GIP's Tonalli Fund Reports $1.13 Billion Sold to 10 Investors on Its First Form D

Global Infrastructure Partners Tonalli Fund, SCSp, a Luxembourg special limited partnership formed this year, filed its first Form D on October 19, 2026, reporting $1,130,000,000 sold to 10 investors with a date of first sale of October 2 (accession 0002159036-26-000002). The offering amount is indefinite, so the notice sets no ceiling against which the $1.13 billion can be measured. The general partner is Global Infrastructure Partners Tonalli Fund GP, S.a r.l.; Global Infrastructure Partners has been a part of BlackRock since October 2024.

What the filing shows

The filing is the only one on EDGAR for CIK 2159036. It identifies the issuer as a pooled investment fund of the private equity type, organized in Luxembourg in 2026, with its address at 122 Route d'Arlon, L-1150 Luxembourg. The securities are equity interests offered under Rule 506(b), and the fund relies on the Section 3(c)(7) exclusion from the Investment Company Act. The notice reports $1,130,000,000 sold to 10 investors, no non-accredited investors, no minimum investment, and no sales commissions, finders' fees or proceeds to related persons. The related persons are the general partner, listed as promoter, and four directors: Sarah Ashley, Gregg Myers, Ronnie Hawkins and Giovanni Patuzzo. Gregg Myers signed as Class A Manager of the GP.

Background

The SCSp, or societe en commandite speciale, is a Luxembourg partnership form that private equity and infrastructure sponsors use for funds marketed to European and other non-U.S. investors; GIP used it for GIP Capital Solutions Fund II SCSp, which filed Form D amendments in 2020. BlackRock announced on October 1, 2024 that it had completed its acquisition of Global Infrastructure Partners, with the combined platform branded Global Infrastructure Partners, a part of BlackRock. The Tonalli notice is the first Form D from a GIP-named fund since GIP Capital Solutions Fund III and its feeder and co-investment vehicles amended theirs on June 25, 2026.

What the filing does not show

The Form D does not state the fund's strategy, sectors, geography, fee terms or term, does not identify the 10 investors, and does not say whether the $1.13 billion is a first, interim or final close. It does not cross-reference any other GIP vehicle; the connection rests on the general partner's name. The BlackRock relationship is stated from BlackRock's press release, not from the filing.