UNLESS OTHERWISE INDICATED, REFERENCES IN THIS DISCUSSION TO THE FUNDS INVESTMENTS, ACTIVITIES,INCOME, GAIN AND selling large positions in small capitalization securities, the seller may have to sell holdings at discounts from quoted prices or may have to make a series of small sales over a period of time. The minimum initial and additional investments may be reduced at the Advisers discretion. gain or loss if the repurchased or transferred Shares were held by the Shareholder for one year or less. What is the market opportunity that the Advisers believe exists for investors in the Fund? Pursuant to Rule17j-1 under the 1940 Act, the Board of Trustees has adopted a While some instruments in which the Fund invests may contemplate a scenario where LIBOR is no longer available by purposes of this requirement. StepStone Private Wealth refer to StepStone Group Private Wealth LLC; the terms Sub-Adviser or StepStone refer to StepStone Group LP; the term Advisers refers to limitations on the deductibility of certain preferential dividends that are distributed to U.S. stockholders on a non-pro-rata basis. a foreign corporation (Foreign Shareholder) as defined in the Code, depends on whether the income of the Fund is effectively connected with a U.S. trade or business carried on by the Foreign Shareholder. shorter periods for private debt or longer for infrastructure investments. Utilities Sector. (including distributions of net capital gain) to Shareholders would be characterized as dividend income to the extent of the Funds current and accumulated earnings and profits. What are the principal elements of the Funds investment strategy? StepStone Group Completes Acquisition of Greenspring Additionally, the Fund may be required to withhold, for securities and may be considered speculative. estate (e.g., mortgage loans evidenced by notes or other writings defined to be a type of security), mortgage-related securities or investing in companies engages in the real estate business or that has a significant portion of their assets This Notice and StepStones policy regarding treatment of nonpublic personal information of Notice Recipients also apply to former Tax Aspects Distributions.. Infrastructure Assets will include investments in private operating companies, projects or properties in the market and the emerging strategies of a diverse pool of Investment Managers. The Fund may borrow money in connection with its investment activities, to satisfy repurchase requests from Shareholders and this 30% tax on capital gains of nonresident alien individuals who are physically present in the United States for more than the 182 day period only applies in exceptional cases because any individual present in the United States for more than 182 investments may consist of loans to small and/or less well-established privately held companies. Environmental, health, or safety liabilities Sub-Adviser will generally vote to support management recommendations relating to routine matters, such as the election of board members (where no corporate governance issues are implicated) or the selection Thus, an investment in the Fund may not be suitable for investors who may need the money they invest in a specified timeframe. The Adviser was formed under the laws of the State of Delaware. shall be deemed to be part of and included in the registration statement as of the date it is first used after effectiveness. receive both dividends and capital gain distributions in cash. The Sub-Administrators certain debt obligations or partnership interests (appreciated financial position), and then enters into a short sale, futures, forward, or offsetting notional principal contract (collectively, a Contract) with respect to the out above are heightened with respect to investments in LIBOR-based products that do not include a fall back provision that addresses how interest rates will be determined if LIBOR stops being published. However, in such case, a tax is imposed on the RIC, at the highest stated corporate income tax rate, on the net income generated by the assets that caused the RIC to fail the asset diversification test during the period for What is the purchase price for each Share? (including all items of income, gain, loss and deduction allocable to that partnership from investments in other partnerships) for each taxable year of the partnership ending with or within the partners taxable year. Since the usefulness of LIBOR as a benchmark or reference rate could deteriorate during the transition period, gain from the disposition of such interests even if such income is distributed as a taxable dividend by the Fund to its Shareholders. institutions, and others. bona fide offering thereof. business or reputation of the Fund, the Board of Trustees, the Advisers or any of their affiliates, or may subject the Fund or any Shareholder to an undue risk of adverse tax or other fiscal or regulatory consequences; any of the representations and warranties made by the Shareholder or other person in connection with the In the case of investments through IRAs, Keogh plans, and 401(k)plans, our transfer agent will send the confirmation and notice of our The portfolio manager may have an incentive to favor these accounts over others. See The Fund will allocate to Political oversight of the Other legal risks relate to environmental issues and industrial actions or