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EDGAR Verified
Primary Source · SEC.gov

Inflexion Buyout Fund VII (No. 3) SCSp

Fund Vehicle2025 vintage506(b), 3(c)(1)
Latest signalNew Form D filerForm D · 2025-12-15Last filing 2025-12-15

Raised

Pre-open

Investors

—

Min Invest

None stated

AltStreet Analysis

·

Generated from EDGAR primary sources

Inflexion Buyout Fund VII (No. 3) SCSp is a Luxembourg-incorporated pooled investment fund filing under Rule 506(b) and Section 3(c)(1). This is a pre-open filing with no disclosed capital raised, investor count, or minimum investment. Directors William Gilson and Thomas Fahl are listed as related persons.

This appears to be an institutional private equity buyout fund utilizing the common 506(b)/3(c)(1) exemption structure. The Luxembourg SCSp (Special Limited Partnership) structure is frequently used by European-based private equity managers for cross-border fundraising and tax efficiency.

Data Flags

generalLuxembourg domicile filing Form D indicates cross-border fund structure targeting U.S. investors
entityNameFund numbered '(No. 3)' suggests parallel fund structure, but no related sibling entities (No. 1, No. 2, etc.) found in the AltStreet database

EDGAR Filing Data

Form D — Primary Source

View on SEC.gov
CIK Number0001977659
Entity NameInflexion Buyout Fund VII (No. 3) SCSp
ExemptionRule 506(b), Section 3(c), Section 3(c)(1), 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)(1) of the Investment Company Act: the fund is excluded from investment-company registration because it has no more than 100 beneficial owners. 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 OrganizationLuxembourg
Issuer Address17, Boulevard F.W. Raiffeisen, Luxembourg
Phone352 27 69 56 29
Former NamesInflexion Partnership Capital Fund III (No. 3) SCSp (until May 15, 2023)
Industry / Fund TypePooled Investment Fund · Other Investment Fund
Investment Company ActExcluded under Section 3(c)(1) (100 beneficial owners or fewer) and Section 3(c)(7) (qualified purchasers only) (both boxes checked on the filing)
Securities TypeEquity, Pooled Investment Fund
First Sale DateNot yet occurred (as filed)
Filing DateDecember 15, 2025
Accession Number0001977659-25-000004
Total Offering AmountIndefinite
Total Amount Sold$0 (no sales yet)
Total Investors0 (no sales yet)
Non-Accredited InvestorsNone
Minimum Investment$0 (no stated minimum)
Offering DurationOne year or less
Sales Commissions$0
Finders' Fees$0
Net Asset Value RangeDecline to Disclose
State (Issuer Address)N4
Amendment Count1 amendments filed (2 Form D filings)

Filings on Record

Every filing AltStreet's ledger holds for this CIK, newest first. Each opens the SEC archive folder.

DDecember 15, 2025DMay 15, 2023

Fund Family

Every vehicle in this manager's series as it appears on EDGAR, newest generation first. Sold-to-date and investor counts are each vehicle's latest Form D.

Fund family

Inflexion Buyout Fund6 vehicles · 3 generations · since 2018 · $758.1M sold across the family

This issuer is in Fund VII · Fund VI is the prior generation

VehicleRoleFirst filedStatusSoldInvestors
Fund VII · first filed 2025-12-15 · 3 vehicles
Inflexion Buyout Fund VII (No. 3) SCSpthis issuer2025-12-15pre sale$00
Inflexion Buyout Fund VII (No. 1) Limited Partnership2025-12-15pre sale$00
Inflexion Buyout Fund VII (No. 2) Limited Partnership2025-12-15pre sale$00
Fund VI · first filed 2021-06-29 · 2 vehicles
Inflexion Buyout Fund VI (No.2) Limited Partnership2021-06-29pre sale$00
Inflexion Buyout Fund VI (No.1) Limited Partnership2021-06-30pre sale$00
Fund V · first filed 2018-04-10 · 1 vehicle · $758.1M sold · 39 investors
Inflexion Buyout Fund V (No. 1) Limited Partnership2018-04-10closed$758.1M39

Grouped from Form D issuer names (generation, sleeve, jurisdiction and legal-form tokens removed); a name-only match, so abbreviated or renamed vehicles can be missed. Sold and investor figures are each vehicle's latest Form D; sleeves that report the same figure share one family-wide total and are counted once. Performance lines are what a public pension plan reports for its own interest in that fund, net, on the plan's cash flows and valuation date; they are not the general partner's figures.

