Brookfield Infrastructure Completes US$950 Million Equity Offering

On April 13, 2015, Brookfield Infrastructure completed a public offering of 12,000,000 limited partnership units at a price of US$45.00 per unit, for total gross proceeds of US$540 million. The offering was underwritten by a syndicate co-led by RBC Capital Markets, TD Securities Inc., Credit Suisse and HSBC and which included Barclays Capital Canada Inc., CIBC World Markets Inc., Citigroup Global Markets Inc., Deutsche Bank Securities Inc., Scotia Capital Inc., BMO Nesbitt Burns Inc., J.P. Morgan Securities Canada Inc., Merrill Lynch Canada Inc., National Bank Financial Inc., Raymond James Ltd. and Dundee Securities Ltd. Pursuant to an underwriting agreement, on May 1, 2015 the underwriters closed the issuance and sale of an additional 1,335,000 limited partnership units as part of the over-allotment option granted by Brookfield Infrastructure at the same price as the offering. Brookfield Infrastructure received additional gross proceeds of approximately US$60 million.

In addition to the public offering, Brookfield Asset Management Inc. and certain of its related entities (other than Brookfield Infrastructure) (collectively, Brookfield) purchased, directly or indirectly, 8,101,850 redeemable partnership units of Brookfield Infrastructure’s holding limited partnership (RPUs) at the offering price (net of underwriting commissions). The aggregate gross proceeds of the offering and the placement of RPUs were US$950,074,920.

Brookfield Infrastructure intends to use the net proceeds of the offering and the issuance of RPUs to Brookfield for investment opportunities, working capital and other general corporate purposes.

Brookfield Infrastructure Partners was represented by an in-house team led by David Grosman, Marc Vanneste, Michael Ryan, and Patrick Taylor. Karrin Powys-Lybbe, Jonathan Cescon, Zehra Sheerazi and Robert Fatt (Canadian corporate/securities), Mile Kurta, Erin Wiley and Mark Fitzgerald (US corporate/securities), Corrado Cardarelli, David Mattingly, Richard Johnson and Leila Ross (tax) from Torys LLP provided external support to Brookfield Infrastructure Partners.

The underwriters were represented by a team from Goodmans LLP including Lawrence Chernin, Bill Gorman, Annabelle Gardere and Ali Mirsky (corporate/securities) and Maureen Berry (tax) .