Brookfield Infrastructure Corporate Restructuring Proposal

This filing is an amendment to a previous filing. It details a proposed corporate restructuring plan for Brookfield Infrastructure Corporation (BIPC) and Brookfield Infrastructure Partners L.P. (BIP). The plan involves exchanging existing securities for shares in a new Canadian corporation, Brookfield Infrastructure Partners Inc. (BIP Inc.), which will become the parent entity. The primary goals of this restructuring are to simplify the corporate structure, improve trading liquidity through a single listed security, potentially increase index inclusion, and align with long-term capital allocation trends. The company expects the restructuring to be tax-deferred for many investors and to be completed without significant costs. The filing includes notices for special meetings of unitholders and shareholders to vote on the proposed arrangement, along with a joint management information circular providing detailed information about the transaction, reasons for it, and recommendations from the respective boards and special committees. It also outlines the process for voting, dissent rights, and potential tax implications for Canadian and U.S. investors. The transaction is expected to be completed in the fourth quarter of 2026, subject to necessary approvals.