Brookfield Asset Management Inc.
NYSE : BAM
EURONEXT : BAMA
TSX : BAM.A

Brookfield Asset Management Inc.

May 28, 2009 08:00 ET

Brookfield Arranges US$835 Million in Financings

TORONTO, ONTARIO--(Marketwire - May 28, 2009) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Brookfield Asset Management Inc. (TSX:BAM.A)(NYSE:BAM)(EURONEXT:BAMA) today announced three financings totaling US$835 million, including the following:

- a C$250 million (US$225 million) perpetual Class A Preferred Share, Series 22 issue at 7% with a five-year rate reset (the "Preferred Shares, Series 22");

- a Pounds Sterling 100 million (US$160 million), two-year bank facility for the Company's European business; and,

- a C$500 million (US$450 million) senior unsecured debt financing at 8.95% with a five-year term.

As a result of strong investor demand, the size of the Preferred Shares, Series 22 offering announced yesterday has been increased to an offering of 10,000,000 Preferred Shares, Series 22 at an offering price of C$25.00 per Preferred Share, Series 22 with aggregate gross proceeds of C$250,000,000. The underwriters will have an option, exercisable in whole or in part prior to closing, to purchase an additional two million Preferred Shares, Series 22 at the same offering price. The offering will be underwritten by a syndicate led by CIBC World Markets, RBC Capital Markets, Scotia Capital Inc. and TD Securities Inc.

The C$500 million senior unsecured debt will be sold pursuant to an agreement with a syndicate of agents led by CIBC World Markets Inc. and RBC Capital Markets for distribution to the public. The debentures are being offered only in Canada. The debentures will be offered by way of prospectus supplement under the short form base shelf prospectus dated January 12, 2009. The prospectus supplement will be filed with securities regulatory authorities in all provinces of Canada.

The debentures are expected to be rated Baa2 by Moody's, A- by S&P, BBB+ by Fitch and A (low) by DBRS. The net proceeds of the debentures will be used for general corporate purposes. The offering is expected to close on or about June 2, 2009. The debentures 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 under the U.S. Securities Act.

"These financings are part of the Company's strategy to opportunistically access the capital markets and maintain a strong liquidity position," said Brian Lawson, Brookfield's Chief Financial Officer. "Liquidity in this environment further enhances our financial flexibility and our ability to pursue a number of opportunities."

About Brookfield Asset Management

Brookfield Asset Management Inc., focused on property, power and infrastructure assets, has approximately US$80 billion of assets under management and is listed on the New York and Toronto Stock Exchanges under the symbols BAM and BAM.A, respectively, and on NYSE Euronext under the symbol BAMA. For more information, please visit the Company's website at www.brookfield.com.

Forward-looking Statements

Note: This news release contains 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", derivations thereof and other expressions that 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 in regards to the strength of our liquidity position and in respect of the closing of the debenture offering and the use of proceeds of the financings described in this news release. Although Brookfield Asset Management believes that its anticipated future results, performance or achievements expressed or implied of such assets by the forward-looking statements and information are based upon reasonable assumptions and expectations, the reader should not place undue reliance on forward-looking statements and information as such statements and information involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the company to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking statements and information.

Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include: economic and financial conditions in the countries in which we do business; the behaviour of financial markets, including fluctuations in interest and exchange rates; availability of equity and debt financing; strategic actions including dispositions; the ability to complete and effectively integrate acquisitions into existing operations and the ability to attain expected benefits; tenant renewal rates, availability of new tenants to fill office property vacancies, tenant bankruptcies, adverse hydrology conditions; regulatory and political factors within the countries in which the company operates; acts of God, such as earthquakes and hurricanes; the possible impact of international conflicts and other developments including terrorist acts; changes in accounting policies to be adopted under International Financial Reporting Standards and other risks and factors detailed from time to time in the company's form 40-F filed with the Securities and Exchange Commission as well as other documents filed by the company with the securities regulators in Canada and the United States including the company's most recent Management's Discussion and Analysis of Financial Results under the heading "Business Environment and Risks."

We caution that the foregoing factors that may affect future results is not exhaustive. When relying on our forward-looking statements to make decisions with respect to Brookfield Asset Management, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Except as required by law, the company undertakes no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, as a result of new information, future events or otherwise.

For more information, please visit our web site at www.brookfield.com.

Contact Information

  • Investors: Brookfield Asset Management
    Katherine Vyse
    SVP, Investor Relations and Communications
    (416) 369-8246
    (416) 363-2856 (FAX)
    kvyse@brookfield.com
    or
    Media: Brookfield Asset Management
    Denis Couture
    SVP, Corporate and International Affairs
    (416) 956-5189
    (416) 363-2856 (FAX)
    dcouture@brookfield.com
    www.brookfield.com