In the Terminal

Filing events

1

latest Dec 15, 2025

Critical / warning

0 / 0

0 watch · 1 info

Statements extracted

0

none on file

NAV prints

0

none on file

Offering chains

2

pre_sale

Latest event New filer · Dec 15, 2025

SEC.gov
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Investor

  • 1 filing event with values and deltas, latest 2025-12-15, and alerts on the next one
  • 2 offering timelines: velocity, share raised, first-sale lag, stalled flags

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Related Persons (Form D)

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

Item 3 changed on the Form D filed 2025-12-15: 1 related person added and 0 removed against the filing of 2023-05-15; 2 now listed. The names are in the Terminal feed.

William Gilson

Director · Luxembourg, N4

Thomas Fahl

Director · Luxembourg, N4

Questions About Inflexion Buyout Fund VII (No. 3) SCSp

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

What is Inflexion Buyout Fund VII (No. 3) SCSp?

Inflexion Buyout Fund VII (No. 3) SCSp is a Luxembourg limited partnership that filed a Form D with the SEC on December 15, 2025 as a other investment fund. The filing claims Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7) for an offering of equity and pooled investment fund interests.

Is Inflexion Buyout Fund VII (No. 3) SCSp legit?

AltStreet does not rate legitimacy; it reports the public record. Inflexion Buyout Fund VII (No. 3) SCSp filed a Form D with the SEC on December 15, 2025 claiming Rule 506(b), Section 3(c), Section 3(c)(1), Section 3(c)(7). A Form D is a notice of an exempt offering, not a review or approval of it. No sales had been reported as of that notice. 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 Inflexion Buyout Fund VII (No. 3) SCSp 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 Inflexion Buyout Fund VII (No. 3) SCSp claimed Rule 506(b), Section 3(c), Section 3(c)(1), 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 Inflexion Buyout Fund VII (No. 3) SCSp raised?

Inflexion Buyout Fund VII (No. 3) SCSp reported that the first sale had not yet occurred as of the Form D filed December 15, 2025, so no amount sold or investor count is on file. The total offering amount is listed as indefinite.

Who can invest in Inflexion Buyout Fund VII (No. 3) SCSp?

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. The filing checks both Section 3(c)(1), which caps the fund at 100 beneficial owners, and Section 3(c)(7), which requires every investor to be a qualified purchaser, generally an individual with at least $5 million in investments. A fund normally relies on one or the other. 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 Inflexion Buyout Fund VII (No. 3) SCSp?

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 Inflexion Buyout Fund VII (No. 3) SCSp and how are they paid?

The Form D names no recipient of sales compensation, which usually means the issuer or its affiliates are placing the securities directly. Sales commissions are reported as $0 and finders' fees as $0. Form D allows these to be estimates.

Who is behind Inflexion Buyout Fund VII (No. 3) SCSp?

The Form D lists 2 related persons: William Edward Gilson, director (Manager of the managing general partner of the Issuer); Thomas Edward Fahl, director (Manager of the managing general partner of the Issuer). Form D Item 3 requires executive officers, directors, and promoters of the issuer to be listed.

Where is Inflexion Buyout Fund VII (No. 3) SCSp located?

The issuer's address on its SEC filings is 17, Boulevard F.W. Raiffeisen, Luxembourg. Its phone number of record is 352 27 69 56 29. It is organized under the laws of Luxembourg.

How long is the Inflexion Buyout Fund VII (No. 3) SCSp 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; 1 amendment is on record for this CIK.

How large is Inflexion Buyout Fund VII (No. 3) SCSp?

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.