One structure printed a cash number on an 8-K this morning. The other one's got a federal enforcement division reading its fairness opinion. Guess which is which. This is Infrastructure Secondaries Daily — and on the last day of the half-year, we've got a $225 million data-center sale, a forced NAV markdown, and the SEC officially in the continuation-fund room. From Stock Titan:
Cogent Communications Holdings, Inc. has completed the sale of 10 data center facilities to an entity sponsored by I Squared Capital for an aggregate purchase price of $225 million in cash. The facilities are located across major U.S. markets including Phoenix, Anaheim, Chicago and Houston.
Cogent just closed the sale of ten data centers to an I Squared-sponsored entity — $225 million, cash, filed on the 8-K. Phoenix, Anaheim, Chicago, Houston. A named buyer, a number, and a date you can hold. And it's an outright asset sale — Cogent Fiber, LLC sells, the buyer pays, done. Nobody's marking both sides of this one. Right. This is the baseline. When I say a price needs a reference date, this is what I mean: twenty-two and a half million per facility, settled in actual dollars, not a quarterly NAV someone struck for themselves. I'd want to know where these sat against the prior portfolio marks, because this is the kind of clean third-party clearing price a GP-held data-center mark usually never has to survive. And notice what I Squared disclosed about reference-date NAV in the underlying fund. Nothing. They don't have to here — it's an asset sale. But hold that contrast for later in the show. Here's GlobeNewswire:
The Company acquired Tidewater for a cash consideration of approximately $45 million, funded through an upsizing of FIP’s existing term loan with existing lenders. Tidewater Logistics is an established transloading platform, highly complementary with FIP’s Wheeling & Lake Erie Railway, serving producers, shippers, and industrial customers across key shale and energy markets in the Appalachian Basin and Gulf Coast region.
FTAI bought Tidewater Logistics for roughly $45 million in cash. Closed June 29, funded by upsizing its existing term loan. Barge-and-rail transloading — Ohio, West Virginia, Texas. Here's what catches me: they gave you the buyer, the cash price, the close date, and forward EBITDA at nine million. Put it next to the Cogent data-center sale we just hit — same shape. A price you can hold. But sit on the word "infrastructure" for a second. This is barge and rail transloading serving shale producers in the Appalachian Basin. If that's getting the long-duration infra premium, somebody's stretching the label over some very different cash-flow profiles. Right — and notice they leaned on debt, not equity. Upsized the term loan with existing lenders to close fast. No new marks to defend. Which is the part secondaries buyers should chew on. A midstream logistics operator doesn't really fit the core-infra discount-compression story. So when an infra fund is holding something like this at a premium mark — what survives an actual secondary bid? From Alliance News:
Starling Bank, buy-now-pay-later provider Klarna, and wefox accounted for the bulk of the write-down. Starling's carrying value fell by 6.6p per Chrysalis share, Klarna by 15.0p and wefox by 10.8p, together contributing 32.3p of the overall 37.7p NAV decline.
Chrysalis NAV per share down 22% in six months — 171.65 pence to 133.94 as of March 31. And here's the part I keep coming back to: that figure carries a date. March 31, struck, published today. Starling, Klarna, and wefox did most of the damage — 32.3 pence of a 37.7 pence drop, all named. This is what valuation lag looks like when equity-market volatility finally forces the pen to move. And it's a listed vehicle — so the holders got that number whether they wanted it or not. My question is the counterfactual: if you structure Chrysalis as a continuation fund instead of a listed trust, do those LPs see this markdown this quarter? Or does it get smoothed across three more reporting periods? And don't skip the wefox line — the auditor caught the external valuer misapplying the valuation waterfall. A 3.33 pence downward revision to a NAV that had already been reported. That's the mark moving after the fact, and it took an auditor to force it. On a day when every infrastructure fund manager out there is also striking a June 30 NAV. Chrysalis just printed what a tested mark looks like. Now let's see how long it takes before anyone tests theirs. Chris Prentice, Dawn Kopecki and Isla Binnie, writing in Reuters:
WASHINGTON, June 24 (Reuters) - The U.S. Securities and Exchange Commission's enforcement division is probing funds typically used by private equity firms and other money managers to hold on to assets they either cannot or do not wish to sell, as the agency explores potential issues in private markets, said three people familiar with the matter.
Reuters has it from three people: the SEC enforcement division is looking at continuation vehicles. The probe goes right at the messy parts — conflicts on the transfer, asset valuation, and whether the disclosures are sufficient and consistent. And it lands on June 30. Half-year-end. Every infra fund is striking a NAV today — and the agency just told the room it wants to know what reference date those marks carry. Evercore had GP-led volume at $106 billion last year. The conflict the SEC just named — same manager prices both sides — that was true at five billion. It took a hundred-billion print to put a regulator in the room. And read what Reuters flags underneath it — single-asset CVs went from roughly five percent of deal flow to twenty, thirty percent at some big LPs in two years. Five percent was niche. Twenty or thirty percent is the waiting room for assets nobody could sell. Set it against the Cogent filing we hit earlier — $225 million, named buyer, cash, on an 8-K with a date. One structure prints a number you can hold. The other's under enforcement review for opacity. Same week. Right — and legally, the pressure point is the paperwork more than the structure. Whether the fairness opinion timing and the conflict disclosure meet a standard a court would actually accept. The investigators are going straight to that section. I'd bet section seven, not paragraph one. The SEC is reportedly probing continuation vehicles right now — but these deals have been around for years, and everyone seems to use them. What actually crosses the line from a hard negotiation into something the agency treats as a real securities problem? So let's back up. A continuation vehicle is where a GP moves one or more assets out of an older fund and into a new fund, with the same manager running both sides. Reuters reported on June 24 that the SEC's enforcement division has homed in on a number of these vehicles in recent months, and three sources said the probe is live. The conflict is baked in: the GP is the seller, the buyer, and the ongoing manager. Per the CFA Institute's September 2025 ethics report on continuation funds, valuation is where that gets especially acute, because the GP has a financial interest in setting a price that may not be arm's-length. Skadden's April 2026 analysis said continuation vehicles have roughly tripled in deal volume since 2021 and now account for around fourteen percent of all private equity exits, so the scale alone has pulled in more regulatory attention. Based on the sources, the legal line runs through disclosure and process: did LPs get materially accurate information about the valuation, were the conflicts fully disclosed, and were the consent mechanics — LPAC votes, fairness opinions — real guardrails rather than window dressing? You mentioned LPAC votes — if an LPAC signs off on the deal, doesn't that basically give the GP a clean pass legally? Not necessarily. We need to be precise here: there's a real legal difference between an LPAC formally approving a transaction and an LPAC that simply doesn't object under a contractual no-action threshold. No objection doesn't equal affirmative approval. The CFA Institute report says conflict-mitigation tools, including fairness opinions and LP votes, are only as strong as the information provided to the people casting those votes. So regulators are probably looking at whether LPs had what they needed — accurate valuations, full conflict disclosure — to make a genuinely informed decision. If Infrastructure Secondaries Daily helps you stay on top of the market, take a moment to subscribe or leave a review wherever you’re listening. It’s a simple way to help other people find the show.
You’ll find links to every story we covered today in the show notes, so if one caught your ear, you can dig into the original reporting there. That’s Infrastructure Secondaries Daily for today. This is a Lantern Podcast.