Brookfield Renewable Completes Offerings

On February 2, 2012, Brookfield Renewable Power Inc. completed a secondary offering of 13,144,500 limited partnership units (the “LP Units”) of Brookfield Renewable Energy Partners L.P. (“BREP”) (including 1,714,500 LP Units sold pursuant to an over-allotment option that was exercised in full at closing), for total gross proceeds of approximately $345 million.

The LP Units were distributed under BREP's short form base shelf prospectus dated January 23, 2012, as supplemented by a prospectus supplement, which was dated January 26, 2012.

The offering of the LP Units was co-led by Scotia Capital Inc. and TD Securities Inc. and also included CIBC World Markets Inc., RBC Dominion Securities Inc., BMO Nesbitt Burns Inc., National Bank Financial Inc., HSBC Securities (Canada) Inc., Brookfield Financial Corp., Canaccord Genuity Corp., Dundee Securities Ltd., FirstEnergy Capital Corp., Jacob Securities Inc. and Raymond James Ltd.

On February 7, 2012, BREP, through its subsidiary BRP Finance ULC (“BRP Finance”), completed an offering of $400 million aggregate principal amount of 4.79 per cent medium-term notes, Series 8, due February 7, 2022 (the Notes), for total gross proceeds of approximately $399.968 million. The Notes are fully and unconditionally guaranteed by BREP and certain of its key holding subsidiaries.

The offering was completed pursuant to BRP Finance's medium-term note program. The Notes were distributed under a pricing supplement dated January 31, 2012, to BRP Finance's short form base shelf prospectus dated January 23, 2012, as supplemented by a prospectus supplement dated January 31, 2012.

The offering of the Notes was co-led by CIBC World Markets Inc. and RBC Dominion Securities Inc. and was also composed of Scotia Capital Inc., TD Securities Inc., BMO Nesbitt Burns Inc., National Bank Financial Inc. and HSBC Securities (Canada) Inc.

The net proceeds of the Note offering will be used to refinance existing indebtedness and for general corporate purposes.

Torys LLP represented Brookfield Renewable Power Inc. and Brookfield Renewable Energy Partners L.P. on the secondary offering of LP Units, with a team that included Rima Ramchandani, Peter Bryce, Michele Discepola and Sarah Charles (corporate/securities); Richard Johnson (tax) and Chris Roehrig (US securities).

Goodmans LLP represented the underwriters on the secondary offering, with a team that included Lawrence Chernin, Allan Goodman, Bill Gorman, Meenu Khindri Patel, Brian Savage, Bradley Hennick and Emily Ting (corporate/securities) and Maureen Berry and Jarrett Freeman (tax).

Torys also represented Brookfield Renewable Energy Partners L.P. and certain related entities on the medium term notes offering, with a team that included Rima Ramchandani, Michael Zackheim, Mohammed Muraj and Matthew Murphy (corporate/securities); Rose Bailey (lending) and Richard Johnson (tax).

Goodmans also represented the agents on the medium term notes offering, with a team that included Lawrence Chernin, Bill Gorman, Meenu Khindri Patel, Brian Savage, Bradley Hennick and Emily Ting (corporate/securities) and Maureen Berry and Jarrett Freeman (tax).