Brookfield Asset Management closes going private transaction of Brookfield Residential

On March 13, 2015, Brookfield Asset Management Inc. (Brookfield Asset Management) and Brookfield Residential Properties Inc. (Brookfield Residential) closed the going private transaction of Brookfield Residential, pursuant to which 1927726 Ontario Inc., a wholly owned subsidiary of Brookfield Asset Management, acquired all of the issued and outstanding common shares of Brookfield Residential that Brookfield Asset Management and its affiliates did not already own by way of a plan of arrangement. As a result of the 32.4 million common shares of Brookfield Residential acquired by Brookfield Asset Management pursuant to the arrangement, Brookfield Asset Management now owns 100% of the issued and outstanding common shares of Brookfield Residential. The remaining 2.4 million common shares of Brookfield Residential were purchased for cancellation by Brookfield Residential.  

Brookfield Asset Management Inc. was represented by an in-house team led by A.J. Silber, Vice President, Legal Affairs and Corporate Secretary. Karrin Powys-Lybbe, Jim Miller, Kevin Wall and Simonne Horwitz (Canadian M&A and securities), Mile Kurta and Jason Zhou (U.S. M&A and securities), Corrado Cardarelli and Richard Johnson (Canadian tax), David Mattingly and Jonathan Weinblatt (U.S. tax), Andrew Gray (plan of arrangement) and Lynne Lacoursiere (employment) from Torys LLP provided external support.

Brookfield Residential Properties Inc. was represented by an in-house team led by Shane Pearson, Executive Vice President and Corporate Counsel, and Greg Ramsay, Legal Counsel. External support was provided by Lawrence Chernin, Allan Goodman, Michelle Vigod and Emily Weizel (Canadian M&A and securities), Maureen Berry (Canadian tax) and Tom Friedland and Peter Kolla (plan of arrangement) from Goodmans LLP, and Neil Whoriskey, Jennifer Bender and Alexander Rahn (U.S. M&A), Sandra Flow, Adam Fleisher, David Webb, Elizabeth Bieber and Christopher Bachand-Parente (U.S. securities), Derek Wallace and Philip Sancilio (U.S. tax) and Mary Alcock (employee benefits) from Cleary Gottlieb Steen & Hamilton LLP. The Special Committee of Brookfield Residential was represented by Edward Waitzer, Amanda Linett and Erisa Mara (M&A) from Stikeman Elliott LLP.