Power Sustainable Manager US, Inc., a Delaware corporation (“Power Sustainable US” or the “Filing Adviser”),
is a boutique asset management firm organized in 2022 that provides investment advisory services to clients. The
types of services provided by Power Sustainable US may change, and this Brochure will be amended accordingly
to reflect any additional services.
Power Sustainable Infrastructure Credit Manager, L.P. (“PSIC” or the “Relying Adviser”) is a Delaware limited
partnership and a wholly-owned indirect subsidiary of the Filing Adviser. Each of the Filing Adviser and Relying
Adviser are direct or indirectly wholly-owned subsidiaries of Power Sustainable Manager Inc. (“PSM”), which, in
turn, is a wholly-owned subsidiary of Power Sustainable Capital Inc. (“PSC”) and, ultimately, Power Corporation
of Canada (“PCC”), which is a public company traded on the Toronto Stock Exchange. The Filing Adviser and
the Relying Adviser are referred to herein as “we” or “Power Sustainable”.
We provide discretionary investment advisory services to:
•institutional clients, which may include U.S. state, local and other pension plans or financial institutions
on a separately managed account basis as further detailed in Item 7 herein (“Separately Managed
Accounts”);
•certain pooled investment vehicles organized outside of the United States offered to non-U.S. persons
(“Offshore Funds”); and
•privately offered investment vehicles offered to U.S. persons that are exempt from registration under the
U.S. Investment Company Act of 1940, as amended, and whose securities are not registered under the U.S.
Securities Act of 1933, as amended (each a “Fund” and together with the Offshore Funds, the “Funds”
and together with Separately Managed Accounts, “Clients”).
Power Sustainable may manage Client accounts that are employee benefit plans, such as corporate pension, profit
sharing and money purchase pension plans, subject to the fiduciary responsibility provisions of Title I of the U.S.
Employee Retirement Income Security Act of 1974, as amended (“ERISA”) and other plans, such as IRAs and
Keogh plans, that are subject to Section 4975 of the U.S. Internal Revenue Code of 1986, as amended (“Internal
Revenue Code”) (collectively, “Plans”) on a Separately Managed Account basis or through a Fund.
When Power Sustainable manages assets of Plans, Power Sustainable shall be subject to the prohibited transaction
provisions of Section 406 of ERISA and/or Section 4975 of the Internal Revenue Code, which provisions, among
other things, might affect the manner in which Power Sustainable may be compensated by such accounts and its
ability to enter into certain kinds of transactions, such as cross-transactions and certain transactions with, or for the
benefit of, Power Sustainable or its affiliates. Further, with respect to Plans that are subject to ERISA, Power
Sustainable shall also be subject to certain fiduciary, reporting, disclosure and bonding obligations under
ERISA
as well as requirements relating to maintenance of the indicia of ownership of Plan assets. To the extent that Power
Sustainable manages any such Plan accounts, Power Sustainable intends to comply with all applicable provisions
of ERISA and the Internal Revenue Code.
Our investment strategy focuses on investments in infrastructure credit investments and other infrastructure related
assets, with a focus on the Americas.
PSIC currently provides investment advice to the Power Sustainable Infrastructure Credit Fund I (“Fund I”). Fund
I is comprised of multiple investment vehicles that invest in parallel with each other and which are managed
together as a single portfolio. Power Sustainable may in the future advise other Funds in addition to Fund I.
As investment adviser to Separately Managed Accounts and the Funds, we identify investment opportunities and
participate in the sourcing, investigating, structuring, and negotiating of potential investments, monitoring
investments post-acquisition, advising with respect to disposition opportunities and providing day-to-day
managerial and administrative services. We provide these investment advisory services to Separately Managed
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Accounts and the Funds pursuant to advisory agreements (the “Advisory Agreements”). The terms of the
investment advisory services to be provided by us to Clients, including any specific investment guidelines or
restrictions, are set forth in the Advisory Agreements and, with respect to the Funds, in the relevant limited
partnership agreements and governing documents for each Fund (collectively, the “Fund Governing
Documents”).
We do not tailor our investment advisory services to the needs of individual investors in the Funds. In accordance
with common industry practice, however, a Fund or its general partner may from time to time enter into a “side
letter” or similar agreement with an investor pursuant to which the Fund or its general partner grants the investor
specific rights, altering or supplementing terms of the Fund Governing Documents, including reducing or waiving
distribution of carried interest or payment of the management fee in respect of any such investor, as well as other
benefits or privileges that are not generally made available to all investors (as further set forth in the relevant Fund
Governing Documents). The other investors in a Fund will have no recourse against the applicable Fund or any of
its affiliates in the event that certain investors receive additional or different rights or terms as a result of such side
letters. See “Item 8 – Methods of Analysis, Investment Strategies and Risk of Loss” for additional details.
As of December 31, 2023, Power Sustainable had approximately $600 million of assets under management
(“AUM”) on a discretionary basis. For the purposes of calculating our AUM, we included capital committed by
investors.
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