated

Schedule

of

Investments

(Unaudited)

September

30,

2024

US$

THOUSANDS

DATE

ACQUIRED

1

FOOTNOTE

LOCATION

COST

2

FAIR

VALUE

PRIVATE

INVESTMENTS

-

68.9%

PRIVATE

EQUITY

INVESTMENTS

-

59.2%

Renewable

Power

&

Transition

26.8%

Canadian

Wind

Portfolio

(Ontario

Wind)

November

2022

3,4,5

North

America

$

107,793

$

115,485

Colombian

Renewable

Power

(Isagen)

December

2022

3,5,6

Latin

America

102,221

100,055

North

American

Renewables

May

2024

4,5

North

America

7,724

8,160

Nuclear

Services

(Westinghouse)

November

2023

3,5,6

North

America

114,765

142,154

Terraform

Renewable

Power

(TERP)

November

2022

3,5,6

Global

195,081

195,065

U.K.

Renewables

(OnPath)

December

2023

3,5,6

Europe

16,440

18,593

U.S.

Hydro

(Smoky

Mountain)

March

2023

3,4,5

North

America

142,417

152,786

Total

Renewable

Power

&

Transition

686,441

732,298

Utilities

17.1%

Australian

Utility

(AusNet

Services)

November

2022

3,4,5

Asia

Pacific

92,214

107,872

North

American

Residential

Infrastructure

(Enercare)

November

2022

3,4,5

North

America

116,329

136,634

North

American

Residential

Infrastructure

(Homeserve)

January

2023

3,5,6

North

America

90,442

101,682

U.K.

Utility

(SGN)

November

2022

3,4,5

Europe

51,268

60,584

U.S.

Utility

(FirstEnergy

Transmission)

November

2022

3,5,6

North

America

56,033

59,513

Total

Utilities

406,286

466,285

Midstream

6.6%

Canadian

Midstream

(Inter

Pipeline)

November

2022

3,4,5

North

America

164,782

181,928

Total

Midstream

164,782

181,928

Transport

4.9%

European

LNG

Vessels

(Knutsen

LNG)

March

2023

5

Europe

37,420

37,177

Global

Container

Network

(Triton

International)

April

2023

3,5,6

North

America

91,276

96,588

Total

Transport

128,696

133,765

Data

3.8%

European

Telecom

Towers

(GD

Towers)

February

2023

3,5,6

Europe

91,367

103,868

U.S.

Semiconductor

Foundry

(Intel

Partnership)

January

2023

3,4,5

North

America

–

–

Total

Data

91,367

103,868

Total

PRIVATE

EQUITY

INVESTMENTS

1,477,572

1,618,144

PRIVATE

DEBT

INVESTMENTS

-

9.7%

BII

BID

Aggregator

A

L.P.

December

2023

3,5,7

North

America

173,587

176,126

BII

BID

Aggregator

B

L.P.

December

2023

3,5,7

North

America

83,753

88,395

Total

PRIVATE

DEBT

INVESTMENTS

257,340

264,521

Total

PRIVATE

INVESTMENTS

1,734,912

1,882,665

US$

THOUSANDS

FOOTNOTE

LOCATION

PRINCIPAL

AMOUNT

FAIR

VALUE

PUBLIC

SECURITIES

33.9%

Corporate

Bonds

21.3%

Infrastructure

Services

1.2%

Republic

Services,

Inc.,

2.90%,

07/01/2026

North

America

9,405

9,213

Waste

Connections,

Inc.,

4.25%,

12/01/2028

North

America

9,335

9,367

Waste

Management,

Inc.,

3.15%,

11/15/2027

North

America

9,555

9,333

Xylem,

Inc.,

1.95%,

01/30/2028

North

America

6,740

6,256

Total

Infrastructure

Services

35,035

34,169

Oil

Gas

Transportation

&

Distribution

6.5%

Boardwalk

Pipelines

LP,

4.45%,

07/15/2027

North

America

9,200

9,214

Buckeye

Partners

LP,

4.13%,

12/01/2027

North

America

3,620

3,484

Cheniere

Corpus

Christi

Holdings

LLC,

5.13%,

06/30/2027

North

America

8,990

9,137

Cheniere

Energy,

Inc.,

4.63%,

10/15/2028

North

America

6,715

6,674

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

See

Notes

to

Consolidated

Schedule

of

Investments.

2

Brookfield

US$

THOUSANDS

FOOTNOTE

LOCATION

PRINCIPAL

AMOUNT

FAIR

VALUE

PUBLIC

SECURITIES

33.9%

(continued)

Corporate

Bonds

21.3%

(continued)

Oil

Gas

Transportation

&

Distribution

6.5%

(continued)

DCP

Midstream

Operating

LP,

5.63%,

07/15/2027

North

America

$

8,480

$

8,725

DT

Midstream,

Inc.,

4.13%,

06/15/2029

8

North

America

2,265

2,167

Enbridge,

Inc.,

3.70%,

07/15/2027

North

America

10,015

9,869

Energy

Transfer

LP,

2.90%,

05/15/2025

North

America

6,603

6,521

Energy

Transfer

LP,

5.55%,

02/15/2028

North

America

5,610

5,799

EnLink

Midstream

LLC,

5.38%,

06/01/2029

North

America

4,360

4,470

Enterprise

Products

Operating

LLC,

3.70%,

02/15/2026

North

America

3,615

3,595

Enterprise

Products

Operating

LLC,

3.95%,

02/15/2027

North

America

5,475

5,458

Enterprise

Products

Operating

LLC,

4.60%,

01/11/2027

North

America

2,950

2,986

Gulfstream

Natural

Gas

System

LLC,

4.60%,

09/15/2025

8

North

America

1,205

1,201

Gulfstream

Natural

Gas

System

LLC,

6.19%,

11/01/2025

8

North

America

755

766

Hess

Midstream

Operations

LP,

5.13%,

06/15/2028

8

North

America

5,930

5,866

Kinder

Morgan,

Inc.,

4.30%,

06/01/2025

North

America

8,800

8,759

Kinder

Morgan,

Inc.,

4.30%,

03/01/2028

North

America

1,570

1,572

MPLX

LP,

4.00%,

02/15/2025

North

America

2,807

2,792

MPLX

LP,

4.00%,

03/15/2028

North

America

6,280

6,191

MPLX

LP,

4.88%,

06/01/2025

North

America

1,570

1,568

NuStar

Logistics

LP,

6.00%,

06/01/2026

North

America

2,990

3,008

ONEOK,

Inc.,

3.20%,

03/15/2025

North

America

1,865

1,848

ONEOK,

Inc.,

4.55%,

07/15/2028

North

America

5,085

5,109

ONEOK,

Inc.,

5.85%,

01/15/2026

North

America

1,965

1,995

Parkland

Corp.,

5.88%,

07/15/2027

8

North

America

3,050

3,043

Plains

All

American

Pipeline

LP,

4.65%,

10/15/2025

North

America

9,135

9,121

Rockies

Express

Pipeline

LLC,

3.60%,

05/15/2025

8

North

America

1,240

1,219

Sabine

Pass

Liquefaction

LLC,

5.63%,

03/01/2025

North

America

1,168

1,168

Targa

Resources

Partners

LP,

6.88%,

01/15/2029

North

America

11,890

12,190

Texas

Eastern

Transmission

LP,

3.50%,

01/15/2028

8

North

America

2,750

2,662

TransCanada

PipeLines

Ltd.,

4.88%,

01/15/2026

North

America

9,095

9,134

Transcontinental

Gas

Pipe

Line

Co.

