Issue Comments

BN.PF.G To Reset To 5.658%

Brookfield Corporation has announced:

that it has determined the fixed dividend rate on its Cumulative Class A Preference Shares, Series 42 (the “Series 42 Shares”) (TSX: BN.PF.G) for the five years commencing July 1, 2025 and ending June 30, 2030.

If declared, the fixed quarterly dividends on the Series 42 Shares during the five years commencing July 1, 2025 will be paid at an annual rate of 5.658% ($0.353625 per share per quarter).

Holders of Series 42 Shares have the right, at their option, exercisable not later than 5:00 p.m. (Toronto time) on June 16, 2025, to convert all or part of their Series 42 Shares, on a one-for-one basis, into Cumulative Class A Preference Shares, Series 43 (the “Series 43 Shares”), effective June 30, 2025. The quarterly floating rate dividends on the Series 43 Shares will be paid at an annual rate, calculated for each quarter, of 2.84% over the annual yield on three-month Government of Canada treasury bills. The actual quarterly dividend rate in respect of the July 1, 2025 to September 30, 2025 dividend period for the Series 43 Shares will be 1.38227% (5.484% on an annualized basis) and the dividend, if declared, for such dividend period will be $0.3455675 per share, payable on September 30, 2025.

Holders of Series 42 Shares are not required to elect to convert all or any part of their Series 42 Shares into Series 43 Shares.

As provided in the share conditions of the Series 42 Shares, (i) if Brookfield determines that there would be fewer than 1,000,000 Series 42 Shares outstanding after June 30, 2025, all remaining Series 42 Shares will be automatically converted into Series 43 Shares on a one-for-one basis effective June 30, 2025; and (ii) if Brookfield determines that there would be fewer than 1,000,000 Series 43 Shares outstanding after June 30, 2025, no Series 42 Shares will be permitted to be converted into Series 43 Shares. There are currently 11,887,500 Series 42 Shares outstanding.

The Toronto Stock Exchange (“TSX”) has conditionally approved the listing of the Series 43 Shares effective upon conversion. Listing of the Series 43 Shares is subject to Brookfield fulfilling all the listing requirements of the TSX.

BN.PF.G was issued as BAM.PF.G,a FixedReset 4.50%+284, that commenced trading 2014-10-8 after being announced 2014-10-1. The ticker changed to BN.PF.G on 2022-12-12. The issue reset to 3.254% effective 2020-7-1 and there was no conversion. It is tracked by HIMIPref™ and is assigned to the FixedResets (Discount) subindex.

Update, 2025-6-23: Brookfield has announced:

that after having taken into account all election notices received by the deadline for the conversion of its Cumulative Class A Preference Shares, Series 42 (the “Series 42 Shares”) (TSX: BN.PF.G) into Cumulative Class A Preference Shares, Series 43 (the “Series 43 Shares”), there were 10,420 Series 42 Shares tendered for conversion, which is less than the one million shares required to give effect to conversion into Series 43 Shares. Accordingly, there will be no conversion of Series 42 Shares into Series 43 Shares and holders of Series 42 Shares will retain their Series 42 Shares.

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