Business Context and Reporting Period
This Form 6-K filing by Brookfield Infrastructure Partners L.P. (the "Partnership") is dated October 27, 2015. The filing serves to disclose material, previously non-public information to U.S. security holders in connection with a public offering of medium-term notes made exclusively to Canadian residents under Regulation S. The disclosure is not an offer to sell securities in the United States.
Key Financial Metrics
The filing text itself does not provide specific numerical values for revenue, profit, cash flow, margins, debt, or liquidity for the Partnership. Instead, it references attached exhibits containing:
- Unaudited pro forma consolidated financial statements of the Partnership (Exhibit 99.2).
- Audited financial statements of Asciano Limited for the years ended June 30, 2015, and June 30, 2014 (Exhibits 99.3 and 99.4).
Specific financial metrics must be derived from these referenced exhibits, which are not included in the provided text.
Material Changes and Transactions
The primary material event disclosed is a proposed transaction (the "Transaction") whereby the Partnership and its institutional partners will acquire the entire issued capital of Asciano Limited ("Asciano"). Information regarding Asciano and the details of this acquisition are furnished in Exhibit 99.1.
Guidance, Outlook, and Risks
The filing does not contain management commentary, forward-looking guidance, or specific risk factors within the main text. The document explicitly states that the Notes being offered are not registered under the Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption. The filing is strictly procedural to fulfill disclosure obligations under Rules 13a-16 and 12b-20.
Investor Verification Checklist
- Review Exhibit 99.2 for the Partnership's unaudited pro forma consolidated financial statements to assess the impact of the Asciano acquisition.
- Examine Exhibits 99.3 and 99.4 for Asciano's audited financial performance for fiscal years 2014 and 2015.
- Analyze Exhibit 99.1 for specific terms, valuation, and strategic rationale regarding the acquisition of Asciano Limited.
- Confirm that the medium-term notes offering is restricted to non-U.S. residents and does not constitute a U.S. offering.