LLC,

4.00%,

03/15/2028

North

America

9,700

9,566

Venture

Global

Calcasieu

Pass

LLC,

3.88%,

08/15/2029

8

North

America

2,300

2,176

Western

Midstream

Operating

LP,

4.75%,

08/15/2028

North

America

9,518

9,507

Total

Oil

Gas

Transportation

&

Distribution

178,566

178,560

Telecommunications

4.3%

American

Tower

Corp.,

3.65%,

03/15/2027

North

America

5,450

5,366

American

Tower

Corp.,

5.25%,

07/15/2028

North

America

4,085

4,205

AT&T,

Inc.,

1.70%,

03/25/2026

North

America

11,045

10,630

British

Telecommunications

plc,

5.13%,

12/04/2028

Europe

7,040

7,229

CCO

Holdings

LLC,

6.38%,

09/01/2029

8

North

America

1,790

1,790

Charter

Communications

Operating

LLC,

4.91%,

07/23/2025

North

America

3,854

3,848

Charter

Communications

Operating

LLC,

6.15%,

11/10/2026

North

America

3,145

3,232

Comcast

Corp.,

2.35%,

01/15/2027

North

America

12,760

12,299

Cox

Communications,

Inc.,

3.50%,

08/15/2027

8

North

America

3,175

3,101

Crown

Castle,

Inc.,

4.00%,

03/01/2027

North

America

1,180

1,171

Crown

Castle,

Inc.,

4.45%,

02/15/2026

North

America

7,415

7,410

Crown

Castle,

Inc.,

5.00%,

01/11/2028

North

America

2,998

3,049

Digital

Realty

Trust

LP,

3.70%,

08/15/2027

North

America

6,265

6,175

Equinix,

Inc.,

1.80%,

07/15/2027

North

America

2,425

2,273

Equinix,

Inc.,

2.63%,

11/18/2024

North

America

4,501

4,486

Rogers

Communications,

Inc.,

3.20%,

03/15/2027

North

America

8,860

8,624

Sprint

Capital

Corp.,

6.88%,

11/15/2028

North

America

3,060

3,341

TELUS

Corp.,

3.70%,

09/15/2027

North

America

3,695

3,627

T-Mobile

USA,

Inc.,

3.50%,

04/15/2025

North

America

7,905

7,847

T-Mobile

USA,

Inc.,

3.75%,

04/15/2027

North

America

2,750

2,716

3

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

See

Notes

to

Consolidated

Schedule

of

Investments.

US$

THOUSANDS

FOOTNOTE

LOCATION

PRINCIPAL

AMOUNT

FAIR

VALUE

PUBLIC

SECURITIES

33.9%

(continued)

Corporate

Bonds

21.3%

(continued)

Telecommunications

4.3%

(continued)

Verizon

Communications,

Inc.,

2.63%,

08/15/2026

North

America

$

10,820

$

10,516

Verizon

Communications,

Inc.,

4.33%,

09/21/2028

North

America

1,810

1,819

Virgin

Media

Secured

Finance

plc,

5.50%,

05/15/2029

8

Europe

1,290

1,237

Vodafone

Group

plc,

4.38%,

05/30/2028

Europe

1,885

1,913

Total

Telecommunications

119,203

117,904

Transportation

1.3%

Canadian

National

Railway

Co.,

2.75%,

03/01/2026

North

America

4,075

4,001

Canadian

Pacific

Railway

Co.,

1.35%,

12/02/2024

North

America

850

845

Canadian

Pacific

Railway

Co.,

1.75%,

12/02/2026

North

America

5,340

5,080

Canadian

Pacific

Railway

Co.,

2.90%,

02/01/2025

North

America

3,325

3,301

CSX

Corp.,

2.60%,

11/01/2026

North

America

9,525

9,257

Norfolk

Southern

Corp.,

2.90%,

06/15/2026

North

America

5,215

5,105

Union

Pacific

Corp.,

4.75%,

02/21/2026

North

America

9,095

9,163

Total

Transportation

37,425

36,752

Utility

8.0%

AEP

Texas,

Inc.,

3.85%,

10/01/2025

8

North

America

9,187

9,102

AES

Corp.

(The),

3.30%,

07/15/2025

8

North

America

8,514

8,391

Ameren

Corp.,

1.75%,

03/15/2028

North

America

7,110

6,535

Black

Hills

Corp.,

5.95%,

03/15/2028

North

America

4,235

4,443

CenterPoint

Energy

Resources

Corp.,

5.25%,

03/01/2028

North

America

9,005

9,296

Clearway

Energy

Operating

LLC,

4.75%,

03/15/2028

8

North

America

3,145

3,086

CMS

Energy

Corp.,

3.45%,

08/15/2027

North

America

7,525

7,373

Consolidated

Edison

Co.

of

New

York,

Inc.,

4.00%,

12/01/2028

North

America

9,405

9,378

Constellation

Energy

Generation

LLC,

3.25%,

06/01/2025

North

America

6,370

6,297

Consumers

Energy

Co.,

4.65%,

03/01/2028

North

America

1,770

1,799

Dominion

Energy,

Inc.,

2.85%,

08/15/2026

North

America

5,480

5,334

DTE

Energy

Co.,

1.05%,

06/01/2025

North

America

10,105

9,860

Duke

Energy

Corp.,

2.65%,

09/01/2026

North

America

9,350

9,090

Edison

International,

3.55%,

11/15/2024

North

America

8,065

8,044

Edison

International,

4.95%,

04/15/2025

North

America

3,650

3,647

Entergy

Corp.,

0.90%,

09/15/2025

North

America

9,185

8,874

Evergy

Kansas

Central,

Inc.,

2.55%,

07/01/2026

North

America

4,715

4,593

Evergy

Kansas

Central,

Inc.,

3.25%,

12/01/2025

North

America

1,180

1,166

Eversource

Energy,

2.90%,

10/01/2024

North

America

5,288

5,288

Eversource

Energy,

5.45%,

03/01/2028

North

America

3,735

3,871

Exelon

Corp.,

3.40%,

04/15/2026

North

America

9,155

9,042

FirstEnergy

Corp.,

3.90%,

07/15/2027

North

America

4,230

4,187

Florida

Power

&

Light

Co.,

3.13%,

12/01/2025

North

America

3,210

3,176

Fortis,

Inc.,

3.06%,

10/04/2026

North

America

6,560

6,382

NextEra

Energy

Capital

Holdings,

Inc.,

1.90%,

06/15/2028

North

America

5,065

4,668

NiSource,

Inc.,

3.49%,

05/15/2027

North

America

6,300

6,188

Pacific

Gas

and

Electric

Co.,

3.15%,

01/01/2026

North

America

4,410

4,326

PPL

Capital

Funding,

Inc.,

3.10%,

05/15/2026

North

America

8,990

8,801

Public

Service

Electric

and

Gas

Co.,

3.00%,

05/15/2027

North

America

8,585

8,366

Sempra,

3.30%,

04/01/2025

North

America

2,715

2,691

Southern

Co.

