NOVA Infrastructure Management, LLC (“NOVA”) was founded in January 2018 by Christopher
Beall, Managing Partner, and Allison Kingsley, Partner and Chief Risk Officer. NOVA sources and
executes value-added infrastructure investments in environmental services, transportation,
communications, energy/energy transition and other infrastructure sectors primarily in North
America. NOVA provides investment advisory services to and receives advisory fees from
privately offered investment vehicles (each, a “Fund” and collectively, the “Funds”) sponsored by
NOVA that are exempt from registration under the Investment Company Act of 1940, as amended
(the “1940 Act”) and whose securities are not registered under the Securities Act of 1933, as
amended (the “Securities Act”), and as further described below. The following Items describe the
terms of the Funds.
NOVA’s mission is to catalyze value creation in infrastructure by combining creative deal sourcing
and operations with industry experience and relationships. NOVA focuses its investment activity
on the “Middle Market,” which for NOVA will generally encompass investments of less than $500
million in equity.
Examples of possible target transaction structures include platform build-out strategies or build-
to-core platforms; complex, high value-added deals; assets with growth or expansion
opportunities; take privates of small or mid-sized companies; selected brownfield development;
deals in out-of-favor sectors; smaller core deals; corporate carve outs; structured debt and equity
hybrids; balance sheet restructuring; and/or cross sector platforms or platforms with multiple
business lines.
NOVA tailors its advisory services to the specific investment objective and restrictions of the Funds
pursuant to the investment guidelines and restrictions set forth in the confidential private
placement memorandum of the Funds (“PPM”) and the limited partnership agreement (“LPA”),
each as supplemented or amended, and other governing documents of each Fund (collectively,
the
“Fund Governing Documents”). NOVA does not provide individualized advice to investors within
the Funds; however, pursuant to the Fund Governing Documents, NOVA is entitled to enter into
arrangements or side letters with investors and has done so. Typically, these investors are, and in
the future likely will be, large and/or strategic investors, and the terms are, and in the future likely
will be, different or supplement those already described in the Fund Governing Documents,
sometimes subject to a minimum commitment amount. The terms are more favorable than those
given to other investors. Terms are typically a reduced management fee but can also include a
most-favored-nations clause with respect to fees, liquidity, and/or information rights, a provision
permitting the disclosure of information to the investor’s beneficial owners and their advisers,
enhanced reporting, and provisions that are required by law or regulation applicable to that
particular investor.
Investors and prospective investors in the Funds should refer to the Fund Governing Documents
in conjunction with this Brochure for complete information on each Fund’s investment objectives,
restrictions, and risks. Investors should consider whether a Fund meets their investment objectives
and risk tolerance prior to investing. There is no assurance that NOVA will achieve any of the
Funds’ investment objectives.
The Fund Governing Documents permit and describe other investment related vehicles, including
co-investment vehicles, alternative investment vehicles, and other structures. In applicable Items
of this Brochure, NOVA further describes certain expected terms for these types of vehicles. Please
also refer to Section 8 of this Brochure and the Fund Governing Documents for additional and
important information about these vehicles.
NOVA does not participate in any wrap fee programs.
As of December 31, 2023, NOVA manages $642,603,044 of regulatory assets on a discretionary
basis. NOVA does not manage any regulatory assets on a non-discretionary basis.