ISQ Open Infrastructure Co LLC
Sponsored by I Squared Capital. Operating Company structure focused on infrastructure.
Operating CompanyInfrastructure
- Net assets
- $158.2M
source
Annual report (Form 10-K) · filed 2026-03-31 · period 2025-12-31
fund-level Net Assets headline — Series II Consolidated Statement of Assets and Liabilities - continued, 'Net Asset Value Per Share' table: 'E TE Shares Net Assets $1,344 Shares outstanding 40 ... $33.60 ... F-J Shares Net Assets $89,697,782 Shares outstanding 2,862,789 Net asset value per share $31.33' (all 13 classes; each ties its own net-assets/shares-outstanding line; the 13 class net-assets figures sum exactly to Series II's disclosed $158,158,434 total Net Assets). F-J Shares is canonical: the largest class by net assets (56.7% of the total). Series I (a separate feeder holding only units of Series II, its own $35,591,938 net assets and 9-class NAV table) is excluded -- Series II is the fund's operating-company entity per the fund's own 'wrapper' classification.
“Net Asset Value Per Share E TE Shares Net Assets $ 1,344 Shares outstanding 40 Net asset value per share $ 33.60 ... F-J Shares Net Assets $ 89,697,782 Shares outstanding 2,862,789 Net asset value per share $ 31.33”
Method Matched text template against the filing
Open the filing on SEC.gov · Full observation history
Technical locator
as of 2025-12-31 - NAV / share
- Pending Pending
- Net flows, last qtr
- Pending Pending
- Distribution coverage (NII)
- Pending Pending
- Leverage in use
- Pending Pending
- Total return, 12m
- Pending SEC-filed periodic NAV + distributions
What changed in the latest filings.
Current findings ordered by severity. Each observation remains traceable to its filed source.
Credit facility new or amended: 5 occurrence(s), 2025-09-02 to 2026-06-17
Most recent (2026-06-17): LLC”), as the initial primary borrower (the “Borrower”), entered into a revolving credit agreement (the “Agreement”) pursuant to which the lenders thereunder agreed to provide revolving loans up to an aggregate initial principal amount of $60 million subject to customary conditions. The available capacity under the Agreement may be increased up to $180 million, subject to the satisfaction of certain conditions, including approval by the Administrative Agent (as defined below) and the increasing lenders, payment of fees and the satisfaction of certain other customary conditions, provided that t
Why it matters and what changed
Financing terms set the fund's cost of leverage and its dry powder. Amendments also reveal what lenders currently think of the collateral: improving spreads and rising commitments signal lender confidence; shrinking availability or margin increases signal the opposite. This fund logged 5 of these in the covered window; the cadence itself is part of the signal.
5 occurrence(s) of this event type stored; earlier instances are on the Fired Flags tab.
Source: https://www.sec.gov/Archives/edgar/data/2059924/000121390026069622/ea0294689-8k_isq.htm | Item 2.03
On September 2, 2025, ISQ Open Infrastructure Company LLC (the “Company”) entered into a Management Agreement (the “Management Agreement”) with I Squared Capital Registered... (2025-09-02)
On September 2, 2025, ISQ Open Infrastructure Company LLC (the “Company”) entered into a Management Agreement (the “Management Agreement”) with I Squared Capital Registered Advisor LLC (the “Manager”). The Manager is an affiliate of I Squared Capital Advisors (US) LLC (together with its subsidiaries, “I Squared”) and the Company. The foregoing summary description of the Management Agreement does not purport to be complete and is qualified in its entirety by reference to the Management Agreement, a copy of which is included as Exhibit 10.1 to this Current Report on Form 8-K and incorporated her
Why it matters and what changed
Occurrence event; see the filing text for terms vs the prior arrangement.
Source: https://www.sec.gov/Archives/edgar/data/2059924/000121390025083415/ea0255106-8k_isqopen.htm | Item 1.01
How the fund has moved.
Net asset value, total return, capital flows, and distribution coverage across the filing record.
Monthly performance eligibility
Canonical class: not designated · basis: no qualifying monthly chain · qualifying history: 0 months.
What moved inside the book.
Filed portfolio-health facts and position changes. Missing disclosures stay visibly missing.
Pending
Where exit demand met the cap.
The disclosed history shows no rationed period.
Pending
How the balance sheet is funded.
Borrowings, unused capacity, and synthetic exposure are separated so unlike risks do not collapse into one ratio.
Pending
Series I share-class composition
A filed share-class breakdown and terms-based role descriptions. This is not an estimate of who owns the fund.
Series context. Feeder series investing substantially all assets in Series II through a Cayman blocker. Public composition is a loose investor-channel proxy only; it is not portfolio ownership and is withheld from fee/performance analysis. Series I owned 23.2% of Series II net assets at this date. SEC source 0001213900-26-057486.
