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Brookfield (NYSE: BIP) offers 5.75% preferreds in Canada, not in the U.S.

(Neutral)
(Neutral)
Form Type
6-K

Rhea-AI Filing Summary

Brookfield Infrastructure Partners L.P. (BIP), through subsidiary Brookfield Infrastructure L.P., agreed to issue 4,000,000 5.75% Cumulative Minimum Rate Reset Class A Preferred Limited Partnership Units, Series 19, at $25.00 per unit on a bought deal basis, for gross proceeds of $100,000,000, all in Canadian dollars.

The Series 19 Preferred Units pay a cumulative quarterly fixed distribution at 5.75% annually until September 30, 2031, then reset every five years to the greater of the 5‑year Government of Canada bond yield plus 2.35% or 5.75%. They are redeemable on September 30, 2031 and on each five‑year reclassification date thereafter.

Holders may reclassify Series 19 into Series 20 floating‑rate preferred units on each reclassification date, with distributions at the 90‑day Canadian Treasury Bill yield plus 2.35%. Underwriters have an option to buy up to an additional 2,000,000 units, which would increase the offering size to $150,000,000. Net proceeds are intended for general corporate purposes, and closing is expected on or about August 27, 2026. The units are offered across Canada and are not being offered or sold in the United States or to U.S. persons absent registration or an exemption.

Positive

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Negative

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Filing Explained

The planned preferred-unit offering will be issued by BILP, a BIP subsidiary, with full and unconditional guarantees from BIP and BIPC Holdings Inc.; closing is expected on or about August 27, 2026.

Series 19 Units Issued 4,000,000 units Base bought deal offering size
Issue Price $25.00 per unit Issue price for Series 19 Preferred Units
Gross Proceeds $100,000,000 Gross proceeds from 4,000,000 units, Canadian dollars
Annual Fixed Distribution Rate 5.75% Cumulative fixed rate until September 30, 2031
Reset Spread 2.35% Added to 5-year Government of Canada bond yield or 90-day T-bill yield
Underwriters’ Option Units 2,000,000 units Additional Series 19 units option, exercisable until 48 hours before closing
Maximum Gross Offering Size $150,000,000 If underwriters’ option is fully exercised, Canadian dollars
Expected Closing Date August 27, 2026 Expected closing of Series 19 Preferred Units offering
bought deal basis financial
"agreed to issue 4,000,000 ... on a bought deal basis to a syndicate"
An offering done on a bought deal basis is one where an underwriter or syndicate agrees to buy the entire new securities issue from the company up front, taking the risk of reselling those shares or bonds to investors. It matters to investors because it gives the issuer quick, certain access to cash and shifts price and timing risk to the underwriters—think of it like a store selling its whole seasonal stock to a wholesaler who then resells it to customers.
Cumulative Minimum Rate Reset financial
"5.75% Cumulative Minimum Rate Reset Class A Preferred Limited Partnership Units"
short form base shelf prospectus regulatory
"by way of a prospectus supplement to BILP’s existing Canadian short form base shelf prospectus"
A short form base shelf prospectus is a pre-approved, reusable document that lets a company register a pool of securities (like stocks or bonds) it can sell over time without repeating a full disclosure process each time. Think of it as a menu the company files once so it can quickly offer items from that menu later; investors care because it speeds up capital raises, can dilute existing holdings, and signals the company’s ability to access funding when needed.
Series 19 Reclassification Date financial
"on each Series 19 Reclassification Date (as defined below) thereafter"
Cumulative Floating Rate Reset financial
"Cumulative Floating Rate Reset Class A Preferred Limited Partnership Units, Series 20"
U.S. Securities Act of 1933 regulatory
"not been and will not be registered under the United States Securities Act of 1933"

FAQ

What type of securities is Brookfield Infrastructure Partners (BIP) issuing in this 6-K?

Brookfield Infrastructure is issuing 4,000,000 5.75% Cumulative Minimum Rate Reset Class A Preferred Limited Partnership Units, Series 19, at $25.00 per unit through Brookfield Infrastructure L.P., fully and unconditionally guaranteed by BIP and BIPC Holdings Inc.

How much capital will Brookfield Infrastructure Partners (BIP) raise from the Series 19 Preferred Units?

The base deal will raise gross proceeds of $100,000,000 (Canadian). An underwriters’ option allows the purchase of up to an additional 2,000,000 units, which, if fully exercised, would increase the total gross offering size to $150,000,000.

What is the distribution rate on BIP’s Series 19 Preferred Units and how does it reset?

