Brookfield Renewable Power Fund
TSX : BRC.UN

Brookfield Renewable Power Fund
Brookfield Renewable Power Preferred Equity Inc.
TSX : BRF.PR.A

November 18, 2011 13:30 ET

Unitholders Approve Creation of Brookfield Renewable Energy Partners, a Global, Pure-Play Renewable Energy Business

TORONTO, ONTARIO--(Marketwire - Nov. 18, 2011) - Brookfield Renewable Power Fund (TSX:BRC.UN) ("Fund") today announced that unitholders of the Fund approved the special resolution that will lead to the creation of Brookfield Renewable Energy Partners L.P. ("BREP"), a publicly-traded partnership focused on renewable power generation with over $13 billion of power assets in Canada, the United States and Brazil. Based on the voting results, approximately 94% of the total votes cast by unitholders and approximately 89% of the votes cast by minority unitholders were voted in favour of the special resolution.

"We are grateful for the support of our unitholders, and of our preferred shareholders earlier this week, which will result in a truly unique and global renewable power business," said Richard Legault, Chief Executive Officer of the Fund. "With a continued hydroelectric focus, high-quality power generating assets and fully-contracted portfolio, BREP will enjoy a strong capital markets profile and will be very well positioned to build on the Fund's twelve-year track record of accretive growth, value creation and significant cash distributions to unitholders."

As described in the Fund's management information circular dated September 30, 2011, subject to the satisfaction of certain conditions, including the issuance of a final order by the Ontario Superior Court of Justice, the transaction will be implemented by way of a plan of arrangement under the Business Corporations Act (Ontario).

On completion of the combination, unitholders will receive one limited partnership unit in exchange for each trust unit of the Fund held, and the Fund will be wound up. The BREP units will be listed on the Toronto Stock Exchange (the "TSX") under the symbol "BEP.UN", subject to the satisfaction of the applicable listing requirements of the TSX. The plan of arrangement is expected to be complete on or about November 28, 2011. The Fund's units will continue to trade on the TSX until BREP's units are listed. The BREP units are expected to commence trading at the open of markets on or about November 30, 2011 and the trust units will be delisted at that time.

This news release shall not constitute an offer to sell or a solicitation of an offer to buy the limited partnership units of BREP or any other securities, and shall not constitute an offer, solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The securities to be offered by BREP have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act. BREP intends to offer and sell its securities in the United States pursuant to the exemption from registration set forth in Section 3(a)(10) of the U.S. Securities Act.

CAUTIONARY STATEMENT ON FORWARD-LOOKING INFORMATION

This news release contains forward-looking statements and information within the meaning of the Canadian securities laws. Forward-looking statements may include estimates, plans, expectations, opinions, forecasts, projections, guidance or other statements that are not statements of fact. Forward-looking statements in this news release include statements regarding the proposed combination of renewable power assets of Brookfield Renewable Power Inc. and the Fund; the creation, capital markets profile and anticipated performance of BREP; and the approval, successful completion and timing of the transaction and the listing of the BREP units. Forward-looking statements can be identified by the use of words such as "will", "expected", "intend", "continue", and targets, or variations of such words and phrases. Although the Fund believes that such forward-looking statements and information are based upon reasonable assumptions and expectations, it can give no assurance that such expectations will prove to have been correct. 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 BREP 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, but are not limited to, the risk that the conditions precedent to be met, and the approvals to be obtained, for the combination to occur, are not met or obtained. We caution that the foregoing important factors that may affect future results is not exhaustive. Except as required by law, the Fund undertakes no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, that may be as a result of new information, future events or otherwise.

About Brookfield Renewable Power Fund

Brookfield Renewable Power Fund (www.brpfund.com) is a premier Canadian income fund and one of the largest power income funds in North America with more than 1,700 megawatts of power generating capacity and average annual production exceeding 6,500 gigawatt hours.

The Fund produces electricity exclusively from environmentally friendly and renewable resources, including 42 high quality hydroelectric generating stations and two wind farms in four distinct geographic regions across North America: Québec, Ontario, British Columbia and New England.

Brookfield Renewable Power Inc., which comprises most of the power operations of Brookfield Asset Management Inc., owns approximately 34% of the Fund's outstanding units on a fully exchanged basis.

The Fund's units are listed for trading on the Toronto Stock Exchange under the symbol BRC.UN.

Contact Information

  • Investors:
    Brookfield Renewable Power
    Zev Korman
    Director, Investor Relations and Communications
    (416) 359-1955
    zev.korman@brookfield.com