Brookfield Infrastructure Partners Announces Pricing of Canadian Offering of Units
October 30 2009 - 1:58PM
Marketwired
Brookfield Infrastructure Partners L.P. (the "Partnership", and
along with its related entities, "Brookfield Infrastructure")
(NYSE: BIP) (TSX: BIP.UN) today announced that it has priced its
previously announced Canadian public offering. The Partnership will
issue 39,585,000 limited partnership units ("LP Units") at a price
of C$15.55 per unit, for aggregate gross proceeds of approximately
C$616 million, including approximately 4,085,000 LP Units that
Brookfield Asset Management Inc. (together with its affiliates
"Brookfield") (NYSE: BAM) (TSX: BAM) (Euronext: BAMA) has agreed to
purchase, for gross proceeds of approximately C$64 million. Closing
of the offering is expected to occur on or about November 6, 2009.
Brookfield and the Partnership have also granted the
underwriters an option (the "Over-allotment Option"), exercisable
at any time up to November 27, 2009, to purchase up to an
additional 5,325,000 LP Units (the "Additional LP Units") for
additional gross proceeds of up to approximately C$83 million. If
the underwriters elect to purchase Additional LP Units, the
underwriters will first offer to purchase LP Units issued to
Brookfield under the public offering, and will purchase the balance
of the Additional LP Units, if any, from the Partnership.
Subject to the approval of holders of outstanding LP Units,
Brookfield, which currently holds securities exchangeable for
approximately 40% of the LP Units, on a fully exchanged basis,
intends to purchase, in the aggregate, approximately $435 million
of securities from Brookfield Infrastructure. If Brookfield does
not sell any LP Units to the underwriters pursuant to the
Over-allotment Option and it purchases, in the aggregate,
approximately $435 million of securities from Brookfield
Infrastructure Brookfield will increase its effective interest in
the Partnership to approximately 43%.
The Partnership intends to use the net proceeds of the public
offering and the issuance to Brookfield to partially fund the
Partnership's participation in the previously announced
restructuring and recapitalization of Babcock & Brown
Infrastructure.
Credit Suisse Securities (Canada), Inc., RBC Capital Markets,
Citigroup Global Markets Canada Inc. and HSBC Securities (Canada)
Inc. are acting as joint book-running managers and underwriters for
the public offering.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any securities of the Partnership
in the United States or any other jurisdiction in which such offer,
solicitation or sale would be unlawful. These securities have not
been and will not be registered under the United States Securities
Act of 1933, as amended (the "U.S. Securities Act"), or any U.S.
state securities laws and may not be offered or sold in the United
States except in compliance with the registration requirements of
the U.S. Securities Act and applicable U.S. state securities laws
or pursuant to an exemption therefrom. Any public offering of any
securities of the Partnership in the United States may only be made
by means of a prospectus containing detailed information about the
Partnership and its management as well as financial statements.
Brookfield Infrastructure Partners L.P. was established by
Brookfield Asset Management to own and operate certain
infrastructure assets 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, timberlands and social infrastructure in North and South
America, the United Kingdom and Australia, and it seeks acquisition
opportunities in other infrastructure sectors with similar
attributes. The Partnership's units trade on the New York and
Toronto Stock Exchanges under the symbols BIP and BIP.UN,
respectively. For more information, please visit the Partnership's
website at www.brookfieldinfrastructure.com.
Note: This news release contains statements regarding the public
offering, the issuance to Brookfield, including the intended use of
proceeds and the anticipated closing date of the public offering
that constitute forward-looking information within the meaning of
Canadian provincial securities laws and "forward-looking
statements" within the meaning of Section 27A of the U.S.
Securities Act of 1933, as amended, Section 21E of the U.S.
Securities Exchange Act of 1934, as amended, "safe harbor"
provisions of the United States Private Securities Litigation
Reform Act of 1995 and in any applicable Canadian securities
regulations. The words "will", "expected", "intends", "tend",
"seeks" and other expressions which are predictions of or indicate
future events, trends or prospects and which do not relate to
historical matters identify the above mentioned and other
forward-looking statements. Forward-looking statements in this news
release include statements regarding the public offering, the
issuance to Brookfield, including the intended use of proceeds and
the anticipated closing date of the public offering, the future
prospects of the assets that Brookfield Infrastructure operates and
Brookfield Infrastructure's plans for growth through acquisitions.
Although the Partnership believes that these forward-looking
statements and information are based upon reasonable assumptions
and expectations, the reader should not place undue reliance on
them, or any other forward looking statements or information in
this news release. The future performance and prospects of the
Partnership and Brookfield Infrastructure are subject to a number
of known and unknown risks and uncertainties. Factors that could
cause actual results of the Partnership and Brookfield
Infrastructure to differ materially from those contemplated or
implied by the statements in this news release include general
economic conditions in the United States and elsewhere, which may
impact the markets for timber, the market for electricity
transmission in Chile and related regulatory developments, the fact
that success of the Partnership is dependent 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 with the securities regulators in Canada
and the United States including under "Risk Factors" in the
Partnership's most recent Annual Report on Form 20-F and other
risks and factors that are described therein. Except as required by
law, the Partnership undertakes no 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 contact: Investors: Michael Botha
Senior Vice President, Finance Brookfield Asset Management Inc.
Tel: 416-359-7871 Email Email Contact
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