BROOKFIELD INFRASTRUCTURE ANNOUNCES RECORD DATE FOR UNIT SPLIT AND CREATION OF BROOKFIELD INFRASTRUCTURE CORPORATION
10 March 2020 - 10:00PM
Brookfield Infrastructure Partners L.P. (“Brookfield
Infrastructure” or “BIP”) (NYSE: BIP; TSX: BIP.UN) today announced
that it has set March 20, 2020 as the record date for the
previously announced creation of Brookfield Infrastructure
Corporation (“BIPC”). From an economic and accounting perspective,
the transaction will be analogous to a unit split as the
transaction does not result in any underlying change to aggregate
cash flows or net asset value except for the adjustment for the
number of units/shares outstanding.
On March 31, 2020, the holders of BIP’s limited
partnership units (“BIP units”) of record as of March 20, 2020 will
receive one (1) class A exchangeable subordinate voting share (the
“Share”) of BIPC for every nine (9) BIP units held, or
approximately 0.11 Shares for each BIP unit. The Shares will be
structured with the intention of being economically equivalent to
BIP units, including identical distributions, and each Share will
be exchangeable at the option of the holder for one BIP unit at any
time. The Shares will allow investors the ability to own the
equivalent economic exposure to BIP but through a traditional
corporate structure.
“The creation of BIPC through an effective stock
split will provide investors with greater flexibility in how they
access Brookfield Infrastructure’s diversified portfolio of
high-quality infrastructure assets,” said Sam Pollock, Chief
Executive Officer of Brookfield Infrastructure. “As a corporation,
we expect to attract new investors to our leading infrastructure
business.”
BIPC has received conditional approval to list
the Shares on the New York Stock Exchange (the “NYSE”) and the
Toronto Stock Exchange (the “TSX”) under the symbol BIPC. Listing
of the Shares on the NYSE and the TSX is subject to BIPC fulfilling
all of the requirements of the NYSE and the TSX, respectively.
BIP and BIPC have not yet filed a final
prospectus for the Shares, and the registration statement relating
to the special distribution has not yet been declared effective.
The final prospectus may not be filed, and the registration
statement may not be declared effective, prior to the record
date.
BIP unitholders will receive a cash payment in
lieu of any fractional interests in a Share. Brookfield
Infrastructure will use the five-day volume-weighted average
trading price of the Shares immediately following the special
distribution to determine the value of any fractional interests in
a Share.
Holders of the Shares will be entitled to
dividends as and when they are declared by the Board of Directors
of BIPC. It is anticipated that BIPC’s dividend policy will be to
declare and pay dividends on the Shares at the same time and in the
same amount per Share as distributions are declared and paid on a
BIP unit. This dividend policy has been set to provide holders of
the Shares with an economic return equivalent to holders of BIP
units. Regarding distributions on the BIP units and dividends on
the Shares, BIP unitholders and holders of the Shares should note
the following:
- BIP unitholders of record as of
February 28, 2020 will receive the previously declared cash
distribution of $0.5375 per unit on March 31, 2020
- Following completion of the special
distribution and subject to Board approval, the quarterly
distribution received on BIP units and Shares (commencing with the
distribution anticipated to be paid on June 30, 2020) will be
$0.485 per BIP Unit/Share. This represents a small increase to the
current distribution level of $0.5375 per BIP unit, after adjusting
for the one (1) for nine (9) special distribution, and is due to
rounding. As a result, the aggregate distribution received by a
holder on its BIP units and Shares (assuming the securities are
retained) will be slightly higher than the holder would have
received if the special distribution had not occurred
- BIPC anticipates that its first
quarterly dividend of $0.485 will be paid on June 30, 2020, subject
to Board approval
The NYSE and the TSX will both implement
“when-issued” and “due bill” trading commencing March 19, 2020 and
ending at the close of business on March 30, 2020. During this time
period, these designations will impact how our securities trade on
both exchanges. Investors should be aware of the following
features:
- Trades in “BIP” and “BIP.UN” on the
NYSE and TSX, respectively, will include the entitlement to receive
the Shares on March 31, 2020 (i.e., should trade on a pre-split
basis)
- Trades in “BIPC WI” and “BIPC” on
the NYSE and TSX, respectively, will represent the Shares (i.e.,
should trade on a split-adjusted basis), allowing a holder to buy
and sell Shares post-split
- Trades in “BIP WI” and “BIP.W” on
the NYSE and TSX, respectively, will represent units of BIP only
(i.e., should trade on a split-adjusted basis), allowing a holder
to sell BIP units post-split (i.e., without concurrently selling
the entitlement to receive the Shares on March 31, 2020)
Beginning on March 31, 2020, BIPC and BIP will
trade under their respective symbols on both exchanges.
Brookfield Infrastructure
Partners is a leading global infrastructure company that
owns and operates high-quality, long-life assets in the utilities,
transport, energy and data infrastructure sectors across North and
South America, Asia Pacific and Europe. We are focused on assets
that generate stable cash flows and require minimal maintenance
capital expenditures. Brookfield Infrastructure Partners is listed
on the New York and Toronto stock exchanges. Further information is
available at www.brookfield.com/infrastructure.
Brookfield Infrastructure is the flagship listed
infrastructure company of Brookfield Asset Management, a global
alternative asset manager with over $540 billion of assets under
management. For more information, go to www.brookfield.com.
For more information, please contact:
Media:Claire Holland Vice President,
Communications Tel: (416) 369-8236 Email:
claire.holland@brookfield.com |
Investors:Melissa LowVice President, Investor
Relations Tel: (416) 956-5239 Email:
melissa.low@brookfield.com |
Note: This news release contains forward-looking
statements and information within the meaning of applicable
securities laws. The words “will”, “expect”, “anticipated” or
derivations thereof and other expressions which 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
regarding BIPC and the special distribution of the Shares and the
ability of Brookfield Infrastructure to attract new investors.
Although Brookfield Infrastructure believes that these
forward-looking statements and information are based upon
reasonable assumptions and expectations, the reader should not
place undue reliance on them, or any other forward-looking
statements or information in this news release. The future
performance and prospects of Brookfield Infrastructure and BIPC are
subject to a number of known and unknown risks and uncertainties.
In particular, the distribution of the Shares requires final stock
exchange approval, which has not yet been received, and the
distribution of the Shares is subject to the approval of the United
States Securities and Exchange Commission and Canadian securities
regulators. Factors that could cause actual results of BIPC or
Brookfield Infrastructure to differ materially from those
contemplated or implied by the statements in this news release
include the fact that there can be no assurance that the NYSE or
the TSX will approve the listing of the Shares, and the expected
trading price of the BIP units and the Shares, including during the
due bill period or on the when-issued markets, as well as other
risks and factors described in the documents filed by Brookfield
Infrastructure with securities regulators in Canada and the United
States including under “Risk Factors” in Brookfield
Infrastructure’s most recent Annual Report on Form 20-F and other
risks and factors that are described therein and in the U.S.
registration statement that has been filed, and the final
prospectus that will be filed, in connection with the distribution
of the Shares. Except as required by law, Brookfield Infrastructure
undertakes no obligation to publicly update or revise any
forward-looking statements or information, whether as a result of
new information, future events or otherwise.
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