Brookfield Residential Properties Inc. (TSX:BRP)(NYSE:BRP) -
All dollar references are in U.S. dollars unless noted
otherwise.
Brookfield Residential Properties Inc. ("Brookfield
Residential", "we" or the "Company") today announced that it has
commenced an underwritten public offering of 8,000,000 of its
common shares (the "Offering"). The Company also plans to place
8,000,000 of its common shares with Brookfield Asset Management
Inc. in a concurrent private placement, which is conditional upon
the closing of the Offering (the "Concurrent Private
Placement").
The net proceeds from the Offering, together with the net
proceeds of the Concurrent Private Placement, will be used to repay
a portion of the outstanding debt owed to Brookfield Office
Properties Inc. The remaining net proceeds will be used to fund
working capital and general corporate purposes, including the pay
down of a revolving credit facility with Brookfield Asset
Management Inc.
As part of the Offering, the Company will grant the underwriters
a 30-day option to purchase up to an additional 1,200,000 common
shares. Citigroup Global Markets Inc., Credit Suisse Securities
(USA) LLC and Wells Fargo Securities, LLC, will act as book-running
managers for the offering and CIBC World Markets Inc., HSBC
Securities (Canada) Inc., J.P. Morgan Securities LLC, Mitsubishi
UFJ Securities (USA), Inc., RBC Capital Markets LLC, Scotia Capital
(USA) Inc. and TD Securities Inc. will act as co-managers for the
offering.
The Offering will be priced in the context of the market with
final terms of the Offering to be determined at the time of
pricing.
The common shares of Brookfield Residential will be issued
pursuant to a supplement (the "Supplement") to the Company's
existing short form base shelf prospectus dated November 1, 2012
filed with the securities regulatory authorities in each of the
provinces of Canada. The Supplement will also be filed with the
United States Securities and Exchange Commission (the "SEC") as a
supplement to the Company's registration statement on Form F-10 in
accordance with the Multijurisdictional Disclosure System
established between Canada and the United States.
The Offering is being made concurrently in all provinces of
Canada and in the United States pursuant to the Multijurisdictional
Disclosure System established between Canada and the United States.
The common shares will be offered in the United States and Canada
by the underwriters either directly or through their respective
U.S. or Canadian broker-dealer affiliates or agents, as
applicable.
A copy of the Supplement filed in connection with the offering
and the short form base shelf prospectus, including detailed
information about the Company and its management, as well as
financial statements, can be obtained by contacting Citigroup
Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long
Island Avenue, Edgewood, NY 11717 or by calling 1-800-831-9146,
Credit Suisse Securities (USA) LLC, Credit Suisse Prospectus
Department, One Madison Avenue, New York, NY 10010 or by calling
1-800-221-1037 or Wells Fargo Securities, LLC, Attn: Equity
Syndicate Dept., 375 Park Avenue, New York, New York 10152 or by
calling 1-800-326-5897 and are available on the SEC's website
www.sec.gov.
This release shall not constitute an offer to sell or the
solicitation of an offer to buy any of these securities, nor shall
there be any sale of these securities in any jurisdiction in which
such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such
jurisdiction.
Brookfield Residential Properties Inc. is a North American land
developer and homebuilder, active in ten principal markets with
over 100,000 lots controlled. We entitle and develop land and build
homes for our own communities, as well as sell lots to third-party
builders. The Company is listed on the New York Stock Exchange and
the Toronto Stock Exchange under the symbol BRP.
Please note that Brookfield Residential's unaudited quarterly
reports and audited annual report are filed on EDGAR and SEDAR and
can also be found in the investor section of our website (the
contents of which are not incorporated by reference). Hard copies
of the quarterly and annual reports can be obtained free of charge
upon request.
For more information, please visit our website (the contents of
which are not incorporated by reference).
Note: This news release contains "forward-looking statements"
within the meaning of Canadian securities laws and United States
federal securities laws. Certain statements in this press release
that are not historical facts, including information concerning the
Offering and Concurrent Private Placement, and those statements
preceded by, followed by, or that include the words "believe,"
"projected," "planned," "anticipate," "should," "goals,"
"expected," "potential," "estimate," "targeted," "scheduled" or
similar expressions, constitute "forward-looking statements." Undue
reliance should not be placed on forward-looking statements because
they involve known and unknown risks, uncertainties and other
factors, which may cause the actual results to differ materially
from the anticipated future results expressed or implied by such
forward-looking statements.
Factors that could cause actual results to differ materially
from those set forward in the forward-looking statements include,
but are not limited to: changes in general economic, real estate
and other conditions; changes in interest rates; mortgage rate
changes; availability of suitable undeveloped land at acceptable
prices; adverse legislation or regulation; ability to obtain
necessary permits and approvals for the development of our land;
availability of labour or materials or increases in their costs;
ability to develop and market our master-planned communities
successfully; laws and regulations related to property development
and to the environment that could lead to additional costs and
delays; confidence levels of consumers; ability to raise capital on
favourable terms; our debt and leverage; adverse weather conditions
and natural disasters; relations with the residents of our
communities; risks associated with increased insurance costs or
unavailability of adequate coverage and ability to obtain surety
bonds; competitive conditions in the homebuilding industry,
including product and pricing pressures; ability to retain our
executive officers; relationships with our affiliates; any increase
in unemployment or underemployment; decline of the market value of
our land and housing inventories; significant inflation or
deflation; inability to raise capital on favorable terms or at all;
failure in our financial and commercial controls; changes to
foreign currency exchange rates; difficultly enforcing civil
liabilities in the United States against us and our directors and
officers; higher cancellation rates of existing agreements of sale;
major health and safety incident relating to our business; utility
and resource shortages or rate fluctuations and additional risks
and uncertainties referred to in our filings with the securities
regulators in Canada and the United States, many of which are
beyond our control. Except as required by law, we undertake no
obligation to publicly update any forward-looking statements,
whether as a result of new information, future events or otherwise.
However, any further disclosures made on related subjects in
subsequent reports should be consulted.
Contacts: Investors: Nicole French Manager, Investor Relations
& Communications (403) 231-8952nicole.french@brookfieldrp.com
Media: Andrew Willis SVP, Communications & Media (416)
369-8236andrew.willis@brookfield.com