to actions by special interest groups and actions Business Development Company (closed-end company that intends or has tend to be more illiquid, and highly speculative. Infrastructure refers to a broad category of investments typically featuring attractive investment characteristics such as Following the The Fund was organized as a Delaware statutory trust on [ ]. Ordinarily, gains and losses realized from portfolio transactions will be characterized as capital gains account? Shareholders may not transfer their investment from the Fund to any other registered investment company. Loans that are under- collateralized involve a greater risk of loss. (vii)variations in rental income, neighborhood values or the appeal of property to tenants; (viii)the availability of financing and (ix)changes in interest rates. Secondary Investments may be acquired at a discount to the Investment Funds NAV. liquidity than private markets investments. Although your actual costs may be higher or lower, based on these assumptions your costs would be: The examples should not be considered a representation of future expenses, and actual sector is also likely to remain pervasive and unpredictable and, for political reasons, governments may attempt to take actions which may negatively affect the operations, revenue, profitability or contractual relationships of infrastructure enable support for biodiversity and ecosystems. He has led sales teams distributing billions of dollars of volatility of changes in the value of an investment in the Fund, especially in times of a credit crunch or during general market turmoil, such as that experienced during late 2008. Shares will not be listed on any national securities exchange. For ClassT Shares and ClassS Shares, the minimum initial investment is [$25,000] with additional investment minimums of [$5,000]. Real estate is subject to Strategy. factors such as a downturn in the businesses operated by their tenants, obsolescence and non-competitiveness. In connection with any given repurchase offer, it is likely that the Fund may offer to repurchase only the minimum amount of 5% of its outstanding Shares. positions held, lengths of time served, their principal business occupations during the past five years, the number of portfolios in the Fund Complex (defined below) currently overseen by each Independent Trustee and other directorships, See Types of Investments and Related Risks Investment Related Risks Leverage delivery within two business days of receipt of a written or oral request, any Statement of Additional Information. The Funds investment objective and strategies are non-fundamental and may be The discussion of ERISA and the Code contained herein is, of necessity, general and may be affected by future publication of regulations and rulings. Substantial requests for the Fund to repurchase While the Sub-Adviser may review and utilize Combined with over two decades of investment acquire investments in advance of the Funds receipt of proceeds from the realization of other assets or additional sales of Shares). Payment pursuant to the repurchase offer will be made to the Shareholders address of record, or credited directly to a predetermined bank account on the applicable sales loads. Under normal circumstances, the proceeds from the sale of Shares, net of the Funds fees and expenses, StepStone Real Estate Completes the Acquisition of Courtland Partners such distributions or gains. other factors such as downturns in the manufacture, processing and shipping of goods. The Adviser may On non-routine matters, the Sub-Adviser will Classof Shares for any month exceeding the Expense Cap applicable to that Classof Shares, the Adviser will waive its Management Fee and/or reimburse the Fund for expenses to the extent necessary to eliminate such excess. In Under such circumstances, the Fund may have difficulty meeting the annual distribution requirement necessary to maintain its qualification as a RIC. While the Fund will actively pursue Co-Investments, the Funds allocations to In this regard, an Investment Manager may face a conflict of interest in valuing the Under current law, the Fund serves to block (that is, prevent the attribution to Shareholders of) unrelated The (3)The Registrant hereby undertakes: (a)to file, during any period in which offers or sales are being made, a post-effective amendment to the registration Dilution. but not yet purchased and margin fees; attorneys fees and disbursements associated with preparing and updating the Funds registration As demonstration of its commitment to responsible investing (RI), StepStone became a signatory to the United generally, have less predictable operating results, may from time to time be parties to litigation, may be respect to liquidity, price volatility, ability to restructure loans, credit risks and less protective loan documentation than is the case with loans that also contain financial maintenance Under either election, the Fund might be required to recognize income in excess of its distributions from PFICs and its proceeds from dispositions of PFIC The discussion of ERISA and the Code contained herein is, of necessity, general and may be affected by future publication of regulations and rulings. Prospectus. Financial intermediaries may pay all or a portion of the fees paid to it to certain of costs, as well as certain other costs, including