M&A: BROOKFIELD Corp /ON/

Form Type: SCHEDULE 13D/A

Filing Date: 2024-12-27

Corporate Action: Merger

Type: Update

Accession Number: 000095017024140855

Comments: This Amendment No. 8 is being filed by Brookfield and its subsidiaries in connection with a plan of arrangement consummated on December 24, 2024, whereby public holders of the Old BEPC Shares exchanged their shares for BEPC Shares, and Brookfield and its subsidiaries received Class A.2 Shares, which are exchangeable for limited partnership units. The documented transactions have implications for Brookfield's ownership structure, as they now control approximately 34,719,683 Class A.2 Shares subject to an Ownership Cap that restricts their total ownership to below 9.5% of BEPC's market value. As of December 27, 2024, Brookfield and its subsidiaries may be deemed to beneficially own 313,640,823 L.P. Units, representing about 47.6% of the outstanding units based on 285,111,569 units as of the same date.

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Form Type: SCHEDULE 13D/A

Filing Date: 2024-12-27

Corporate Action: Acquisition

Type: Update

Accession Number: 000095017024140858

Comments: This is Amendment No. 7 to the Schedule 13D previously filed by Brookfield Corporation and its affiliates concerning their ownership of shares in Brookfield Renewable Corporation (BEPC). The amendment details the completion of a previously announced plan of arrangement effective December 24, 2024, which included a one-for-one exchange of Old Class A Shares for Class A Shares and the restructuring of old entities. Brookfield and its subsidiaries now hold approximately 34,719,683 Class A.2 Shares, which are subject to an Ownership Cap limiting their control to below 9.5% of the total market value of BEPC. This ownership structure gives them a 79.0% voting influence over BEPC upon completion of the change. Moreover, various agreements, including registration rights and equity commitment agreements, were established to facilitate operational synergies and control over share exchanges. The new entity, Brookfield Renewable Corporation, replaces the former Brookfield Renewable Holdings Corporation and will be publicly traded on both the TSX and NYSE under the ticker symbol “BEPC.”

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Form Type: SCHEDULE 13D/A

Filing Date: 2024-12-27

Corporate Action: Acquisition

Type: Update

Accession Number: 000095017024140863

Comments: This Amendment No. 5 to Schedule 13D is filed by Brookfield Corporation and related entities regarding the completion of an arrangement on December 24, 2024, where public holders of Old Class A Shares exchanged their shares on a one-for-one basis for new Class A Shares of Brookfield Infrastructure Corporation (BIPC). Brookfield holds 13,012,789 Class A.2 Shares, convertible into Class A Shares subject to an Ownership Cap, which limits Brookfield's ownership percentage to 9.5% of the fair market value of all shares. BIPC represents a 75% voting interest due to ownership of Class B Shares. BIPC’s shares are now listed on the TSX and NYSE, replacing the former Old Class A Shares that were delisted. Brookfield's substantial ownership and rights agreements are detailed, affecting future share exchanges and redemptions, with an emphasis on compliance with specific regulatory and registration conditions. The report confirms significant stockholder arrangements and potential future transactions that reflect Brookfield's strategic interests in managing its substantial shareholdings and the exercise of voting rights within BIPC.

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Form Type: SCHEDULE 13D/A

Filing Date: 2024-12-27

Corporate Action: Acquisition

Type: Update

Accession Number: 000095017024140866

Comments: This Amendment No. 12 to Schedule 13D is filed to reflect the change in name from Brookfield Asset Management Inc. to Brookfield Corporation and the completion of the Arrangement on December 24, 2024, which involved the exchange of Old Class A Shares for new Class A Shares of Brookfield Infrastructure Corporation. This exchange was executed on a one-for-one basis, and Brookfield and its subsidiaries now hold the new Class A.2 Shares, which are also exchangeable for Units or Class A Shares under specific conditions. The document also reports on the regulatory compliance aspects of the transaction and confirms that Brookfield Corporation is now a significant shareholder of Brookfield Infrastructure Partners L.P. While providing details regarding ownership percentages and share structures, the document notes a beneficial ownership of approximately 207,999,242 Units, amounting to 31.3% of the issued Units as of December 27, 2024. Additionally, the document discusses planned and executed rights and voting agreements regarding the new shares and ongoing compliance with securities laws.

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