STOCK TITAN

Brookfield (NYSE: BAM) sells US$550M 2031 and US$450M 2036 notes

Filing Impact
(Very High)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Brookfield Asset Management Ltd. is issuing US$550,000,000 of 4.832% senior unsecured notes due April 15, 2031 and US$450,000,000 of 5.298% senior unsecured notes due January 15, 2036. The 2036 notes are a re-opening of an existing 5.298% series, bringing that series to US$850,000,000 outstanding.

The 2031 notes are priced at 100.000% of principal, while the 2036 notes are priced at 98.962% of principal plus accrued interest of US$9,867,525.00 from November 18, 2025. Both series pay interest semi-annually and include covenants such as a change of control put at 101% and negative pledge protection.

The notes are SEC-registered, settle on April 17, 2026 (T+3), and the net proceeds will be used for general corporate purposes. The company is using its existing base shelf prospectus and related Canadian term sheets to support the offering.

Positive

  • None.

Negative

  • None.

Insights

Brookfield raises US$1.0B in long-dated debt for general purposes.

Brookfield Asset Management Ltd. is issuing US$550,000,000 of 4.832% senior unsecured notes due 2031 and US$450,000,000 of 5.298% senior unsecured notes due 2036. The 2036 notes reopen an existing series, lifting that tranche to US$850,000,000 aggregate principal.

The 2031 notes are priced at 100.000% of principal with a yield of 4.832%, while the 2036 notes are priced at 98.962% of principal, with a yield of 5.434% including US$9,867,525.00 of accrued interest. Both series include typical investment-grade covenants, including a change of control put at 101% and a negative pledge.

The company states that net proceeds will be used for general corporate purposes, which can encompass refinancing, investments, or other funding needs. The notes are issued under existing indentures and a Canadian base shelf prospectus, with settlement on April 17, 2026 (T+3). Future disclosures in company filings may clarify how this additional debt fits into its broader funding and maturity profile.

Item 8.01 Other Events Other
Voluntary disclosure of events the company deems important to shareholders but not covered by other items.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
2031 notes principal US$550,000,000 4.832% senior unsecured notes due April 15, 2031
2036 notes principal (re-opening) US$450,000,000 5.298% senior unsecured notes due January 15, 2036
Total 2036 series outstanding US$850,000,000 Aggregate principal after adding new 2036 notes
2031 coupon and yield 4.832% Coupon and yield on 2031 notes priced at 100.000%
2036 coupon 5.298% Coupon on 2036 notes accruing from November 18, 2025
2036 yield 5.434% Yield on 2036 notes priced at 98.962% plus accrued interest
Accrued interest on 2036 notes US$9,867,525.00 Accrued from November 18, 2025 included in price
Change of control put 101% Investor put price upon change of control
senior unsecured notes financial
"4.832% Senior Unsecured Notes due April 15, 2031 (the “2031 Notes”)"
Senior unsecured notes are a type of loan a company borrows from investors, promising to pay back with interest. They are called "unsecured" because they aren’t backed by specific assets like buildings or equipment, but "senior" because they are paid back before other debts if the company gets into trouble. Investors see them as a relatively safer way for companies to raise money.
base shelf prospectus regulatory
"A final base shelf prospectus containing important information relating to the securities"
A base shelf prospectus is a pre-approved regulatory document that lets a company register a range of securities once and then sell them to the public over time without repeating the full approval process for each offering. For investors it’s like a menu and standing permission slip: it lays out the types of securities, key risks and terms ahead of any specific sale, so buyers can assess potential dilution, timing and the company’s plans before new shares or debt hit the market.
negative pledge financial
"Covenants: | Change of control (put @ 101%) Negative pledge"
make-whole call financial
"Make-Whole Call: | 2031 Notes: Prior to March 15, 2031"
A make-whole call is a provision in a bond that lets the issuer pay off the debt early by giving bondholders a lump sum designed to compensate them for lost future interest; think of it like paying off a mortgage today plus a small premium to cover the interest you would have earned. It matters to investors because it reduces uncertainty about how long a bond will last and affects the bond’s price and yield—investors may get repaid sooner but receive a payment that aims to make them financially whole.
par call financial
"Par Call: | 2031 Notes: At any time on or after March 15, 2031"
Indenture regulatory
"The 2031 Indenture and the 2036 Indenture are together referred to as the “Indenture”."
An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

 

FORM 8-K

 

 

 

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

 

Date of Report (Date of earliest event reported): April 14, 2026

 

 

 

Brookfield Asset Management Ltd.

