All amounts in U.S. dollars
HAMILTON, Bermuda, Nov. 10, 2021 /CNW/ - Brookfield Infrastructure
Partners L.P. (the "Partnership") (NYSE: BIP) (TSX: BIP.UN) and
Brookfield Infrastructure Corporation (NYSE: BIPC) (TSX: BIPC)
("BIPC", and together with the Partnership, "Brookfield
Infrastructure") today announced concurrent equity offerings for
aggregate gross proceeds of US$600
million (the "Offerings") on a bought deal basis by a
syndicate of underwriters (the "Underwriters") co-led by RBC
Capital Markets, BMO Capital Markets, CIBC Capital Markets,
National Bank Financial Inc. and Wells Fargo Securities Canada,
Ltd.
The Offerings will be comprised of a combination of Partnership
limited partnership units ("LP Units") and BIPC class A
exchangeable subordinate voting shares ("Exchangeable Shares") in
amounts determined by the Underwriters. The LP Units are offered at
a price of US$58.65 per LP Unit (the
"LP Unit Offering Price"), and the Exchangeable Shares are offered
at a price of US$62.70 per
Exchangeable Share (the "Exchangeable Share Offering Price"). The
number of Exchangeable Shares and LP Units to be issued in the
Offerings will be determined on November 11,
2021, pre-market open.
Concurrently, a subsidiary of Brookfield Asset Management Inc.
(NYSE/TSX: BAM) will purchase US$400
million in the aggregate of either (i) redeemable
partnership units of Brookfield Infrastructure L.P., the
Partnership's holding limited partnership, at the LP Unit Offering
Price (net of underwriting commissions) (the "Concurrent Unit
Private Placement") and/or (ii) Exchangeable Shares at the
Exchangeable Share Offering Price (net of underwriting commissions)
(the "Concurrent Exchangeable Share Private Placement").
The aggregate gross proceeds of the LP Unit Offering, the
Exchangeable Share Offering, the Concurrent Unit Private Placement
and the Concurrent Exchangeable Share Private Placement will be
US$1 billion.
Brookfield Infrastructure intends to use the net proceeds of the
LP Unit Offering and the Exchangeable Share Offering, together with
the proceeds of the Concurrent Unit Private Placement and the
Concurrent Exchangeable Share Private Placement, to fund an active
and advanced pipeline of new investment opportunities, including
near-term organic growth capital requirements, and for general
working capital purposes.
The LP Unit Offering, the Exchangeable Share Offering, the
Concurrent Unit Private Placement and the Concurrent Exchangeable
Share Private Placement are expected to close on or about
November 17, 2021.
In addition, the Partnership and BIPC have granted the
Underwriters over-allotment options, exercisable in whole or in
part for a period of 30 days following closing of the Offerings, to
purchase up to 15% in additional LP Units or Exchangeable Shares at
the respective offering prices. If the over-allotment options are
exercised in full, the aggregate gross offering size would increase
to US$1.09 billion.
Offer Documents
The Partnership and BIPC have filed Registration Statements on
Form F-3 (including prospectuses) with the United States Securities
and Exchange Commission (the "SEC") in respect of the LP Unit
Offering and the Exchangeable Share Offering. Before you invest,
you should read the prospectus in the relevant Registration
Statement and other documents that the Partnership and BIPC have
filed with the SEC for more complete information about Brookfield
Infrastructure and the LP Unit Offering and the Exchangeable Share
Offering. Each of the Partnership and BIPC will also be filing a
prospectus supplement relating to the LP Unit Offering and the
Exchangeable Share Offering, respectively, with securities
regulatory authorities in Canada.
You may get any of these documents for free by visiting EDGAR on
the SEC website at www.sec.gov or via SEDAR at www.sedar.com. Also,
the Partnership, BIPC, any underwriter or any dealer participating
in the Offerings will arrange to send you the prospectuses or you
may request them in the United
States from RBC Capital Markets, LLC, 200 Vesey Street, 8th
Floor, New York, NY 10281-8098,
Attention: Equity Syndicate, Phone: 877-822-4089, Email:
equityprospectus@rbccm.com, or from BMO Nesbitt Burns Inc. at BMO
Capital Markets Corp., Attention: Equity Syndicate Department, 151
W 42nd St, New York, NY 10036, or
by telephone at 1-800-414-3627 or by email at
bmoprospectus@bmo.com, or from CIBC World Markets Corp, 425
Lexington Ave, 5th Floor, New York,
NY, Phone: (800) 282-0822, Email: USEPROSPECTUS@CIBC.COM, or
from National Bank Financial Inc. at National Bank of Canada
Financial Inc., 65 East 55th Street, 8th Floor, New York, N.Y. 10022, Attention: ECM
Syndication, Phone: 212-632-8500, Email:
NBF-Syndication@nbc.ca, or from Wells Fargo Securities, LLC, 375
Park Avenue, New York, New York
10152, Attention: Equity Syndicate Department, Phone: (800)
326-5897, Email: cmclientsupport@wellsfargo.com; or in Canada from RBC Dominion Securities Inc., 180
Wellington Street West, 8th Floor, Toronto, ON M5J 0C2, Attention: Distribution
Centre, Phone: (416) 842-5349, Email: Distribution.RBCDS@rbccm.com,
or from BMO Nesbitt Burns Inc. at BMO Capital Markets, Attention:
Brampton Distribution Centre C/O The Data Group of Companies,
9195 Torbram Road, Brampton,
Ontario, L6S 6H2, or by telephone at 1-905-791-3151 Ext 4312
or by email at torbramwarehouse@datagroup.ca, or from CIBC World
Markets Inc., Attention: Michelene
Dougherty, michelene.dougherty@cibc.ca or 416-956-3636, or
from National Bank Financial Inc., 130 King Street West, 4th Fl.
Podium, Toronto, Ontario, M5X 1J9,
Attention: ECM Syndication, Phone: 416-869-6534, Email:
NBF-Syndication@nbc.ca, or from Wells Fargo Securities Canada,
Ltd., 22 Adelaide St. W., Suite 2200 Toronto ON M5H 4E3, Attention:
Akshay Pattni, Phone: 416 775 2954,
Email: Akshay.Pattni@Wellsfargo.com.
This news release does not constitute an offer to sell or a
solicitation of an offer to buy any securities of Brookfield
Infrastructure in any jurisdiction in which such offer,
solicitation or sale would be unlawful.
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.
Brookfield Infrastructure Partners is the flagship listed
infrastructure company of Brookfield Asset Management, a global
alternative asset manager with US$650
billion of assets under management.
Note: This news release contains forward-looking statements
and information within the meaning of applicable securities laws.
The words, "will", "intend" and "expect" 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 the LP
Unit Offering, the Exchangeable Share Offering, the Concurrent Unit
Private Placement and the Concurrent Exchangeable Share Private
Placement, the use of proceeds and closing of the LP Unit Offering,
the Exchangeable Share Offering, the Concurrent Unit Private
Placement and the Concurrent Exchangeable Share Private Placement.
Although Brookfield Infrastructure 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 Brookfield Infrastructure 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 news release are described in the documents
filed by Brookfield Infrastructure with the securities regulators
in Canada and the United States including under "Risk
Factors" in each of the Partnership's and BIPC's most recent Annual
Report on Form 20-F and other risks and factors that are described
therein and in, or incorporated by reference in, the Partnership's
and BIPC's Registration Statements and prospectus supplements.
Except as required by law, Brookfield Infrastructure 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.
SOURCE Brookfield Infrastructure Partners L.P.