As consideration for each AEL share, shareholders will receive
Brookfield Reinsurance intends to acquire from
Brookfield Reinsurance will have the option to pay cash for the share portion of the transaction if the shares of BAM are trading below where they are trading at the current time such that the aggregate consideration per AEL share would be less than
The proposal represents a premium of 35% to the closing price as of
Consistent with the AEL 2.0 strategy, Brookfield Reinsurance will continue to focus on meeting the needs of AEL policyholders and clients while delivering high quality customer service. Brookfield Reinsurance intends to continue AEL’s focus on alternative asset strategies and expects BAM will manage a significant portion of AEL’s assets. As a result, AEL will gain access to BAM’s leading direct origination platforms and asset management capabilities while maintaining its current high-quality bias and investment grade focus.
Brookfield Reinsurance will increase its assets under management to approximately
The proposal set forth in the letter is a non-binding expression of interest only. There is no guarantee that an agreement will be reached among the parties or on what terms.
About Brookfield Reinsurance
Brookfield Reinsurance Ltd. (NYSE, TSX: BNRE) operates a leading capital solutions business providing insurance and reinsurance services to individuals and institutions. Through its operating subsidiaries, Brookfield Reinsurance offers a broad range of insurance products and services, including life insurance and annuities, and personal and commercial property and casualty insurance. Each class A exchangeable limited voting share of Brookfield Reinsurance is exchangeable on a one-for-one basis with a class A limited voting share of
For more information, please visit our website at http://bnre.brookfield.com or contact:
| Communications & Media: | Investor Relations: | |
| Tel: (212) 618-3469 | Tel: (416) 956-5141 | |
| Email: [email protected] | Email: [email protected] | |
About Brookfield Asset Management
Brookfield Asset Management Ltd. (NYSE, TSX: BAM) is a leading global alternative asset manager with over $825 billion of assets under management across renewable, infrastructure, real estate, private equity, credit and other. We invest client capital for the long-term with a focus on real assets and essential service businesses that form the backbone of the global economy. We offer a range of alternative investment products to investors around the world — including public and private pension plans, endowments and foundations, sovereign wealth funds, financial institutions, insurance companies and private wealth investors. We draw on Brookfield’s heritage as an owner and operator to invest for value and generate strong returns for its clients, across economic cycles.
For more information, please visit our website at https://bam.brookfield.com or contact:
| Communications & Media: | Investor Relations: | |
| Tel: (212) 618-3469 | Tel: (212) 417-2442 | |
| Email: [email protected] | Email: [email protected] | |
About Brookfield Corporation
Brookfield Corporation (NYSE, TSX: BN) is focused on compounding capital over the long term to earn an annualized return of 15%+ for our shareholders.
Today, our capital is deployed across three businesses – Asset Management, Insurance Solutions and our Operating Businesses, generating substantial and growing free cash flows, all of which is underpinned by a conservatively capitalized balance sheet.
We employ a disciplined investment approach, leveraging our global reach and the scale and flexibility of our capital, to identify proprietary opportunities to invest on a value basis. We then utilize our deep operating expertise, based on our 100+ year history as an owner and operator of real assets, to grow cash flows and create value in each of our businesses to generate strong risk-adjusted returns across market cycles.
For more information, please contact:
| Communications & Media | Investor Relations |
| Kerrie McHugh Hayes | |
| Tel: (212) 618-3469 | Tel: (416) 359-8647 |
| Email: [email protected] | Email: [email protected] |
1 BN will source the share consideration from a portion of its existing 1.2 billion shares that it currently owns in BAM’s asset management business, which it will exchange for an equal number of shares in BAM. As such, the transaction will result in no net new shares being issued and no dilution to BAM shareholders.
No Offer
No person has commenced soliciting proxies in connection with the proposed transaction referenced in this press release, and this press release is neither an offer to purchase nor a solicitation of an offer to sell securities.
Cautionary Notice Regarding Forward-Looking Statements
Information in this press release that is not a historical fact is “forward-looking information”. This press release contains “forward-looking information” within the meaning of Canadian provincial securities laws and “forward-looking statements” within the meaning of Canadian provincial securities laws and “forward- looking statements” within the meaning of the
Other factors, risks and uncertainties not presently known to the Company or that the Company currently believes are not material could also cause actual results or events to differ materially from those expressed or implied by statements containing forward-looking information. Readers are cautioned not to place undue reliance on statements containing forward-looking information that are included in this press release, which are made as of the date of this press release, and not to use such information for anything other than their intended purpose. The Company disclaims any obligation or intention to update or revise any forward- looking information, whether as a result of new information, future events or otherwise, except as required by applicable law.
Schedule A – Non-Binding Proposal
American Equity Investment Life Holding Company
We believe that our Proposal reflects an extremely attractive value for the Company’s public shareholders. Specifically,
As consideration for each AEL Share, shareholders will receive
BNRe is well capitalized and committed to meeting the needs of its policyholders and clients while delivering high quality customer service. Given the complementary nature of AEL’s annuity business to BNRe’s existing re/insurance platform, we also expect our Proposal will deliver significant value to the Company’s policyholders, employees, distribution partners, and other stakeholders. We are committed to continuing AEL’s leading position in the annuity market and strong operating platform in
The BAM Share consideration to be delivered in this transaction is being contributed to BNRe by
BNRe is prepared and intends to negotiate in good faith the terms of a definitive agreement in respect of the Proposal such that the parties may announce a transaction on or prior to
We are required to publicly disclose this Proposal promptly in an amendment to our current Schedule 13D, which we expect to do following close of markets today.
This Proposal is a non-binding expression of interest only and does not impose any legal obligation on any person. BNRe reserves the right to withdraw or modify our Proposal in any respect at any time. BNRe,
We are available at your convenience to discuss any aspects of our Proposal.
Sincerely,
/s/
___________________________
Chief Executive Officer
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