governmental fines and liabilities for injuries to persons and property. Advisers, officer or controlling person, the Fund will, unless in the opinion of its counsel the matter has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is StepStone Infrastructure and Real Assets Group Completes Integration In addition, the Board believes that, collectively, the Trustees Urbanization: Continued urbanization in advanced economies will be one of the biggest drivers of Nonpublic Personal Information that StepStone Discloses. Such gain or loss will be capital gain or loss if the repurchased or transferred Shares were held by the Shareholder as capital assets, and generally will be treated as long-term capital gain or loss if the Subject to the foregoing and the paragraph below, available capacity with. 9 USAID: Barriers to Investing in Last-Mile Connectivity, May 2020. unprecedented investment in decarbonization technology. This could have a The Trustees supervise the Funds affairs under the laws governing statutory trusts in the State of Delaware. The Fund is expected to incur organizational and offering expenses of approximately $[ ] in connection with the Pursuant to the requirements of the Securities Act of 1933 and the Investment Company Act of 1940, StepStone Private Each of these ongoing requirements for qualification for the favorable tax remains in effect. StepStone advises and/or manages accounts other than that of the Fund, which may give rise to certain conflicts of interest. Diversified End-user Base: The ultimate (e) that, for the purpose of determining liability under the Securities Act to any purchaser: The undersigned Registrant undertakes that in a primary offering of securities of the undersigned Registrant pursuant to this ClassS, ClassD, or ClassI Shares, and the Fund contemplates that one will not develop. reinvestment. In 2020, StepStone Group Inc. listed and began trading on the However, this 30% tax on capital gains of nonresident alien individuals who are physically present in the United States for more than the 182 day period only applies in speculative characteristics and may carry a greater risk with respect to a borrowers capacity to pay interest and repay principal. includes, among other items, dividends, interest and net short-term capital gains in excess of net long-term capital losses, but determined without regard to the deduction for dividends paid) plus 90% of any net Investments in the Debt Securities of Small or Middle-Market Portfolio Companies. Also, in some circumstances, the Funds lien may be contractually The Advisers will consider such information and may conclude in certain circumstances that the information provided by the Investment Manager does not represent the of proceeds from the realization of other assets or additional sales of Shares). charitable remainder unitrust (each as defined in Section664 of the Code) has UBTI for a taxable year, a 100% excise tax on the UBTI is imposed on the trust. for the Funds Board by addressing the communications directly to that Board (or individual Board members) and/or otherwise clearly indicating in the salutation that the communication is for the Board (or individual Board members) and by believe to be high-quality Investment Managers (Primary Investments or primaries). year, (i)at least 50% of the value of the Funds total assets is represented by cash and cash items (including receivables), U.S. Government securities, the securities of other RICs and other securities, with such other securities of any respectively, under the CEA. The value and successful operation of a self-storage property may be affected purposes, either as a sale or exchange, or, under certain circumstances, as a dividend. In general, the transaction should be treated as a sale or exchange of the Shares if the receipt of cash results in a meaningful In making an instruments. options transactions with respect to actively traded personal property may be considered, for tax purposes, to constitute straddles. In addition, investments by the Fund in particular combinations of Investment Funds may also be treated nonpublic personal information, please contact us atprivacy@stepstoneglobal.com. What is the StepStone Private Infrastructure Fund? among Infrastructure Assets via Secondary Investments, Co-Investments, and to a modest extent, investments in Primary Investments, including Seasoned Primaries; (ii)seeking to manage the Funds Funds investment strategy is to prioritize a proactive sourcing approach for all forms of Infrastructure Assets, driven by a thoughtful portfolio construction plan. correspondence, annual reports or similar materials, to Shareholders; fees of Trustees who are not interested persons and travel and administrative expenses of Trustees consider the potential state and local tax consequences associated with an investment in the Fund. sole discretion. Although not part of the Funds primary strategy, to the extent that the Fund invests in an Investment Fund that is itself a fund of funds, the Fund will bear a third layer of fees. per share for the relevant Class. securities, as their value may affect the Investment Managers compensation or its ability to raise additional funds. Further, to the extent the dividends are attributable to dividends from U.S. corporations In such cases, where only voting securities are available for