BAM PPT 2011-09 Investor Day PDF

September
p 27,, 2011
INVESTOR
DAY
2011
Cautionary Note Regarding Forward‐Looking Statements
This presentation contains forward-looking information within the meaning of Canadian provincial securities laws and other “forward-looking statements” within
the meaning of certain securities laws including Section 27A of the U.S. Securities Act of 1933, as amended, Section 21E of the U.S. Securities Exchange Act
of 1934, as amended, “safe harbour” provisions of the United States Private Securities Litigation Reform Act of 1995 and in any applicable Canadian securities
regulations. The words “strategy,” “objectives,” “outlook,” “priorities,” “build,” “maintain,” “continue,” “expand,” “opportunities,” “projected,” “expand,” “likely,”
“expect,” “believe,” “could” and “should,” and derivations thereof and other expressions, including conditional verbs such as “will,” “can,” “may,” “would,” “could”
and “should” are predictions of or indicate future events, trends or prospects or identify forward-looking statements. We may make such statements in this
presentation, in other filings with Canadian securities regulators or the Securities Exchange Commission and in other communications. These forward-looking
statements include, among others, statements with respect to: our financial and operating objectives and strategies to achieve those objectives; expansion of
our relationships
l ti hi with
ith institutional
i tit ti l investors;
i t our ability
bilit to
t capitalize
it li on acquisition
i iti andd development
d l t opportunities;
t iti expansion
i off our global
l b l footprint;
f t i t theth
fundraising for seven funds in 2011 and 2012; our acquisition, development and operating expansion plans and opportunities; our strategic and operating
priorities; our view and outlook of the industry conditions and investment environment in each of our core businesses and generally; our financing plans and
objectives; our future operating performance, earnings and cash flows; our leasing pipeline in our office portfolio; targeted yields and returns at each of our
businesses and overall; the creation and structure of Brookfield Renewable Energy Partners, including its anticipated benefits, financial performance, growth
prospects, distribution profile, access to capital and successful completion; our ability to complete and effectively integrate acquisitions into existing operations
and the ability to attain expected benefits; and other statements with respect to our beliefs,
beliefs outlooks,
outlooks plans,
plans expectations and intentions.
intentions
Although Brookfield believes that the anticipated future results, performance or achievements expressed or implied by the forward-looking statements and
information are based upon reasonable assumptions and expectations, investors and potential investors should not place undue reliance on forward-looking
statements and information because they involve known and unknown risks, uncertainties and other factors which may cause actual results, performance or
achievements to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements and
information. Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include: economic and
fi
financial
i l conditions
diti i the
in th countries
ti i which
in hi h we do
d business;
b i th behaviour
the b h i off financial
fi i l markets,
k t including
i l di fl t ti
fluctuations i interest
in i t t andd exchange
h rates;
t
availability of equity and debt financing and refinancing for the company and its affiliates; adverse hydrology conditions; tenant bankruptcies; regulatory and
political factors within the countries in which we operate; acts of God, such as earthquakes and hurricanes; the possible impact of international conflicts and
other developments, including terrorist acts; and other risks and factors detailed from time to time in the company’s form 40-F filed with the Securities and
Exchange Commission as well as other documents filed by the company with the securities regulators in Canada and the United States, including in the
company’s most recent year end Management Discussion of Financial Results under the heading “Business Environment and Risks.”
We caution that the foregoing list of important factors that may affect future results is not exhaustive. When relying on our forward-looking statements to make
decisions with respect to Brookfield Asset Management and its affiliates, investors and others should carefully consider the forgoing factors and other
uncertainties and potential events. Unless required by law, the company undertakes no obligation to publicly update or revise any forward-looking statements or
information, whether written or oral, that may be as a result of new information, future events or otherwise.
Currency
All dollar figures are in U.S. dollars, unless otherwise indicated.
2 | Brookfield Asset Management Inc.

Agenda
• Overview Bruce Flatt
• Financial Review Brian Lawson
• Global Property Ric Clark
• General Growth Sandeep Mathrani
• Infrastructure Sam Pollock
• Power Richard Legault
• Private Equity & Distress Investing Cyrus Madon
• Conclusion Bruce Flatt

Overview
Bruce Flatt
Current Environment: Half Empty – Half Full?
Macro Challenges Brookfield Opportunity
• U.S. economy is shaky • Well capitalized with significant dry

powder
• Europe is unstable
• Increasing client capital
• Stock, interest rate and currency
markets are volatile • Stable and growing cash flows
• Credit crunch exists for some • Unparalleled operating platforms
• Global footprint to reallocate capital

• Competitive environment
where opportunities are best
for capital
• Track record of investing through
economic turmoil
• Significant depth of restructuring

expertise

We Have Momentum
• Our core operations are performing well
• We have established world class investment entities for offering income products to investors
• Our relationships with institutional investors are expanding
• W
We are capitalizing
it li i on a ttremendous
d number
b
of acquisition and development opportunities
• Our
O global footprint
f is expanding in a measured way

Today: Leading Global Franchise
100 offices or locations | 500 investment professionals | 18,000 operating employees
UK, Western Europe &

North America Middle East Asia & Australasia
$116 billion AUM $4 billion AUM $18 billion AUM
South America
$16 billion AUM
$

Value of Our Global Footprint
• We have an ability to allocate capital to the business or location which offers best risk/reward
• We are never “forced” to invest where capital is plenty
• This offers us access to a larger pool of international investors
• We
W are better
b tt able
bl tto meett th
the needs
d off our iinternational
t ti l clients
li t
• It diversifies our cash flows

Client Capital
• We are executing a dual strategy of public listed and private institutional capital
• The Renewable Power reorganization is a major step forward in building out our flagship
“income oriented” listed funds
• We also continue to grow our institutional fund offerings which largely have an
“opportunistic return” focus
• We are well positioned for continued growth
• Our performance has been “good

good to excellent
excellent”

Investment Performance
Private Funds
Committed Capital
(millions) Vintage Gross IRR1
C
Core Pl
Plus
Real Estate $ 3,910 2004 – 2007 10%
Infrastructure 4,020 2006 – 2010 14%
Timber 2,130 2005 – 2009 6%
pp
Opportunistic
Real Estate $ 7,050 2006 – 2009 32%
Private Equity 1,860 2001 – 2006 26%
1 Gross IRR does not reflect management fees, carried interest, taxes, transaction costs and other expenses typically borne by investors in
private funds, which in the aggregate reduce the actual returns experienced by an investor.

