SEC filing record
Primary Source · SEC.gov

Fidelity Japan Data Centers Fund LP, Tokyo 3 Series

Fund Vehicle2023 vintageRule 506(b), Section 3(c), Section 3(c)(7)Filing record

Built from the SEC filing index the day the filing landed. The figures below are the issuer's own from Form D; AltStreet's analysis, sponsor link and data flags follow when the entity is enriched.

Raised

$100M

Investors

14

Min Invest

None stated

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What this filing shows

·

Every sentence is a value as filed on SEC Form D

Fidelity Japan Data Centers Fund LP, Tokyo 3 Series is a Delaware limited partnership that filed a Form D with the SEC on January 30, 2023, describing itself as a other investment fund. The offering claims Rule 506(b), Section 3(c), Section 3(c)(7) and covers pooled investment fund interests. Fidelity Japan Data Centers Fund LP, Tokyo 3 Series reported $100,390,881 sold from 14 investors of a $100,390,881 total offering as of the Form D filed January 30, 2023. The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The filing lists the minimum investment as $0, meaning no minimum was stated. The Form D names FIDELITY BROKERAGE SERVICES LLC (CRD 7784) as the recipient of sales compensation soliciting in all states. The issuer's address of record is 245 Summer Street, Boston, MA 02210.

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001962995
Entity NameFidelity Japan Data Centers Fund LP, Tokyo 3 Series
ExemptionRule 506(b), Section 3(c), Section 3(c)(7)
What the exemption meansRule 506(b) of Regulation D: securities may be sold to an unlimited number of accredited investors and up to 35 non-accredited investors who meet the rule's sophistication standard, without general solicitation or advertising. Section 3(c) of the Investment Company Act of 1940: the issuer is a pooled investment vehicle relying on an exclusion from registration as an investment company. Section 3(c)(7) of the Investment Company Act: the fund is excluded from investment-company registration because every investor is a qualified purchaser, generally an individual with at least $5 million in investments or an institution with at least $25 million.
Entity TypeLimited Partnership
Jurisdiction of OrganizationDelaware
Issuer Address245 Summer Street, Boston, MA 02210
Phone(401) 292-5000
Industry / Fund TypePooled Investment Fund · Other Investment Fund
Investment Company ActExcluded under Section 3(c)(7) (qualified purchasers only)
Securities TypePooled investment fund interests
First Sale DateJanuary 17, 2023
Filing DateJanuary 30, 2023
Accession Number0001962995-23-000001
Total Offering Amount$100,390,881
Total Amount Sold$100,390,881
Amount Remaining$0
Total Investors14
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationOne year or less
Net Asset Value RangeDecline to Disclose
State (Issuer Address)MA
Amendment CountOriginal filing only

Filings on Record

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In the Terminal

Filing events

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Statements extracted

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NAV prints

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Offering chains

1

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Adviser of Record (Form ADV)

Fiam LLC

CRD 133196 · SEC-registered adviser · lists this fund on Schedule D 7.B.(1) as a real estate fund

Auditor named on Form ADV: PricewaterhouseCoopers LLP · PCAOB-registered per the adviser

From the adviser's Form ADV as loaded from the SEC bulk data, joined on this issuer's Form D file number. Fund-level figures and the adviser's full fund roster are in the terminal.

Related Persons (Form D)

Executive officers, directors, and promoters listed on the SEC Form D filing. Source: SEC.gov.

KAREN KORN

Executive Officer · BOSTON, MA

Ms. Korn is the President of Fidelity Data Center Holdings LLC, the general partner of Fidelity Tokyo 3 Series GP LP, the general partner of the issuer.

Placement Agents and Sales Compensation (Form D)

Who the issuer reported paying to sell the securities (Form D Item 12), with the FINRA registration number the filer gave. Source: SEC.gov.

FIDELITY BROKERAGE SERVICES LLCCRD 7784 on BrokerCheck

SMITHFIELD, RI · Soliciting in all states

Questions About Fidelity Japan Data Centers Fund LP, Tokyo 3 Series

Each answer is built from the values on the SEC filing and the AltStreet ledger, not from the issuer's marketing.

What is Fidelity Japan Data Centers Fund LP, Tokyo 3 Series?