F-J TE Shares 41.7%F-S TE Shares 30.1%F-D TE Shares 23.8%F-I TE Shares 4.4%I TE Shares 0.0%D TE Shares 0.0%J TE Shares 0.0%S TE Shares 0.0%E TE Shares 0.0%
| Class | Terms-based role description | Load | Servicing | Minimum | Assets |
|---|---|---|---|---|---|
| F-J TE Shares | Pending | Pending | Pending | Pending | $22,156,2592026-03-31 |
| F-S TE Shares | Pending | Pending | Pending | Pending | $16,000,9792026-03-31 |
| F-D TE Shares | Pending | Pending | Pending | Pending | $12,644,5722026-03-31 |
| F-I TE Shares | Pending | Pending | Pending | Pending | $2,314,1632026-03-31 |
| I TE Shares | Pending | Pending | Pending | Pending | $3,4972026-03-31 |
| D TE Shares | Pending | Pending | Pending | Pending | $3,4642026-03-31 |
| J TE Shares | Pending | Pending | Pending | Pending | $3,4322026-03-31 |
| S TE Shares | Pending | Pending | Pending | Pending | $3,3872026-03-31 |
| E TE Shares | Pending | Pending | Pending | Pending | $2,6512026-03-31 |
Canonical-class fee profile
| Class | Management | Incentive | Load | Servicing | Gross expenses | Net expenses |
|---|---|---|---|---|---|---|
| not designated | Pending | Pending | Pending | Pending | Pending | Pending |
The evidence beneath the page.
Filed terms and recent documents remain available without crowding the primary research flow.
Term register (2)
| Term | Description | Value | Effective |
|---|---|---|---|
| advisory_fee_schedule | Pursuant to the Management Agreement, the Manager is entitled to receive the Management Fee, payable monthly in arrears, in an amount equal to (i) 0.75% per annum for the Founder Shares (Class F-S, Class F-D, Class F-I, Class F-J and their TE variants), increasing to 1.25% per annum after the first 36 months in which the Founder Shares are offered, and (ii) 1.25% per annum for Class S, Class D, Class I and Class J Shares and their TE variants, of the month-end NAV attributable to the Shares. Class E Shares and Class E TE Shares do not bear a Management Fee. The Manager may waive all or a portion of the Management Fee for a particular Shareholder or financial intermediary. First-pass extraction (zero cached filings at prior-pass time); fetched live from the fund's first 10-K. | 1.25 pct_annual_of_nav_by_share_class | Pending |
| incentive_fee_schedule | Upon termination, the Manager will be paid a termination fee (the “Termination Fee”) equal to three (3) times the sum of (i) the average annual Management Fee (as defined below) earned by the Manager and (ii) the average annual Performance Participation Allocation (as defined below) received by I Squared or its affiliate(s), as applicable, during the twenty-four (24)-month period immediately preceding the most recently completed calendar quarter prior to the date of termination of the Management Agreement. The Company may terminate the Management Agreement for cause upon thirty (30) days’ written notice and in such case, the Company would not be required to pay a Termination Fee. The Manager may terminate the Management Agreement if either Series becomes required to register as an investment company under the Investment Company Act, with such termination deemed to occur immediately before such event, in which case the Company would not be required to pay a Termination Fee. The Manager may also terminate the Management Agreement by providing the Company with 180 days’ written notice, in which case the Company would not be required to pay a Termination Fee. In addition, if the Company defaults in the performance or observance of any material term, condition or covenant contained in the Management Agreement and the default continues for a period of thirty (30) days after written notice to the Company requesting that the default be remedied within that period, the Manager may terminate the Management Agreement upon sixty (60) days’ written notice, and the Company would be required to pay a Termination Fee. The Management Fee and any Termination Fee will be paid by Series II and indirectly borne by Series I through its indirect investment in Series II. In addition, if the Management Agreement is terminated, the Company expects that the Management Agreement will obligate the Company to forfeit the Company’s controlling interest in any Joint Venture, which would likely require both Series to register as an investment company under the Investment Company Act and adversely affect an investment in the Shares. The Management Agreement will require Series II to redeem any Class E Shares if the Management Agreement is terminated, which could require the Company to liquidate Infrastructure Assets at unfavorable times or prices, which may adversely affect an investment in the Shares. Additionally, pursuant to an Expense Limitation Agreement, the Manager agreed to forgo an amount of its monthly Management Fee and/or pay, absorb or reimburse certain expenses of the Company (and in turn each Series) through and including June 30, 2026, to the extent necessary so that, for