(Exact name of registrant as specified in its charter)

 

 

 

British Columbia, Canada   001-41563   98-1702516
(State or Other Jurisdiction
of Incorporation)
  (Commission
File No.)
  (IRS Employee
Identification No.)

 

Brookfield Place

225 Liberty Street, 8th Floor

New York, New York, 10281-1048

 

(Address of Principal Executive Offices)

 

(212) 417-7000

(Registrant’s telephone number, including area code)

 

(Former name or former address, if changed since last report)

 

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

Securities registered pursuant to Section 12(b) of the Act:

 

Title of Each Class   Trading
Symbol(s)
  Name of Each Exchange
on Which Registered
Class A Limited Voting Shares   BAM   New York Stock Exchange

 

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

 

Emerging growth company ¨

 

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ¨

 

 

 

 

 

 

Item 8.01 Other Events.

 

On April 14, 2026, Brookfield Asset Management Ltd. (“BAM”) announced its offering of (i) US$550 million principal amount of senior notes due 2031, which will bear interest at a rate of 4.832% per annum (the “2031 Notes”), and (ii) US$450 million re-opening of its 5.298% senior notes due 2036, (the “New 2036 Notes” and, together with the 2031 Notes, the “Notes”). The New 2036 Notes will form part of the same series as the already outstanding US$400 million principal amount of 5.298% senior notes due 2036, which were issued on November 18, 2025. After giving effect to the re-opening, the aggregate principal amount of the series will be US$850 million.

 

The Preliminary Canadian Term Sheet and the Final Canadian Term Sheet relating to the sale of the Notes are filed as Exhibits 99.1 and 99.2 to this Current Report on Form 8-K and are incorporated by reference into this Item 8.01 and BAM’s Registration Statement on Form F-10 (File No. 333-293350).

 

Item 9.01 Financial Statements and Exhibits.

 

(d) Exhibits.

 

Exhibit
Number
  Description
99.1   Preliminary Canadian Term Sheet, dated April 14, 2026.
99.2   Final Canadian Term Sheet, dated April 14, 2026.
104   Cover Page Interactive Data File (embedded within the Inline XBRL document).

 

 

 

 

SIGNATURES

 

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

Date: April 14, 2026

 

  Brookfield Asset Management Ltd.
     
  By: /s/ Kathy Sarpash
  Name: Kathy Sarpash
  Title: Managing Director, Legal & Regulatory and Corporate Secretary

 

 

 

 

 

Exhibit 99.1

 

A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada. The final base shelf prospectus, any applicable shelf prospectus supplement and any amendment to the documents are accessible through SEDAR+. Copies of the documents may be obtained from RBC Capital Markets, LLC by calling 1-866-375-6829 or by emailing rbcnyfixedincomeprospectus@rbccm.com or from SMBC Nikko Securities America, Inc. by calling 1-888-868-6856 or by emailing prospectus@smbcnikko-si.com.

 

This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any applicable shelf prospectus supplement and any amendment to the documents for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

 

BROOKFIELD ASSET MANAGEMENT LTD.

US$[●] [●]% NOTES DUE 2031

US$[●] 5.298% NOTES DUE 2036

 

PRELIMINARY TERM SHEET

April 14, 2026

 

Issuer: Brookfield Asset Management Ltd.
Security:

[●]% Senior Unsecured Notes due [●], 2031 (the “2031 Notes”)

 

5.298% Senior Unsecured Notes due January 15, 2036 (the “2036 Notes” and, together with the 2031 Notes, the “Notes”)

Format: SEC registered
Principal Amount:

2031 Notes: US$[●]

 

2036 Notes: US$[●]

 

The 2036 Notes will be in addition to and form part of the same series of notes as the US$400,000,000 aggregate principal amount of Brookfield Asset Management Ltd.’s 5.298% notes due 2036, which were originally issued on November 18, 2025 (the “Original 2036 Notes”). After giving effect to this offering, there will be a total of US$[●] aggregate principal amount of notes of this series issued and outstanding.