Recognition as Leading Alternative Asset Manager
• #1 ranked Global Real Estate Investment Manager by

Institutional Real Estate Managers Guide (Total AUM)
• Ranked among top 10 Global Fund Managers by
Preqin Alternative Assets
– #4 Infrastructure Fund Manager

(by Estimated Available Capital)
– #8 Infrastructure Fund Manager

(by Total Funds Raised1)
– #9 Real Estate Fund Manager

(by Estimated Available Capital)
– #7 Real Estate Fund Manager

(by Total Funds Raised1)
1 Total funds raised in last 10 years
11 | | Brookfield
BrookfieldAsset
AssetManagement
ManagementInc.
Inc.
We are Always Looking at New Ways to Access Capital
Our Goals
• To bring more of our assets under management into fee bearing entities that are pure play real
asset investment vehicles
• Each of our core operations will have one major flagship public entity and one flagship private
fund, supported by smaller niche private equity funds, if opportunities exist
• By
B end
d off 2011 we will
ill h
have ttwo major
j lilisted
t d “F
“Funds”
d ”
– Brookfield Infrastructure Partners, and
– Brookfield Renewable Energy Partners

Brookfield – 2012
Brookfield
(BAM)
28% 73% 100% 100%
Brookfield Brookfield Renewable

Brookfield Brookfield Private
Infrastructure Partners Energy Partners
Property Partners Equity Partners
(BIP) (BREP)
Brookfield
Brookfield Americas Real Estate Brookfield Special
Infrastructure Fund Opportunity Funds Situation Funds
+ legacy / niche + legacy / niche + legacy / niche

funds funds funds

The Institutional Fund Raising Environment
• Considerably better than it was two years ago
– Real asset strategies are appealing for investors seeking stability and
real returns
– More money is being dedicated to alternatives
– Clients are seeking fund managers with proven performance – which we have
coming out of the recession
– We are now recognized as one of a small group of leading global alternative

asset managers
Institutions need to earn more than 1% in bonds

Expansion in Private Funds
2005
005 2011
0
Number
u be oof Fund
u d Investors
esto s 13 105
Third-Party Capital ($ billions) 2 53
Number of Funds 5 21
Average Commitment ($ millions) 156 163

High Quality, Diversified International Client Base1
Investors by Geography2
22% C
Canada
d
USA 42%
15% Asia
12%
8%
South America
Australia/
1%
Europe & New Zealand
Middle East
1 Includes Private Fund and Public Securities clients

2 Based on dollars committed to Private Funds and Public Securities and Equity Strategies
Role of Private Funds
• We are placing considerable emphasis on establishing very large capitalization listed funds
which
hi h will
ill own a substantial
b t ti l partt off th
the capital
it l iin our major
j b businesses
i
• Private funds, however, will continue to be an important part of our business, for the
following reasons
– Better suited for more sophisticated investment strategies. Our listed funds
have been positioned as lower volatility, high payout cash flow entities
– Fee economics are likely better for certain investment strategies
– They allow us to have deep relationships with major global investment partners
– Capital can be drawn down over a committed period of time
• Accordingly
Accordingly, we remain committed to establishing large flagship sector private funds
funds,
as well as selected niche strategies

Well Positioned for Growth
• Over $24 billion institutional client commitments to private funds
• $8 billion in dry powder
• Seven funds in fundraising in 2011 and 2012, with target

commitments of $7 billion – including $3 billion of Brookfield’s
principal capital
• Over 30 pprofessionals worldwide committed to p

providing
g the
highest level of service to investors
18 | | Brookfield
BrookfieldAsset
AssetManagement
ManagementInc.
Inc.
Overview
Business
Value Creation
Value Creation
We don’t need “Transformational” deals to create value
#1 #2
Operational Improvements Incremental Expansion of
for Revenue and Expenses Existing Operations
#4
#3 Re-financings to
Acquisitions Surface Liquidity and
Reduce Costs

#1 Operational Improvements
• Leased 4.4 million square feet of office space in

fi t six
first i months
th
• Accessed higher value markets for output from

renewable power assets, generating over $25 million
of incremental cash flow this year
• Increased Brazil retail lease rates by 13% on renewals
• Investing £30 million to double container capacity at

UK port
• Re-tenanted several U.S. malls with category leading

retailers and added specialty anchor stores to increase
traffic and sales
• Increased operating margins by 10% in our construction

business year-over-year (Q2)

#2 Selective Operating Expansions
• New rail contracts to add incrementally
– $150 –$200 million of EBITDA
– Throughput of 24 million tonnes per annum
• 400 MW of hydro and wind construction – $1.2 billion
• Texas transmission project – $750 million
• Strong renewable development pipeline – 2,000 MW
• $2 billion of retail mall redevelopments
• Headquarters office property for BHP Billiton in

Australia

#3 Acquisitions
• Two Chilean toll roads – $340 million
• 30 MW hydro facility in Brazil – + $200 million
• 370,000 square foot office property – $150 million
• Two office towers in Australia – +$250 million
• 75% interest in 1.8 million square foot office property in

Midtown Manhattan – $520 million
• 55% interest in 480

480,000
000 square foot luxury mall in
St. Louis, MO
• Timber and agricultural land acquisitions in our

Brazil Funds

#4 Re-financing to Surface Liquidity and Lower Rates
• $4.5 billion of unsecured corporate borrowings

completed
l t d
• $8.2 billion of asset specific financings completed,

including
– >$2 billion of retail property mortgages
– $3 billion of office p
property
p y mortgages
g g
• $1.5 billion of common share issuances
• $900 million of equity/asset sales
• $235 million of preferred share issuances

Overview
Investment
Environment
Our View of the Investment Environment…

Investment Environment – Australia
• Benefitting from strong growth driven by the resource industry
• Our focus is on expansion opportunities where we have incumbent status and benefit from
barriers to entry…
– Brookfield Rail
– Expansion of our coal terminal
– Office property developments – City Square in Perth; other Perth and Sydney opportunities
– Construction company expansion
• We
W are selectively
l ti l pursuing
i acquisitions
i iti
– Completed tuck-in office property acquisitions at attractive valuations
– Recent trophy asset transactions have received premium valuations

but some public market assets trading at discounts

Investment Environment – Brazil and Chile
• Like Australia, benefitting from incredible growth drivers from resource industry,
b t also
but l ffrom strong
t demographic
d hi growthth
• Our established presence, together with less developed private investing market,
gives us a competitive advantage over many in pursuing acquisitions
• We continue to launch private funds targeting opportunities in a number of asset classes
• Particular
P ti l areas off iinterest
t t include
i l d
− Hydroelectric, both buy and build − Timberlands
− Agriculture − Private equity
• The agriculture story is incredible
• We are seeing continued strong growth in residential and retail mall operations
• We are focused more on complex transactions, particularly assets or

businesses owned by European entities in distress, as trophy asset auctions
command premium valuations

Investment Environment – Canada
• Relative strength and stability of economy and capital markets has

resulted
lt d iin ffewer acquisitions
i iti opportunities
t iti
• Focused on organic growth through
– Very strong office leasing markets
– Continued energy driven strength in Alberta residential business
– Selective hydroelectric and wind energy developments
• We believe there may be favourable energy opportunities in the renewables sector

and related infrastructure, i.e. transmission line investments
• There are growth and selective niche opportunities which arise due to our market profile

Investment Environment – United States
• Slow economy will favour the strongest assets
• Housing remains weak, although opportunities are not readily apparent
• Capital
p access is constrained for a number of owners – g
giving
g rise to opportunities
pp
• Wind energy acquisitions and property deal developments are attractive due to excessive
hubris in prior years, and subsequent decline in energy and property prices
• Low interest rates increase attractiveness of cash flowing assets
• Consequently, we are focused on monetizing “clean assets” for premium valuations and
reinvesting
i i iinto quality
li assets that
h require
i refinancing
fi i and/or
d/ redevelopment
d l activity
i i
• We are positioning ourselves to participate in broader infrastructure renewal and expansion

across the U.S.
• We would love to find another distressed GGP, where our capital

is different from others
• Our size offers us opportunities most don’t have

Investment Environment – Europe
• We have been building our presence in Europe for three years with few
t
transactions
ti to
t date,
d t but
b t waiting
iti ffor the
th right
i ht opportunity
t it
• While the ongoing sovereign debt crisis has created considerable paralysis, it has also created
urgency and distress that proactive owners will have to respond to
• We are particularly focused on European owners or financiers of infrastructure and energy

businesses in Latin America
• We are also working with a number of local entities to acquire assets or assist them recapitalize
• Our ability to acquire on a value basis provides a greater margin of safety for investing in
continental Europe
• Like always, the pay-offs could be significant but they are not without risk – the number one,
a Euro
E b
break-up
k