(The),

4.85%,

06/15/2028

North

America

7,765

7,948

Southwestern

Electric

Power

Co.,

2.75%,

10/01/2026

North

America

2,360

2,287

Virginia

Electric

and

Power

Co.,

3.50%,

03/15/2027

North

America

4,610

4,549

Vistra

Operations

Co.

LLC,

5.13%,

05/13/2025

8

North

America

3,055

3,049

WEC

Energy

Group,

Inc.,

4.75%,

01/15/2028

North

America

8,985

9,122

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

See

Notes

to

Consolidated

Schedule

of

Investments.

4

Brookfield

The

following

notes

should

be

read

in

conjunction

with

the

accompanying

Consolidated

Schedule

of

Investments.

US$

THOUSANDS

FOOTNOTE

LOCATION

PRINCIPAL

AMOUNT

FAIR

VALUE

PUBLIC

SECURITIES

33.9%

(continued)

Corporate

Bonds

21.3%

(continued)

Utility

8.0%

(continued)

Xcel

Energy,

Inc.,

3.30%,

06/01/2025

North

America

$

7,350

$

7,268

Total

Utility

220,364

217,517

Total

Corporate

Bonds

(Cost

$575,979

)

584,902

Short-Term

Investments

-

12.6%

SHARES

FAIR

VALUE

Money

Market

Funds

-

0.7%

Fidelity

Institutional

Money

Market

Treasury

Portfolio,

Institutional

Class,

4.85%

9

North

America

8,976

8,976

Invesco

Government

&

Agency

Portfolio,

Institutional

Class,

4.86%

9

North

America

8,976

8,976

Total

Money

Market

Funds

17,952

PRINCIPAL

AMOUNT

VALUE

Time

Deposits

-

11.9%

Mizuho

Time

Deposit,

4.86%,

10/02/2024

North

America

125,257

125,257

Mizuho

Time

Deposit,

5.00%,

11/19/2024

North

America

200,000

200,000

Total

Time

Deposits

325,257

325,257

Total

Short-Term

Investments

(Cost

$343,209)

343,209

Total

PUBLIC

SECURITIES

33.9%

928,111

Total

Investments

(Cost

$

2,654,100)

-

102.8%

2,810,776

Liabilities

in

Excess

of

Other

Assets

-

(2.8)%

(77,378)

TOTAL

NET

ASSETS

-

100.0%

$

2,733,398

1

Reflects

the

date

at

which

the

Predecessor

Fund

initially

acquired

the

investment,

where

applicable.

Certain

investments

held

by

the

Predecessor

Fund

were

purchased

from

affiliates.

2

Cost

initially

reflects

the

market

value

as

of

the

date

of

Reorganization,

where

applicable,

and

is

adjusted

for

subsequent

purchases

and

sales

activity.

3

Affiliated

security

(refer

to

Note

5

,

Investments

in

Affiliated

Issuers,

for

further

details).

4

Held

through

wholly-owned

subsidiaries

(refer

to

Note

2,

Significant

Accounting

Policies,

for

further

details).

5

These

securities

are

characterized

as

Level

3

securities

within

the

disclosure

hierarchy.

Level

3

security

values

are

determined

using

significant

unobservable

inputs.

As

of

September

30,

2024,

the

total

value

of

all

such

securities

was

$1,882,665,000

or

68.9%

of

net

assets.

6

Indirectly

held

through

an

affiliated

unconsolidated

special

purpose

vehicle.

7

The

Fund’s

investments

in

BII

BID

Aggregator

A

L.P.

(“Aggregator

A”)

and

BII

BID

Aggregator

B

L.P.

(“Aggregator

B”)

represent

equity

interests

in

entities

that

provide

debt

loans

to

infrastructure

borrowers,

either

by

committing

and

funding

these

loans

entirely

with

their

own

capital,

or

alongside

affiliates.  Brookfield

Infrastructure

Debt

Fund

III,

LP,

an

affiliate

of

the

Fund,

is

also

an

investor

in

Aggregator

A

and

Aggregator

B

(i.e.

a

co-investor).

Aggregator

A

and

Aggregator

B

do

not

charge

management

fees

and

redemption

provisions

are

limited

to

the

liquidity

of

their

investments,

which

may

be

limited.  The

infrastructure

debt

loans

are

made

across

multiple

sectors,

including

transport,

data

and

renewable

power

&

transition.

The

Fund

may

use

certain

derivative

instruments,

in

order

to

hedge

its

currency

or

interest

rate

risk,

in

accordance

with

its

investment

program.

Aggregator

A:

Aggregator

A

has

made

loan

commitments

of

$219

million

of

which

$167

million

was

funded

as

of

September

30,

2024.  The

coupons

for

these

loans

are

fixed

and,

as

of

September

30,

2024,

range

from

8%

to

9%.

The

maturities

range

from

April

2027

to

March

2031.  

Aggregator

B:

Aggregator

B

has

made

loan

commitments

of

$93

million,

all

of

which

were

fully

funded

as

of

September

30,

2024.  The

coupons

for

these

loans

are

comprised

of

fixed

and

variable

rates

and,

as

of

September

30,

2024,

range

from

9%

to

12%

(on

a

swapped

to

fixed

basis).

The

maturities

range

from

August

2027

to

April

2028.

8

Security

exempt

from

registration

under

Rule

144A

of

the

Securities

Act

of

1933.

This

security

may

be

resold

in

transactions

exempt

from

registration

to

qualified

institutional

buyers.

As

of

September

30,

2024,

the

total

value

of

such

security

was

$48,856,000

or

1.8%

of

net

assets.

9

The

rate

shown

represents

the

seven-day

yield

as

of

September

30,

2024.

5

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

See

Notes

to

Consolidated

Schedule

of

Investments.

Interest

Rate

Swap

Contracts

At

September

30,

2024,

the

Fund

had

the

following

interest

rate

swap

contracts

outstanding:

Foreign

currency

forward

contracts

At

September

30,

2024,

the

Fund

had

the

following

forward

exchange

contracts

outstanding:

Description

Payment

Frequency

Counter-

party

Maturity

Date

Notional

Amount

(Local

Currency)

Currency

Value

Upfront

Payments

(Receipts)

Unrealized

Gain/(Loss)

(USD)

US$

THOUSANDS

OTC

Interest

Swap

Contracts

Receive

4.236%,

Pay

3-month

BBSY

Quarterly

Macquarie

4/17/26

24,000

AUD

$

1,183

$

—

$

107

Receive

4.921%,

Pay

1-day

SONIA

Quarterly

Macquarie

4/17/26

17,316

GBP

1,915

—

329

Total

Interest

Rate

Swap

Contracts

...................................................

