13G Filing: Marubeni Corp Loves Infrareit, Inc. (HIFR)

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		(g)		¨		A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);
		(h)		¨		A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
		(i)		¨		A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
		(j)		¨		A non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J);
		(k)		¨		Group, in accordance with §240.13d-1(b)(1)(ii)(K).

If filing as a non-U.S. institution in accordance with §240.13d-1(b)(1)(ii)(J), please specify the
type of institution:                     

Item 4.

Ownership

Set forth below is information regarding the aggregate number and percentage
of shares of Common Stock of the Issuer that are beneficially owned by the Reporting Person as of the date hereof, assuming that the 3,325,874 common units representing limited partnership interests (common units) in InfraREIT
Partners, LP, a Delaware limited partnership, owned by MC Transmission Holdings, Inc., which is a wholly-owned subsidiary of the Reporting Person (MC Transmission), have been exchanged, on a one-for-one basis, for shares of Common
Stock, but that no units of InfraREIT Partners, LP beneficially owned by other persons have been exchanged for shares of Common Stock. All percentages reported in this statement on Schedule 13G have been calculated based on an aggregate of
46,891,369 shares of Common Stock, comprised of (i) 43,565,495 shares of Common Stock issued and outstanding as of November 4, 2015 as disclosed in the Issuers Quarterly Report on Form 10-Q as filed with the Securities and Exchange
Commission on November 6, 2015 and (ii) 3,325,874 common units owned by MC Transmission, assuming such common units have been exchanged, on a one-for-one basis, for shares of Common Stock.

(a)

Amount beneficially owned: 4,253,292 shares

(b)

Percent of class: 9.1%

(c)

Number of shares as to which the person has:

(i)

Sole power to vote or to direct the vote:                                 4,253,292

(ii)

Shared power to vote or to direct the vote: 0

(iii)

Sole power to dispose or to direct the disposition of:             4,253,292

(iv)

Shared power to dispose or to direct the disposition of:                       0

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