Brookfield Infrastructure Partners L.P. (“BIP”) (NYSE: BIP; TSX:
BIP.UN) today announced that the Toronto Stock Exchange (the “TSX”)
accepted a notice filed by BIP of its intention to renew its normal
course issuer bid for its outstanding limited partnership units
(“LP Units”) and its cumulative class A preferred limited
partnership units (“Preferred Units”, and together with LP Units,
“Units”). Brookfield Infrastructure Corporation (“BIPC”) (NYSE/TSX:
BIPC) also today announced that the TSX accepted a notice filed by
BIPC of its intention to renew its normal course issuer bid for its
outstanding class A exchangeable subordinate voting shares
(“Exchangeable Shares”).
BIP and BIPC believe that if the trading price
of Units or Exchangeable Shares, respectively, does not fully
reflect their value, the acquisition of Units or Exchangeable
Shares, as applicable, may represent an attractive use of available
funds.
Under BIP’s normal course issuer bid, the Board
of Directors of the general partner of BIP authorized BIP to
repurchase up to 5% of the issued and outstanding LP Units, or up
to 23,107,234 LP Units. At the close of business on November 21,
2023, there were 462,144,684 LP Units issued and outstanding. Under
BIP’s normal course issuer bid, it may repurchase up to 100,061 LP
Units on the TSX during any trading day, which represents 25% of
the average daily trading volume of 400,244 LP Units on the TSX for
the six months ended October 31, 2023, calculated in accordance
with the rules of the TSX.
BIP currently has four series of Preferred Units
outstanding and that trade on the TSX. Under BIP’s normal course
issuer bid, BIP is authorized to repurchase up to 10% of the total
public float of each series of Preferred Units as follows:
Series |
Ticker |
Issued andoutstandingunits1 |
Public float1 |
Averagedaily tradingvolume2 |
Maximum number ofunits subject
torepurchase3 |
|
|
|
|
|
Total |
Daily |
Series 1 |
BIP.PR.A |
4,989,265 |
4,989,265 |
3,284 |
498,926 |
1,000 |
Series 3 |
BIP.PR.B |
4,989,262 |
4,985,862 |
2,834 |
498,586 |
1,000 |
Series 9 |
BIP.PR.E |
7,986,595 |
7,986,595 |
5,242 |
798,659 |
1,310 |
Series 11 |
BIP.PR.F |
9,936,190 |
9,936,190 |
6,313 |
993,619 |
1,578 |
- Calculated as at November 21,
2023.
- For the 6 months ended October 31,
2023.
- In accordance with TSX rules, any
daily repurchases with respect to each of the Series 9 and Series
11 Preferred Units will be limited to 25% of the average daily
trading volume on the TSX of the respective series and any daily
repurchases with respect to the Series 1 and Series 3 Preferred
Units will be limited to 1,000 Preferred Units.
Under BIPC’s normal course issuer bid, the Board
of Directors of BIPC authorized BIPC to repurchase up to 10% of the
total public float of Exchangeable Shares, or up to 11,867,195
Exchangeable Shares. At the close of business on November 21, 2023,
there were 131,840,045 Exchangeable Shares issued and outstanding
and 118,671,959 Exchangeable Shares in the public float. Under
BIPC’s normal course issuer bid, it may repurchase up to 32,743
Exchangeable Shares on the TSX during any trading day, which
represents 25% of the average daily trading volume of 130,974
Exchangeable Shares on the TSX for the six months ended October 31,
2023, calculated in accordance with the rules of the TSX.
Repurchases under each normal course issuer bid
are authorized to commence on December 1, 2023 and each normal
course issuer bid will terminate on November 30, 2024, or earlier
should BIP or BIPC, as applicable, complete its repurchases under
its respective normal course issuer bid prior to such date.
Under BIP’s current normal course issuer bid
that commenced on December 1, 2022 and expires on November 30,
2023, BIP previously sought and received approval from the TSX to
repurchase up to 22,914,157 LP Units, 498,926 Series 1 Preferred
Units, 498,586 Series 3 Preferred Units, 798,659 Series 9 Preferred
Units and 993,619 Series 11 Preferred Units. BIP has not
repurchased any Preferred Units under its current normal course
issuer bid in the past twelve months. As of November 28, 2023, BIP
has repurchased 908,674 LP Units under its current normal course
issuer bid through open market transactions on the TSX, the New
York Stock Exchange (the “NYSE”) and alternative trading systems,
at a weighted average price per LP Unit of approximately
US$27.51.
