Brookfield Real Assets Income Fund Inc. (NYSE: RA) (the “Fund”),
advised by Brookfield Public Securities Group LLC (“Brookfield”),
announced today that the Fund’s Board of Directors (the “Board”)
has approved a new investment sub-advisory agreement with Oaktree
Capital Management, L.P. (“Oaktree”), subject to approval by
stockholders of the Fund.
The Fund also announced the expansion of the
portfolio management team.
Finally, the Fund announced today that it had
elected, by resolution unanimously adopted by the Board, to be
subject to the Maryland Control Share Acquisition Act (“MCSAA”),
effective on October 22, 2020.
As previously announced, Brookfield will host a
webcast for the Fund on Tuesday, October 27, 2020 at 4:30 p.m. ET
(the “Webcast”). Brookfield will provide an update on the Fund and
on general market conditions.
Approval of Investment Sub-Advisory
AgreementAt a Special Telephonic Meeting of the Board held
on October 22, 2020,1 the Board approved a new investment
sub-advisory agreement (the “New Sub-Advisory Agreement”) among
Brookfield, Oaktree and the Fund. In
2019, Brookfield Asset Management Inc. acquired a majority
interest in Oaktree. Oaktree’s deep expertise in credit investing
includes real estate structured credit, and more specifically
building portfolios of commercial mortgage-backed securities
(“CMBS”) and similar instruments on behalf of its
clients. The Board approved Oaktree as an additional
investment sub-adviser to manage the Fund’s securitized credit
allocation.
The addition of Oaktree to serve as an additional
sub-adviser to the Fund will not result in any change in the Fund’s
investment objective and strategy. In managing the
corporate credit, securitized credit and equity investment sleeves
of the Fund, Brookfield’s portfolio management team draws on the
expertise of their colleagues on Brookfield’s investment teams, as
well as the securitized investment team at Schroder Investment
Management North America Inc. (“Schroders”), which manages a
portion of the Fund’s assets as an investment sub-adviser to the
Fund. If the New Sub-Advisory Agreement is approved, it is expected
that Brookfield will leverage the expertise of Oaktree to manage a
portion of the Fund’s securitized credit allocation, with a focus
on its investments in CMBS and related assets. Schroders will
continue to manage a portion of the Fund’s securitized credit
allocation, with a focus on its investments in residential
mortgage-backed securities (RMBS) and related assets.
As investment adviser, Brookfield will determine
the Fund’s securitized credit allocation to be managed by Oaktree
and Schroders, respectively. In addition, Brookfield will continue
to manage certain of the Fund’s investments and will have oversight
responsibility over the securitized credit allocations managed by
Oaktree and Schroders, respectively. If the New
Sub-Advisory Agreement is not approved by stockholders, Oaktree
will not serve as a sub-adviser to the Fund, and Brookfield and
Schroders will continue to the manage the Fund as its investment
adviser and sub-adviser, respectively.
Stockholders of the Fund will be asked to approve
the New Sub-Advisory Agreement at a Special Meeting of Stockholders
(the “Special Meeting”) scheduled to be held on Thursday, December
10, 2020, at 8:30 a.m., Eastern Time. The record date
for the Special Meeting is November 2, 2020.
“Oaktree’s history and expertise in commercial real
estate securitized credit will complement the Fund’s existing
investments, helping us meet our objectives for investors,” said
Larry Antonatos, a Portfolio Manager for Brookfield’s Real Assets
Solutions team and the Fund.
“We are looking forward to working with the
Brookfield Public Securities team. This opportunity
demonstrates the strength of our combined organization and the
value it can bring to investors,” said Justin Guichard,
Co-Portfolio Manager of Oaktree’s Real Estate Debt and Structured
Credit strategies.
In connection with the presentation of the New
Sub-Advisory Agreement to the Fund’s stockholders for approval, the
Fund intends to file relevant materials with the SEC, including a
preliminary proxy statement on Schedule 14A. Following
the filing of the definitive proxy statement with the SEC, the Fund
will mail the definitive proxy statement and a proxy card to each
stockholder entitled to vote at the special meeting.
Stockholders are urged to carefully read these materials in
their entirety (including any amendments or supplements thereto)
and any other relevant documents that the Fund will file with the
SEC when they become available because they will contain important
information. The proxy statement and other
relevant materials (when available), and any and all documents
filed by the Fund with the SEC, may be obtained for free at the
SEC’s website at www.sec.gov.
