Item 3.02. Unregistered Sales of Equity Securities
On August 1, 2024, KKR Infrastructure Conglomerate LLC (the "Company") sold the following unregistered shares (the "Investor Shares") of the Company (with the final number of shares being determined on August 20, 2024) to investors for cash:
|
Class
|
Number of Shares Sold (1)
|
Aggregate Consideration (1)
|
Class S Shares
|
2,685,885
|
$
|
74,635,103
|
Class I Shares
|
1,925,148
|
53,493,125
|
Class D Shares
|
25,243
|
701,000
|
Total
|
$
|
128,829,228
|
(1) Share and dollar amounts are rounded to the nearest whole number.
The offer and sale of the Investor 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.
Since inception on June 1, 2023, through the date of this filing, the Company has sold approximately $2,410 million of shares for cash as part of its continuous private offering.
Infrastructure K-Series Platform
The Company acquires interests in infrastructure assets alongside other KKR managed vehicles organized outside of the United States that partially share similar objectives, structures and strategies with the Company (the Company and such other KKR-managed vehicles, collectively, the "Infrastructure K-Series Platform"). On August 1, 2024, the Infrastructure K-Series Platform sold interests for total cash consideration of approximately $178 million. As of the date of this filing, the Infrastructure K-Series Platform has sold interests for total cash consideration of approximately $3,336 million since inception. The amounts disclosed herein do not take into account any share repurchases by the Company or such KKR-managed vehicles or shares issued pursuant to any distribution reinvestment plan.
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