Exchange Bulletin
Brookfield Renewable Corporation (BEPC) To Trade On Toronto Stock Exchange
July 22, 2020
| Issuer: | Brookfield Renewable Corporation ("BEPC") |
| Security: | Class A exchangeable subordinate voting shares ("Exchangeable Shares") |
| Symbol: | BEPC |
| When Issued Market - Original Listing: | The Exchangeable Shares of BEPC will be posted for trading on a "when issued" basis at the opening of business on Friday, July 24, 2020. |
| Number of securities issued and outstanding: | Up to 77,800,000 |
| Number of securities reserved for issuance: | Up to 41,600,000 |
| Listing category: | Industrial, Exempt |
| Trading currency: | CDN$ |
| Distribution: | As described in today's Toronto Stock Exchange ("TSX") Bulletins, Brookfield Renewable Partners L.P. (the "Partnership") (Symbol: BEP.UN), will make, on Thursday, July 30, 2020, a special distribution of one (1) Exchangeable Share for four (4) non-voting limited partnership units (the "Units") of the Partnership (that is 0.25 Exchangeable Share per Unit of the Partnership) to unitholders of the Partnership of record at the close of Monday, July 27, 2020 (the "Distribution"). |
| Posted for trading date: | Friday, July 24, 2020 (at the opening) on a "when issued" basis. |
| Payable date: | Thursday, July 30, 2020 (1:01 a.m. (Toronto time)) Holders of Units of the Partnership need not take any action in order to receive the Exchangeable Shares to which they are entitled. |
| Other market(s): | The Exchangeable Shares will be concurrently listed on the New York Stock Exchange under the symbol "BEPC". From Friday, July 24, 2020 to and including Wednesday, July 29, 2020 trading will occur on a "when issued" basis under the symbol BEPC WI. |
| Designated market makers: | Independent Trading Group (ITG) Inc. and Citadel Securities Canada ULC |
| Exchange ratio: | Each Exchangeable Share will be exchangeable at the option of the holder for one Unit of the Partnership (subject to adjustment to reflect certain capital events) or its cash equivalent (the form of payment to be determined at the election of BEPC). |
| Security ownership registration: | CDS book-based system |
| Investor relations: | Cara Silverman Manager, Communications & Investor Relations cara.silverman@brookfield.com 416-649-8196 |
| Incorporation: | Business Corporations Act (British Columbia) |
| Fiscal year end: | December 31 |
| Nature of business: | BEPC will own and operate hydroelectric power, wind, solar, storage and ancillary assets in the United States and Brazil, and hydroelectric power assets in Colombia. |
| Transfer agent and registrar: | Computershare Investor Services Inc. at its principal offices in Toronto and Vancouver |
| Dividends: | The board of BEPC may declare dividends at its discretion. However, each Exchangeable Share has been structured with the intention of providing an economic return equivalent to one Unit and it is expected that dividends on Exchangeable Shares will be declared and paid at the same time as distributions are declared and paid on the Units and that dividends on each Exchangeable Share will be declared and paid in the same amount as are declared and paid on each Unit to provide holders of Exchangeable Shares with an economic return equivalent to holders of Units. |
| Sponsorship: | Not applicable |
| Settlement of When Issued trading: | Upon the Distribution occurring on Thursday, July 30, 2020: (i) all trades in the when issued market from and including Friday, July 24, 2020 (at the opening) to and including Wednesday, July 29 2020 (at the close) will be for special settlement on Tuesday, August 4, 2020 and will appear on the Settlement Report from CDS Clearing and Depository Services Inc. Parties who hold Units of the Partnership (or who are entitled to receive Partnership Units under a legally binding unconditional contract) on the record date may sell, in the when issued market, such Exchangeable Shares, up to the number of Exchangeable Shares they would hold upon completion of the Distribution without being subject to restrictions on short sales. TSX will not be liable directly or indirectly for any loss attributable to the exercise of any of its above-described rights or to the cancellation, settlement or failed settlement of any trade or trades made in the Exchangeable Shares. |
| Termination of When Issued trading: | Upon the Distribution occurring on Thursday, July 30, 2020 then: (i) on Wednesday, July 29, 2020 (at the close) trading of the Exchangeable Shares of BEPC on a "when issued" basis will terminate; and (ii) on Thursday, July 30, 2020 (at 1:01 a.m. (Toronto time)) the Exchangeable Shares will be listed and posted for trading on a regular basis under the current symbol and CUSIP. If the payment of Distribution is not made, all trades made in the when issued market will be cancelled. No securities will be delivered or deliverable and no money will be owed by purchasers to sellers. |
| Disclosure document: | BEPC and the Partnership's joint prospectus dated June 29, 2020 (the "Prospectus") and press release dated July 16, 2020, which are available at www.SEDAR.com. Capitalized terms not otherwise defined herein are as defined in the Prospectus. |
| Additional information: | See elsewhere in today's TSX Bulletins regarding the Distribution and due bill trading of the Units of the Partnership and the ex-distribution market for the Units of the Partnership. |
| TSX contact: | Chris Birkett, Managing Director, Toronto Stock Exchange |