HAMILTON, BERMUDA -- (Marketwired) -- 05/07/13 -- All dollar references are to U.S. dollars unless noted otherwise.
Brookfield Infrastructure (NYSE: BIP)(TSX: BIP.UN) today announced that it has agreed to issue 5,677,100 L.P. units, on a bought deal basis, to a syndicate of underwriters at a price of $37.75 per L.P. unit (the "Offering Price") for gross proceeds of $214,310,525 (the "Offering"). In addition, Brookfield Asset Management Inc. (NYSE: BAM)(TSX: BAM.A)(EURONEXT: BAMA) and its related entities (other than Brookfield Infrastructure) (collectively, "Brookfield") will purchase, directly or indirectly, 2,262,900 redeemable partnership units of Brookfield Infrastructure's holding limited partnership ("RPUs") at the Offering Price (net of underwriting commissions) concurrent with the Offering in order to maintain its approximate 30% interest in Brookfield Infrastructure on a fully exchanged basis. The aggregate gross proceeds of the Offering and the placement of RPUs to Brookfield will be $296,318,021.
Brookfield Infrastructure has granted the underwriters an over-allotment option, exercisable in whole or in part for a period of 30 days following closing of the Offering, to purchase up to an additional 851,565 L.P. units at the Offering Price. Brookfield will also have the option to subscribe for additional RPUs in order to maintain its approximate 30% interest on a fully exchanged basis. If both of these options are exercised in full, the gross offering size would increase to $340,765,724.
The net proceeds of the Offering and the issuance of RPUs to Brookfield will be used for investment opportunities, working capital and other general corporate purposes. Prior to being deployed for such purposes, the net proceeds will initially be used to repay amounts outstanding under Brookfield Infrastructure's revolving credit facilities. The Offering and issuance of RPUs to Brookfield are expected to close on or about May 13, 2013.
Brookfield Infrastructure has filed a Registration Statement on Form F-3 (including a prospectus) with the United States Securities and Exchange Commission (the "SEC") in respect of the Offering. Before you invest, you should read the prospectus in that Registration Statement and other documents Brookfield Infrastructure has filed with the SEC for more complete information about Brookfield Infrastructure and the Offering. Brookfield Infrastructure will also be filing a prospectus supplement relating to the Offering 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, a copy of the U.S. preliminary prospectus supplement may be obtained through this hyperlink: http://www.brookfieldinfrastructure.com/_Global/22/img/content/file/US_Prospectus_Supplement_May_2013.pdf. Alternatively, Brookfield Infrastructure, any underwriter or any dealer participating in the offering will arrange to send you the prospectus or you may request it in the United States from Credit Suisse Securities (USA) LLC, Attention: Prospectus Department, One Madison Avenue, New York, New York, 10010, toll-free: 800-221-1037, email: firstname.lastname@example.org, Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York, New York, 11717, toll-free: 800-831-9146, email: email@example.com, HSBC Securities (USA) Inc., Attention: Prospectus Department, 452 Fifth Avenue, New York, New York 10018, toll-free: 866-811-8049, email: firstname.lastname@example.org, RBC Capital Markets, LLC, Attention: Prospectus Department, Three World Financial Center, 200 Vesey Street, 8th Floor, New York, New York, toll-free: 877-822-4089, or TD Securities (USA) LLC, Attention: David Chepauskas, 31 West 52nd St., New York, New York, 10019, tel: 212-827-7392 or in Canada from RBC Capital Markets, Attention: Distribution Centre, 277 Front St. W., 5th Floor, Toronto, Ontario M5V 2X4, fax: 416-313-6066, email: email@example.com, or Credit Suisse Securities (Canada), Inc., One First Canadian Place, Suite 2900, Toronto, Ontario, M5X 1C9, tel: 416-352-4500, email: firstname.lastname@example.org.
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