 

One or more of the underwriters may sell to affiliates of Brookfield Wealth Solutions Ltd. and/or certain other institutional investors up to approximately US$[●] aggregate principal amount (if any) of the 2031 Notes and/or up to approximately US$[●] aggregate principal amount (if any) of the 2036 Notes at the respective public offering price (for which no underwriting discount or commissions will be paid).

 

 

 

Trade Date: April 14, 2026
Expected Settlement Date:

2031 Notes: April 17, 2026 (T+3)

 

2036 Notes: April 17, 2026 (T+3)

Maturity Date:

2031 Notes: [●], 2031

 

2036 Notes: January 15, 2036

Coupon:

2031 Notes: [●]%

 

2036 Notes: 5.298% (interest on the 2036 Notes will accrue from November 18, 2025)

Interest Payment Dates:

2031 Notes: [●] and [●], commencing [●], 2026

 

2036 Notes: January 15 and July 15, commencing July 15, 2026

Price to Public:

2031 Notes: [●]% of the principal amount

 

2036 Notes: [●]% of the principal amount plus accrued interest of US$[●] from November 18, 2025

Benchmark Treasury: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of National Instrument 44-102 – Shelf Distributions (“NI 44-102”).]
Benchmark Treasury Price & Yield: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI 44-102.]
Spread to Benchmark Treasury: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI 44-102.]

2 

 

 

Yield:

2031 Notes: [●]%

 

2036 Notes: [●]%

Denominations: Initial denominations of US$2,000 and subsequent multiples of US$1,000
Covenants:

Change of control (put @ 101%)

 

Negative pledge

 

Consolidation, merger, amalgamation and sale of substantially all assets

Optional Redemption Provisions:  
Make-Whole Call:

2031 Notes: Prior to [●], 20[●] (one month prior to maturity), treasury rate plus [●] basis points

 

2036 Notes: Prior to October 15, 2035 (three months prior to maturity), treasury rate plus 20 basis points

Par Call:

2031 Notes: At any time on or after [●], 20[●] (one month prior to maturity), at 100% of the principal amount of the 2031 Notes to be redeemed

 

2036 Notes: At any time on or after October 15, 2035 (three months prior to maturity), at 100% of the principal amount of the 2036 Notes to be redeemed

Use of Proceeds: The net proceeds from the sale of the Notes will be used for general corporate purposes
CUSIP / ISIN:

2031 Notes: 113004 AE5 / US113004AE50

 

2036 Notes: 113004 AC9 / US113004AC94

3 

 

 

Joint Book-Running Managers1:

RBC Capital Markets, LLC

 

SMBC Nikko Securities America, Inc.

 

[●]

Co-Managers: [●]

Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in one business day unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes prior to the delivery of the Notes hereunder may be required, by virtue of the fact that the Notes initially will settle in T+3, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade the Notes prior to their date of delivery hereunder should consult their own advisors.

 

The 2031 Notes will be issued as a separate series of debt securities under a fifth supplemental indenture to be dated as of the date of the issuance of the 2031 Notes (the “Fifth Supplemental Indenture”) to the base indenture dated as of April 24, 2025 (the “Base Indenture”) (together with the Fifth Supplemental Indenture, the “2031 Indenture”), among Brookfield Asset Management Ltd., Computershare Trust Company of Canada, as Canadian trustee, and Computershare Trust Company, N.A., as U.S. trustee. The 2036 Notes will be issued on the same terms and conditions as the Original 2036 Notes, except for the issue date and the issue price, under the Base Indenture and the fourth supplemental indenture, dated as of November 18, 2025 (the “Fourth Supplemental Indenture”), as supplemented by a supplemental indenture thereto to be dated as of the date of the issuance of the 2036 Notes (the “Supplemented Fourth Supplemental Indenture” and together with the Base Indenture, the “2036 Indenture”). The 2031 Indenture and the 2036 Indenture are together referred to as the “Indenture”. The foregoing is a summary of certain of the material attributes and characteristics of the Notes, which does not purport to be complete and is qualified in its entirety by reference to the Indenture.

