Brookfield Asset Management completes privatization of Brookfield Property Partners

July 26, 2021

Torys represented Brookfield Asset Management with a team that included Karrin Powys-Lybbe, Mile Kurta, Adrienne DiPaolo, Paulina Taneva, Steven Bentsianov, Jordan Fenton, Kate Stevens, Carly Klinkhoff, Adam Ibrahim, Alisse Elliot and Cassondra Lozynsky (corporate/M&A), Andrew Gray and Alexandra Shelley (plan of arrangement), Jennifer Lennon (executive compensation), Corrado Cardarelli, Richard Johnson and Joshua Morry (Canadian tax), David Mattingly, Scott Semer and Michelle Lu (U.S. tax).

On July 26, 2021, Brookfield Asset Management Inc. (“Brookfield”) and Brookfield Property Partners L.P. (“BPY”) announced the completion of its previously announced acquisition of all of the limited partnership units of BPY by way of an Ontario court-approved plan of arrangement, representing a total consideration of US$6.5 billion payable to the unitholders of BPY other than Brookfield and its affiliates.

Pursuant to the terms of the transaction and subject to pro-ration, unitholders were able to elect to receive, per unit, US$18.17 in cash, 0.4006 of a BAM class A limited voting share, or 0.7268 of a BPY preferred unit with a liquidation preference of US$25.00 per unit. The preferred units began trading on the Nasdaq Stock Market (“Nasdaq”) and the Toronto Stock Exchange (“TSX”) at market open on July 27, 2021. The BPY units were de-listed from the TSX and Nasdaq at market close on July 26, 2021.

The outstanding shares of class A stock of Brookfield Property REIT Inc. (“BPYU”) were acquired in connection with the transaction in accordance with the terms of the BPYU charter. The shares were also de-listed from Nasdaq at market close on July 26, 2021.

Further information can be found on Globe Newswire’s website.

Brookfield Property Partners through Brookfield Property Partners L.P. and its subsidiary Brookfield Property REIT Inc. is one of the world’s premier real estate companies, with approximately US$88 billion in total assets. Brookfield Property owns and operates iconic properties in the world’s major markets, and its global portfolio includes office, retail, multifamily, logistics, hospitality, triple net lease, manufactured housing and student housing.

Brookfield Asset Management is a leading global alternative asset manager with over US$600 billion of assets under management across real estate, infrastructure, renewable power, private equity and credit. Brookfield owns and operates long-life assets and businesses, many of which form the backbone of the global economy. Utilizing its global reach, access to large-scale capital and operational expertise, Brookfield offers a range of alternative investment products to investors around the world—including public and private pension plans, endowments and foundations, sovereign wealth funds, financial institutions, insurance companies and private wealth investors.