CALGARY, ALBERTA, October 2, 2007 - Brookfield Asset Management Inc. announced that WaveForm Energy Ltd. ("WaveForm") has issued to its bridge lending fund (the “Fund”), by way of private placement, 29,288,636 Units at a price of $0.11 per Unit. Each Unit is comprised of one (1) Class A Share of WaveForm ("WaveForm Share") and one (1) Class A Share Purchase Warrant to purchase one (1) Flow-Through WaveForm Share at a price of $0.12 per WaveForm Share until December 31, 2008. The Fund acquired the Units in order to fulfill a commitment to WaveForm to backup a larger offering of Units undertaken by WaveForm. A commission of 4% of the subscription proceeds received from the Fund was paid by WaveForm to the Fund.
The Fund currently holds (i) 29,288,636 Waveform Shares, which represents approximately 23% of the issued and outstanding WaveForm Shares; (ii) a $9 million aggregate principal amount variable rate secured convertible debenture (the "Debenture") which is convertible, in whole or in part, into an aggregate of 81,818,181 WaveForm Shares and (iii) 37,788,636 purchase warrants to acquire WaveForm Shares, which includes 8,500,000 share purchase warrants previously issued to the Fund. The Fund did not previously hold any WaveForm Shares. If the Fund were to convert the entire Debenture into WaveForm Shares and exercise all of its share purchase warrants to acquire WaveForm Shares then together with WaveForm Shares it currently holds, it would hold approximately 50.1% of the then total issued and outstanding WaveForm Shares, assuming that WaveForm has not issued any additional WaveForm Shares.
The Fund may in the future take such actions in respect of its holdings as it may deem appropriate in light of the circumstances then existing, including the purchase of additional securities of WaveForm through open market purchases or privately negotiated transactions, or the sale of all or a portion of its holdings in the open market or in privately negotiated transactions to one or more purchasers.
About Brookfield Bridge Lending Fund
Brookfield Bridge Lending Fund offers tailored solutions to North American companies in need of interim capital. Through co-investment with our institutional investors, we are able to execute individual transactions of up to $1 billion without syndication conditions or market flex. The Fund is managed by Brookfield Asset Management Inc.
For additional information, or for a copy of the early warning report filed in respect of the above transaction, please contact:
Jim Reid
Brookfield Bridge Lending Fund Inc.
Suite 1700, 335 – 8th Avenue SW
Calgary Alberta T2P 1C9
tel: (403) 770-7215
email: jreid@brookfield.com
NOTE: The statements in this press release concerning our future intentions regarding the Fund's investment in WaveForm Energy Inc. WaveForm Shares may contain forward-looking information and other "forward-looking statements", within the meaning of certain securities laws including Section 27A of the Securities Act of 1933, as amended, Section 21 E of the Securities Exchange Act of 1934, as amended, "safe harbor" provisions of the United States Private Securities Litigation Reform Act of 1995 and in any applicable Canadian securities regulations. We may make such statements in this release, in other filings with Canadian regulators or the SEC or in other communications. The reader should not place undue reliance on forward-looking statements and information because they involve known and unknown risks, uncertainties and other factors.
When relying on our forward-looking statements to make decisions with respect to Brookfield Asset Management Inc., investors and others should carefully consider the risks and factors detailed from time to time in the company's form 40-F filed with the Securities and Exchange Commission as well as other documents filed by the company with the securities regulators in Canada and the United States including in the Annual Information Form under the heading "Business Environment and Risks" and other uncertainties and potential events. The company undertakes no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, that may be as a result of new information, future events or otherwise.