$

3,098

$      —

$

436

Settlement

Date

Currency

to

be

received

Currency

to

be

delivered

Counterparty

Value

/

Unrealized

Gain

(Loss)

US$

THOUSANDS

10/08/24

98,756

AUD

68,073

USD

Mizuho

Financial

Group

$

203

01/07/25

31,264,000

COP

7,289

USD

Macquarie

Group

59

02/28/25

3,600

EUR

3,977

USD

Mizuho

Financial

Group

53

06/06/25

2,283

USD

2,000

EUR

Mizuho

Financial

Group

34

06/12/25

1,170

GBP

1,532

USD

Mizuho

Financial

Group

29

06/12/25

360

GBP

459

USD

Mizuho

Financial

Group

21

06/12/25

180

GBP

229

USD

Mizuho

Financial

Group

11

02/02/26

3,812

USD

5,100

CAD

Mizuho

Financial

Group

1

Total

unrealized

gain

...........................................................................

411

10/03/24

170,000

CAD

126,108

USD

Macquarie

Group

(412)

10/03/24

124,187

USD

170,000

CAD

Macquarie

Group

(1,508)

10/04/24

38,669

GBP

51,801

USD

Mizuho

Financial

Group

(81)

10/04/24

42,182

USD

38,669

GBP

Mizuho

Financial

Group

(9,533)

10/08/24

63,446

USD

98,756

AUD

Mizuho

Financial

Group

(4,825)

10/22/24

1,115

USD

1,653

AUD

Goldman

Sachs

&

Co.

(28)

10/22/24

427

USD

666

AUD

Goldman

Sachs

&

Co.

(33)

10/22/24

621

USD

510

GBP

Goldman

Sachs

&

Co.

(61)

10/22/24

1,359

USD

1,043

GBP

Goldman

Sachs

&

Co.

(36)

01/07/25

14,505,000

COP

3,531

USD

Macquarie

Group

(120)

01/07/25

43

USD

249,000

COP

Macquarie

Group

(15)

01/07/25

25,196

USD

144,524,000

COP

Macquarie

Group

(8,668)

01/07/25

24,655

USD

141,275,000

COP

Macquarie

Group

(8,447)

01/07/25

24,663

USD

140,825,000

COP

Macquarie

Group

(8,335)

01/22/25

427

USD

666

AUD

Goldman

Sachs

&

Co.

(33)

01/22/25

621

USD

510

GBP

Goldman

Sachs

&

Co.

(60)

02/28/25

1,582

EUR

1,779

USD

Mizuho

Financial

Group

(7)

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

See

Notes

to

Consolidated

Schedule

of

Investments.

6

Brookfield

Settlement

Date

Currency

to

be

received

Currency

to

be

delivered

Counterparty

Value

/

Unrealized

Gain

(Loss)

US$

THOUSANDS

02/28/25

28,977

USD

26,000

EUR

Mizuho

Financial

Group

$

(137)

04/03/25

126,685

USD

173,525

CAD

Macquarie

Group

(2,138)

04/24/25

418

USD

651

AUD

Goldman

Sachs

&

Co.

(32)

04/24/25

607

USD

499

GBP

Goldman

Sachs

&

Co.

(58)

06/06/25

2,235

USD

11,326,000

COP

Macquarie

Group

(365)

06/06/25

38,500

EUR

44,086

USD

Mizuho

Financial

Group

(789)

06/06/25

2,855

USD

4,300

AUD

Mizuho

Financial

Group

(114)

06/06/25

56,593

USD

51,500

EUR

Mizuho

Financial

Group

(1,258)

06/06/25

2,220

USD

1,800

GBP

Mizuho

Financial

Group

(177)

06/12/25

2,153

USD

1,710

GBP

Mizuho

Financial

Group

(125)

07/22/25

423

USD

659

AUD

Goldman

Sachs

&

Co.

(31)

07/22/25

613

USD

505

GBP

Goldman

Sachs

&

Co.

(58)

08/29/25

29,040

USD

26,000

EUR

Mizuho

Financial

Group

(269)

09/15/25

1,493

USD

2,300

AUD

Mizuho

Financial

Group

(91)

09/15/25

9,458

USD

12,800

CAD

Mizuho

Financial

Group

(80)

09/15/25

2,653

USD

2,400

EUR

Mizuho

Financial

Group

(53)

09/15/25

1,364

USD

1,100

GBP

Mizuho

Financial

Group

(99)

09/22/25

3,085

USD

13,808,000

COP

Macquarie

Group

(53)

10/22/25

427

USD

666

AUD

Goldman

Sachs

&

Co.

(31)

10/22/25

619

USD

510

GBP

Goldman

Sachs

&

Co.

(58)

12/15/25

5,074

USD

6,900

CAD

Mizuho

Financial

Group

(74)

01/22/26

427

USD

666

AUD

Goldman

Sachs

&

Co.

(31)

01/22/26

619

USD

510

GBP

Goldman

Sachs

&

Co.

(57)

02/02/26

4,316

USD

3,400

GBP

Mizuho

Financial

Group

(198)

02/27/26

31,006

USD

27,700

EUR

Mizuho

Financial

Group

(428)

03/31/26

102,569

USD

137,405

CAD

Mizuho

Financial

Group

(200)

03/31/26

3,112

USD

4,200

CAD

Mizuho

Financial

Group

(28)

03/31/26

1,229

USD

1,100

EUR

Mizuho

Financial

Group

(20)

04/17/26

394

USD

615

AUD

Goldman

Sachs

&

Co.

(28)

04/17/26

15,346

USD

24,000

AUD

Goldman

Sachs

&

Co.

(1,126)

04/17/26

20,956

USD

17,316

GBP

Goldman

Sachs

&

Co.

(1,955)

04/17/26

571

USD

471

GBP

Goldman

Sachs

&

Co.

(52)

04/30/26

6,921

USD

6,248

EUR

Mizuho

Financial

Group

(180)

06/30/26

4,454

USD

6,700

AUD

Mizuho

Financial

Group

(150)

06/30/26

10,553

USD

14,300

CAD

Mizuho

Financial

Group

(151)

09/25/26

127,421

USD

170,000

CAD

Macquarie

Group

(112)

09/30/26

4,817

USD

4,300

EUR

Mizuho

Financial

Group

(97)

12/08/26

16,200

USD

12,945

GBP

Mizuho

Financial

Group

(902)

12/21/26

25,111

USD

37,690

AUD

Mizuho

Financial

Group

(740)

06/07/27

5,799

USD

7,786

CAD

Mizuho

Financial

Group

(66)

06/15/27

1,737

USD

2,600

AUD

Mizuho

Financial

Group

(43)

06/15/27

1,689

USD

1,500

EUR

Mizuho

Financial

Group

(40)

06/15/27

1,918

USD

1,500

GBP

Mizuho

Financial

Group

(63)

06/30/27

602

USD

900

AUD

Mizuho

Financial

Group

(14)

06/30/27

3,341

USD

4,500

CAD

Mizuho

Financial

Group

(49)

09/27/27

51,043

USD

38,669

GBP

Mizuho

Financial

Group

(122)

7

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

See

Notes

to

Consolidated

Schedule

of

Investments.

