For US regulatory reasons, US Residents are not to enter this site, without the express permission of 3i Infrastructure plc, and 3i Infrastructure plc is not offering any securities or services in the United States or to US Residents through this site. (The term "US Residents" is defined in the detailed terms and conditions set out in the right hand side column).
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The terms and conditions set out below apply to your use of 3i Infrastructure plc's website. Please read them.
"3i Infrastructure plc" means 3i Infrastructure plc and any of its subsidiaries and related companies and references to the "3i Infrastructure plc website" are to any pages on 3i Infrastructure plc's website and also include, but are not limited to, the text, images, links, sounds, graphics and video sequences displayed in such website (the "Materials").
By clicking and entering www.3i-infrastructure.com you agree that you have read and accept these terms and conditions. If you do not agree, do not use www.3i-infrastructure.com. The information in the 3i Infrastructure plc website is only for the attention of the residents of jurisdictions where it can be lawfully disseminated. It is your responsibility to be aware of and to observe all applicable laws and regulations for your country of residence.
No information contained in these pages should be taken as a recommendation to buy, sell or hold the shares of 3i Infrastructure plc. Nothing on the 3i Infrastructure plc website or in the Materials constitutes or is intended to constitute financial or other advice and you should not act upon any information contained on the 3i Infrastructure plc website or in the Materials without first consulting a financial or other professional adviser.
Nothing in these terms and conditions shall be taken to limit or exclude any liability which may not otherwise be limited or excluded under applicable law. Use of the 3i Infrastructure plc website and the Materials are at your sole risk. 3i Infrastructure plc will not be liable to any person for any direct, indirect, special or consequential, losses, damages or awards of any kind, howsoever caused, as a result of the use of or inability to use, or reliance on, the 3i Infrastructure plc website or any of the Materials. 3i Infrastructure plc excludes all warranties, conditions, terms, undertakings and representations (excepting fraudulent misrepresentation) of any kind, express or implied, statutory or otherwise in connection with the 3i Infrastructure plc website and the Materials to the fullest extent permitted by law.
The Materials and the 3i Infrastructure plc website are provided on an "as is" and "as available" basis. 3i Infrastructure plc gives no warranties (express, implied or statutory) as to satisfactory quality or fitness for purpose of the Materials or that any of the Materials or the 3i Infrastructure plc website will be provided uninterrupted or free from errors or that any identified defect will be corrected. 3i Infrastructure plc has the right to suspend or withdraw the provision of all or any of the 3i Infrastructure plc website or the Material without prior notice at any time. Further, no warranty of any kind is given that the 3i Infrastructure plc website and the Materials are free from any virus or other malicious, destructive or corrupting code, program or macro. 3i Infrastructure plc does not warrant that the 3i Infrastructure plc website or the server(s) that make(s) them available are free of any virus or other harmful elements.
Reference in the 3i Infrastructure plc website and/or the Materials to any hypertext link, product, process or service does not imply 3i Infrastructure plc's support for, nor endorsement or recommendation of, the provider thereof or the product, process or service to which reference is made. The 3i Infrastructure plc website may contain hypertext links to other websites, resources or other third parties. 3i Infrastructure plc is not responsible for the availability of, and accepts no liability in relation to, these external websites or their contents. 3i Infrastructure plc is not a sponsor, partner, promoter or publisher of any of such websites.
The Materials are the copyright of 3i Infrastructure plc and its third party licensors and may not be copied, distributed, uploaded, posted, republished, decompiled, disassembled, reverse-engineered or transmitted in any way without the prior, written consent of 3i Infrastructure plc. You may, however, download one copy of the Materials for your personal non-commercial use or non-commercial use within the organisation in which you work on condition that you do not delete or change any copyright, trade mark or other proprietary notice contained in the Materials nor alter the way in which they are presented. Modification or use other than as permitted above violates 3i Infrastructure plc's intellectual property rights in the Materials.
The trade marks, service marks and logo (the "Trade Marks") used and displayed on the 3i Infrastructure plc website are registered and unregistered Trade Marks of 3i Infrastructure plc and others. Nothing in these terms and conditions or on the 3i Infrastructure plc website should be construed as granting any licence or right to use any Trade Mark displayed on the 3i Infrastructure plc website. 3i Infrastructure plc enforces infringements of its intellectual property rights to the fullest extent permitted by the law.
