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Brookfield’s listed unit launches $600 mln offering, OMERS to invest

Brookfield Business Partners (BBP), the listed affiliate of Brookfield Asset Management‘s private equity group, has launched a US$600 million equity offering. Of the total, US$400 million will be generated by BBP’s issue of 6.7 million LP units and Brookfield’s buy of 6.9 million REUs of BBP’s holding vehicle. The Ontario Municipal Employees Retirement System (OMERS) will also be issued 6.7 million units, generating US$200 million. A greenshoe option may bring total proceeds to US$630 million. The funds raised will be used partly for recent deals and future opportunities. Brookfield last month partnered in a deal to acquire Toronto gaming assets.

PRESS RELEASE

Brookfield Business Partners Announces $600 Million Equity Offering

BROOKFIELD, NEWS–(Marketwired – Sept. 19, 2017) –

All amounts in U.S. dollars

Brookfield Business Partners L.P. (NYSE:BBU)(TSX:BBU.UN) (“Brookfield Business Partners”) today announced that it has agreed to issue 6,670,000 limited partnership units (“units”), on a bought deal basis, to a syndicate of underwriters co-led by TD Securities Inc., Citigroup, CIBC Capital Markets, Morgan Stanley and RBC Capital Markets (collectively, the “Underwriters”) at a price of $30.00 per unit (the “Offering Price”) for gross proceeds of approximately $200 million (the “Offering”).

In addition, Brookfield Asset Management Inc. (NYSE:BAM)(TSX:BAM.A)(EURONEXT:BAMA) and certain of its related entities (other than Brookfield Business Partners) (collectively, “Brookfield”) will, concurrent with the Offering, purchase, directly or indirectly, 6,945,000 redeemable-exchangeable units of Brookfield Business Partners’ holding limited partnership (“REUs”) at the Offering Price (net of underwriting commissions), for a total amount of approximately $200 million (the “Brookfield Private Placement”).

Brookfield Business Partners will also, concurrent with the Offering, issue 6,670,000 units at the Offering Price by way of private placement to OMERS, the pension plan for Ontario’s municipal employees, for gross proceeds of approximately $200 million (together with the Brookfield Private Placement, the “Concurrent Private Placements”). The aggregate gross proceeds of the Offering and the Concurrent Private Placements will be approximately $600 million.

Brookfield Business Partners has granted the Underwriters an over-allotment option, exercisable in whole or in part for a period of 30 days following the closing of the Offering, to purchase up to an additional 1,000,500 units at the Offering Price. If the over-allotment option is exercised in full, the gross offering size would increase to approximately $630 million.

Brookfield Business Partners intends to use the net proceeds from the Offering, together with the proceeds of the Concurrent Private Placements, for general corporate purposes, including the funding of previously announced transactions and future growth opportunities.

The Offering and the Concurrent Private Placements are expected to close on or about September 26, 2017.

Offer Documents

Brookfield Business Partners 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 Business Partners has filed with the SEC for more complete information about Brookfield Business Partners and the Offering. Brookfield Business Partners will also be filing a prospectus supplement relating to the Offering with the securities regulatory authorities in the United States and in Canada. You may obtain these documents, along with any document incorporated by reference therein for free via SEDAR at www.sedar.com or by visiting EDGAR on the SEC Website at ww.sec.gov. Alternatively, Brookfield Business Partners, 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 TD Securities (USA) LLC, 31 W 52nd Street, New York, NY 10019, phone: 212-827-7392, or from Citigroup, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, phone: 800-831-9146, or from CIBC Capital Markets in the U.S., Attention: Hector Cruz (tel: 800-282-0822, email: useprospectus@cibc.com), 425 Lexington Avenue, 5th floor, New York, NY, or from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, or from RBC Capital Markets LLC, Attn: Equity Syndicate, 200 Vesey Street, 8th Floor, New York, NY 10281-8098, phone: 877-822-4089, email: equityprospectus@rbccm.com or in Canada from TD Securities Inc., Attn: Symcor, NPM, (tel: 289-360-2009, email: sdcconfirms@td.com) 1625 Tech Avenue, Mississauga, Ontario, L4W 5P5, or from Citigroup Global Markets Canada Inc., phone: 416-947-5500, or from CIBC Capital Markets, 161 Bay Street, 9th Floor, Toronto, Ontario, M5J 2S8; Attn: Lovena Doodahnand (Phone: 416-594-7270; E-mail: Lovena.Doodahnand@CIBC.ca), or from Morgan Stanley Canada Ltd., Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, or from RBC Dominion Securities Inc., Attn: Simon Yeung, Distribution Centre, RBC Wellington Square, 8th Floor, 180 Wellington St. W., Toronto, Ontario, M5J 0C2. phone: 416-842-5349; email: Distribution.RBCDS@rbccm.com.

This news release does not constitute an offer to sell or a solicitation of an offer to buy any securities of Brookfield Business Partners in any jurisdiction in which such offer, solicitation or sale would be unlawful.

Brookfield Business Partners is a business services and industrial company focused on owning and operating high-quality businesses that benefit from barriers to entry and/or low production costs. Brookfield Business Partners is listed on the New York and Toronto stock exchanges.

Brookfield Business Partners is the flagship listed business services and industrials company of Brookfield Asset Management Inc., (NYSE:BAM)(TSX:BAM.A)(EURONEXT:BAMA), a global alternative asset manager with over $250 billion of assets under management.

Contact Information

Media:
Claire Holland
(416) 369-8236
claire.holland@brookfield.com

Investors:
Courtney Burke
(416) 369-2629
courtney.burke@brookfield.com

Photo courtesy of Reuters/Mark Blinch