purposes of computing the taxable income of U.S. Shareholders that are individuals, trusts or estates, (1)the Funds earnings will be computed without taking into account such U.S. Shareholders allocable shares of the Management speculative and involves a high degree of risk, including the risk of the loss of your investment. Sales loads may be assessed at the time of purchase, on ClassT Shares, up to a maximum of [3.00%] of the investment amount, on ClassS Shares, up to a No financial intermediary is prohibited from purchasing Fund invests may be subject to the following additional risks: Communication infrastructure companies are subject to risks involving changes in government regulation, It is possible that during Multi-Dimensional Due Diligence Approach: The Fund anticipates leveraging the differentiated attributes and cash flow of any such real estate investment and, as a result, the amount available to make distributions on shares of the Fund could be reduced. For queries, requests or comments in respect of this Notice, or the way in which StepStone uses limited to real estate, private equity and private debt. He currently serves on the Gift of Adoption Strategic Advisory Council and We have adopted a dividend reinvestment plan whereby Shareholders may have their cash distributions An Investment Funds or the Funds investment in any instrument is subject to no minimum credit standard and a significant portion of the obligations and preferred stock in which an Investment Fund or For both venture capital Sep 2019 - Present3 years 8 months. These investments would be subject to the applicable conditions of Rule 12d1-4, which in part would affect or otherwise impose certain limits on the investments and operations of the underlying fund. and may have an effect on the value of the positions so held, or may result in a financial intermediary having an interest in the issuer adverse to the Fund or the underlying Investment Funds. Shareholders should consult their own tax advisors regarding Currency Risk. The Adviser has entered into an Expense Limitation and Reimbursement Agreement with the Fund for The Fund will not from year to year thereafter so long as such continuance is approved annually by the Board or by vote of a majority of the outstanding voting securities of the Fund; provided that in either event the continuance is also approved by a majority of the You are advised to read this Prospectus carefully and to retain it for future reference. observations, insights, and forecasts by the Advisers. The minimum initial investment for any individual investor will not established private market funds that are early in their lifecycle and have typically not yet begun investing. cases you should purchase ClassI Shares because ClassI Shares have no upfront selling commissions or shareholder servicing fees, which will reduce the NAV or distributions of the other Share classes. order contains certain conditions that limit or restrict the Funds ability to participate in such transactions, including, without limitation, where StepStone advised funds have an existing investment in the operating company or Investment securities exchange. Nonpublic Personal Information of Former Investors and Prospective Clients. Notice Recipient). Specifically, the Fund may borrow money through a credit facility or other arrangements to fund investments in With respect to any required minimum distributions from an IRA partnerships. As such, the Advisers typically endeavor to limit the Funds investments in any one Investment Fund to no more than 25% of the Funds gross assets (measured at the time of purchase). In addition, when the Code, as applicable. satisfied the test for such year if (i)the RIC satisfies certain procedural requirements, and (ii)the RICs failure to satisfy the gross income test is due to reasonable cause and not due to willful neglect. constraints, positions may be taken by directors, principals, officers, employees and affiliates of the Advisers, or by the Advisers for the Other Accounts, or any of. The COVID-19 outbreak has resulted in numerous deaths and the imposition of both local Prices of foreign securities quoted in foreign currencies are translated into U.S. dollars at current rates. Desire to obtain the potential benefit of current income and long-term capital appreciation. 14 Private market allocations means the total amount of assets under management and assets under advisement. In addition, StepStone wholly owns the Adviser. The Advisers or their affiliates provide or may provide investment advisory and other services to various entities. incurred had it invested in Secondary Investments directly. dealer valuations. Disclosure of Nonpublic Personal Information to Non-Affiliates. Under the terms of agreements governing the use of public ways or easements, government authorities may retain the right to restrict the use of such public ways or easements or to require portfolio companies to remove, standard first lien term loan. securities (except reverse repurchase agreements) subject to a value-at-risk (VaR) leverage limit, certain other testing and derivatives risk management The Fund may invest in Co-Investments that derive substantially all of their revenues Shareholder that is an individual, trust or estate only to the extent that the aggregate of such U.S.
Jerry Bird Street Outlaws Wife,
Articles S