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Brookfield Renewable Partners L.P. (BEP) is asking unitholders to approve a corporate simplification in which all BEP limited partnership units and BEP exchangeable securities would be exchanged, on a one-for-one basis, for Class A subordinate voting shares of a new Canadian corporation, Brookfield Renewable Partners Inc. (BEP Inc.). BEP and Brookfield Renewable Corporation (BEPC) would become subsidiaries of BEP Inc., implemented through a court-approved plan of arrangement under British Columbia law, with completion targeted for the fourth quarter of 2026.
The transaction requires two-thirds unitholder approval for each BEP resolution and two-thirds approval from BEPC shareholders (overall and by BEPC exchangeable shares voting separately) for the BEPC resolution; if only BEP approves, BEP units still convert into BEP Inc. Class A Shares while BEPC exchangeable shares remain outstanding and become exchangeable into BEP Inc. Class A Shares. The boards’ independent nominating and governance committees unanimously conclude the deal is in the best interests of BEP and BEPC, supported by a Scotiabank fairness opinion, and expect the exchange to be generally tax-deferred for most Canadian and U.S. investors and completed without meaningful business cost.
Brookfield Renewable Partners L.P. (BEP), through Brookfield Renewable Partners ULC, has executed ninth and tenth supplemental indentures under its 2021 base indenture to issue two new Canadian-dollar unsecured medium term note series.
The Series 21 Notes are C$400,000,000 of 4.949% Medium Term Notes due August 13, 2036, issued in C$1,000 denominations, paying fixed interest semi-annually on February 13 and August 13, starting February 13, 2027, with a short first coupon of C$23.26567935 per C$1,000. The Series 22 Notes are C$350,000,000 of 4.256% Medium Term Notes due August 13, 2031, also in C$1,000 denominations, with the same payment dates and a short first coupon of C$20.00782609 per C$1,000.
Both series are direct, unsecured obligations of the corporation, initially issued as global notes through CDS. They are redeemable at the issuer’s option: before a specified date at the greater of par or the Canada Yield Price (Government of Canada yield plus an applicable spread), and at par closer to maturity. A Change of Control Triggering Event requires the issuer to offer to repurchase the notes at 101% of principal plus accrued interest. Covenants limit consolidated Funded Indebtedness to a maximum of 75% of Total Consolidated Capitalization and require equal and ratable security if certain liens securing borrowed money are granted.
Brookfield Renewable Partners L.P. reported Q2 2026 revenue of $1,710 million and a consolidated net loss of $287 million, while Funds From Operations rose 11% year over year to $421 million, or $0.62 per Unit. Proportionate Adjusted EBITDA was $831 million, supported by contributions from acquisitions, development projects and gains on capital recycling.
The business operates 48,676 MW of renewable capacity with annualized long-term average generation of 122,828 GWh and a development pipeline of over 200 GW. Available liquidity was $5.1 billion, with consolidated debt-to-capitalization of 38% and 96% of borrowings fixed-rate on a proportionate basis. Together with institutional partners, it completed or agreed asset sales generating about $2.2 billion in proceeds (~$630 million net) and committed or deployed up to $5 billion (~$760 million net) into growth, including an agreement to acquire Aypa, a large North American battery storage platform. Brookfield Renewable also approved plans to simplify its structure by converting BEP and BEPC into a single publicly traded corporation, subject to securityholder approvals.
Brookfield Renewable reported record Funds From Operations (FFO) of $421 million, or $0.62 per Unit, for the quarter ended June 30 2026, up 13% year-over-year. Net loss attributable to Unitholders was $213 million for the quarter, while twelve-month FFO reached $1,444 million, or $2.14 per Unit.
The business committed or deployed about $5 billion of capital, including an agreement to acquire Aypa, a ~3,000 MW North American battery storage platform with a large development pipeline, for roughly $3 billion. Around $2.2 billion of asset sale proceeds supported its capital recycling program, and available liquidity exceeded $5.1 billion following approximately $12 billion of financings, including a $1.2 billion private placement on the Safe Harbor hydro portfolio. The U.S. Department of Energy committed $17.5 billion in loan facilities for up to 10 Westinghouse AP1000 reactors. A quarterly BEP distribution and equivalent BEPC dividend of $0.392 were declared, and securityholders will vote on October 14 2026 on a proposed simplification combining BEP and BEPC into a single publicly traded corporation.
Brookfield Renewable Partners L.P., Brookfield Renewable Partners Inc. (BEP Inc.) and Brookfield Renewable Corporation entered into an arrangement agreement dated July 21, 2026 to implement an arrangement under Section 288 of the Business Corporations Act (British Columbia).