 

No PRIIPs or UK PRIIPs key information document (KID) has been prepared as European Economic Area or UK retail investors are not targeted.

 

 

1 This offering will be made in Canada by RBC Dominion Securities Inc., a broker-dealer affiliate of RBC Capital Markets, LLC.

 

4 

 

Exhibit 99.2

 

A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada. The final base shelf prospectus, any applicable shelf prospectus supplement and any amendment to the documents are accessible through SEDAR+. Copies of the documents may be obtained from RBC Capital Markets, LLC by calling 1-866-375-6829 or by emailing rbcnyfixedincomeprospectus@rbccm.com or from SMBC Nikko Securities America, Inc. by calling 1-888-868-6856 or by emailing prospectus@smbcnikko-si.com.

 

This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any applicable shelf prospectus supplement and any amendment to the documents for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

 

BROOKFIELD ASSET MANAGEMENT LTD.

US$550,000,000 4.832% NOTES DUE 2031

US$450,000,000 5.298% NOTES DUE 2036

 

FINAL TERM SHEET

April 14, 2026

 

Issuer: Brookfield Asset Management Ltd.
Security:

4.832% Senior Unsecured Notes due April 15, 2031 (the “2031 Notes”)

 

5.298% Senior Unsecured Notes due January 15, 2036 (the “2036 Notes” and, together with the 2031 Notes, the “Notes”)

Format: SEC registered
Principal Amount:

2031 Notes: US$550,000,000

 

2036 Notes: US$450,000,000

 

The 2036 Notes will be in addition to and form part of the same series of notes as the US$400,000,000 aggregate principal amount of Brookfield Asset Management Ltd.’s 5.298% notes due 2036, which were originally issued on November 18, 2025 (the “Original 2036 Notes”). After giving effect to this offering, there will be a total of US$850,000,000 aggregate principal amount of notes of this series issued and outstanding.

 

 

 

Trade Date: April 14, 2026
Expected Settlement Date:

2031 Notes: April 17, 2026 (T+3)

 

2036 Notes: April 17, 2026 (T+3)

Maturity Date:

2031 Notes: April 15, 2031

 

2036 Notes: January 15, 2036

Coupon:

2031 Notes: 4.832%

 

2036 Notes: 5.298% (interest on the 2036 Notes will accrue from November 18, 2025)

Interest Payment Dates:

2031 Notes: April 15 and October 15, commencing October 15, 2026

 

2036 Notes: January 15 and July 15, commencing July 15, 2026

Price to Public:

2031 Notes: 100.000% of the principal amount

 

2036 Notes: 98.962% of the principal amount plus accrued interest of US$9,867,525.00 from November 18, 2025

Benchmark Treasury: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of National Instrument 44-102 – Shelf Distributions (“NI 44-102”).]
Benchmark Treasury Price & Yield: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI 44-102.]
Spread to Benchmark Treasury: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI 44-102.]

2 

 

 

Yield:

2031 Notes: 4.832%

 

2036 Notes: 5.434%

Denominations: Initial denominations of US$2,000 and subsequent multiples of US$1,000
Covenants:

Change of control (put @ 101%)

 

Negative pledge

 

Consolidation, merger, amalgamation and sale of substantially all assets

Optional Redemption Provisions:  
Make-Whole Call:

2031 Notes: Prior to March 15, 2031 (one month prior to maturity), treasury rate plus 15 basis points

 

2036 Notes: Prior to October 15, 2035 (three months prior to maturity), treasury rate plus 20 basis points

Par Call:

2031 Notes: At any time on or after March 15, 2031 (one month prior to maturity), at 100% of the principal amount of the 2031 Notes to be redeemed

 

2036 Notes: At any time on or after October 15, 2035 (three months prior to maturity), at 100% of the principal amount of the 2036 Notes to be redeemed

Use of Proceeds: The net proceeds from the sale of the Notes will be used for general corporate purposes
CUSIP / ISIN:

2031 Notes: 113004 AE5 / US113004AE50

 

2036 Notes: 113004 AC9 / US113004AC94

3 

 

 

Joint Book-Running Managers1:

RBC Capital Markets, LLC

SMBC Nikko Securities America, Inc.