Abbreviations

Settlement

Date

Currency

to

be

received

Currency

to

be

delivered

Counterparty

Value

/

Unrealized

Gain

(Loss)

US$

THOUSANDS

09/30/27

67,297

USD

98,756

AUD

Mizuho

Financial

Group

$

(355)

Total

unrealized

loss

...........................................................................

(55,499)

Net

unrealized

loss

...........................................................................

$

(55,088)

AUD

—

Australian

Dollar

CAD

—

Canadian

Dollar

COP

—

Colombian

Peso

EUR

—

Euro

GBP

—

British

Pound

USD

—

U.S.

Dollar

BBSY

—

Bank

Bill

Swap

Rate

SONIA

—

Sterling

Over

Night

Indexed

Average

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Notes

to

Consolidated

Schedule

of

Investments

(Unaudited)

September

30,

2024

8

Brookfield

1.

ORGANIZATION

&

INVESTMENT

OBJECTIVES

Brookfield

Infrastructure

Income

Fund

Inc.

(the

“Fund”)

is

a Maryland

corporation

registered

under

the

Investment

Company

Act

of

1940,

as

amended

(the

“1940

Act”

or

the

“Investment

Company

Act”),

as

a

non-diversified,

closed-end

management

investment

company.

The

Fund

continuously

offers

its

shares

of

common

stock,

as

well

as

periodic

liquidity

to

investors.

The

Fund's

Class

I

Shares,

Class

S

Shares

and

Class

D

Shares

commenced

operations

on

November

1,

2023,

December

1,

2023

and

March

1,

2024,

respectively.

The

Fund

currently

offers

shares

of

four

classes

of

common

stock

on

a

continuous

basis:

Class

I

Common

Shares

(“Class

I

Shares”),

Class

D

Common

Shares

(“Class

D

Shares”),

Class

S

Common

Shares

(“Class

S

Shares”),

and

Class

T

Common

Shares

(“Class

T

Shares”

and,

together

with

the

Class

I

Shares,

the

Class

D

Shares,

and

the

Class

S

Shares,

the

“Shares”).

The

Fund

was

granted

exemptive

relief

(the

“Multi-Class

Exemptive

Relief”)

by

the

U.S.

Securities

and

Exchange

Commission

(the

“SEC”)

that

permits

the

Fund

to

issue

multiple

classes

of

shares

and

to

impose

asset-based

distribution

fees

and

early-withdrawal

fees.

In

addition

to

the

Class

I

Shares,

Class

D

Shares,

Class

S

Shares,

and

Class

T

Shares,

the

Fund

may

offer

additional

classes

of

shares

in

the

future.

Brookfield

Asset

Management

Private

Institutional

Capital

Adviser

(Canada),

L.P.

(the

“Adviser”)

serves

as

the

investment

adviser

to

the

Fund

pursuant

to

the

terms

of

an

investment

advisory

agreement

with

the

Fund

(the

“Advisory

Agreement”).

The

Adviser

is

an

indirect

wholly-owned

subsidiary

of

Brookfield

Asset

Management

ULC

(“BAM

ULC”).

Brookfield

Public

Securities

Group

LLC

(the

“Administrator”),

an

indirect-wholly-owned

subsidiary

of

BAM

ULC,

is

registered

as

an

investment

adviser

under

the

Investment

Advisers

Act

of

1940,

as

amended,

and

serves

as

Administrator

to

the

Fund.

Brookfield

Corporation

(NYSE:

BN;

TSX:

BN),

holds

a

75%

interest

in

BAM

ULC,

while

Brookfield

Asset

Management

Ltd.

(NYSE:

BAM;

TSX:

BAMA)

(“Brookfield

Asset

Management”)

holds

a

25%

interest

in

BAM

ULC.

Brookfield

Asset

Management

is

a

leading

global

alternative

asset

manager. 

The

Fund’s

investment

objective

is

to

maximize

total

returns

through

growth

of

capital

and

current

income.

There

can

be

no

assurance

that

the

Fund

will

achieve

its

investment

objective.

BII

launched

on

November

1,

2023,

as

a

regulated

investment

company,

structured

as

a

"tender

offer

fund."

At

the

time

of

launch,

a

predecessor

fund

based

in

Luxembourg,

Brookfield

Infrastructure

Income

Fund

SCSp

(the

"Predecessor

Fund"),

was

reorganized

into

the

Fund

(the

"Reorganization")

and

as

a

result,

the

Fund

adopted

all

of

the

assets

and

liabilities

of

the

Predecessor

Fund,

including

its

portfolio

of

private

infrastructure

investments.

The

Fund

maintains

an

investment

objective

and

investment

strategies,

policies,

guidelines

and

restrictions

that

are,

in

all

material

respects,

equivalent

to

those

of

the

Predecessor

Fund.

Further,

the

Reorganization

did

not

result

in

(1)

a

material

change

in

the

Predecessor

Fund’s

investment

portfolio

due

to

investment

restrictions;

or

(2)

a

change

in

accounting

policies.

Additionally,

the

investment

advisers

and

portfolio

managers

did

not

change

as

a

result

of

the

Reorganization.

The

net

asset

value

of

the

Fund’s

shares

as

of

close

of

business

on

October

31,

2023,

after

the

Reorganization,

was

$10.00

for

Class

I

Shares

and

the

Fund

received

in-kind

capital

contributions

of

net

assets

valued

at

$1,548,638,000

in

exchange

for

154,864,000

Class

I

Shares. 

2.

SUMMARY

OF

SIGNIFICANT

ACCOUNTING

POLICIES

Reporting

entity

and

principles

of

consolidation

The

entities

listed

below

are

wholly-owned

subsidiaries

(each

a

“Subsidiary”,

or

together

“Subsidiaries”)

of

the

Fund.

All

investments

held

by

the

Subsidiaries

are

disclosed

in

the

Consolidated

Schedule

of

Investments.

Subsidiaries

Enercare

BII

ULC,

an

Alberta

corporation

formed

on

September

23,

2022.

IPL

BII

ULC,

an

Alberta

corporation

formed

on

September

23,

2022.

9

2024

Quarterly

Report

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Notes

to

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

Ontario

Wind

BII

ULC,

an

Alberta

corporation

formed

on

September

23,

2022.

Intermediate

Holdings

US

LLC,

formed

as

a

limited

liability

company

under

the

Delaware

Limited

Liability

Company

Act

on

September

30,

2022.

BII

Foundry

Holdings

LLC,

formed

as

a

limited

liability

company

under

the

Delaware

Limited

Liability

Company

Act

on

December

22,

2022.

BII

Smoky

Holdings

LLC,

formed

as

a

limited

liability

company

under

the

Delaware

Limited

Liability

Company

Act

on

February

16,

2023.

BII

Finco

(Cayman)

2

LP

formed

as

an

Exempted

Limited

Partnership

registered

in

the

Cayman

Islands

on

October

10,

2023.

BII

Finco

GP

LLC,

formed

in

Delaware

on

October

10,

2023

and

is

the

sole

general

partner

of

BII

Finco

(Cayman)

2

LP.