Fidelity Japan Data Centers Fund LP, Tokyo 3 Series is a Delaware limited partnership that filed a Form D with the SEC on January 30, 2023 as a other investment fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(7) for an offering of pooled investment fund interests.

Is Fidelity Japan Data Centers Fund LP, Tokyo 3 Series legit?

AltStreet does not rate legitimacy; it reports the public record. Fidelity Japan Data Centers Fund LP, Tokyo 3 Series filed a Form D with the SEC on January 30, 2023 claiming Rule 506(b), Section 3(c), Section 3(c)(7). A Form D is a notice of an exempt offering, not a review or approval of it. The newest notice reports $100,390,881 sold to 14 investors. AltStreet's enforcement record (SEC, FINRA and state actions) shows no action naming the issuer as of today. Before investing, confirm the filing on EDGAR, check the seller's registration on FINRA BrokerCheck, and read the offering documents, which a Form D does not include.

Is Fidelity Japan Data Centers Fund LP, Tokyo 3 Series registered with or approved by the SEC?

No. A Form D is a notice that an issuer is selling securities under an exemption from registration, and the SEC does not review, approve, or pass on the merits of the offering. The filing shows that Fidelity Japan Data Centers Fund LP, Tokyo 3 Series claimed Rule 506(b), Section 3(c), Section 3(c)(7) and disclosed the items the form requires, such as the amount sold, the minimum investment, related persons, and anyone paid to sell the securities. It does not verify the issuer's claims or its business.

How much has Fidelity Japan Data Centers Fund LP, Tokyo 3 Series raised?

Fidelity Japan Data Centers Fund LP, Tokyo 3 Series reported $100,390,881 sold from 14 investors of a $100,390,881 total offering as of the Form D filed January 30, 2023.

Who can invest in Fidelity Japan Data Centers Fund LP, Tokyo 3 Series?

The offering relies on Rule 506(b), which permits sales to accredited investors and to no more than 35 non-accredited investors who meet a sophistication standard, and prohibits general solicitation. Because the fund also relies on Section 3(c)(7), each investor must be a qualified purchaser, generally an individual with at least $5 million in investments. The filing reports no non-accredited investors. The filing lists the minimum investment as $0, meaning no minimum was stated.

What is the minimum investment in Fidelity Japan Data Centers Fund LP, Tokyo 3 Series?

The Form D lists the minimum investment as $0, which means the issuer did not state a minimum on the form. The offering documents, not the Form D, set the actual subscription terms.

Who is selling Fidelity Japan Data Centers Fund LP, Tokyo 3 Series and how are they paid?

The Form D names FIDELITY BROKERAGE SERVICES LLC (CRD 7784) as the recipient of sales compensation soliciting in all states.

Who is behind Fidelity Japan Data Centers Fund LP, Tokyo 3 Series?

The Form D lists 1 related person: KAREN KORN, executive officer (Ms. Korn is the President of Fidelity Data Center Holdings LLC, the general partner of Fidelity Tokyo 3 Series GP LP, the general partner of the issuer). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Fidelity Japan Data Centers Fund LP, Tokyo 3 Series located?

The issuer's address on its SEC filings is 245 Summer Street, Boston, MA 02210. Its phone number of record is 401-292-5000. It is organized under the laws of Delaware.

How long is the Fidelity Japan Data Centers Fund LP, Tokyo 3 Series offering open?

The issuer indicated that the offering is not intended to last more than one year. An issuer must amend its Form D annually while a continuing offering stays open, and no amendment is on record yet.

How large is Fidelity Japan Data Centers Fund LP, Tokyo 3 Series?

The issuer declined to disclose its net asset value range on the Form D, which the form permits.

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Data Methodology

Capital raise figures, investor counts, and filing dates are sourced directly from SEC EDGAR Form D primary documents via the SEC EDGAR submissions API and full-text search index. EDGAR entity profiles and deal-level data are reviewed by AltStreet analysts with backgrounds in corporate finance and securities law — cross-referenced against offering circulars, audited financial statements, and primary regulatory filings before publication. Platform-provided information, where present, is clearly labeled and does not affect EDGAR data or AltStreet editorial coverage. Platforms may request factual corrections for demonstrable inaccuracies by contacting [email protected]. This page does not constitute investment advice.