Looking Ahead: Strong Prospects for Continued Growth
Developments
Expanded & New Platforms
Client Capital Additions
Organic Growth
32 | | Brookfield
BrookfieldAsset
AssetManagement
ManagementInc.
Inc.
Financial Strength
Brian Lawson
Agenda
• Key Themes
• Financial Profile
• Asset Management Update
• Growth Potential

Key Themes
• Operations performing well, but below full potential

– Core assets provide stability and downside protection, with favourable growth prospects
through price increases and capital rotation
– Shorter cycle businesses (private equity and development) will benefit from eventual
U.S. recovery
• Continued emphasis on locking in low financing rates and extending term
• Liquidity profile remains high – numerous acquisition and development opportunities
• Poised to reap meaningful returns from asset management contracts

Capitalization and Liquidity
Capitalization
• Conservative and stable debt-to-capitalization 12%
– Corporate 14%
13%
– Proportionate 44%
• Average 8-year term at corporate level
75%
• Continue to extend term and lock in lower rates across capital structure
Liquidity
• $4.3 billion core liquidity at June 30; $3.0 billion at corporate level
• Nearly
N l $20 billi
billion off our iinvested
t d capital
it l iin th
the fform off lilisted
t d securities
iti
• $8.1 billion of “dry powder” in funds

Three Interconnected Parts of the Business
Intrinsic Cash
Value to Flow
Brookfield (LTM1) Descriptions
Manager $ 4b $ 245 m • $53 billion of client capital under management
Principal Capital 25 b 1,369 m • Brookfield capital invested alongside clients
• Related services such as construction and

Services 1.6 b 129 m
corporate relocations
Manager
Services 12%
75% Principal Capital
Intrinsic Value 5%
($33 billion total2): Corporate 8%
1 Last 12 months
2 Includes corporate of $2.8 billion
Manager
• 20+ private funds and 3 externally managed listed entities
• LTM Performance: Base Fees $ 189

(millions)
Transaction and advisory 39
Performance Income – recognized 17
245
P f
Performance Income
I – unrecognized
i d 354
$ 599
• Value creation through

– Increasing capital under management Base Fees
– Exceeding performance benchmarks Performance Income
• Currently attributed $4 billion of intrinsic value

Principal Capital
• $25 billion of net tangible asset value invested in operating platforms and funds alongside
our clients
li t
• LTM Performance: Renewable Power $ 401

((millions))
C i l  office
Commercial ffi 332
 retail 98
Infrastructure 172
1,003
Development 186
Private Equity 180
$ 1,369
• Value creation through

– Continuous improvement within operations and judicious capital allocation toward
development, expansion projects and acquisitions

Financial Profile
Brookfield’s Client Total Total

(billions) Invested Capital + Capital = Capital Assets
R
Renewable
bl PPower $ 8 $ 2 $ 10 $ 16
Commercial Properties  Office 6 16 22 40
 Retail 4 5 9 37
I f t t
Infrastructure 2 10 12 18
Development 3 2 5 15
Private Equity & Finance 2 18 20 22
25 53 78 148
Services 2  2 2
Corporate 2  2 4
$ 29 $ 53 $ 82 $ 154
Office 19%
27% Renewable Power
Brookfield’s Invested Capital
($29 billion total): Retail 14%
7%
Private Equity
7%
Infrastructure 12%
10% 5%
Development
Corporate
Services
Cash Flow Stability – Office
(millions) 2010 2009 2008

Net operating income1 $ 1,053 $ 1,020 $ 997
% occupancy 95% 95% 97%

A
Average nett rentt (psf)
( f) $ 27.71
27 71 $ 26
26.84
84 $ 23
23.42
42
1 Normalized for constant currency exchange rates
• 7-year average lease term
• Occupancy over past 10 years

– Max 97%
– Min 93%
– Avg 96%
• In-place
I l rents
t att 20% di
discountt tto market
k t rents
t

Cash Flow Stability – Power
(millions) 2010 2009 2008

Revenues1 $ 1,182 $ 1,036 $ 1,079
Average realized price $ 80 $ 72 $ 79

% llong-term
t contracts
t t 71% 52% 48%
 Contract price $ 86 $ 75 $ 72
Impact of 10% variance in short

short-term
term price
Total $ 29 $ 43 $ 50
% of total revenues 2.5% 4.2% 4.6%
1 Normalized for
f constant currency exchange rates and long-term average hydrology
• Average term of long-term contracts – 13 years

• Solid
S lid counterparty
t t credit
dit quality
lit

Cash Flow Stability – Infrastructure
Q2 Q1 Q4
(millions) 2011 2011 2010
Net operating income1
Utilities $ 117 $ 113 $ 106
Transport and energy 62 71 54
Total $ 179 $ 184 $ 160
1 Normalized for constant currency exchange rates
• 80% of NOI governed by regulatory regime or long-term contracts

• Increasing stability through additional take-or-pay contracts
• Regulatory rate reviews provide real return step-ups

Client Capital – $53 Billion
Other
Private Listed Public Listed
(billions) Funds 1 Issuers2 Securities Entities 3 Total
Renewable power $ 0.6 $ 1.7 $  $  $ 2.3
C
Commercial
i l properties
ti 78
7.8 16
1.6 72
7.2 50
5.0 21 6
21.6
Infrastructure 5.5 2.9 1.1  9.5
Development 0.3   1.6 1.9
Private equity and finance 3.4  14.0 0.7 18.1
$ 17.6 $ 6.2 $ 22.3 $ 7.3 $ 53.4
1 Private funds capital includes $8.1 billion of uninvested capital

2 Publicly listed entities that are externally managed by Brookfield (i.e. Brookfield Infrastructure Partners)
3 Publicly listed affiliates of Brookfield without management contracts (i.e. Brookfield Office Properties)

Average Fee Structure
Carried Return
Base Fees1 Interest 2 Hurdle
Private Funds
Core and value add 100-150 bps 17% 9%
Opportunistic and private equity 150-200 bps 20% 12%
Weighted Average 125-150 bps 18% 10%
Listed Issuers 125 bps 15/25% 15/25%

1 Excludes Turnaround Fund which pays a carried interest only, and Bridge Lending funds
2 Carried interest in Private Funds represents interest in excess distributions over invested capital; in Listed Funds represents interest in
distributions over predetermined hurdle

Increasing Base Management Fees
$300 $50
$250
$40
ent2
$39
Capital under Manageme

$
$200
evenues1
$36 $30
millions)
($ billions)
$56
$150 $32
Fee Re
($ m
$20
$100
$189
$167
C
$134 $131 $10
$50
$0 $0
2008 2009 2010 2011 LTM
Base Management
g Fees Transaction & Investment Banking
g Fees Capital
p under Management
g
1 Excludes capital under management in Other Listed Entities
2 Transaction and Investment Banking Fees are activity based and include commitment fees, work fees, exit fees and advisory fees