BII

Preferred

US

Holdings

LLC,

formed

as

a

limited

liability

company

under

the

Delaware

Limited

Liability

Company

Act

on

May

16,

2024. 

BII

RIC

Europe

Holdings

(UK)

Limited,

formed

as

a

limited

liability

company

under

the

United

Kingdom

Companies

Act

2006

as

a

private

company

on

July

31,

2024.

Valuation

of

investments  

The Board

of

Directors

(the

"Board")

has

designated

the

Adviser

as

the

valuation

designee

pursuant

to

Rule

2a-5

under

the

1940

Act

to

perform

fair

value

determination

relating

to

any

or

all

fund

investments.

The

Board

oversees

the

Adviser

in

its

role

as

the

valuation

designee

in

accordance

with

the

requirements

of

Rule

2a-5

under

the

1940

Act.

The

Fund

values

its

private

investments

on

at

least

a

monthly

basis.

The

Fund

carries

its

private

investments

at

their

estimated

fair

value

as

determined

by

the

Adviser.

A

number

of

valuation

methodologies

are

considered

in

arriving

at

the

fair

value

of

unquoted

investments,

including

internal

or

external

valuation

models,

which

may

include

discounted

cash

flow

analysis.

The

most

appropriate

methodology

to

determine

fair

value

is

chosen

on

an

investment

by

investment

basis.

Any

control,

size,

liquidity

or

other

discounts

or

premiums

on

the

investment

are

considered

by

the

Adviser

in

their

determination

of

fair

value.

During

the

initial

period

after

an

investment

has

been

made,

cost

may

represent

the

most

reasonable

estimate

of

fair

value.

Intra-quarter

month-end

values

will

reflect

the

latest

quarterly

valuation,

as

adjusted

based

on

the

total

return

that

the

investment

is

expected

to

generate,

the

impact

of

foreign

exchange

rates,

and

any

adjustments

the

Adviser

deems

appropriate.

Investments

in

equity

securities

listed

or

traded

on

any

securities

exchange

or

traded

in

the

over-the-counter

market

are

valued

at

the

last

trade

price

as

of

the

close

of

business

on

the

valuation

date.

If

the

relevant

exchange

closes

early,

then

the

equity

security

will

be

valued

at

the

last

traded

price

before

the

relevant

exchange

close.

Prices

of

foreign

equities

that

are

principally

traded

on

certain

foreign

markets

will

generally

be

adjusted

daily

pursuant

to

a

fair

value

pricing

service

approved

by

the

Board

in

order

to

reflect

an

adjustment

for

the

factors

occurring

after

the

close

of

certain

foreign

markets

but

before

the

NYSE

close.

When

fair

value

pricing

is

employed,

the

value

of

the

portfolio

securities

used

to

calculate

the

Fund’s

net

asset

value

(“NAV”)

may

differ

from

quoted

or

official

closing

prices.

Investments

in

open-end

registered

investment

companies,

if

any,

are

valued

at

the

NAV

as

reported

by

those

investment

companies.

Debt

securities,

including

U.S.

government

securities,

listed

corporate

bonds,

other

fixed

income

and

asset-backed

securities,

and

unlisted

securities

and

private

placement

securities,

are

generally

valued

at

the

bid

prices

furnished by

an

independent

pricing

service

or,

if

not

valued

by

an

independent

pricing

service,

using

bid

prices

obtained

from

active

and

2.

SUMMARY

OF

SIGNIFICANT

ACCOUNTING

POLICIES

(continued)

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Notes

to

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

10

Brookfield

reliable

market

makers

in

any

such

security

or

a

broker-dealer.

Valuations

from

broker-dealers

or

pricing

services

consider

appropriate

factors

such

as

market

activity,

market

activity

of

comparable

securities,

yield,

estimated

default

rates,

timing

of

payments,

underlying

collateral,

coupon

rate,

maturity

date,

and

other

factors.

Short-term

debt

securities

with

remaining

maturities

of

sixty

days

or

less

are

valued

at

amortized

cost

of

discount

or

premium

to

maturity,

unless

such

valuation,

in

the

judgment

of

the

Adviser,

does

not

represent

fair

value.

Over-the-counter

financial

derivative

instruments,

such

as

forward

currency

contracts,

options

contracts,

or

swap

agreements,

derive

their

values

from

underlying

asset

prices,

indices,

reference

rates,

other

inputs

or

a

combination

of

these

factors.

These

instruments

are

normally

valued

on

the

basis

of

evaluations

provided

by

independent

pricing

services

or

broker

dealer

quotations.

Depending

on

the

instrument

and

the

terms

of

the

transaction,

the

value

of

the

derivative

instruments

can

be

estimated

by

a

pricing

service

provider

using

a

series

of

techniques,

such

as

simulation

pricing

models.

The

pricing

models

use

issuer

details

and

other

inputs

that

are

observed

from

actively

quoted

markets

such

as

indices,

spreads,

interest

rates,

curves,

dividends

and

exchange

rates.

Derivatives

that

use

similar

valuation

techniques

and

inputs

as

described

above

are

normally

categorized

as

Level

2

of

the

fair

value

hierarchy.

The

fair

value

of

financial

instruments

that

are

traded

in

active

markets

at

each

reporting

date

is

determined

by

reference

to

quoted

market

prices

or

dealer

price

quotation,

without

any

deduction

for

transaction

costs.

For

financial

instruments

not

traded

in

an

active

market,

the

fair

value

is

determined

using

appropriate

valuation

techniques.

Such

techniques

may

include

using

recent

arm’s

length

market

transactions,

reference

to

the

current

fair

value

or

another

instrument

that

is

substantially

the

same,

a

discounted

cash

flow

analysis,

or

other

valuation

models.

Securities

for

which

market

prices

are

not

readily

available,

cannot

be

determined

using

the

sources

described

above,

or

the

Adviser

determines

that

the

quotation

or

price

for

a

portfolio

security

provided

by

a

broker-dealer

or

an

independent

pricing

service

is

inaccurate

will

be

valued

at

a

fair

value

determined

by

the

Adviser

following

the

procedures

adopted

by

the

Adviser

under

the

supervision

of

the

Board.

The

Adviser’s

valuation

policy

establishes

parameters

for

the

sources,

methodologies,

and

inputs

the

Adviser

uses

in

determining

fair

value.

Non-publicly

traded

debt

and

equity

securities

and

other

securities

or

instruments

for

which

reliable

market

quotations

are

not

available

are

valued

by

the

Adviser

using

valuation

methodologies

applied

on

a

consistent

basis.

These

securities

may

initially

be

valued

at

the

acquisition

price

as

the

best

indicator

of

fair

value.

The

Adviser

reviews

the

significant

unobservable

inputs,

valuations

of

comparable

investments

and

other

similar

transactions

for

investments

valued

at

acquisition

price

to

determine

whether

another

valuation

methodology

should

be

utilized.

Subsequent

valuations

will

depend

on

facts

and

circumstances

known

as

of

the

valuation

date

and

the

application

of

valuation

methodologies

further

described

below.

The

fair

value

may

also

be

based

on

a

pending

transaction

expected

to

close

after

the

valuation

date.

