OMERS to invest $264 mln in listed arm of Brookfield’s PE group


Photo courtesy of OMERS

Canadian pension fund OMERS has agreed to acquire through a private placement about 5.1 million units of Brookfield Business Partners for US$39.40 per unit, generating proceeds of about US$200 million, or $264 million.

The deal is part of a broader US$795 million equity offering launched by Brookfield Business Partners, the listed vehicle of Brookfield Asset Management‘s private equity group.

Toronto-based Brookfield said the proceeds of the entire offering will be used for future growth opportunities and other priorities.

Brookfield last year began fundraising for its fifth mid-market private equity fundBrookfield Capital Partners V.

PRESS RELEASE

Brookfield Business Partners Announces $795 Million Equity Offering

BROOKFIELD, News, June 20, 2019 (GLOBE NEWSWIRE) — Brookfield Business Partners L.P. (NYSE:BBU; TSX:BBU.UN) (“Brookfield Business Partners”) today announced that it has agreed to issue 8,760,000 limited partnership units (“units”), on a bought deal basis, to a syndicate of underwriters co-led by TD Securities Inc., Scotiabank, BMO Capital Markets, Credit Suisse (Canada) Inc. and HSBC Securities (Canada) Inc. (collectively, the “Underwriters”) at a price of $39.40 per unit (the “Offering Price”) for gross proceeds of approximately $345 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, 6,610,000 redemption-exchange units of Brookfield Business Partners’ holding limited partnership (“REUs”) at the Offering Price (net of underwriting commissions), for a total amount of approximately $250 million (the “Brookfield Private Placement”).

Brookfield Business Partners will also, concurrent with the Offering, issue 5,077,000 units at the Offering Price by way of private placement to OMERS, the defined benefit pension plan for municipal employees in the Province of Ontario (Canada), 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 $795 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 1,314,000 units at the Offering Price. If the over-allotment option is exercised in full, the gross offering size would increase to approximately $847 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 future growth opportunities.

The Offering and the Concurrent Private Placements are expected to close on or about June 28, 2019.

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 www.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 Scotia Capital(USA) Inc., Attention: Equity Capital Markets (tel: 212-225-6853), 250 Vesey Street, 24th Floor, New York, New York, 10281 us.ecm@scotiabank.com or from BMO Capital Markets Corp., Attn: Equity Syndicate Department, 3 Times Square, 25th Floor, New York, NY 10036 (Attn: Equity Syndicate), or by telephone at (800) 414-3627 or by email at bmoprospectus@bmo.com or from Credit Suisse Securities (Canada), Inc., 1 First Canadian Place, Suite 2900, Toronto, Ontario, Canada M5X 1C9, Attention: Maridel Greenwood, 416-352-4520, maridel.greenwood@credit-suisse.com or from HSBC Securities (USA) Inc., Attn: Prospectus Department, 452 Fifth Avenue, New York, New York, 10018, phone: 877-429-7459, email: ny.equity.syndicate@us.hsbc.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 Scotia Capital Inc., Attention: Equity Capital Markets (tel: 416-862-5837), or from Scotia Plaza, 66th Floor, 40 King Street West, M5W 2X6, Toronto, Ontario ecm@scotiabank.com or from BMO Capital Markets, Brampton Distribution Centre C/O The Data Group of Companies, 9195 Torbram Road, Brampton, Ontario, L6S 6H2 by telephone at 905-791-3151 Ext 4312 or by email at torbramwarehouse@datagroup.ca or from Credit Suisse Securities (USA) LLC, Attn: Prospectus Department, Eleven Madison Avenue, 3rd floor, New York, NY 10010, 1-800-221-1037, usa.prospectus@credit-suisse.com or from HSBC Securities (Canada) Inc., ATTN: Lucy D’Anselmi, 250 University Avenue, 3th Floor, Toronto, Ontario, Canada M5H 3E5.

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 industrials 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., a leading global alternative asset manager with more than US$365 billion of assets under management.

For more information, please contact:

Media:
Claire Holland
Brookfield Business Partners
Tel: (416) 369-8236
Email: claire.holland@brookfield.com

Investor Relations:
Alan Fleming
Brookfield Business Partners
Tel: (212) 618-3457
Email: alan.fleming@brookfield.com