Increasing Performance Revenue Streams
Significant upside opportunity as earlier vintage funds begin to earn carried interest
$300
$250
$399
$200
enues1
ons)
$260
($ millio
Fee Reve
$150
$100
$50 $36
$65
$22 $25
$0 $6
2008 2009 2010 1H 2011
Realized Cumulative Unrealized
1 Carried interest is generated by Private Funds, and Incentive fees generated by listed entity and public securities

Dry Powder
• We have $8.1 billion of un-invested capital allocations from our clients
UN-INVESTED CLIENT CAPITAL

$8.1 billion
$
Infrastructure
and
Renewable Power $
$2.6
$3.1 Real Estate
$2.4
Private Equity & Finance

Long Contractual Life of Capital Under Management1
• Average remaining duration of invested capital for private funds of approximately nine years2
• 57% of fee-earning capital under management is subject to long-term lock ups

(≥10 years or permanent)
Time Period3 Private Funds Listed Issuers Percentage

<10 Years $ 10.1 b $ - 42%
>10 Years 5.9 b - 25%
Permanent 1.6 b 6.2 b 33%

1 Excludes capital under management in Public Securities and Other Listed Entities
2 Weighted based on net annualized base management fee
3 Time periods are measured from initial inception of a fund or account

Outlook for Growth
Intrinsic Value LTM Cash Flow Growth Potential

Core Assets $19.5 b $1,003 m • Increase in contracted prices
• Capital rotation
Private Equity and 5.5 366 • Substantial benefit from eventual
Development U.S. recovery
• Significant embedded gains
Principal Capital 25.0 1,369
Services 1.6 129 • Organic growth in construction

and property services
Corporate 2.8 275 • Investment of liquidity
Asset Manager 4.0 245 • Highly scalable

• Unrecognized performance income
• Tremendous leverage to increases
i client
in li t capital
it l
$33.4 b $2,018 m

Potential Values of Manager
• The potential value of manager based on 15x multiple of varying gross margins on various
l
levels
l off client
li t capital
it l iis sett outt iin th
the ffollowing
ll i ttable
bl
(billions, except bps) Client Capital1

$25 b $50 b $75 b $100 b
75bps 2.8 5.6 8.4 11.3
Gross Margin2
150bps 56
5.6 11 3
11.3 16 9
16.9 22 5
22.5
200bps 7.5 15.0 22.5 30.0
1 Excludes public securities

2 Base fees and performance income less direct expenses

Financial Strength
Q&A
Global Commercial Properties
Ric Clark
Agenda
• Global Platform and Environment
• Growth Drivers
• Recent Growth Initiatives

Global Platform
and
Environment
Global Reach with Local Expertise
Regional property teams dedicated to some of the world’s most dynamic & resilient markets
REAL ESTATE OFFICES

CANADA EUROPE & MIDDLE EAST Number of Offices 30
$8.8
$8 8 billion
billi RE AUM $1.6 billion RE AUM N b off E
Number Employees
l 15,000
15 000
44 RE Professionals 34 RE Professionals
2,350 RE Employees 2,455 RE Employees
U.S.
$59.6 billion RE AUM
108 RE Professionals
3,545 RE Employees
BRAZIL
$8.6 billion RE AUM
27 RE Professionals
5,045 RE Employees
AUSTRALIA & ASIA

$8.5 billion RE AUM
30 RE Professionals
1 605 RE E
1,605 Employees
l

Key Regional Investment Drivers
Market conditions provide attractive growth and consolidation opportunities
North America
• Supply and demand fundamentals remain sound in core office markets
• Office leasing activity was strong through July; however lack of confidence in the U.S. and
austerity measures have weakened demand since
• Distressed assets requiring recapitalization and upcoming debt maturities through 2017
provide opportunity
Europe
• Sovereign
g debt issues p
putting
gppressure on macro conditions and capital
p markets
• Forced bank divestitures: €375bn in total assets in UK, Spain, Germany and Ireland
• Largest debt funding gap globally
• New regulations will impact lending and direct holdings
• Amendments to German Investment Act (min. hold periods, redemption limitations, valuation
regulations) will limit attractiveness of open-ended
open ended funds, reducing liquidity in prime investment
markets

Key Regional Investment Drivers
Australia
• Supply and demand fundamentals remain sound in core office markets
• Leasing activity remains strong and capital values of prime assets remain robust
• Opportunities likely evolve from strategic shifts in capital allocation into "pure plays” and
domestic investments
• M&A activity given public REITs trading at discount to net tangible asset value
Brazil
• Social
S i l migration
i ti continues.
ti Middle
Middl class
l now accounts
t ffor over 50% off th
the population
l ti
• Credit availability increasing with consumer credit defaults at historic lows
• Housing demand and mortgage affordability driving greenfield projects

Brookfield Property Platforms
One of the largest property owners globally, combining established property platforms
and operational expertise with prudent investing
BROOKFIELD GLOBAL
REAL ESTATE
$87 BILLION
255 million square feet
BROOKFIELD RESIDENTIAL &

PROPERTY PARTNERS CONSTRUCTION SERVICES
OFFICE RETAIL MULTI-FAMILY INDUSTRIAL OPPORTUNISTIC RESIDENTIAL CONSTRUCTION

FUNDS SERVICES
$37.0 BILLION $34.2 BILLION $5.3 BILLION $1.4 BILLION $9.1 BILLION
180 regional malls 120,000 lot Construction
125 properties 10,000 owned Emerging asset BREOF I, II
165 million sq. ft. equivalents workbook of $8.7B
88 million sq. ft. apartments class for Brookfield RETIP/Protocol
BREF I, II
Development 27 million sq. ft.
Potential Development 47,650 managed 64 million sq. ft. under construction
24 million sq. ft. Potential apartments condo density
1 million sq. ft.
Office Properties Incorporações
Residential
Brazil Retail

Brookfield Property Partners Advantages
Unmatched Access to Capital

• Total assets of ±$78 billion
• Equity capital of $12 billion
• No corporate debt
• Billions of uninvested committed capital in Opportunistic and Core Plus Funds
• Further equity capital in “managed”
managed entities of $20 billion
Unparalleled Operating Capabilities

• 88 million square foot office platform
• 165 million square foot retail platform
• Growing
G i multi-family
lti f il and
d iindustrial
d t i l platforms
l tf
Global Scale
• Global operations

Focus for 2012
Platforms
• Capitalize on historically low interest rates to lower overall cost of capital
• Recycle capital from mature or non-strategic assets into growth opportunities
• Capitalize on supply / demand imbalance by advancing development / redevelopment once
risk exposure has been minimized
• Margin improvement, efficiency and leasing initiatives to increase profitability
Investment Targets
• Single asset acquisitions through platforms
• Distressed debt for control
• Recapitalizations of funds, corporate entities and operating companies
• Existing
gpproperties
p and investment vehicles to facilitate p
partners in transition
• Share buy-backs for listed vehicles