These

valuation

methodologies

involve

a

significant

degree

of

management

judgment.

Accordingly,

valuations

do

not

necessarily

represent

the

amounts

which

may

eventually

be

realized

from

sales

or

other

dispositions

of

investments

in

the

future.

Fair

values

may

differ

from

the

values

that

would

have

been

used

had

a

ready

market

for

the

investment

existed,

and

the

differences

could

be

material.

The

fair

valuation

methodology

may

include

or

consider

the

following

guidelines,

as

appropriate:

(1)

evaluation

of

all

relevant

factors,

including

but

not

limited

to,

pricing

history,

current

market

level,

supply

and

demand

of

the

respective

security;

(2)

comparison

to

the

values

and

current

pricing

of

securities

that

have

comparable

characteristics;

(3)

knowledge

of

historical

market

information

with

respect

to

the

security;

(4)

other

factors

relevant

to

the

security

which

would

include,

but

not

be

limited

to,

duration,

yield,

fundamental

analytical

data,

the

Treasury

yield

curve,

and

credit

quality.

The

fair

value

may

be

difficult

to

determine

and

thus

judgment

plays

a

greater

role

in

the

valuation

process.

Imprecision

in

estimating

fair

value

can

also

impact

the

amount

of

unrealized gain

or loss

recorded

for

a

particular

portfolio

security

and

differences

in

the

assumptions

used

could

result

in

a

different

determination

of

fair

value,

and

those

differences

could

be

material.

For

those

securities

valued

by

fair

valuations,

the

Adviser

reviews

and

affirms

the

reasonableness

of

the

valuations

based

on

such

methodologies

on

a

regular

basis

after

considering

all

relevant

information

that

is

reasonably

available.

There

can

be

no

assurance

that

the

Fund

could

purchase

or

sell

a

portfolio

security

at

the

price

used

to

calculate

the

Fund’s

NAV.

2.

SUMMARY

OF

SIGNIFICANT

ACCOUNTING

POLICIES

(continued)

11

2024

Quarterly

Report

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Notes

to

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

3.

FAIR

VALUE

MEASUREMENTS

A

three-tier

hierarchy

has

been

established

to

maximize

the

use

of

observable

market

data

and

minimize

the

use

of

unobservable

inputs

and

to

establish

classification

of

fair

value

measurements

for

disclosure

purposes.

Observable

inputs

are

inputs

that

reflect

the

assumptions

market

participants

would

use

in

pricing

the

asset

or

liability

developed

based

on

market

data

obtained

from

sources

independent

of

the

reporting

entity.

Unobservable

inputs

are

inputs

that

reflect

the

reporting

entity’s

own

assumptions

about

the

assumptions

market

participants

would

use

in

pricing

the

asset

or

liability

developed

based

on

the

best

information

available

in

the

circumstances. 

The

three-tier

hierarchy

of

inputs

is

summarized

in

the

three

broad

levels

listed

below:

Level

1

—

quoted

prices

in

active

markets

for

identical

assets

or

liabilities

Level

2

—

quoted

prices

in

markets

that

are

not

active

or

other

significant observable

inputs

(including,

but

not

limited

to:

quoted

prices

for

similar

assets

or

liabilities,

quoted

prices

based

on

recently

executed

transactions,

interest

rates,

credit

risk,

etc.)

Level

3

—

significant

unobservable

inputs

(including

the

Fund’s

own

assumptions

in

determining

the

fair

value

of

assets

or

liabilities)

The

following

table

summarizes

the

Fund’s

investments

valuation

inputs

categorized

in

the

disclosure

hierarchy

as

of

September

30,

2024:

FAIR

VALUE

MEASUREMENTS

LEVEL

1

LEVEL

2

LEVEL

3

TOTAL

US$

THOUSANDS

Investments

accounted

for

at

fair

value:

Private

investments

............................

$

—

$

—

$

1,882,665

$

1,882,665

Public

securities

..............................

—

584,902

—

584,902

Short-Term

Investments

........................

17,952

325,257

—

343,209

Total

Investments

at

Fair

Value

...................

$

17,952

$

910,159

$

1,882,665

$

2,810,776

Other

Financial

Instruments

(Assets)

Foreign

currency

forward

contracts

...............

$

—

$

411

$

—

$

411

Interest

rate

swaps

............................

—

436

—

436

Total

Other

Financial

Instruments

(Assets)

..........

$

—

$

847

$

—

$

847

Other

Financial

Instruments

(Liabilities)

Foreign

currency

forward

contracts

...............

$

—

$

55,499

$

—

$

55,499

Total

Other

Financial

Instruments

(Liabilities)

........

$

—

$

55,499

$

—

$

55,499

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Notes

to

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

12

Brookfield

The

table

below

shows

the

significant

unobservable

valuation

inputs

that

were

used

by

the

Adviser to

fair

value

the

Level

3

investments

as

of

September

30,

2024.

The

following

is

a

reconciliation

of

the

assets

in

which

significant

unobservable

inputs

(Level

3)

were

used

in

determining

fair

value:

4.

BORROWINGS

Credit

facility:

The

Predecessor

Fund

established

a

line

of

credit

with

Mizuho

Bank,

Ltd.

on

April

19,

2023.

This

facility

was

transferred

to

the

Fund

as

part

of

the

Reorganization

that

occurred

on

October

31,

2023.

The

Fund

pays

interest

in

the

amount

of

SOFR

plus

2.65%

on

the

amount

borrowed;

0.30%

on

the

amount

unused

if

the

aggregate

outstanding

amount

of

the

loan

is

less

than

50%

of

the

commitment

and

0.25%

on

the

amount

unused

if

otherwise.

The

Fund

incurred

commitment

fees of $314,000 during

the

nine

months ended

September

30,

2024.

Quantitative

Information

about

Level

3

Fair

Value

Measurements

Value

as

of

September

30,

2024

Valuation

Approach

Valuation

Technique

Unobservable

Input

Amount

or

Range/

(Weighted

Average)

Impact

to

Valuation

from

an

Increase

in

Input

(1)

US$

THOUSANDS

Private

equity

Investments

$1,618,144

Income

Approach

Discounted

cash

flow

model

Discount

Rate

7.6%

to

20.0%

(11.6%)

Decrease

Terminal

Value

Multiple

2.3x

to

23.5x

(12.8x)

Increase

Private

debt

Investments

$264,521

Income

Approach

Discounted

cash

flow

model

Discount

Rate

7.8%

to

12.0%

(9.2%)

Decrease

(1)

The

impact

represents

the

expected

directional

change

in

the

fair

value

of

Level

3

investments

that

would

result

from

an

increase

in

the

corresponding

input.

A

decrease

to

the

unobservable

input

would

have

the

opposite

effect.

Significant

changes

in

these

inputs

could

result

in

significantly

higher

or

lower

fair

value

measurements.

Private

Equity

Private

Debt

Total

US$

THOUSANDS

Balance

as

of

December

31,

2023

$

1,521,539

$

207,450

$

1,728,989

Purchases

of

investments

................................

13,915

64,590

78,505

Return

of

capital

.......................................

(6,955)

(9,763)

(16,718)

Sales

proceeds

........................................