This communication is not a solicitation of a proxy
from any Fund stockholder. The Fund and its directors,
officers and employees, and Brookfield, and its shareholders,
officers and employees and other persons may be deemed under the
rules of the SEC to be participants in the solicitation of proxies
from stockholders in connection with the proposals to be voted on
at the special meeting. Information about Brookfield,
and directors and officers of the Fund may be found in its annual
and semi-annual reports, and its annual proxy statements previously
filed with the SEC.
Portfolio Management Team
UpdateLarry Antonatos continues as lead portfolio
manager of the Fund and will be joined by Messrs. Christopher Janus
and Gaal Surugeon who will each share primary responsibility for
the day-to-day management of the Fund, including the authority to
adjust the strategic allocation of assets between corporate credit,
securitized credit and equity securities.
The following provides information about each new
portfolio manager’s business experience.
Chris Janus – Director, Analyst, Corporate Credit
Chris Janus has 13 years of industry experience and is a Director
on Brookfield’s Corporate Credit team. He is responsible for
covering Real Estate via corporate bonds, bank loans and
CMBS. Previously, he was a Director on Brookfield’s
Structured Products team focused on CMBS, CRE CLOs and direct
lending. Prior to joining the firm in 2009, Chris began
his career at SunTrust Robinson Humphrey within the Real Estate
Investment Banking group. Chris earned a Bachelor of
Science degree in Mechanical Engineering from Miami University.
Gaal Surugeon – Director, Analyst, Real Asset
Solutions Gaal Surugeon has 11 years of industry experience and is
a Director for Brookfield’s Real Asset Solutions team.
He is responsible for portfolio construction and asset allocation
for the firm’s diversified real asset portfolios. Prior
to joining the firm in 2019, Gaal was an Executive Director at
Oppenheimer Asset Management where he served as manager of the
firm’s multi-asset portfolios and director of asset allocation and
research. Prior to that, he was an Associate Economist
at Decision Economics, Inc. Gaal holds the Chartered
Financial Analyst designation and is a member of the CFA Society
Chicago. He earned a Bachelor of Arts in Economics from
the University of Michigan – Ann Arbor.
Election to Opt In to the Maryland Control
Share Acquisition Act The MCSAA protects the interests of
all stockholders of a Maryland corporation by denying voting rights
to “control shares” acquired in a “control share acquisition”
unless the other stockholders of the corporation reinstate those
voting rights by a vote of two-thirds of the shares held by
stockholders other than the acquiring person (i.e., the holder or
group of holders acting in concert that acquires, or proposes to
acquire, “control shares”). Generally, “control shares” are shares
that, when aggregated with shares already owned by an acquiring
person, would entitle the acquiring person to exercise 10% or more,
331/3% or more, or a majority of the total voting power of shares
entitled to vote in the election of directors.
Application of the MCSAA seeks to limit the ability
of an acquiring person to achieve a short-term gain at the expense
of the Fund’s ability to pursue its investment objective and
strategy and seek long-term value for the rest of the Fund’s
stockholders. The MCSAA applies automatically to most
types of Maryland corporations, but in the case of closed-end
investment companies, it applies only if the board of directors
elects to “opt in.” Since the Fund’s Board of Directors “opted in”
to the MCSAA on October 22, 2020, the MCSAA will only apply to
“control shares” acquired after that date.
The above description of the MCSAA is only a
high-level summary and does not purport to be complete. Investors
should refer to the actual provisions of the MCSAA and the Fund’s
Bylaws for more information, including definitions of key terms,
various exclusions and exemptions from the statute’s scope, and the
procedures by which stockholders may approve the reinstatement of
voting rights to holders of “control shares.”
Portfolio Manager Update
WebcastBrookfield will host the Webcast on Tuesday,
October 27, 2020 at 4:30 p.m. ET. There will be an opportunity to
ask questions about the Fund during the Webcast. Questions may also
be submitted ahead of the Webcast by sending an e-mail to
publicsecurities.enquiries@brookfield.com.