Scotia Capital (USA) Inc.

TD Securities (USA) LLC

Co-Managers:

BMO Capital Markets Corp.

BNP Paribas Securities Corp.

Brookfield Securities LLC

CIBC World Markets Corp.

Citigroup Global Markets Inc.

Credit Agricole Securities (USA) Inc.

J.P. Morgan Securities LLC

Mizuho Securities USA LLC

Morgan Stanley & Co. LLC

Santander US Capital Markets LLC

Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in one business day unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes prior to the delivery of the Notes hereunder may be required, by virtue of the fact that the Notes initially will settle in T+3, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade the Notes prior to their date of delivery hereunder should consult their own advisors.

 

The 2031 Notes will be issued as a separate series of debt securities under a fifth supplemental indenture to be dated as of the date of the issuance of the 2031 Notes (the “Fifth Supplemental Indenture”) to the base indenture dated as of April 24, 2025 (the “Base Indenture”) (together with the Fifth Supplemental Indenture, the “2031 Indenture”), among Brookfield Asset Management Ltd., Computershare Trust Company of Canada, as Canadian trustee, and Computershare Trust Company, N.A., as U.S. trustee. The 2036 Notes will be issued on the same terms and conditions as the Original 2036 Notes, except for the issue date and the issue price, under the Base Indenture and the fourth supplemental indenture, dated as of November 18, 2025 (the “Fourth Supplemental Indenture”), as supplemented by a supplemental indenture thereto to be dated as of the date of the issuance of the 2036 Notes (the “Supplemented Fourth Supplemental Indenture” and together with the Base Indenture, the “2036 Indenture”). The 2031 Indenture and the 2036 Indenture are together referred to as the “Indenture”. The foregoing is a summary of certain of the material attributes and characteristics of the Notes, which does not purport to be complete and is qualified in its entirety by reference to the Indenture.

 

No PRIIPs or UK PRIIPs key information document (KID) has been prepared as European Economic Area or UK retail investors are not targeted.

 

 

1 This offering will be made in Canada by RBC Dominion Securities Inc., a broker-dealer affiliate of RBC Capital Markets, LLC.

 

4 

FAQ

What debt securities is Brookfield Asset Management (BAM) issuing in this offering?

Brookfield Asset Management is issuing US$550,000,000 of 4.832% senior unsecured notes due April 15, 2031 and US$450,000,000 of 5.298% senior unsecured notes due January 15, 2036. Both are SEC-registered senior notes with semi-annual interest payments.

How do the new 2036 notes affect Brookfield Asset Management (BAM)'s existing 2036 series?

The US$450,000,000 5.298% notes due 2036 are a re-opening of Brookfield’s existing 5.298% 2036 series. After this issuance, the total aggregate principal amount outstanding for that 2036 series will be US$850,000,000, combining the original and new notes.

What are the pricing and yields of Brookfield Asset Management (BAM)'s new notes?

The 2031 notes are priced at 100.000% of principal with a 4.832% coupon and yield. The 2036 notes are priced at 98.962% of principal with a 5.298% coupon and a 5.434% yield, plus US$9,867,525.00 in accrued interest from November 18, 2025.

What covenants and redemption features do BAM’s 2031 and 2036 notes include?

Both series include covenants such as a change of control put at 101% and a negative pledge. They also feature make-whole call provisions before specified dates and par call rights near maturity, allowing Brookfield to redeem the notes under stated conditions.

How will Brookfield Asset Management (BAM) use the proceeds from these note offerings?

Brookfield Asset Management states that the net proceeds from the sale of the 2031 and 2036 notes will be used for general corporate purposes. This broad category can include refinancing existing obligations, funding investments, or supporting other corporate activities.

When do Brookfield Asset Management (BAM)'s new notes settle and pay interest?

Both the 2031 and 2036 notes are expected to settle on April 17, 2026 (T+3). The 2031 notes pay interest on April 15 and October 15 starting October 15, 2026, while the 2036 notes pay on January 15 and July 15 starting July 15, 2026.

Filing Exhibits & Attachments

5 documents