Brookfield Infrastructure Corporation Announces At-the-Money Equity Issuance Program

Executive Summary

• Brookfield Infrastructure Corporation filed the required Canadian and U.S. securities documents to launch an ATM program allowing issuance of up to $400 million of Class A exchangeable subordinate voting shares.
• Proceeds, if any are raised, will be used primarily to repurchase LP Units under the Partnership’s normal‑course issuer bid (NCIB) program and for general corporate purposes.
• The ATM program is structured to be non‑dilutive, with each share exchangeable for one non‑voting limited partnership unit of Brookfield Infrastructure Partners L.P., and will terminate on February 28, 2027 or upon full sale/termination of the agreement.

Key Details

• Program Size: Up to $400 million (or CAD equivalent) of Class A exchangeable subordinate voting shares.
• Share Structure: Each BIPC share is exchangeable at the holder’s option for one non‑voting LP Unit of Brookfield Infrastructure Partners L.P., or its cash equivalent.
• Use of Proceeds:
• Repurchase of Partnership LP Units under the normal‑course issuer bid (NCIB) program.
• General corporate purposes.
• Non‑Dilutive Intent: Combined number of LP Units and BIPC shares expected to remain generally unchanged; any temporary fluctuations are anticipated to be offset over the distribution period.
• Distribution Agreement: Dated November 19, 2025, with Canadian agents RBC Dominion Securities Inc. & Scotia Capital Inc., and U.S. agents RBC Capital Markets, LLC & Scotia Capital (USA) Inc.
• Termination Conditions:
• Sale of all authorized BIPC shares, or
• Termination by BIPC or the Agents per agreement terms, or
• Fixed date February 28, 2027, whichever occurs first.
• Regulatory Filings:
• Canadian prospectus supplement (dated Nov 19, 2025) to the short‑form base shelf prospectus dated Jan 29, 2025.
• U.S. prospectus supplement (dated Nov 19, 2025) to the joint F‑3 registration statement filed Apr 16, 2024 (amended multiple times, declared effective Apr 24, 2025).
• Availability of Documents: Prospectuses and distribution agreement accessible via SEDAR+ and EDGAR; contact details for Canadian and U.S. agents provided for request.

Notable Quotes

(No direct quotes from executives were included in the release.)