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New York, NY — Thursday, March 30, 2023 – Center Coast Brookfield MLP & Energy Infrastructure Fund (NYSE: CEN) announced today that its Board of Trustees approved a proposal by Brookfield Public Securities Group LLC (“PSG”), the investment adviser of CEN, to reorganize CEN into Center Coast Brookfield Midstream Focus Fund (the “Focus Fund”) (the reorganization of CEN into the Focus Fund is the “Reorganization”). The Board of Trustees that oversees the Focus Fund also approved the Reorganization. The Focus Fund is an open-end fund that is a series of Brookfield Investment Funds, which is also managed by PSG using a similar investment strategy.
After careful consideration of a variety of factors and alternatives, the Board of Trustees of CEN (the “Board”) determined that it would be in the best interest of shareholders to merge CEN into the Focus Fund.
As stated in a press release issued on August 1, 2022, PSG, in collaboration with the Board, has evaluated various strategic options for CEN seeking to advance and maximize shareholder value, including, without limitation, reorganization opportunities with third parties, and strategic portfolio repositioning, including a potential sale of all or part of CEN’s holding in KKR Eagle Co-Invest LP (“KKR Eagle”). Following an extensive process with a strategic advisor regarding potential sale opportunities for KKR Eagle, PSG has signed a purchase and sale agreement to sell CEN’s interests in KKR Eagle. The sale of CEN’s interests in KKR Eagle is expected to close tomorrow, March 31, 2023.
The proposal to reorganize CEN into the Focus Fund will require the approval of CEN shareholders. A special meeting of shareholders of CEN (the “Special Meeting”) is expected to be held in the third quarter of 2023 to consider the proposed Reorganization. Following a constructive dialogue, PSG, CEN and Saba Capital Management, L.P. (“Saba”), CEN’s largest shareholder, have entered into an agreement whereby Saba, on behalf of itself and other entities or accounts that it manages, has agreed to vote its shares in favor of the Reorganization.
Subject to CEN shareholder approval at the Special Meeting, shareholders of CEN will be issued shares of the Focus Fund the aggregate net asset value of which will equal the aggregate net asset value (not the market value) of the common shares of CEN held immediately prior to the Reorganization. CEN’s net asset value per share and market price per share are published daily and can be found on CEN’s website. Please see the About Center Coast Brookfield MLP & Energy Infrastructure Fund section below for the URL to CEN’s website.
The Board has recommended that the shareholders of CEN approve the Reorganization and related proposals at the Special Meeting. The Board believes the proposed Reorganization is in the best interest of shareholders of CEN. Detailed information and a discussion of the rationale for the Reorganization will be contained in proxy materials that are expected to be filed in the coming weeks in connection with the Special Meeting.
In particular, the Board of CEN considered, among other things, (i) the investment objective, principal investment strategies, policies and risks of the Focus Fund, which are substantially similar to those of CEN; (ii) continuity in portfolio management for shareholders of CEN because PSG, the investment adviser to CEN, will continue to manage the Focus Fund’s assets on a day-to-day basis, and there is not expected to be any diminution in the nature, quality and extent of the services provided to shareholders after the Reorganization; (iii) an elimination of the trading discount through the Reorganization for shareholders of CEN, who become shareholders of the Focus Fund, and would be permitted to redeem, purchase or exchange shares of the Focus Fund received in the Reorganization at the then-current net asset value, but within a larger fund with substantially similar strategies, policies and risks; (iv) the expectation that the Reorganization will be a tax-free exchange of CEN shares for Focus Fund shares for existing CEN shareholders; (v) an anticipated benefit of a higher distribution rate given the Focus Fund’s current distribution rate and the increased frequency of the distribution for CEN shareholders, as the Focus Fund distribution is paid on a monthly basis; and (vi) a lower expected management fee and overall expenses, on both a gross and net basis, due to the fact that the fee and expense structures of CEN and the Focus Fund differ, in part, because of structural differences between closed-end funds and open-end funds. The Reorganization is not expected to impact or result in any diminution in the nature, quality and extent of the services provided to existing Focus Fund shareholders after the Reorganization as the investment objective, principal investment strategies, policies, risks, management team, and underlying public holdings between CEN and the Focus Fund are substantially similar.
This press release is not intended to, and does not, constitute an offer to purchase or sell shares of CEN or the Focus Fund (together, the “Funds”), nor is this press release intended to solicit a proxy from any shareholder of the Funds. The solicitation of the purchase or sale of securities or of proxy to effect the Reorganization will only be made by a definitive combined registration statement and proxy statement on Form N-14 (the “Registration Statement”), which includes a definitive proxy statement/prospectus (the “Proxy Statement/Prospectus”). The Registration Statement has yet to be filed with the U.S. Securities and Exchange Commission (the “SEC”). After the Registration Statement is filed with the SEC, it may be amended or withdrawn. The Proxy Statement/Prospectus will not be distributed to shareholders of CEN unless and until the Registration Statement becomes effective with the SEC.
The Funds and their respective trustees and officers, and PSG, and its officers and employees and other persons may be deemed to be participants in the solicitation of proxies with respect to the Reorganization. Investors and shareholders may obtain more detailed information regarding the direct and indirect interests of the Funds’ respective trustees and officers, and PSG and its officers and employees and other persons by reading the Proxy Statement/Prospectus when it is filed with the SEC.