Recent Achievements
Growth Drivers
Office – Leasing Pipeline
2011 has potential to be best leasing year in our history
• ~4.4 million square feet leased through June 2011, with ~7 million square feet in serious
discussions
• Could result in an increase in NOI on an annual basis of $45 – $50 million
• Could improve lease rollover exposure through 2016 by 12%
12,000
10,000
000's, square f eet
8,000
6,000
4,000
2,000
-
2007 2008 2009 2010 2011E
Leasing to Date Serious Discussions
Leasing Serious Potential Current Potential

(000’s, square feet) to Date Discussions Leasing Occupancy Occupancy
United States 2,116 3,500 5,616 91.3% 94.0%
Canada 1,992 3,000 4,922 96.2% 96.7%
Australia 335 500 835 99.3% 99.8%
Total 4,443 7,000 11,443 93.3% 95.2%

Office – Market Rent Upside
Mark to market opportunities support NOI growth
• Average in-place rents across the portfolio are 20% lower than comparable market rents
$65
$60
$55
Rents by Market
$50
$
$45
$40
$35
$30
$25
$20
United States Canada Australia
In Place Market
In-Place Market % Leases Rolling

(US$) Net Rent Net Rent Upside (2011-13)
United States $ 24.38 $ 31.26 28% 23.1%
Canada 26.80 30.60 14% 17.9%
Australia 55.90 58.69 5% 7.5%
Total $ 28.22 $ 33.73 20% 20.3%

Office – Recycling of Capital
• A number of initiatives underway to recycle into more accretive endeavours

– Selling assets in non-core markets when those markets are attracting significant interest
– Selling non-core assets within core markets
– Selling
g assets where we have maximized value
– Targeting, on a conservative basis, minimum unlevered returns of 8% and levered
returns of 12%
(US$ millions) Total Buyers Total Brookfield s
Brookfield’s
Property Market Amount IRR1 Equity IRR2
Dispositions
Completed U.S. (3) $ 595 8% $ 240 47%
T
Targeted
t d A t li U
Australia, U.S.
S (5) 1 100
1,100 8% 580 22%
Total $ 1,695 8% $ 820 29%
Acquisitions
Completed Australia (2), U.S. (5) $ 2,290 9% $ 350 14%
Targeted 500 8% 200 11%
Total $ 2,790 9% $ 550 13%
1 Gross projected IRR. Gross IRR does not reflect management fees, carried interest, taxes, transaction costs and other expenses
typically borne by investors in private funds, which in the aggregate reduce the actual returns experienced by an investor.
2 Net IRR on sale of assets / Net projected IRR expected on acquisitions

Office – Active Development Pipeline
• A development ready pipeline totalling ±10 million square feet

– Total cost to build of $7 billion or $800 per square foot
– Portfolio estimated to generate $545 million of incremental NOI once stabilized
– New equity investment required totals $800 million1
– Targeted yield on cost of 8% - 10%
– Targeted levered IRR’s of 15% - 20%
(millions) Sq. Ft.

City Square South – Perth 345
100 Bishopsgate – London 950
Manhattan West – New York 5,400
Bay Adelaide Centre – Toronto 900
Herald Block – Calgary
g y 1,200
,
Other 1,000
Total 9,795
1 Assumes a 50% equity partner in Manhattan West

Multi-family – Strong Demand
• Actively pursuing organic and acquisitive growth strategies to capitalize on strong demand for
multi-family
lti f il assets
t
– Recently closed on approximately $1 billion of core-plus and development properties

• Seven new apartment buildings with total project costs over $230 million
• Nine new construction projects with total project costs of more than $700 million
– Net operating income increased 8

8.6%
6% year
year-on-year
on year to June 20111
– Leveraging Fairfield’s operating expertise to pursue other multi-family portfolios and

p gp
operating platforms
1 Reported on stabilized assets

Brookfield’s Private Real Estate Funds
• Brookfield’s private real estate fund platform
– Offering performance fee-generating investment products

(funds, JV’s, co-investment opportunities)
– Leverage Brookfield’s operating affiliates as sponsors of specialized,

sector-specific investment offerings
– Expand Brookfield’s
Brookfield s property platform by developing strategic real estate
partnerships with best-in-class local and sector-specific operators

Recent Achievements
Recent
Growth
Initiatives
Recent Growth Initiatives
Brookfield Office Properties reorganized to become global pure-play office company

Acquired significant portfolio of premium office assets in Australia and merged its residential business
with Brookfield Homes to form Brookfield Residential Properties, North America’s sixth largest
residential developer
Brookfield Completes Recapitalization of General Growth Properties (“GGP”)
$8 billion recapitalization
Consortium committed $2.5 billion for 27% of GGP
Subsequent to the recapitalization, Brookfield increased its aggregate ownership
to approximately 40%
Brookfield Completes Reorganization of Fairfield, a Multi-family Service Provider
Brookfield acquired a 65% equity stake in Fairfield Residential
Brookfield has committed to provide up to an additional $150 million to fund future
investment opportunities
Brookfield Completes Recapitalization of Legacy Partners Realty Fund II, LLC
$157 million recapitalization of distressed office fund
5.3 million sq. ft. portfolio of A and B Grade office assets in primary markets on the
west coast of the U.S.
Brookfield Office Properties acquired $2.3 billion of office assets over last 12 months
Acquisitions made at average unlevered IRR of 9%

Q&A
General Growth Properties
Sandeep
Mathrani
Agenda
• Overview
• Financial Review
• Portfolio Operations
• Capital
C it l St
Structure
t
• Conclusion

Overview
Company Overview
• Irreplaceable portfolio of world class properties
– 166 regional malls, including 30 mall spin-off
– Interests in international joint ventures
• $33 billion in total assets
• Over
O $3 billi
billion iin annuall revenues
• $1.3 billion of liquidity
Note: All figures as of June 30, 2011, except revenues that are annualized six months ended June 30, 2011, Total Property Revenues at share

Exceptional Long-Term Value in the GGP Mall Franchise
• Only a handful of mall companies in North America of size

– GGP is number two
– Number three is only half the size
• Highly diversified across the U.S. in markets with strong

supporting demographics and employment
• NOI extremely resilient through the recession and rents

currently rising
• Significant redevelopment opportunities in the portfolio which

will be highly accretive to earnings
• Strong tenant relationships and asset management knowledge

will be invaluable if GGP expands internationally

Current Strategic Focus
• Focus on GGP Core Mall (“GGP Malls”) portfolio

– Concentrate leasing efforts to maximize long-term cash flows
• Spin-off 30 mall Rouse Properties’ portfolio, on track to be completed by year end
• Continue to dispose of non-core strips and office
• Allocate capital to highest return investments where opportunities arise
g company
• Deleverage y through
g contractual amortizations and corporate debt retirement
• Continue opportunistic refinancing of debt to lock in lower rates, extend maturities and smooth
out maturity ladder, taking advantage of unique open-at-par debt

Current Strategic Focus cont’d
GGP Today GGP Tomorrow
Malls GGP Malls
Core Malls
Offi
Offices R
Rouse P
Properties
ti
Value-Add Malls
Strip Centres
Non-core Malls, Office

Divestible Assets & Strip Centres
Closed and under contract to sell
24 non-core assets, totaling
~$1.3 billion with ~$500 million in
net proceeds

