Business Context and Reporting Period
This Form 6-K filing by Brookfield Infrastructure Partners L.P. (the "Partnership") is dated October 22, 2009. The Partnership, a Bermuda exempted limited partnership with units listed on the Toronto Stock Exchange and the New York Stock Exchange, is disclosing material information regarding a public offering of Limited Partnership Units (LP Units) made exclusively to Canadian residents under Regulation S.
Key Financial Metrics and Capital Structure
The filing details a capital raise intended to finance a major transaction rather than reporting standard operating results for a specific period.
- Offering Proceeds: Estimated at $575 million from the sale of LP Units to Canadian residents.
- Concurrent Issuance: An additional estimated $375 million from an exempted issuance of redeemable purchase units to Brookfield Asset Management Inc.
- Total Capital Raised: Approximately $950 million in aggregate proceeds.
- Asset Structure: The Partnership's sole asset is a 59% limited partnership interest in Brookfield Infrastructure L.P.
Material Changes and Transactions
The primary material event disclosed is the use of the raised capital to finance the comprehensive restructuring and recapitalization of Babcock and Brown Infrastructure Group ("BBI"). This transaction represents a significant strategic shift and capital deployment for the Partnership. The filing incorporates by reference unaudited pro forma consolidated financial statements for the Partnership and Brookfield Infrastructure L.P., as well as audited financial statements for BBI, to reflect the impact of this transaction.
Outlook, Risks, and Management Commentary
Management indicates that the proceeds are specifically earmarked for the BBI restructuring. The filing explicitly states that the LP Units offered are not registered under the U.S. Securities Act of 1933 and may not be offered or sold in the United States absent registration or an applicable exemption. The information provided is intended to fulfill disclosure obligations to U.S. security holders regarding this non-U.S. offering and will be incorporated into a management information circular for a special meeting of unitholders scheduled for November 16, 2009.
Key Facts for Investor Verification
- Verify the final closing amount of the $575 million offering and the $375 million issuance to Brookfield Asset Management Inc.
- Review the attached Exhibit 99.2 for the unaudited pro forma consolidated financial statements to understand the post-transaction capital structure.
- Examine Exhibit 99.3 for the audited financial statements of Babcock and Brown Infrastructure Group (BBI) to assess the target of the recapitalization.
- Confirm the terms and timeline of the special unitholder meeting scheduled for November 16, 2009.
- Note that the filing does not provide specific revenue, profit, or cash flow figures for the Partnership's operations during the reporting period; it focuses on the capital transaction.