Brookfield Business Partners Announces Filing of Final Prospectus for Unit Split and Creation of Brookfield Business Corporation
March 01 2022 - 5:50PM
Brookfield Business Partners L.P. (“Brookfield Business Partners”
or “BBU”) (NYSE: BBU; TSX: BBU.UN) today announced that it has
filed its final prospectus and that its registration statement has
been declared effective in respect of the special distribution of
class A exchangeable subordinate voting shares (the “Shares”) of
Brookfield Business Corporation (“BBUC”). From an economic and
accounting perspective, the special distribution will be analogous
to a unit split as it does not result in any underlying change to
aggregate cash flows or net asset value except for the adjustment
for the aggregate number of units/shares outstanding.
BBU and BBUC would like to clarify the trading
dates provided in the press release issued on February 22, 2022.
The New York Stock Exchange (the “NYSE”) and the Toronto Stock
Exchange (the “TSX”) will both implement “when-issued” and “due
bill” trading commencing March 4, 2022 and ending at the close of
business on March 14, 2022. 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 “BBU” and “BBU.UN” on the
NYSE and TSX, respectively, will include the entitlement to receive
Shares at 12:01 AM on March 15, 2022 (i.e., should trade on a
pre-split basis).
- Trades in “BBUC WI” and “BBUC” 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. Accordingly, trades in “BBUC WI” or
“BBUC” on or after March 4, 2022 allow a person to trade the
entitlement to receive Shares without trading any BBU units he or
she may hold. BBUC expects “when-issued” trades of Shares to settle
two (2) business days after completion of the special
distribution.
- Trades in “BBU WI” and “BBU.W” on
the NYSE and TSX, respectively, will represent units of BBU only
(i.e., should trade on a split-adjusted basis), allowing a holder
to sell BBU units post-split without concurrently selling the
entitlement to receive Shares on March 15, 2022. Accordingly,
trades in “BBU WI” or “BBU.W” on or after March 4, 2022 allow a
person to trade BBU units without trading any right to receive any
Shares pursuant to the special distribution.
Beginning on March 15, 2022, BBUC and BBU will
trade under their respective symbols on both exchanges.
Brookfield Business Partners is
a business services and industrials company focused on owning and
operating high-quality businesses that benefit from a strong
competitive position and provide essential products and
services.
Brookfield Business Partners is the flagship
listed business services and industrials company of Brookfield
Asset Management, a leading global alternative asset manager with
approximately $690 billion of assets under management. More
information is available at www.brookfield.com.
Brookfield Business Partners is listed on the
New York and Toronto stock exchanges. For more important
information, please visit our website at
https://bbu.brookfield.com.
For more information, please contact:
Media:Sebastien Bouchard Tel: +1 (416)
943-7937Email: sebastien.bouchard@brookfield.com |
Investors:Alan FlemingTel: (416) 645-2736Email:
alan.fleming@brookfield.com |
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CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS AND
INFORMATION
Note: This news release contains “forward-looking information”
within the meaning of Canadian provincial securities laws and
“forward-looking statements” within the meaning of applicable
Canadian and U.S. securities laws. Forward-looking statements
include statements that are predictive in nature, depend upon or
refer to future events or conditions, include statements regarding
the operations, business, financial condition, expected financial
results, performance, prospects, opportunities, priorities,
targets, goals, ongoing objectives, strategies and outlook of
Brookfield Business Partners, as well as the outlook for North
American and international economies for the current fiscal year
and subsequent periods, and include words such as “expects,”
“anticipates,” “plans,” “believes,” “estimates,” “seeks,”
“intends,” “targets,” “projects,” “forecasts” or negative versions
thereof and other similar expressions, or future or conditional
verbs such as “may,” “will,” “should,” “would” and “could.”
Although we believe that our anticipated future results,
performance or achievements expressed or implied by the
forward-looking statements and information are based upon
reasonable assumptions and expectations, the reader should not
place undue reliance on forward-looking statements and information
because they involve known and unknown risks, uncertainties and
other factors, many of which are beyond our control, which may
cause the actual results, performance or achievements of Brookfield
Business Partners 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 impact or unanticipated impact
of general economic, political and market factors in the countries
in which we do business; including as a result of the ongoing novel
coronavirus (SARS-CoV-2) pandemic, including any SARS-CoV-2
variants (collectively, “COVID-19”); the behavior of financial
markets, including fluctuations in interest and foreign exchange
rates; global equity and capital markets and the availability of
equity and debt financing and refinancing within these markets;
strategic actions including dispositions; the ability to complete
and effectively integrate acquisitions into existing operations and
the ability to attain expected benefits; changes in accounting
policies and methods used to report financial condition (including
uncertainties associated with critical accounting assumptions and
estimates); the ability to appropriately manage human capital; the
effect of applying future accounting changes; business competition;
operational and reputational risks; technological change; changes
in government regulation and legislation within the countries in
which we operate; governmental investigations; litigation; changes
in tax laws; ability to collect amounts owed; catastrophic events,
such as earthquakes; hurricanes and pandemics/epidemics; the
possible impact of international conflicts and other developments
including terrorist acts and cyber terrorism; and other risks and
factors detailed from time to time in our documents filed with the
securities regulators in Canada and the United States.
In addition, our future results may be impacted by various
government mandated economic restrictions resulting from the
ongoing COVID-19 pandemic and the related global reduction in
commerce and travel and substantial volatility in stock markets
worldwide, which may negatively impact our revenues, affect our
ability to identify and complete future transactions, impact our
liquidity position and result in a decrease of cash flows and
impairment losses and/or revaluations on our investments and
assets, and therefore we may be unable to achieve our expected
returns. See “Risks Associated with the COVID-19 Pandemic” in the
“Risk Factors” section included in our Management’s Discussion and
Analysis of Financial Condition and Results of Operations in our
Form 20-F for the year ended December 31, 2020 and the other risks
and factors that are described therein and that are described in
the U.S. registration statement and final prospectus that have been
filed in connection with the special distribution of Shares.
We caution that the foregoing list of important factors that may
affect future results is not exhaustive. When relying on our
forward-looking statements, investors and others should carefully
consider the foregoing factors and other uncertainties and
potential events. Except as required by law, Brookfield Business
Partners 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.
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