Brookfield Asset Management Voting Ord Shs Class A BXDIF

RBC

[retiredcf]

September 23, 2022

Brookfield Asset Management Inc. 
Board of Directors approve Asset Manager spinoff

NYSE: BAM | USD 43.81 | Outperform | Price Target USD 66.00

Sentiment: Neutral

Our take: Today's release formalizes BAM's prior articulated plans to do the asset manager spinoff and while much of the info had been previously talked about by BAM, the press release provided some more details on the shareholder meeting date and that the Management Information Circular/prospectus/U.S. registration statement should be available shortly, likely in October. The spinoff is likely to be completed by the end of 2022 and ultimately, we think should help surface value for BAM shareholders.

Summary: Brookfield announced its Board of Directors unanimously approved the public listing of its Asset Management Business and distribution of 25% interest to shareholders. Here are the key points:

• A special meeting will be held on November 9, 2022, with shareholders as of close on October 3, 2022, entitled to vote at the meeting.

• In addition to shareholder approval, other approvals include the Ontario Superior Court of Justice; NYSE and TSX listing approvals; and other customary approvals. BAM intends to apply to get an interim order from the Ontario Superior Court of Justice on September 28, 2022.

• Other things BAM previously disclosed:
   BAM will become Brookfield Corporation and expects to trade under the symbol "BN" on the NYSE and TSX. The asset manager will be named Brookfield Asset Management and should trade under the symbol "BAM" on the NYSE and TSX;

  •  The arrangement will generally occur on a tax-deferred basis for Brookfield Corp. and shareholder residents in Canada and the U.S.

  •  For BAM shareholders, they will get 1 share in the new BAM asset manager for every 4 current BAM shares owned; and

  •  BAM, the new asset manager and certain of their affiliates will enter into agreements to enable them to preserve mutual benefits and competitive advantages.

• With respect to Brookfield Reinsurance (BAMR), assuming the arrangement is completed, BAMR Class A shareholders (NYSE/

  TSX: BAMR) will get a distribution of shares in the new asset manager and therefore do NOT need to convert their BAMR Class A shares into BAM shares in order to receive shares in the new asset manager.
   BAMR Class B limited voting shareholders will also receive shares in the new asset manager.