Brookfield Asset Management Completes Spin-Off of Brookfield Property Partners

Brookfield Asset Management Inc. (Brookfield) announced the completion of the spin-off of Brookfield Property Partners L.P. (BPY), a newly-created company which owns substantially all of Brookfield's commercial property assets.

The spin-off was effected by way of a special dividend of units of BPY to holders of Brookfield's Class A and B limited voting shares (the Shares) as of the record date, March 26, 2013. Each holder of Shares received one BPY unit for approximately every 17.42 Shares (that is, approximately 0.0574 BPY units for each Share). Shareholders of Brookfield now own 35,839,414 BPY units, or 7.56% of BPY, and Brookfield owns the remaining 92.44% of BPY (assuming the exchange of all of Brookfield's redeemable partnership units, which it holds in an affiliate of BPY, for BPY units). The BPY units commenced regular-way trading on the Toronto Stock Exchange and the New York Stock Exchange this morning under the symbols "BPY.UN" and "BPY" respectively.

"Brookfield Property Partners public listing opens an exciting new chapter in the growth of a leading global commercial property company, with the scale and expertise needed to deliver superior long term performance," said Ric Clark, chief executive officer at Brookfield Property Partners and Senior Managing Partner and head of the global property group at Brookfield Asset Management.

"This final step in the launch of Brookfield Property Partners significantly furthers our asset management strategy, providing investors with access to our real asset platforms through three flagship listed entities which deliver income, growth and a portfolio of strongly performing private equity funds," commented Bruce Flatt, Chief Executive Officer of Brookfield. "BPY joins our two other high dividend yield and growth entities, Brookfield Infrastructure Partners and Brookfield Renewable Energy Partners, which since their inceptions, have delivered annual compound returns in excess of 15%."

Brookfield shareholders will receive a cash payment in lieu of any fractional interests in the BPY units. Brookfield will use the volume-weighted average of the regular-way trading price of the BPY units for the five trading days immediately following the spin-off to determine the value of the BPY units for the purpose of calculating the cash payable in lieu of any fractional interests. Payment of this cash amount will be made by check and mailed on or about April 24, 2013.

Prior to completion of the spin-off, BPY acquired from Brookfield substantially all of its commercial property operations, including its office, retail, multi-family and industrial assets, including approximately $157 million worth of ownership interests that Brookfield acquired on April 12, 2012 from fellow investors in the consortium that holds underlying common shares and warrants of General Growth Properties, Inc. and common shares of Rouse Properties, Inc. As consideration for these interests, the investors received approximately $110 million in cash and a note for approximately $47 million that was issued by one of BPY's holding entities and matures on October 12, 2013. This transaction resulted in an increase in the value of the special dividend of BPY units to Brookfield shareholders from the $1.45 value per Share that was estimated upon declaration of the dividend to $1.47 per Share upon payment, or approximately $920 million dollars in the aggregate, based on International Financial Reporting Standards carrying values.

In order to satisfy Canadian withholding tax and U.S. "backup" withholding tax obligations on the special dividend, a portion of the BPY units otherwise distributable to non-Canadian investors will be withheld from registered shareholders. For non-Canadian beneficial owners of Brookfield shares registered in the name of a broker or other intermediary, these withholding tax obligations will be satisfied in the ordinary course through arrangements with the broker or intermediary. Beneficial owners should consult their brokers to determine how the withholding tax obligations will be satisfied for their units and on any questions they may have regarding fractional units.

As contemplated in BPY's Form 20-F filed with the U.S. Securities and Exchange Commission and its Canadian Prospectus and U.S. Information Statement filed with the Ontario Securities Commission, on April 14, 2013 the existing board of directors of BPY's general partner was replaced in its entirety and expanded to seven members, a majority of whom are independent of BPY and Brookfield. The seven members of the board of directors are Gordon E. Arnell, Omar Carneiro da Cunha, Stephen DeNardo, J. Bruce Flatt, Louis Joseph Maroun, Lars Rodert and José Ramón Valente Vías. For biographical information about BPY's directors please refer to the section entitled "Governance" beginning on page 121 of the Form 20-F and page 123 of the Canadian Prospectus and U.S. Information Statement.

Further details regarding the operations of Brookfield Property Partners are set forth in regulatory filings. A copy of the filings may be obtained through the website of the SEC at and on BPY's SEDAR profile at

on April 15, 2013