A. The Adviser is an investment advisory firm located in Houston, Texas that commenced business in
the first quarter of 2017 and that specializes in advising on and facilitating the making of
investments in energy infrastructure and related assets. The Adviser’s investment focus is on assets
that the Adviser believes can deliver appropriate risk-adjusted returns through incremental asset
growth, capital appreciation and certain stable cash flows and/or contractual capital return
obligations. In addition, the Adviser may advise and facilitate the making of investments in other
synergistic or related real estate, energy infrastructure and related opportunities that are associated
with other infrastructure investments.
The Adviser is an indirect, wholly owned subsidiary of Quanta Services, Inc. (“Quanta”), a public
company. Quanta is one of North America’s leading providers of services to the energy
infrastructure sector. The Adviser expects to leverage Quanta’s size, reputation and experience in
order to gain access to investment opportunities that may arise through Quanta’s internal network
of businesses. As a result of the Priority Arrangements (as defined below), the Partnership (as
defined below) will be the primary beneficiary of this access within the Partnership’s designated
investment guidelines. This stream of proprietary investment opportunities comes with certain
attendant conflicts of interest that are inherent in the selection, management and exit processes of
the Partnership, including, without limitation: (a) Quanta or its affiliates may establish special
purpose vehicles (“Project Cos”) in order to develop potential investments and the Partnership may
acquire interests in such Project Cos; (b) Quanta or its affiliates may co-invest alongside the
Partnership; and (c) Quanta, through its services businesses, may have significant involvement, and
benefit, from providing engineering, procurement and construction (“EPC”) services in relation to
projects in which the Partnership may invest. The Partnership’s governing documents set out
specific rights and obligations in respect of the Partnership investors, including without limitation
disclosure obligations, approval rights, opt-out rights and step-in rights and significant exit and
purchase privileges which the Adviser believes will help enable sophisticated, eligible investors in
the Partnership to evaluate and manage, as each sees fit, the risks arising from these conflicts. The
Adviser provides investment advisory services to an affiliated entity, Quanta Capital Solutions, Inc.
(“Quanta Capital”), which is also an indirect, wholly owned subsidiary of Quanta Services, Inc. In
addition, the Adviser may provide investment management assistance services to certain corporate
clients on a case-by-case basis.
These conflicts of interest, and other actual and potential conflicts of interests and risks that arise
from the relationship between the Adviser and Quanta, are discussed more fully in Item 8.
B. The Adviser provides investment advisory services to Quanta Capital and to First Infrastructure
Capital, L.P. (a pooled investment vehicle into which certain institutional investors have made
certain commitments to make investments, herein referred to as the “Partnership”). The Adviser
may also in certain respects provide investment advisory services to corporations and institutional
investors, including those invested in the Partnership (such corporation and institutional
investors,
together with Quanta Capital and the Partnership, each in its capacity as a client, a “Client,” and
collectively, the “Clients”). The governing documents of the Partnership also provide for the
establishment of parallel or other alternative investment vehicles in certain circumstances.
Partnership investors may participate in such vehicles for the purposes of certain investments, and
if formed, such vehicles would also become Clients of the Adviser. In this brochure, because it is
uncertain whether such additional parallel or alternative investment vehicles will be classified as
clients of the Adviser, when we refer to the Partnership, we are referring to the Partnership and any
such additional parallel or alternative investment vehicles, if any.
Investment advisory services provided by the Adviser to each of its Clients focus on investments
in energy infrastructure and related assets and investments in other synergistic or related real estate,
energy infrastructure and related opportunities that are associated with other infrastructure
investments. Each Client’s portfolio is or will be managed pursuant to an investment management
agreement with such Client, an agreement of limited partnership (if applicable), any investment
guidelines attached thereto, the Client’s investment policy, and/or other governing documentation
that may be entered into from time to time, and any applicable regulations.
C. While each of its Clients generally follows the strategy stated above, the Adviser may tailor the
specific advisory services with respect to each Client to the individual investment strategy of that
Client. In addition, the Adviser and its affiliates will provide the Partnership with access to
investments in energy infrastructure assets in priority to the Adviser’s other clients, to the extent
that such assets would fall within the investment strategy of the Partnership, and subject to certain
other limitations as set forth in the Partnership’s governing documentation (the “Priority
Arrangements”). Furthermore, pursuant to the terms of the governing documents of the
Partnership, investors in the Partnership have the right to opt-out of investment opportunities
presented by the Adviser. As a result of this opt-out mechanism, not all Partnership investors will
participate in all investment opportunities and may not have the same or similar investment return
profiles. Furthermore, if only one Partnership investor has opted-in to an investment opportunity
(or has been deemed to have opted in pursuant to the terms of the Partnership’s governing
documents) the Partnership will not proceed with such investment opportunity, and the Adviser
may proceed with such investment opportunity outside the Partnership with such other party as the
Adviser may determine including with Quanta, any of the Partnership investors or with one or more
third parties. In addition, the Partnership investors may, in certain limited circumstances, impose
restrictions on investing in certain securities or types of securities, for example in connection with
regulatory or compliance reasons.
D. The Adviser does not participate in wrap fee programs.
E. As of December 31, 2023, the Adviser manages $1,378,838,529 in discretionary regulatory assets
under management and $102,062,086 in non-discretionary regulatory assets under management,
for a total of $1,480,900,615 discretionary and non-discretionary regulatory assets under
management.