Series 19 Preferred Units pay a cumulative quarterly fixed distribution at 5.75% annually until September 30, 2031. After that, the rate resets every five years to the greater of the 5‑year Government of Canada bond yield plus 2.35%, or 5.75%.

When can BIP redeem the Series 19 Preferred Units and what reclassification rights exist?

Brookfield Infrastructure L.P. may redeem the Series 19 Preferred Units on September 30, 2031 and on each Series 19 Reclassification Date every five years thereafter. Holders may reclassify into Series 20 floating‑rate preferred units on those same dates, subject to conditions.

How will Brookfield Infrastructure Partners (BIP) use the proceeds from the Series 19 offering?

Brookfield Infrastructure intends to use the net proceeds from the Series 19 Preferred Units offering for general corporate purposes, as stated in the disclosure.

Is the BIP Series 19 Preferred Unit offering available to U.S. investors?

The Series 19 Preferred Units are being offered in all provinces and territories of Canada. They may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption under the U.S. Securities Act of 1933.

When is the Brookfield Infrastructure (BIP) Series 19 Preferred Unit offering expected to close?

The offering of the Series 19 Preferred Units is expected to close on or about August 27, 2026, subject to customary closing conditions.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934

For the month of August 2026

Commission File Number: 001-33632Commission file number 000-56727
  
Brookfield Infrastructure Partners L.P.
(Exact name of Registrant as specified in its charter)

BROOKFIELD INFRASTRUCTURE CORPORATION
(Exact name of Registrant as specified in its charter)

  
73 Front Street, Fifth Floor
Hamilton, HM 12
Bermuda
(Address of principal executive office)
250 Vesey Street, 15th Floor
New York, New York 10281
(Address of principal executive office)

 

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ X ]      Form 40-F [   ]


EXHIBIT LIST

Exhibit Title
   
99.1 Press Release dated August 20, 2026


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, thereunto duly authorized.

 Brookfield Infrastructure Partners L.P.
 by its general partner, BROOKFIELD INFRASTRUCTURE PARTNERS LIMITED
   
  
Date: August 20, 2026 By: /s/ Jane Sheere    
  Name: Jane Sheere
  Title: Secretary
  
   
 BROOKFIELD INFRASTRUCTURE CORPORATION
   
Date: August 20, 2026 By: /s/ Michael Ryan       
  Name: Michael Ryan
  Title: General Counsel and Corporate Secretary

EXHIBIT 99.1

Brookfield Infrastructure to Issue $100 Million of Preferred Units

All amounts in Canadian dollars

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION TO THE UNITED STATES

The prospectus supplement, the corresponding base shelf prospectus and any amendment thereto in connection with this offering will be accessible through SEDAR+ within two business days.

BROOKFIELD, NEWS, Aug. 20, 2026 (GLOBE NEWSWIRE) -- Brookfield Infrastructure (NYSE: BIP; TSX: BIP.UN) today announced that it has agreed to issue 4,000,000 5.75% Cumulative Minimum Rate Reset Class A Preferred Limited Partnership Units, Series 19 (the “Series 19 Preferred Units”) on a bought deal basis to a syndicate of underwriters led by Scotiabank, BMO Capital Markets, CIBC Capital Markets, National Bank of Canada Capital Markets, RBC Capital Markets and TD Securities Inc. for distribution to the public. The Series 19 Preferred Units are being issued by Brookfield Infrastructure L.P. (“BILP”), a subsidiary of Brookfield Infrastructure Partners L.P. (“BIP”), and will be fully and unconditionally guaranteed by BIP and BIPC Holdings Inc., a subsidiary of BIP. The Series 19 Preferred Units will be issued at a price of $25.00 per unit, for gross proceeds of $100,000,000.

Holders of the Series 19 Preferred Units will be entitled to receive a cumulative quarterly fixed distribution at a rate of 5.75% annually for the initial period ending September 30, 2031. Thereafter, the distribution rate will be reset every five years at a rate equal to the greater of (i) the 5-year Government of Canada bond yield plus 2.35%, and (ii) 5.75%. The Series 19 Preferred Units are redeemable by BILP on September 30, 2031 and on each Series 19 Reclassification Date (as defined below) thereafter.

Holders of the Series 19 Preferred Units will have the right, at their option, to reclassify their Series 19 Preferred Units into Cumulative Floating Rate Reset Class A Preferred Limited Partnership Units, Series 20 (the “Series 20 Preferred Units”), subject to certain conditions, on September 30, 2031 and on September 30 every five years thereafter (each, a “Series 19 Reclassification Date”). Holders of Series 20 Preferred Units will be entitled to receive a cumulative quarterly floating distribution at a rate equal to the 90-day Canadian Treasury Bill yield plus 2.35%.

