Brookfield Residential and Brookfield Homes Report Completion of Merger and Contribution
March 31 2011 - 4:30PM
Marketwired
Brookfield Residential Properties Inc. ("Brookfield Residential")
(TSX: BRP)(NYSE: BRP) and Brookfield Homes Corporation ("Brookfield
Homes") (NYSE: BHS) today announced the completion of the
transactions contemplated by the Agreement and Plan of Merger and
Contribution dated as of October 4, 2010.
The completion of the transactions results in the combination of
Brookfield Homes and the North American residential land and
housing division of Brookfield Properties Corporation into
Brookfield Residential.
Each outstanding share of Brookfield Homes common stock was
converted into 0.764900530 of a share of Brookfield Residential
common shares, and each outstanding share of Brookfield Homes 8%
convertible preferred stock was converted into one share of
Brookfield Residential 8% convertible preferred shares.
Brookfield Residential has applied to list its common shares on
the New York Stock Exchange and the Toronto Stock Exchange, under
the symbol "BRP" and will commence trading on April 1, 2011 on both
exchanges.
Brookfield Residential Properties Inc. is a North American land
developer and homebuilder, active in ten principal markets with
over 100,000 lots controlled. We entitle and develop land and build
homes for our own communities, as well as sell lots to third-party
builders. The company will be listed on the New York Stock Exchange
and the Toronto Stock Exchange under the symbol BRP. For more
information, please visit our website at www.brookfieldrp.com.
Note: Certain statements in this press release that are not
historical facts, including, without limitation, information
concerning the merger and contribution, and those statements
preceded by, followed by, or that include the words "believe,"
"planned," "anticipate," "should," "goals," "expected,"
"potential," "estimate," "targeted," "scheduled" or similar
expressions, constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995.
Undue reliance should not be placed on forward-looking statements
because they involve known and unknown risks, uncertainties and
other factors, which may cause the actual results to differ
materially from the anticipated future results expressed or implied
by such forward-looking statements. There can be no assurance that
the proposed transaction will be consummated or that the
anticipated benefits will be realized. The proposed transaction is
subject to various regulatory approvals and the fulfillment of
certain conditions, and there can be no assurance that such
approvals will be obtained and/or such conditions will be met.
Factors that could cause actual results to differ materially from
those set forward in the forward-looking statements include, but
are not limited to: failure to obtain required regulatory and
shareholder approvals; failure to realize anticipated benefits of
the merger; changes in general economic, real estate and other
conditions; mortgage rate changes; availability of suitable
undeveloped land at acceptable prices; adverse legislation or
regulation; ability to obtain necessary permits and approvals for
the development of our land; availability of labor or materials or
increases in their costs; ability to develop and market our
master-planned communities successfully; confidence levels of
consumers; ability to raise capital on favorable terms; adverse
weather conditions and natural disasters; relations with the
residents of our communities; risks associated with increased
insurance costs or unavailability of adequate coverage and ability
to obtain surety bonds; competitive conditions in the homebuilding
industry, including product and pricing pressures; and additional
risks and uncertainties referred to in Brookfield Homes' Form 10-K
and other SEC filings, many of which are beyond our control. We
undertake no obligation to publicly update any forward-looking
statements, whether as a result of new information, future events
or otherwise.
Contacts: Brookfield Residential Properties Inc. Linda Northwood
Director, Investor Relations 858-481-2567
linda.northwood@brookfieldrp.com www.brookfieldrp.com
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