TORONTO and HAMILTON, BERMUDA, Jan 31 (MARKET WIRE) --
Brookfield Asset Management Inc. (TSX: BAM) (NYSE: BAM) announced today the
completion of its previously-announced spin-off of a newly created
publicly-traded
partnership named Brookfield Infrastructure Partners L.P. ("the Partnership,"
and together with its related entities, "Brookfield Infrastructure") (NYSE:
BIP).
The spin-off was implemented by way of a special dividend of a 60% interest
in Brookfield Infrastructure to holders of Brookfield's Class A and Class B
Limited Voting shares as of the record date, January 14, 2008. Each holder of
Brookfield Class A and Class B shares is receiving one unit of the
Partnership for each 25 Brookfield shares held, less applicable withholding tax.
The Partnership units commenced trading on the New York Stock Exchange
thismorning under the symbol BIP. The CUSIP number for the Partnership units is
G16252 10 1.
No fractional units will be issued. Instead, registered shareholders will
be
paid an amount of cash based on the volume-weighted average trading price of the
units on the New York Stock Exchange for the five trading days immediately
following the spin-off. A check for this cash amount will be mailed to
registered holders on or about February 11, 2008.
In order to satisfy Canadian withholding tax and U.S. "backup" withholding
tax
obligations on the special dividend, a portion of the Partnership's units
otherwise
distributable to non-Canadian investors will be withheld from registered
shareholders. For non-Canadian beneficial owners of Brookfield shares
registered in the name of a broker or other intermediary, these withholding tax
obligations will be satisfied in the ordinary course through arrangements with
the broker or intermediary. Beneficial owners should consult their brokers to
determine how the withholding tax obligations will be satisfied for their
units and on any questions they may have regarding fractional units.
A wholly-owned subsidiary of Brookfield will purchase Partnership units from
Brookfield, including the fractional and withheld units of registered
shareholders,
representing in aggregate approximately 0.2% of the outstanding units of the
Partnership. For these units, the subsidiary will pay to Brookfield an amount
of cash for these units equal to the fair market value of the units based on
the volume-weighted average trading price for the five trading days immediately
following the spin-off. The final prospectus of Brookfield Infrastructure
dated December 21, 2007 stated that Brookfield or one or more of its
affiliates would purchase withheld and fractional units representing
approximately
6% of the Partnership's units. However, this percentage has been reduced to
0.2% as settlement of fractional units and satisfaction of withholding taxes
willbe managed by the institutions through which book-entry holders of
Brookfield Class A Limited Voting Shares hold their shares.
The Partnership's initial quarterly distribution has been set at $0.265
perunit and will be prorated for the period between the spin-off and the record
date for the first distribution. The first distribution will be payable on
March 31, 2008 to unitholders of record on February 29, 2008.
The New York Stock Exchange relied on adjusted financial information for
Brookfield Infrastructure to approve the listing of the Partnership's
unitson the exchange. Such adjusted financial information was included in the
Partnership's listing application submitted to the New York Stock Exchange and
is
available to the public upon request.
Brookfield Asset Management Inc. focuses on property, power and
infrastructure assets. The company has approximately $90 billion of
assetsunder management and is co-listed on the New York and Toronto Stock
Exchanges
under the symbol BAM. For more information, please visit Brookfield's web site
at www.brookfield.com.
Brookfield Infrastructure Partners L.P. was established by Brookfield
AssetManagement as its primary vehicle to own and operate certain
infrastructureassets on a global basis. Brookfield Infrastructure operates high
quality,long-life assets that generate stable cash flows, require relatively
minimal
maintenance capital expenditures and, by virtue of barriers to entry and
other characteristics, tend to appreciate in value over time. Its current
business consists of the ownership and operation of premier electricity
transmission systems and timberlands in North and South America, and it seeks
acquisition opportunities in other infrastructure sectors with similar
attributes.
Brookfield Infrastructure's units trade on the New York Stock Exchange under
the symbol BIP. For more information, please visit Brookfield Infrastructure
Partners' web site at www.brookfieldinfrastructure.com.
Note: This press release contains forward-looking information within the
meaning of Canadian provincial securities laws and other "forward-looking
statements,"
within the meaning of Section 27A of the U.S. Securities Act of 1933, as
amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as
amended. The words "intend," "will," "expected" and other expressions which
are predictions of or indicate future events, trends or prospects and which
do not relate to historical matters identify forward-looking statements.
Although
Brookfield Asset Management believes that the anticipated future results,
performance or achievements expressed or implied by the forward-looking
statements
and information are based upon reasonable assumptions and expectations, the
reader should not place undue reliance on forward-looking statements and
information in this press release. The distribution of the Partnership's units,
as well as the future performance and prospects of Brookfield Infrastructure
following the distribution of the Partnership's units are subject to a number
of known and unknown risks and uncertainties. Factors that could cause actual
results
of Brookfield Infrastructure to differ materially from those contemplated or
implied by the statements in this press release include the fact that success
of Brookfield Infrastructure will be dependant on market demand for an
infrastructure company, which is unknown, the availability of equity and debt
financing for Brookfield Infrastructure, the ability to effectively complete
new acquisitions in the competitive infrastructure space and to integrate
acquisitions
into existing operations, and other risks and factors described in the
documents filed by the Partnership and Brookfield with the securities
regulators in Canada and the United States including in the Canadian prospectus
and U.S. information statement under "Risk Factors" and Brookfield's Annual
Information Form under the heading "Business Environment and Risks" and other
risks and factors that are described in the registration statement filed in
connection with the distribution of Brookfield Infrastructure units. Neither
Brookfield nor the Partnership undertakes any obligation to publicly update
or revise any forward-looking statements or information, whether as a result
of new information, future events or otherwise.
For more information, please visit www.brookfield.com or
www.brookfieldinfrastructure.com or contact:
Denis Couture
SVP, Investor Relations and Corporate and International Affairs
Brookfield Asset Management
Tel.: (416) 956-5189
Fax.: (416) 363-2856
Email Contact
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