Rouse Properties’ Spin-Off
• Different operating, capital and geographic focus than the GGP Malls’ portfolio
• Properties will benefit from a dedicated management team focused exclusively on

executing specialized asset management strategies that differ from the GGP Malls’
portfolio
• Key GGP metrics post-divestiture
Tenant Sales per square foot
Occupancy
Core NOI Growth
Debt
(B
(Based
d on historical
hi t i l results
lt th
through
h JJune 30
30, 2011 or as off JJune 30
30, 2011)
Resulting in potentially improved public market valuation metrics for GGP

High Quality, Nationally Diversified Portfolio
ALA MOANA CENTER

GGP Malls’ Portfolio: 136 malls / 57.7 million square feet
Honolulu, HI
Sales PSF : ~$1,200
~$1 200
Occupancy: 98.4%
FASHION SHOW MALL
Las Vegas, NV
S l PSF
Sales PSF: ~$950
$950
Occupancy: 96.6%
TYSONS GALLERIA
McLean, VA
McLean
Sales PSF: ~$800
Occupancy: 91.6%
Note: Includes only U.S. regional malls. Excludes Rouse Properties, Office, Strip, and Special Consideration properties

Current Portfolio Composition1
No. of Total Mall & % % of

(SF iin th
thousands)
d ) P
Properties
ti GLA2 F
Freestanding
t di 3 L
Leased
d NOI
Post Rouse Properties
GGP Malls 136 136,930 57,724 93.3 89.6
Spin-off = 97% of total
p
Rouse Properties 30 21,067 9,085 87.7 7.1
Total U.S. Regional Malls 166 157,998 66,809 92.5 96.7
International 16 5,488 5,488 97.4 1.4
Strip Centres 14 2,273 135 84.1 0.9 Target to dispose

within next 12-36
12 36
Office 26 2,748 40 64.2 1.0 months
Total 222 168,507 72,472 91.9 100.0
1 Information presented as of / for the six months ended June 30, 2011, except “% of NOI” based on trailing 12 months ended June 30, 2011
2 Gross Leasable Area (GLA): Total gross leasable space at 100%
3 Total in-line mall shop and out-parcel retail locations

Financial
Review
Core NOI Summary
• GGP Malls’ core NOI increased

– Attributable to contractual rent bumps on in-place leases, increased occupancy
• Total core NOI was negatively impacted

– By lower termination fees, a major office tenant vacating, and the 2010 sale of our
Turkish operations
YTD ended YTD ended QTD ended QTD ended

June 2010 June 2011 Percent June 2010 June 2011 Percent
($ in Thousands) Core NOI Core NOI Change Core NOI Core NOI Change
GGP Malls $ 933,644 $ 955,204 2.3% $ 472,374 $ 474,501 0.5%

Rouse Properties 79,391 75,128 (5.4%) 39,919 37,548 (5.9%)
International1 15,327 16,637 8.5% 5,332 7,866 47.5%
Termination Fees 17,654 7,783 (55.9%) 6,332 2,246 (64.5%)
Office, Strip & Non-Recurring2 30,147 17,612 (41.6%) 17,464 5,437 (68.9%)
Core NOI $ 1,076,163 $ 1,072,364 (0.4%) $ 541,421 $ 527,597 (2.6%)
1 I t
International
ti l 2010 C
Core NOI includes
i l d income
i from
f Turkish
T ki h operations
ti which
hi h were di
disposed
d off iin 2010 – 2010 YTD ($3
($3.4m);
4 ) 2010 QTD ($1
($1.3m)
3 )
2 Non-recurring: Relates to various one-time items resulting in the 2010 YTD and QTD figures overstated by $8.7M and $9.8m, respectively

Leasing Spreads – Volumes and Comparative Cash Lease Spreads
Commencement 2011 Commencement 2012

3.0
2.9
25
2.5
e Feet Leased
2.0 2.2
n millions)
1.5
1.5
Square
(in
1.0 1.2
0.9
0.5 0.8
0.6
0.4 0.1 0.2 0.1 0.3
-
Renewal New New < 9 months Renewal New New < 9 months
$20
$15
$10 $19.32
$ PSF Spread
$5
$7.45
N/A $0.31 $5.02 N/A $0.45
$-
$(3.89) $(3.85) $(2.50)
$(5)
$(10)
( )
Renewal New New < 9 months Renewal New New < 9 months
Leased prior to 2011 Leased post 2011

Portfolio
Operations
Balanced and Manageable Lease Expirations
• GGP Malls: Annual lease expiries average ~10% per annum from 2012 – 2016
Lease Expiration Schedule

S 2012+ 48.1% 49.5%
50.0%
olio SF
40.0%
Percentage of Expiring Portfo
30.0%
20.0%
11 6% 11.3%
11.6% 10.3% 9.3% 10.4% 10.0% 9.7% 9.8% 9.9% 10.1%
10.0%
0.0%
2012 2013 2014 2015 2016 Subsequent
P
GGP Malls & Rouse Properties GGP Malls (Excl. Rouse Properties)
Note: Represents contractual obligations for space in regional malls or predominantly retail centres and excludes traditional
anchor stores and Specialty Leasing license agreements with terms in excess of 12 months as of June 30, 2011

Impact of Unemployment on Tenant Sales?
• The GGP Malls’ demographic consists of educated middle to upper class consumers which are
virtually
i t ll ffully
ll employed
l d
Total Unemployment Rate vs With College Degree

10%
9.1%
9%
8%
7%
6%
5% 4.3%
4%
3%
2%
1%
0%
Total w/College Degree

Strong Improvement in Tenant Sales Trends
• Tenant sales are nearing the 2007 peak, with GGP Malls approaching $500 per square foot
• Sales growth has outpaced rents. Assuming last year’s sales were applied to current rents,
GGP Malls’ occupancy cost would increase from 13.5% to 14.4%
– 100 bps increase in occupancy cost results in NOI in excess of $100 million
$500
$488
$484
$480
$472
Peak sales $471 PSF including Rouse Properties (2007) $465
Sales PSF
$460 $458 $457

$449 $450
$446
Comparative S
$440 $438 $437

$430
$426
$419
$420
C
$400
Q4 '09 Q1 '10 Q2 '10 Q3 '10 Q4 '10 Q1 '11 Q2 '11
Note: Reflects comparative rolling 12 month tenant sales for mall stores less than 10,000 square feet

Improving Occupancy Trends
• GGP
GG Malls’
a s SNO
S O1 ~300
300 bps
• GGP SNO ~ 300 bps
• 100bp increase to occupancy ~
incremental NOI of $25 - 40 million
95.0%
94.5%
94.0% 93.6%
93.2% 93.3%
92.9% 93.8%
93.0%
Percent Leased
92.6%
92.3% 92 9%
92.9%
92.0%
91.8% 92.4% 92.5%
92.1%
91.6% 91.6%
91.0% • GGP Malls’ Temp leases ~ 600 bps
91.2%
• GGP Malls
Malls’ Temp leases ~ 600 bps • GGP Temp p leases ~ 700 bpsp
• GGP Temp leases ~ 700 bps • 100bp conversion to perm ~
90.0% incremental NOI of $15 - 25 million
89.0%
Q4 2009 Q1 2010 Q2 2010 Q3 2010 Q4 2010 Q1 2011 Q2 2011 Q4 2011
Target
1Signed Not Opened

Note: Prior periods have been restated to reflect discontinued operations

2011 Leasing Done, Good Progress Towards 2012 Targets
• There is negligible remaining 2011 lease expiration exposure
• For 2012, approximately one-half of the lease expiration exposure has been addressed
Expiring Lease Exposure 2011-2012