—

—

—

Accrued

discounts

(premiums)

............................

—

—

—

Realized

gain

(loss)

.....................................

—

—

—

Net

change

in

unrealized

gain

............................

89,645

2,244

91,889

Balance

as

of

September

30,

2024

.........................

$

1,618,144

$

264,521

$

1,882,665

Change

in

unrealized

gain

for

Level

3

assets

still

held

at

the

reporting

date

.........................................

$

89,645

$

2,244

$

91,889

3.

FAIR

VALUE

MEASUREMENTS

(continued)

13

2024

Quarterly

Report

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Notes

to

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

During

the nine

months ended

September

30,

2024,

the

Fund

borrowed

an

additional

$4,000,000

and

subsequently

repaid

the

total

outstanding

amount

on

the

facility

of

$101,902,000,

including

accrued

interest

of

$789,000.

During

the

period,

the

Fund

utilized

the

credit

facility

for

13

days

and

had

an

average

daily

loan

balance

of

$26,593,000

at

a

weighted

average

borrowing

cost

of

8.11%.

During

the nine

months

ended

September

30,

2024,

the

Fund

amortized

$473,000

in

deferred

financing

costs.

As

of

September

30,

2024,

the

Fund

had $345,000

in

unamortized

deferred

financing

costs. The

remaining

portion

is

being

amortized

over

the

life

of

the

agreement

which

matures

on April

18,

2025.

In

addition,

as

of

September

30,

2024,

$72,403,000

of

the

credit

facility

was

committed

for

letters

of

credit

in

conjunction

with

our

investments

in

Canadian

Wind

Portfolio

(Ontario

Wind),

U.S.

Hydro

(Smoky

Mountain),

North

American

Residential

Infrastructure

(Enercare)

and

U.S.

Semiconductor

Foundry

(Intel

Partnership).

Reverse

Repurchase

Agreements

: In

a

reverse

repurchase

agreement,

the

Fund

delivers

a

security

to

a

financial

institution,

the

counterparty,

in

exchange

for

cash

with

a

simultaneous

agreement

to

repurchase

the

same

or

substantially

the

same

security

at

an

agreed

upon

price

and

date.

The

Fund

is

entitled

to

receive

principal

and

interest

payments,

if

any,

made

on

the

security

delivered

to

the

counterparty

during

the

term

of

the

agreement.

The

Fund

will

segregate

assets

delivered

as

collateral

under

reverse

repurchase

agreements.

Reverse

repurchase

agreements

involve

the

risk

that

the

market

value

of

the

securities

retained

in

lieu

of

sale

by

the

Fund

may

decline

below

the

price

of

the

securities

the

Fund

has

sold

but

is

obligated

to

repurchase.

In

the

event

the

buyer

of

securities

under

a

reverse

repurchase

agreement

files

for

bankruptcy

or

becomes

insolvent,

such

buyer

or

its

trustee

or

receiver

may

receive

an

extension

of

time

to

determine

whether

to

enforce

the

Fund’s

obligation

to

repurchase

the

securities,

and

the

Fund’s

use

of

the

proceeds

of

the

reverse

repurchase

agreement

may

effectively

be

restricted

pending

such

decision.

Also,

the

Fund

would

bear

the

risk

of

loss

to

the

extent

that

the

proceeds

of

the

reverse

repurchase

agreement

are

less

than

the

value

of

the

securities

subject

to

such

agreements.

During

the

nine

months ended September

30,

2024,

the

Fund

settled

all

outstanding

reverse

repurchase

positions

totaling

$84,537,000.

During

the

period,

the

Fund

utilized

reverse

repurchase

agreements

for

77

days

and

had

an

average

daily

balance

of

positions

outstanding

of

$62,481,000

at

a

weighted

average

interest

rate

of

6.39%.

Interest

expense

amounted

to

$840,000. 

Related

party

: On

December

8,

2023,

the

Fund

established

a

$300

million

loan

facility

with

BII

BIG

Holdings

L.P.,

an

indirect

wholly-owned

subsidiary

of

BAM

ULC.

Each

loan

advanced

under

the

facility

incurs

interest

at

a

rate

of

8%

per

annum

and

is

repayable

no

later

than

two

years

following

the

date

of

advance.

During

the nine

months

ended September

30,

2024,

the

Fund

converted

$25,000,000

of

the

$174,000,000

brought

forward

balance

to

equity

and

repaid

the

residual

balance

in

cash,

including

interest

of

$1,324,000.

As

of

September

30,

2024,

the

Fund

did

not

have

a

balance

outstanding

on

the

facility.

4.

BORROWINGS

(continued)

BROOKFIELD

INFRASTRUCTURE

INCOME

FUND

INC.

Notes

to

Consolidated

Schedule

of

Investments

(Unaudited)

(continued)

September

30,

2024

14

Brookfield

5.

INVESTMENTS

IN

AFFILIATED

ISSUERS

The

table

below

reflects

transactions

during

the

period

with

entities

that

are

affiliates

as

of

September

30,

2024. 

    aa

Opening

Value

Purchases,

net

of

returns

of

capital

Sales

Unrealized

Gain

(Loss)

End

Value

Dividend

and

Distributions

Income

1

US$

THOUSANDS

Australian

Utility

(AusNet

Services)

$

99,067

$

—

$

—

$

8,805

$

107,872

$

100

Canadian

Midstream

(Inter

Pipeline)

173,858

—

—

8,070

181,928

—

Canadian

Wind

Portfolio

(Ontario

Wind)

113,599

—

—

1,886

115,485

1,896

Colombian

Renewable

Power

(Isagen)

100,977

—

—

(922)

100,055

3,398

European

Telecom

Towers

(GD

Towers)

95,644

1,275

—

6,949

103,868

1,796

Global

Container

Network

(Triton

International)

93,811

—

—

2,777

96,588

8,447

North

American

Residential

Infrastructure

(Enercare)

124,458

4,770

—

7,406

136,634

350

North

American

Residential

Infrastructure

(Homeserve)

96,484

(4,508)

—

9,706

101,682

—

Nuclear

Services

(Westinghouse)

117,836

(235)

—

24,553

142,154

—

Terraform

Renewable

Power

(TERP)

197,610

—

—

(2,545)

195,065

7,916

U.K.

Renewables

(OnPath)

18,680

(2,066)

—

1,979

18,593

874

U.K.

Utility

(SGN)

53,945

—

—

6,639

60,584

53

U.S.

Hydro

(Smoky

Mountain)

141,351

—

—

11,435

152,786

8,952

U.S.

Semiconductor

Foundry

(Intel

Partnership)

—

—

—

—

—

—

U.S.

Utility

(FirstEnergy

Transmission)

56,974

—

—

2,539

59,513

37

BII

BID

Aggregator

A

L.P.

114,729

60,608

—

789

176,126

10,666

BII

BID

Aggregator

B

L.P.

92,721

(5,781)

—

1,455

88,395

7,371

$

1,691,744

$

54,063

$

—

$

91,521

$

1,837,328

$

51,856

1

Dividend

and

distributions

income

is

shown

gross

of

foreign

withholding

taxes.