any fiscal year, the Company’s annual Specified Expenses do not exceed 0.75% of the Company’s net assets as of the end of each calendar month. Management Fee Pursuant to the Management Agreement, the Manager is entitled to receive the management fee (the “Management Fee”), which shall be reduced by the Offsetable Fees (as defined below), as applicable, from the Company. We expect the Management Fee to be paid by Series II. The Management Fee is payable monthly in arrears in an amount equal to (i) 0.75% per annum for Class F-S Shares, Class F-D Shares, Class F-I Shares, Class F-J Shares, Class F-S TE Shares, Class F-D TE Shares, Class F-I TE Shares and Class F-J TE Shares (together with Class F-S Shares, Class F-D Shares, Class F-I Shares, Class F-J Shares, Class F-S TE Shares, Class F-D TE Shares and Class F-I TE Shares, the “Founder Shares”), and (ii) 1.25% per annum for Class S Shares, Class D Shares, Class I Shares, Class J Shares, Class S TE Shares, Class D TE Shares, Class I TE Shares and Class J TE Shares of the month-end net asset value (“NAV”) attributable to the Shares, before giving effect to any accruals for the Management Fee, ongoing shareholder servicing fees of 0.85% of NAV per annum for Class F-S Shares, Class S Shares, Class F-S TE Shares and Class S TE Shares, shareholder servicing fees of 0.50% of NAV per annum of Class F-J Shares, Class F-J TE Shares, Class J Shares and Class J TE Shares and shareholder servicing fees of 0.25% for Class F-D Shares, Class D Shares, Class F-D TE Shares and Class D TE Shares (the “Servicing Fee”), the Performance Participation Allocation, share redemptions for that month, any distributions and without taking into account any taxes (whether paid, payable, accrued or otherwise) of any intermediate entity through which we indirectly acquire, hold, provide financing with respect to, or dispose of any one or more Infrastructure Assets (each, an “Intermediate Entity” and together “Intermediate Entities”), as determined in the good faith judgment of the Manager. Such Management Fee is calculated on a monthly basis based on our transactional NAV, which is used to determine the price at which we sell and redeem our Shares. With respect to the Founder Shares, the Management Fee is payable monthly in arrears in an amount equal to 0.75% per annum for the Founder Shares (the “Management Fee Rate”) and will increase to 1.25% per annum after the first 36 months in which the Founder Shares are offered measured from the date of commencement of the Initial Offering Period (as defined below). The Manager, in its sole discretion, may agree to waive all or a portion of the Management Fee, or to agree to a reduced/rebated Management Fee Rate, with respect to any particular Shareholder or financial intermediary. The Class E Shares and Class E TE Shares will not bear a Management Fee. To avoid duplication, Series I Shares will bear their proportional share of the Management Fee indirectly based on their proportional interest in the same class of Series II Shares directly subject to such Management Fee. 18 In addition to the fees paid to the Manager, we pay all other costs and expenses of our operations, including compensation of our employees and non-investment professional employees of the Manager or I Squared, directors, custodial expenses, leveraging expenses, transfer agent expenses, legal fees, expenses of independent auditors, expenses of our periodic redemptions, expenses of preparing, printing and distributing offering documents, Shareholder reports, notices, proxy statements and reports to governmental agencies and taxes, if any. See “ Item 2. Financial Information—Management’s Discussion and Analysis of Financial Condition and Results of Operation—Expenses—Operating Expenses ” below. The Management Fee will be offset by certain fees and expenses. Performance Participation Allocation The performance participation allocation payable to I Squared (the “Performance Participation Allocation”) is equal to 12.5% of the Total Return (as defined below) attributable to Investor Shares subject to a 5.0% annual Hurdle Amount (as defined below) and a High Water Mark (as defined below) with a 100% Catch-Up (each term defined herein). | Text disclosure | Pending |
Recent filings
| Filed | Form | Accession |
|---|---|---|
| 2026-07-02 | 8-K | 0001213900-26-074954 |
| 2026-06-17 | 8-K | 0001213900-26-069622 |
| 2026-06-02 | 8-K | 0001213900-26-064150 |
| 2026-05-15 | 10-Q | 0001213900-26-057486 |
| 2026-05-05 | 8-K | 0001213900-26-052182 |
| 2026-04-02 | 8-K | 0001213900-26-039308 |
| 2026-03-31 | 10-K | 0001213900-26-036615 |
| 2026-03-10 | 8-K | 0001213900-26-025277 |
| 2026-02-05 | 8-K | 0001213900-26-012867 |
| 2026-02-05 | 8-K | 0001213900-26-012781 |
| 2026-01-06 | 8-K | 0001213900-26-001582 |
| 2025-12-17 | 8-K | 0001213900-25-122787 |
| 2025-12-05 | 8-K | 0001213900-25-118675 |
| 2025-11-14 | 10-Q | 0001213900-25-110682 |
| 2025-10-03 | 8-K | 0001213900-25-096163 |