Under the plan, BEP Inc. would acquire all outstanding BEP Equity Units and BEPC class A exchangeable subordinate voting shares in exchange for one BEP Inc. Class A subordinate voting share per security, with certain holders able to elect non‑interest‑bearing BEP Inc. Notes that are later settled in shares. Completion is subject to BEP unitholder and BEPC shareholder approvals, court Interim and Final Orders, and customary conditions, with dissent rights available. Related amendments to BEP’s limited partnership agreement add a partnership redemption right, an overriding BEP Inc. call right to deliver share consideration instead of cash, detailed dissent procedures and updated governing-law and forum provisions.
Brookfield Corporation, BAM Partners Trust and related entities report beneficial ownership equivalent to 320,608,493 Brookfield Renewable Partners L.P. (BEP) units, representing 47.1% of the class on an as-converted basis through L.P. Units, BRELP exchangeable units, BEPC shares and Class A.2 shares.
They describe an arrangement agreement among BEP, Brookfield Renewable Corporation (BEPC) and Brookfield Renewable Partners Inc. (BEP Inc.) to simplify the structure by converting BEP and BEPC into a single Canadian publicly traded corporation. All L.P. Units, BEPC Shares, Class A.2 Shares and BRELP redemption‑exchange units are to be exchanged one-for-one for BEP Inc. Class A subordinate voting shares, with associated general partner interests exchanged for BEP Inc. Class B and Class I shares.
After completion, based on current ownership, Brookfield and its subsidiaries are expected to hold 305,366,071 BEP Inc. Class A shares, about 44.9% of that class (or 57.7% if the BEPC share exchange does not occur), plus 30,014 Class B multiple voting shares, all of that class. A special meeting of BEP unitholders and BEPC shareholders is set for October 14, 2026, with record date August 21, 2026, and completion is anticipated in the fourth quarter of 2026.
Brookfield Renewable Partners L.P. has scheduled a virtual special meeting of security holders on October 14, 2026. Holders of its Limited Partnership Units as of the August 21, 2026 record date are entitled to receive notice and, where applicable, vote.
Proxy materials will be delivered using Notice and Access for both beneficial and registered holders. The issuer will not send materials directly to NOBOs but will pay for delivery to OBOs, with Computershare acting as agent for the meeting arrangements.
Brookfield Renewable is issuing C$150 million of 5.75% Class A Preferred Limited Partnership Units, Series 19, in a bought deal offering of 6,000,000 units at C$25.00 each. These preferred units pay a fixed quarterly distribution until July 31, 2031, then reset every five years at the greater of the 5-year Government of Canada bond yield plus 2.65% or 5.75%.
Holders can elect to reclassify into floating-rate Series 20 units on July 31, 2031 and every five years thereafter, receiving a quarterly distribution tied to the 90-day Canadian Treasury Bill yield plus 2.65%. Brookfield Renewable has granted underwriters an option to buy up to 2,000,000 additional units, which could increase the gross offering size to C$200 million, and intends to use net proceeds to fund Eligible Investments under its Green Financing Framework, including repayment of related indebtedness.
Brookfield Renewable Partners L.P. filed a Statement of Executive Compensation for the year ended December 31, 2025. The partnership is managed by its general partner, and all senior management services are provided by a Brookfield Service Provider under a Master Services Agreement.
The named executive officers are employed and compensated by Brookfield, not by BEP, with pay determined under Brookfield’s compensation philosophy emphasizing long-term value creation. Key elements include base salary, annual cash bonuses and participation in long-term incentive plans such as options, restricted shares, escrowed shares and deferred share units tied mainly to Brookfield Class A shares.
In 2025, total annual compensation ranged from about $1.16 million to $6.20 million among the five named executives, with a substantial portion delivered through long-term incentives. A performance graph shows BEP LP Units rising from an index level of 100 in 2021 to 171.7 in 2025, slightly below the S&P/TSX Composite Index Total Return at 173.8 over the same period.
The disclosure explains that BEP has no employment contracts or change-of-control arrangements with these executives and does not reimburse Brookfield for long-term incentive participation. It also outlines how options, DSUs and share-based awards are treated on retirement, termination, resignation or death, confirming that no automatic incremental entitlements are triggered by these events.
Brookfield Renewable Partners reported Q1 2026 revenue of $1,514 million, slightly below last year, but strengthened underlying cash generation. Proportionate Adjusted EBITDA rose to $756 million from $625 million, and Funds From Operations increased to $375 million or $0.55 per Unit versus $315 million or $0.48.
The quarter showed a larger net loss attributable to Unitholders of $229 million, mainly due to non-cash items and derivative mark-to-market movements, while operating capacity grew to 47,258 MW and actual generation closely tracked long-term averages.
Liquidity remained strong with $4.7 billion available, corporate debt-to-capitalization around 13% on a market basis, and about 89% of borrowings non-recourse. The company continued capital recycling, with approximately $2.8 billion of asset sales signed or completed and about $2.2 billion of new growth investments with partners, and commissioned roughly 1,800 MW of new projects in the quarter.