7.0
6.3
6.0
et (in millions)
5.0
4.0
~250 K
Square Fee
3.0 remaining
2.3 exposure
2.0
~ 50%
10
1.0
-
July 2011 - Dec 2011 2012
A
Approved
dCCommencementt R
Remaining
i i E Expirations
i ti

Capital
Structure
Capital Structure Overview
Flexible Capital Structure Highlights
Cash $0.8b • Average debt maturity of five years

– Only 18% matures prior to 2014
GGP consolidated p
property
p y level debt – $2.6
$2 6 billion of variable rate debt
($14.6b)
– $300+ million of amortization per year
Rouse Properties’ property level • Weighted

e g ted average
a e age interest
te est rate
ate o
of 5
5.28%
8%
secured debt ($1.1b)
GGP unconsolidated property level • Majority of debt is non-recourse to GGP

secured debt ($2.5b)
Total corporate and subsidiary debt • $750 million undrawn revolving credit facility
($2.0b)
Equity ($12.1b)1
1 Reflects the closing price per share on September 14, 2011 of $12.81
2 All figures as of June 30, 2011, except for share buybacks

Refinancing Progress
• Significant refinancing progress was made in 2011 to extend term and reduce interest rates
Prior Loans New Loans
Number of loans1 19 19
$1.2b Life Company
Loan Amount at Share2 $2.5b $3.1b
$1.9b CMBS
Proceeds at Share n/a $0.6b
Interest Rate 5.81% 5.10%
Remaining Term 2.5 Years 9.9 Years

1 Assumes ~$1.0
$1.0 billion of loans currently rate locked and anticipated to close in 2011
2 $3.9 billion of New Loans, at 100%. $1.7 billion Life Company, $2.2 billion CMBS
• Manageable 2012 maturities provide GPP with flexibility given the current capital markets
di l
dislocation
ti
– 2012 secured debt maturities = $2.4 billion ($1.6 billion at share)
– Already in preliminary discussions on over $650 million of 2012 maturities

Debt Maturity Schedule
• GGP’s near-term debt maturity exposure is manageable

– Corporate level maturities through 2015 are comprised primarily of The Rouse Company
LLC (“TRC” not to be confused with Rouse Properties) Bonds
– $6.7 billion of property level debt, subsequent to 2012 is open-at-par enabling
opportunistic refinancing
Debt Maturity at Share1 – Balances as of Maturity Date

10 0.2
9
9.3
8
7
6
$ billions
5
4
3
0.4 0.6
2 27
2.7
0.7
1 1.6 1.7
0 0.5
2012 2013 2014 2015 2016+
Corporate & Subsidiary Debt Property Level Debt

1 Reflects balloon payment maturities as of June 30, 2011

Conclusion
Key Take-Aways
• Lease, lease, lease
– Drive occupancy and lease spreads to maximize long-term cash flows
• Focus on GGP Malls’ portfolio
– Complete Rouse Properties’ spin-off
– Sell non-core strip centres and office
• Use $1.3 billion of liquidity and significant operating cash flow generation to appropriately
allocate capital, including accretive acquisitions and redevelopment opportunities
• Continue refinance strategy, lowering rates and appropriately laddering maturities, while
continuing to deleverage
• Maintain / expand Brazilian retail platform

Q&A
Infrastructure
Sam Pollock
Agenda
• Overview of Infrastructure Business
• Demonstrated Stability
• Infrastructure Investment Environment
• Growth
G th Pipeline
Pi li anddO
Opportunities
t iti
• Strategic Priorities

Overview of Infrastructure Business
• Brookfield Infrastructure Group is a global asset manager

– Operations in North America, Europe, Australasia and South America
– 90 investment professionals
– 3,000 operating employees
Diversified Portfolio of Premier Infrastructure Assets
Utilities Transport & Energy Timber
$9 billion $3 billion $4 billion

Regulated assets in Diversified port, rail and 2.6 million acres of
North and South energy
gy operations
p in high
g qquality
y timberlands
America, Europe and North America, in North and South
Australasia Europe and Australia America
$16 billion of AUM

Overview of Infrastructure Business cont’d
• Financial results reflect strong year-over-year growth Operating Cash Flow

US$ millions
– Driven by acquisition of Prime Infrastructure $120
$106
$100
• 80% of cash flow is contracted or regulated
$80
$64
$60
• Investment initiatives to date have been extremely successful
$40
• Investors are attracted to strong current yield $20
$-
H1 2010 H1 2011
As at June 30, 2011 Ticker 1-Year 3-Year

Entity Symbol Return Return Yield
Brookfield Infrastructure Partners L.P. BIP 67% 16% 5%

Listed on TSX and NYSE; market cap of ~$4 billion
Brookfield Americas Infrastructure Fund Private Fund 27%1 N/A 10%2

$2.7 billion private infrastructure fund
1 Gross IRR does not reflect management

g fees,, carried interest,, taxes,, transaction costs and other expenses
p typically
yp y borne byy investors in
private funds, which in the aggregate reduce the actual returns experienced by an investor.
2 Annualized as at December 31, 2010

Infrastructure
Demonstrated
Stability
Utilities Platform
• Strong performance driven by world-class regulated assets
Operating Cash Flow Growth Key Attributes
US$ in millions
– Stable revenues with inflationary growth
$60
$50
$50 – Earn return through regulated or contractual
framework on capital employed
$40
$34
– Virtually 100% of revenues are regulated or
$30 contractual
$20
– Diversity across regulatory regimes
$10
– Significant opportunities to invest in system
$
$- expansions at attractive returns
H1 2010 H1 2011

Utilities Highlights
• $1.1 billion of refinancing in H1 2011, taking advantage of low interest rate environment
Operation Refinancing
Australian terminal operations $600 million financing, 9/12-year U.S. private

placement
S.A. electricity transmission operations $305 million loan, 18-year (avg) local bond offering
Australasian energy distribution $245 million refinancing,

refinancing 9/12/15 year U
U.S.
S private
operations placement

Transport & Energy Platform
• Stable performance driven by access fees to critical infrastructure

– Benefit from increased movement of energy, freight and bulk commodities
– Favourable results despite economic head wind
O
Operating
ti Cash
C h Flow
Fl Growth
G th K Att
Key Attributes
ib t
– High barriers to entry

US$ in millions
$35 – Diversity of businesses mitigates impact of

$30 fluctuations in demand from any one sector,
$25 $23 $23 commodity or customer
$20 – Well positioned to benefit from increases in
$15 demand for commodities and the global
$10 movement of goods
$5
– 70% of EBITDA is supported by long-term
$-
contractual revenues
H1 2010 H1 2011

Transport & Energy Highlights
• Extending contractual profile

– Signed four contracts for expansion of Australian rail road and renewed two contracts
with existing customers
– 60% of rail revenue now covered by take-or-pay arrangements vs. 0% in 2009
• Re-opening facility at UK Port for steel customer planning to restart production by 2011
– Negotiating take-or pay contract
– Prior to its shutdown in 2010, EBITDA contribution was £6 – £8 million annually

Timber Platform
• Solid performance driven by well located timberlands with high quality species
– Cash flow growth from higher sales and prices
– Log prices increased 13%, volumes up 30% year-over-year
O
Operating
ti Cash
C h Flow
Fl Growth
G th K Att
Key Attributes
ib t
US$ in millions – Scarce, high value, premium asset