Brookfield Infrastructure has granted the underwriters an option, exercisable until 48 hours prior to closing, to purchase up to an additional 2,000,000 Series 19 Preferred Units which, if exercised, would increase the gross offering size to $150,000,000.

The Series 19 Preferred Units will be offered in all provinces and territories of Canada by way of a prospectus supplement to BILP’s existing Canadian short form base shelf prospectus dated August 7, 2026. The Series 19 Preferred Units may not be offered or sold in the United States or to U.S. persons absent registration or an applicable exemption from the registration requirements under the U.S. Securities Act (as defined below).

Brookfield Infrastructure intends to use the net proceeds of the issue of the Series 19 Preferred Units for general corporate purposes. The offering of Series 19 Preferred Units is expected to close on or about August 27, 2026.

This news release shall not constitute an offer to sell or the solicitation of an offer to buy the securities in any jurisdiction, nor shall there be any offer or sale of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. The securities being offered have not been approved or disapproved by any regulatory authority nor has any such authority passed upon the accuracy or adequacy of the short form base shelf prospectus or the prospectus supplement. The offer and sale of the securities has not been and will not be registered under the United States Securities Act of 1933, as amended (the “U.S. Securities Act”) or any state securities laws and may not be offered or sold in the United States or to United States persons absent registration or an applicable exemption from the registration requirements of the U.S. Securities Act and applicable state securities laws.

Access to the prospectus supplement, the corresponding base shelf prospectus and any amendment thereto in connection with the offering of the Series 19 Preferred Units is provided in accordance with securities legislation relating to procedures for providing access to a prospectus supplement, a base shelf prospectus and any amendment thereto. The prospectus supplement, the corresponding base shelf prospectus and any amendment thereto in connection with the offering will be accessible within two business days at www.sedarplus.ca.

An electronic or paper copy of the prospectus supplement, the corresponding base shelf prospectus and any amendment to the documents may be obtained, without charge, from any of the joint bookrunners by contacting Scotiabank by email at equityprospectus@scotiabank.com, BMO Capital Markets by email at torbramwarehouse@datagroup.ca, CIBC Capital Markets by email at mailbox.canadianprospectus@cibc.com, National Bank of Canada Capital Markets by email at NBF-Syndication@bnc.ca, RBC Capital Markets by email at Distribution.RBCDS@rbccm.com, and TD Securities Inc. by email at sdcconfirms@td.com.

About Brookfield Infrastructure

Brookfield Infrastructure is a leading global infrastructure company that owns and operates high-quality, long-life assets in the utilities, transport, midstream and data sectors across the Americas, Asia Pacific and Europe. We are 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 L.P. (NYSE: BIP; TSX: BIP.UN), a Bermuda-based limited partnership, or Brookfield Infrastructure Corporation (NYSE, TSX: BIPC), a Canadian corporation.

Brookfield Infrastructure is the flagship listed infrastructure company of Brookfield Asset Management, a global alternative asset manager, headquartered in New York with over US$1 trillion of assets under management.

Contact Information

Media:
John Hamlin
Director, Communications
Tel: +44 204 557 4334
Email: john.hamlin@brookfield.com
Investor Relations:
Stephen Fukuda
Managing Director, Corporate Development & Investor Relations
Tel: +1 (416) 956 5129
Email: stephen.fukuda@brookfield.com
  

Cautionary Statement Regarding Forward-Looking Statements

This news release contains forward-looking statements and information within the meaning of applicable securities laws. The words “will”, “intends” and “expected” derivatives thereof and other expressions which are predictions of or indicate future events, trends or prospects and which do not relate to historical matters, identify the above mentioned and other forward-looking statements. Forward-looking statements or information in this news release include statements regarding use of proceeds and closing of the offering.

Although Brookfield Infrastructure believes that these forward-looking statements and information are based upon reasonable assumptions and expectations, the reader should not place undue reliance on them, or any other forward-looking statements or information in this news release. The future performance and prospects of Brookfield Infrastructure are subject to a number of known and unknown risks and uncertainties, which could cause actual results to differ materially from those contemplated or implied by the forward-looking statements or information in this news release. Such risks and factors are described in the documents filed by Brookfield Infrastructure with the securities regulators in Canada and the United States including under “Risk Factors” in BIP’s most recent Annual Report on Form 20-F and other risks and factors that are described therein. Except as required by law, Brookfield Infrastructure undertakes no obligation to publicly update or revise any forward-looking statements or information, whether as a result of new information, future events or otherwise.

Filing Exhibits & Attachments

1 document