Registration and Webcast Link:
https://event.webcasts.com/starthere.jsp?ei=1381060&tp_key=95fd97413fAudio
Dial-In: 800-263-0877 (toll-free) / 646-828-8143 (toll)Event Code:
1581227
A replay will be available via this link shortly
following the Webcast. A transcript of the Webcast will also be
available by calling 855-777-8001 or by sending an e-mail request
to the Fund at publicsecurities.enquiries@brookfield.com.
About Brookfield Public Securities Group
LLCBrookfield Public Securities Group LLC (“PSG”) is an
SEC-registered investment adviser that represents the Public
Securities platform of Brookfield Asset Management Inc., providing
global listed real assets strategies including real estate
equities, infrastructure equities, energy infrastructure equities,
multi-strategy real asset solutions and real asset
debt. With over $15 billion of assets under management
as of September 30, 2020, PSG manages separate accounts, registered
funds and opportunistic strategies for financial institutions,
public and private pension plans, insurance companies, endowments
and foundations, sovereign wealth funds and individual
investors. PSG is a wholly owned subsidiary of
Brookfield Asset Management Inc., a leading global alternative
asset manager with approximately $550 billion of assets under
management as of June 30, 2020. For more information,
go to www.brookfield.com.
Brookfield Real Assets Income Fund Inc. is managed
by Brookfield Public Securities Group LLC. The Fund
uses its website as a channel of distribution of material
information about the Fund. Financial and other
material information regarding the Fund is routinely posted on and
accessible at www.brookfield.com.
About Oaktree Oaktree is a leader
among global investment managers specializing in alternative
investments, with $122 billion in assets under management as of
June 30, 2020. The firm emphasizes an opportunistic, value-oriented
and risk-controlled approach to investments in credit, private
equity, real assets and listed equities. The firm has over 1,000
employees and offices in 19 cities worldwide.
In 2019, Brookfield Asset Management Inc.
(“Brookfield”) acquired a majority interest in Oaktree.
Together, Brookfield and Oaktree provide investors with one
of the most comprehensive offerings of alternative investment
products available today. While partnering to leverage
one another’s strengths, Oaktree operates as an independent
business within the Brookfield family, with its own product
offerings and investment, marketing, and support teams.
For additional information, please visit Oaktree’s website at
http://www.oaktreecapital.com/.
Forward-Looking Statements Certain
statements made in this news release that are not historical facts
are referred to as "forward-looking statements" under the U.S.
federal securities laws. Actual future results or occurrences may
differ significantly from those anticipated in any forward-looking
statements due to numerous factors. Generally, the words "believe,"
"expect," "intend," "estimate," "anticipate," "project," "will" and
similar expressions identify forward-looking statements, which
generally are not historical in nature. Forward-looking statements
are subject to certain risks and uncertainties that could cause
actual results to differ from the historical experience of PSG, and
the Fund managed by PSG, and its present expectations or
projections. You should not place undue reliance on
forward-looking statements, which speak only as of the date they
are made. PSG and the Fund managed by PSG undertake no
responsibility to update publicly or revise any forward-looking
statements.
COMPANY CONTACTBrookfield Real
Assets Income Fund Inc.
Brookfield Place250 Vesey Street, 15th FloorNew
York, NY 10281-1023(855)
777-8001publicsecurities.enquiries@brookfield.com
Investing involves risk; principal loss is
possible. Past performance is not a
guarantee of future results.
Quasar Distributors, LLC, provides filing
administration for Brookfield Real Assets Income Fund Inc.
1 On March 13, 2020, in response to the potential
effects of coronavirus disease 2019 (COVID-19), the Securities and
Exchange Commission (the “SEC”) issued an order pursuant to its
authority under Sections 6(c) and 38(a) of the Investment Company
Act of 1940, as amended (the “Investment Company Act” or “Act”)
granting exemptions from certain provisions of that Act and the
rules thereunder, including temporary exemptive relief from
in-person board meeting requirements to cover the approval of
advisory contracts. The SEC has provided temporary
exemptive relief for registered management investment companies and
any investment adviser or principal underwriter of such companies,
in circumstances related to the current or potential effects of
COVID-19, from the requirements imposed under sections 15(c) and
32(a) of the Investment Company Act and Rules 12b-1(b)(2) and
15a-4(b)(2)(ii) under the Investment Company Act that votes of the
board of directors of the registered management investment company
be cast in person. The relief is subject to conditions described in
the SEC’s order.
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