INVESTORS AND SHAREHOLDERS OF THE FUNDS ARE URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THESE DOCUMENTS WILL CONTAIN IMPORTANT INFORMATION ABOUT THE REORGANIZATION. INVESTORS SHOULD CONSIDER THE INVESTMENT OBJECTIVES, RISKS AND CHARGES AND EXPENSES OF THE FUNDS CAREFULLY. THE PROXY STATEMENT/PROSPECTUS WILL CONTAIN INFORMATION WITH RESPECT TO THE INVESTMENT OBJECTIVES, RISKS, CHARGES AND EXPENSES OF THE FUNDS.
The Proxy Statement/Prospectus will not constitute an offer to buy or sell securities, in any state where such offer or sale is not permitted.
Shareholders may obtain free copies (when they become available) of the Proxy Statement/Prospectus and other documents filed with the SEC at the SEC’s website at www.sec.gov. In addition, free copies (when they become available) of the Proxy Statement/Prospectus and other documents filed with the SEC may also be obtained by directing a request to email@example.com or calling (855) 777-8001.
This press release contains "forward-looking statements" as defined under the U.S. federal securities laws. 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 future results to differ significantly from the Fund’s present expectations or projections indicated in any forward-looking statements. These risks include, but are not limited to, changes in economic and political conditions; regulatory and legal changes; leverage risk; valuation risk; interest rate risk; tax risk; the volume of sales and purchase of shares; the continuation of investment advisory, administration and other service arrangements; and other risks discussed in the Fund’s filings with the Securities and Exchange Commission. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. The Fund undertakes no obligation to publicly update or revise any forward-looking statements made herein. There is no assurance that the Fund’s investment objective will be attained.
About Brookfield Public Securities Group LLC
Brookfield Public Securities Group LLC (“Public Securities Group” or “PSG”) is a Delaware limited liability company and an indirect wholly owned subsidiary of Brookfield Asset Management ULC, an unlimited liability company formed under the laws of British Columbia, Canada. Brookfield Corporation holds a 75% interest in Brookfield Asset Management ULC, while Brookfield Asset Management Ltd. (“Brookfield Asset Management”), holds a 25% interest in Brookfield Asset Management ULC. Brookfield Asset Management is a leading global alternative asset manager with approximately US$800 billion of assets under management as of December 31, 2022.
PSG is an SEC-registered investment adviser and represents the Public Securities platform of Brookfield Asset Management Ltd., providing global listed real assets strategies including real estate equities, infrastructure equities, multi-strategy real asset solutions and real asset debt. With over US$21 billion of assets under management as of February 28, 2023, PSG manages separate accounts, registered funds and opportunistic strategies for institutional and individual clients, including financial institutions, public and private pension plans, insurance companies, endowments and foundations, sovereign wealth funds and high net worth investors. For more information, go to https://publicsecurities.brookfield.com/.
About Center Coast Brookfield MLP & Energy Infrastructure Fund
Center Coast Brookfield MLP & Energy Infrastructure Fund is a Delaware statutory trust registered as a non-diversified, closed-end management investment company under the Investment Company Act of 1940, as amended (the “1940 Act”). The Fund’s investment objective is to obtain a high level of total return, with an emphasis on distributions to shareholders. The Fund seeks to achieve its investment objective by investing primarily in a portfolio of master limited partnerships (“MLPs”) and energy infrastructure companies. There can be no assurance that the Fund’s investment objective will be achieved. 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 https://test-brookfield-oaktree-2.pantheonsite.io/fund/center-coast-brookfield-mlp-energy-infrastructure-fund
About Center Coast Brookfield Midstream Focus Fund
Center Coast Brookfield Midstream Focus Fund is a non-diversified open-end management investment company under the 1940 Act. The Focus Fund’s investment objective is to seek maximum total return with an emphasis on providing cash distributions to shareholders. The "total return" sought by the Focus Fund includes appreciation in the net asset value of the Focus Fund’s common shares and all distributions made by the Focus Fund to its common shareholders, regardless of the tax characterization of such distributions, including distributions characterized as return of capital. The Focus Fund seeks to achieve its investment objective by investing primarily in a portfolio of MLPs and energy infrastructure companies. There is no assurance that the Focus Fund’s investment objective will be achieved. The Focus Fund uses its website as a channel of distribution of material information about the Focus Fund. Financial and other material information regarding the Focus Fund is routinely posted on and accessible at https://publicsecurities.brookfield.com/.
Quasar Distributors, LLC is the distributor of Brookfield Investment Funds (U.S. Mutual Funds) and Brookfield Public Securities Group LLC is the Investment Adviser. Brookfield Investment Funds are offered and sold only to persons residing in the United States and are offered by prospectus (A, C and I Share Classes) only.
Foreside Fund Services, LLC, distributor and sub-placement agent for Center Coast Brookfield MLP & Energy Infrastructure Fund.
Center Coast Brookfield MLP & Energy Infrastructure Fund
Center Coast Brookfield Midstream Focus Fund
250 Vesey Street, 15th Floor
New York, NY 10281-1023