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Brookfield Infrastructure Partners LP
Symbol BIP
Shares Issued 295,537,621
Close 2021-06-21 C$ 67.21
Recent Sedar Documents

Brookfield Infra varies, extends Inter Pipeline bid

2021-06-21 21:43 ET - News Release

Also News Release (C-IPL) Inter Pipeline Ltd

Ms. Claire Holland of Brookfield Infrastructure reports

BROOKFIELD INFRASTRUCTURE FILES SECOND NOTICE OF VARIATION AND EXTENSION OF THE TERMS OF THE OFFER TO PURCHASE INTER PIPELINE LTD.

Brookfield Infrastructure Partners LP, together with its institutional partners, has filed a second notice of variation and extension in respect of the offer commenced on Feb. 22, 2021, as varied pursuant to a notice of variation, change and extension dated June 4, 2021, to acquire all of the outstanding common shares of Inter Pipeline Ltd.

The second notice of variation and related documents have been filed with the Canadian securities regulators on SEDAR under Inter Pipeline's profile at SEDAR and will be mailed to all Inter Pipeline shareholders.

Under the terms and subject to the conditions of the offer, as varied by the second notice of variation, each Inter Pipeline shareholder will have the ability to elect to receive, per Inter Pipeline share, $19.50 in cash or 0.225 of a Brookfield Infrastructure Corp. Class A exchangeable share. The cash consideration available pursuant to the offer is not subject to prorating. The BIPC shares available pursuant to the offer will be subject to prorating based on a maximum of 23.0 million BIPC shares issuable to Inter Pipeline shareholders (representing 26 per cent of the total consideration). The offer also continues to include an option for eligible Canadian shareholders to access a tax-deferred rollover in respect of any BIPC shares received pursuant to the offer, including an additional 8.0 million BIPC shares available to be issued to eligible shareholders who elect to receive 100 per cent of their consideration under the offer in BIPC shares on a tax-deferred rollover basis.

The expiry time of the offer has been extended and is open for acceptance until 5 p.m. Mountain Standard Time on July 13, 2021.

Brookfield Infrastructure encourages Inter Pipeline shareholders to read the full details of the offer set forth in the original offer to purchase and circular dated Feb. 22, 2021, and the first notice of variation and the second notice of variation, which contain the full terms and conditions of the offer and other important information, as well as detailed instructions on how Inter Pipeline shareholders can tender their Inter Pipeline shares to the offer.

Inter Pipeline shareholders who have questions or require assistance in depositing Inter Pipeline shares to the offer should contact the information agent and depositary, Laurel Hill Advisory Group, by telephone at 1-877-452-7184 (North American toll-free number) or 416-304-0211 (outside of North America) or by e-mail at assistance@laurelhill.com.

Copies of the offer and circular, the first notice of variation, and the second notice of variation are available without charge on request from the information agent and are available at the Inter Pipeline offer website or on SEDAR.

Advisers

Brookfield Infrastructure has engaged BMO Capital Markets and Barclays Capital Canada Inc. to act as joint financial advisers and McCarthy Tetrault LLP to act as its legal adviser in connection with the offer. Laurel Hill Advisory Group has also been engaged to act as Brookfield Infrastructure's strategic communications adviser and information agent.

Brookfield Infrastructure is a leading global infrastructure company that owns and operates high-quality, long-life assets in the utilities, transport, mid-stream and data sectors across North and South America, Asia Pacific, and Europe. It is focused on assets that have contracted and regulated revenues that generate predictable and stable cash flows. Investors can access its portfolio either through Brookfield Infrastructure Partners, a Bermuda-based limited partnership, or Brookfield Infrastructure Corp., a Canadian corporation.

Brookfield Infrastructure Partners is the flagship listed infrastructure company of Brookfield Asset Management, a global alternative asset manager with over $600-billion (U.S.) of assets under management.

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