BAM Investments Corp.

BAM Investments Corp.

December 20, 2006 10:58 ET

BAM Investments Corp. Announcement

TORONTO, ONTARIO--(CCNMatthews - Dec. 20, 2006) -


BAM Investments Corp. (TSX:BNB) "BAM Investments" or the "Company" announced the following transactions, whereby the Company will raise Cdn$193.2 million of cash proceeds and will continue to hold its existing net economic interest in 37.0 million Class A Limited Voting Shares of Brookfield Asset Management Inc. ("Brookfield"):

- The Company has agreed to a private placement of Cdn$193.2 million principal amount of 25-year debentures due January 2032 exchangeable into 3,534,000 Class A Limited Voting Shares of Brookfield. As security for the debentures, BAM Investments will pledge 3,534,000 Class A Limited Voting Shares of Brookfield to the holders of the debentures. Closing is subject to customary closing conditions and is expected to be completed on or about January 10, 2007.

- In a separate transaction, BAM Split Corp., a subsidiary of BAM Investments, has agreed to issue 8,000,000 Class AA preferred shares, Series 3 to a syndicate of underwriters for proceeds (net of issue costs) of approximately Cdn$193 million. The net proceeds will be used to acquire 3,534,000 Class A Limited Voting Shares of Brookfield.

Following these transactions, BAM Investments will hold, directly and indirectly, 40.5 million Class A Limited Voting Shares of Brookfield representing 10.4% of the Class A Limited Voting Shares. After taking into account the Company's obligations under the exchangeable debentures, the net number of Class A Limited Voting Shares held will be unchanged at 37.0 million. The proceeds from the issue of the exchangeable debenture will be used for general corporate purposes, including the repayment of financial obligations. BAM Investments holds the Brookfield shares for investment purposes and may acquire additional shares or may sell the shares it now owns in the open market or in privately negotiated transactions.

The securities offered have not been registered under the U.S. Securities Act of 1933, as amended, and may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the securities in any State in which such offer, solicitation or sale would be unlawful.

This news release contains forward-looking statements concerning the Company's business and operations. The Company cautions that, by their nature, forward-looking statements involve risk and uncertainty and the Company's actual results could differ materially from those expressed or implied in such statements. Reference should be made to the most recent Annual Information Form for a description of the major risk factors.

Contact Information

  • BAM Investments Corp.
    Brian D. Lawson
    President and Chief Executive Officer
    (416) 359-8620