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Subsequent Events
12 Months Ended
Dec. 31, 2025
ISQ Open Infrastructure Company LLC - Series I [Member]  
Subsequent Events [Line Items]  
SUBSEQUENT EVENTS
7.SUBSEQUENT EVENTS

 

Management has evaluated subsequent events through the filing of this Annual Report on Form 10-K and determined to disclose the following subsequent events and transactions.

 

Unregistered Sales of Equity Securities

 

In January and February 2026, Series I issued 325,334 Shares for total aggregate net consideration of $9,911,350. The offer and sale of such Shares were exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2), including Regulation D (for sales to accredited investors) and/or Regulation S (for sales to non-U.S. investors outside of the United States) thereunder.

 

Distributions

 

On January 30, 2026, the Company declared a special cash distribution on the following classes of the Series I shares in the amounts per share set forth below:

 

Class  Net
Distribution
 
Class F-ITE Shares  $0.11 
Class F-STE Shares  $0.11 
Class F-DTE Shares  $0.11 
Class F-JTE Shares  $0.11 
Class ITE Shares  $0.11 
Class STE Shares  $0.11 
Class DTE Shares  $0.11 
Class JTE Shares  $0.11 
Class ETE Shares  $0.11 

 

The special cash distribution for each class of shares was payable to holders of record at the close of business on January 31, 2026. The distribution was paid in cash or reinvested in additional Shares of SeriesI for shareholders participating in the Company’s distribution reinvestment plan. Cash payments were made over multiple dates during the period from February 13 through February 19, 2026.

 

There are no other events that require disclosure or adjustment to the consolidated financial statements.

ISQ Open Infrastructure Company LLC Series II [Member]  
Subsequent Events [Line Items]  
SUBSEQUENT EVENTS
11.SUBSEQUENT EVENTS

 

Management has evaluated subsequent events through the filing of this Annual Report on Form 10-K and determined to disclose the following subsequent events and transactions.

 

Unregistered Sales of Equity Securities

 

In January and February 2026, Series II issued 1,041,559 Shares for total aggregate net consideration of $32,122,310. The offer and sale of such Shares were exempt from the registration provisions of the Securities Act of 1933, as amended, by virtue of Section 4(a)(2), including Regulation D (for sales to accredited investors) and/or Regulation S (for sales to non-U.S. investors outside of the United States) thereunder.

 

Distributions

 

On January 30, 2026, the Company declared a special cash distribution on the following classes of the Series II shares in the amounts per share set forth below:

 

Class  Net
Distribution
 
Class F-I Shares  $0.11 
Class F-S Shares  $0.11 
Class F-J Shares  $0.11 
Class E Shares  $0.11 

 

The special cash distribution for each class of shares was payable to holders of record at the close of business on January 31, 2026. The distribution was paid in cash or reinvested in additional Shares of SeriesII for shareholders participating in the Company’s distribution reinvestment plan. Cash payments were made over multiple dates during the period from February 13 through February 19, 2026.

 

Series II drew $22,420,955 under its unsecured, uncommitted line of credit with I Squared Capital, LLC on January 2, 2026. Series II also repaid the previously outstanding $10,510,000 balance in January 5, 2026, followed by a $2,100,000 partial repayment in February 5, 2026, and an additional $10,592,370 repayment on March 4, 2026. All borrowings and repayments were executed in accordance with the terms of the Credit Agreement.

 

Series II acquired further $75,942,186 of investments after December 31, 2025 from affiliates. Additionally, there is a total of $8,151,373 of distributions received from investments in portfolio companies subsequent to year end.

 

There are no other events that require disclosure or adjustment to the consolidated financial statements.