Under BIPC’s normal course issuer bid that
commenced on December 1, 2022 and expires on November 30, 2023,
BIPC previously sought and received approval from the TSX to
repurchase up to 9,737,380 Exchangeable Shares. BIPC has not
repurchased any Exchangeable Shares under its current normal course
issuer bid in the past twelve months.
Repurchases of Series 1, Series 3, Series 9 and
Series 11 Preferred Units will be effected through the facilities
of the TSX and/or alternative trading systems. Repurchases of LP
Units and Exchangeable Shares will be effected through the
facilities of the TSX, the NYSE and/or alternative trading systems.
All Units and Exchangeable Shares acquired by BIP and BIPC,
respectively, under the applicable normal course issuer bid will be
cancelled. Repurchases will be subject to compliance with
applicable United States federal securities laws, including Rule
10b-18 under the United States Securities Exchange Act of 1934, as
amended, as well as applicable Canadian securities laws.
BIP and BIPC intend to enter into automatic
share purchase plans on or about the week of December 25, 2023 in
relation to their respective normal course issuer bids. The
automatic share purchase plans will allow for the purchase of Units
or Exchangeable Shares, as applicable, subject to certain trading
parameters, at times when BIP or BIPC ordinarily would not be
active in the market due to its own internal trading blackout
periods, insider trading rules or otherwise. Outside these periods,
the Units or Exchangeable Shares will be repurchased in accordance
with management’s discretion, subject to applicable law.
About Brookfield
Infrastructure
Brookfield Infrastructure is a leading global
infrastructure company that owns and operates high-quality,
long-life assets in the utilities, transport, midstream and data
sectors across North and South America, Asia Pacific and Europe. We
are focused on assets that have contracted and regulated revenues
that generate predictable and stable cash flows. Investors can
access its portfolio either through Brookfield Infrastructure
Partners L.P. (NYSE: BIP; TSX: BIP.UN), a Bermuda-based limited
partnership, or Brookfield Infrastructure Corporation (NYSE, TSX:
BIPC), a Canadian corporation. Further information is available at
http://bip.brookfield.com.
Brookfield Infrastructure is the flagship listed
infrastructure company of Brookfield Asset Management, a global
alternative asset manager with over US$850 billion of assets under
management. For more information, go to https://brookfield.com.
Contact Information
Media: |
Investor Relations: |
Simon MaineManaging DirectorCorporate CommunicationsTel: +44 739
890 9278Email: simon.maine@brookfield.com |
Stephen FukudaVice PresidentCorporate Development & Investor
RelationsTel: +1 (416) 956-5129Email:
stephen.fukuda@brookfield.com |
Cautionary Statement Regarding
Forward-looking Statements
This news release contains forward-looking
statements and information within the meaning of applicable
securities laws. The words “believes,” “may” or derivations thereof
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. Forward-looking
statements in this news release include statements regarding
potential future repurchases by BIP of its Units and by BIPC of its
Exchangeable Shares pursuant to their respective normal course
issuer bids and, as applicable, automatic repurchase plans.
Although BIP and BIPC believe 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 BIP and BIPC are
subject to a number of known and unknown risks and uncertainties.
Factors that could cause actual results of BIP and BIPC to differ
materially from those contemplated or implied by the statements in
this news release include: general economic conditions; interest
rate changes; availability of equity and debt financing; the
performance of Units and Exchangeable Shares or the stock exchanges
generally; and other risks and factors described in the documents
filed by BIP and BIPC with securities regulators in Canada and the
United States including under “Risk Factors” in BIP’s and BIPC’s
most recent Annual Reports on Form 20-F and other risks and factors
that are described therein. Except as required by law, BIP and BIPC
undertake no obligation to publicly update or revise any
forward-looking statements or information, whether as a result of
new information, future events or otherwise.
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