The agreement between 3i Infrastructure plc and you relating to your use and browsing of the 3i Infrastructure plc website is governed by and shall be construed in accordance with English law and you agree that the Courts of England shall have exclusive jurisdiction over any disputes arising in relation to such use and browsing. These terms and conditions may not be modified unless 3i Infrastructure plc agrees in writing.
Special rules are applicable when US Residents and other US Persons access the 3i Infrastructure plc website. For US regulatory reasons, US Residents are not permitted to access the 3i Infrastructure plc website (www.3i-infrastructure.com), unless they have express permission from 3i Infrastructure plc to do so (which may be granted by 3i Infrastructure plc in circumstances where such US Resident has given 3i Infrastructure plc certain undertakings). 3i Infrastructure plc is not offering any securities or services in the United States or to US residents through the 3i Infrastructure plc website. A "US Resident" includes any US Person, as well as (i) any natural person who is only temporarily residing outside the United States, (ii) any account of a US Person over which a non-US fiduciary has investment discretion or any entity, which, in either case, is being used to circumvent the registration requirements of the US Investment Company Act of 1940, and (iii) any employee benefit or pension plan that does not have as its participants or beneficiaries persons substantially all of whom are not US Persons. In addition, for these purposes, if an entity either has been formed or is operated for the purpose of investing in a particular security or obtaining a particular service, or facilitates individual investment decisions, none of the beneficiaries or other interest holders of such entity may be US Residents. The term "US Resident" also includes (i) persons acting for the account or benefit of a US Resident or (ii) persons in the United States when they are seeking to enter the website. Terms used in this paragraph (including the term "US Person") have the meanings given to them in Regulation S under the US Securities Act of 1933.
3i Infrastructure aims to build a diversified portfolio of equity investments in entities owning infrastructure businesses and assets. We seek investment opportunities globally, but with a focus on the UK and Europe.
The Company’s equity investments will often comprise share capital and related shareholder loans (or other financial instruments that are not shares but that, in combination with shares, are similar in substance). The Company may also invest in junior or mezzanine debt in infrastructure businesses or assets. Most of the Company’s investments are in unquoted companies. However, the Company may also invest in entities owning infrastructure businesses and assets whose shares or other instruments are listed on any stock exchange, irrespective of whether they cease to be listed after completion of the investment, if the Directors judge that such an investment is consistent with the Company’s investment objectives. The Company will, in any case, invest no more than 15% of its total gross assets in other investment companies or investment trusts which are listed on the Official List.
The Company may also consider investing in other fund structures (in the event that it considers, on receipt of advice from the Investment Manager, that it is the most appropriate and effective means of investing), which may be advised or managed either by the Investment Manager or a third party. If the Company invests in another fund advised or managed by 3i Group, the relevant proportion of any advisory or management fees payable by the investee fund to 3i plc will be deducted from the annual advisory fee payable under the Investment Management Agreement and the relevant proportion of any performance fee will be deducted from the annual performance fee, if payable, under the Investment Management Agreement. For the avoidance of doubt, there will be no similar set-off arrangement where any such fund is advised or managed by a third party.
For most investments, the Company seeks to obtain representation on the board of directors of the investee company (or equivalent governing body) and in cases where it acquires a majority equity interest in a business, that interest may also be a controlling interest.
No investment made by the Company will represent more than 25% of the Company’s gross assets, including cash holdings, at the time of making the investment. It is expected that most individual investments will exceed £50 million. In some cases, the total amount required for an individual transaction may exceed the maximum amount that the Company is permitted to commit to a single investment. In such circumstances, the Company may consider entering into co-investment arrangements with 3i Group (or other investors who may also be significant shareholders), pursuant to which 3i Group and its subsidiaries (or such other investors) may co-invest on the same financial and economic terms as the Company.
The suitability of any such co-investment arrangements will be assessed on a transaction-by-transaction basis and would be subject to Board approval. Depending on the size of the relevant investment and the identity of the relevant co-investor, such a co-investment arrangement may be subject to the related party transaction provisions contained in the Listing Rules and may therefore require shareholder consent.
The Company’s Articles require its outstanding borrowings, including any financial guarantees to support subsequent obligations, to be limited to 50% of the gross assets of the Group (valuing investments on the basis included in the Group’s accounts).
In accordance with Listing Rules requirements, the Company will only make a material change to its investment policy with the approval of shareholders.