$40 $38
$35
– Market access and location
$30
– Favourable industry dynamics
$25
$
$20 – Diversified product mix in highly productive
$15
$15 climate
$10
– High margin business with sustainable cash
$5
flows
$-
H1 2010 H1 2011 – Flexibility to adjust volumes to meet demand

Timber Highlights
• Expanding sales into Asia to meet market demand

– Exports to China have increased from 0% of exports two years ago to 53% today
• Chinese government pushing construction to increase housing affordability
– 10 million units of affordable housing
g startups
p pplanned for this yyear
• Continued market resiliency expected as heading into autumn which is high season for
construction
China: Annual Housing Starts
Annual units (millions)

18
16
14
12
10
8
6
4
2
0
`98
8
`99
9
`00
0
`01
1
`02
2
`03
3
`04
4
`05
5
`06
6
`07
7
`08
8
`09
9
`10
0
Year `11F
F

Infrastructure
Investment
Environment
Global Investment Environment for Infrastructure
• Commodity and energy driven infrastructure projects

– Long-term greenfield commitments
• Government privatization
– Global phenomena with near-term focus on Europe
• Deleveraging
g g of European
p construction companies
p
– Knock-on effect of sovereign and bank crisis in Europe
• Strong appetite for debt and equity of contracted cash flowing businesses
– Significant capital searching for safe haven

Infrastructure
Growth Pipeline
& Opportunities
Growth in Utilities
• Brookfield has highly attractive growth opportunities in its utility project pipeline of $1.4 billion
Immediate Opportunities
North American Texas

Transmission Transmission
Acquisition Project
• 330 MW, 39 km transmission cables • Partnership to build, own and operate

serving Long Island ~ 600 km of transmission lines in Texas
• Regulated revenue framework • Closed $580 million construction financing
• Capacity contracted for 30 years, indexed • Construction of $750 million project to

to inflation commence early 2012
• Acquired
q in August
g 2011 for $188 million

Growth in Utilities – Spotlight on Australia Coal Terminal Expansion
• Land located 4 km north of Brookfield’s existing Australian

coall tterminal
i l operations
ti
• Brookfield named as one of two preferred proponents Expansion
• New site estimated to be able to support new coal export Current terminal
capacity of 150 Mtpa1
• Undergoing land allocation process
• Brookfield has received access requests for 162 Mtpa
Long Term
Next Steps: Pre-feasibility study will follow land allocation
Timing: Targeting early 2017 for first coal shipments
Costs: Development costs estimated at A$5 billion
1 Million tonnes per annum

Growth in Transport & Energy
• Over $550 million in organic growth projects underway
Australian
UK Port Expansion
Rail Expansion
• Six significant projects of which 75% • Project will nearly double container
are fully contracted to date capacity to 450,000 TEUs1
• Volumes to increase by 45% • Phase One to be completed in Q4
• Remaining
g capital
p costs of A$500
$ million • Total p
project
j costs of ~£30 million
• $150-200 million of incremental • Annual incremental EBITDA of

EBITDA per year ~£5 million
1 Twenty foot equivalent unit

Growth in Transport & Energy – Spotlight on Brookfield Rail
• 14.5 Mtpa of further potential volume growth from existing customers
• New customers exploring mining opportunities in our franchise area
– Substantial export commodity growth expected for Midwest, Yilgarn &

Southwest regions
– Focus primarily on new coal and

iron ore projects
– Working with port authority and miners

to explore integrated infrastructure
development

Growth in Timber
Prospects for log prices are very positive

• Mountain pine beetle infestation of British Columbia, Alberta and the U.S. continues
– ~20% of timber supply for North America structural framing lumber no longer
available for 40-60 years
– Our timberlands are not affected
• Withdrawals of timberlands for conservation
• Increasing demand from Asian markets
• U.S. housing market recovery
– U.S. housing markets at unsustainable low levels
– U.S. Pacific Northwest timberlands will benefit from optimal locations
U.S. Housing Starts
In thousands
2,500
2,000
Average
1,500
1,000
500
0
1990 1995 2000 2005 2010

Growth in Timber – Brazil
• Significant potential in the Brazil timber market

– Strong civil construction activity
• Increasing home ownership rates
• Preparations for FIFA World Cup and Olympic events
• Brazil timberlands are very attractive

– Rapidly growing, competitive and well capitalized range
of converting industries
– Deep and growing economy
– Reasonable land prices – can buy well outside of auctions
• ~$215 million (77%) in Brazil Timber Fund is now invested

– 16% gross IRR1 since inception
Ownership has doubled since 2009 to 98,000 ha across four Brazilian states
1 Gross IRR does not reflect management fees, carried interest, taxes, transaction costs and other expenses typically borne by investors in private funds,
which in the aggregate reduce the actual returns experienced by an investor.

Acquisitions Strategy
Utilities
Utilities Acquire businesses within current franchise areas and

geographical footprint
T&E
Establish new operating platforms
Transport (i.e., toll roads, airports, storage facilities)
gy
& Energy
Pursue value opportunities in distressed markets
Timber
Timber Focus on emerging markets and government privatizations

Recent Acquisition – Chilean Toll Roads
• Brookfield consortium acquiring majority interests in two toll roads

f $340 million
for illi
• Direct result of European outreach program
• Attractive investment – key arteries in Santiago’s urban roadway

– Rapid economic growth in Chile in last 20 years Autopista Vespucio Norte (“AVN”)
– Metropolitan region represents 48% of total GDP1

– Cash flow growth from above inflation tariff increases and
excess road capacity
• Targeted
T t d to
t generate
t levered,
l d after-tax
ft t returns
t off 12-15%
12 15%
• Expected to close in fourth quarter, subject to third-party consents
Tunel San Cristobal (“TSC”)
Establishes new toll road platform in a country we know well

1 Instituto Nacional de Estadisticas

Infrastructure
Strategic
Priorities
Strategic Priorities
• Enhance stability of operating cash flow

– Maintain a diversified business across sectors and geography
– De-risk business by extending duration on debt and customer
contracts
• Pursue measured and opportunistic growth

– Expand and upgrade existing networks
– Acquisitions within platforms
– Acquire new platforms on value basis

Infrastructure
Q&A
Renewable Power
Richard Legault
Table of Contents
• Overview of the Renewable Power Business
• Power Markets – Drivers and Outlook
• Growth Strategy and Opportunities
• Combination of Brookfield’s Renewable Power Businesses
• Priorities for 2012

Renewable Power
Overview of the
Renewable
Power Business
One of the Largest Pure-play Renewable Platforms
• 4,800 MW of installed capacity1
• Primarily hydroelectric, the highest value renewable asset
• 2,000 MW development pipeline
• 67 river systems across 10 markets in 3 countries
Predominantly Hydro Profile2 Portfolio Well-Balanced to Core Markets2 Strong Regional Diversification2
Generation by Technology Generation by Market Generation by Region

4,800 MW More than 18,000 GWh 67 river systems
Other 4% Brazil Midwest
Brazil Southeast BC
Wind
Brazil
10% Brazil South
20%
Canada Ontario
40% Louisiana
New
U.S. England
Hydro 40% Québec
86%
New York
C lif i
California
U.S. Midwest
1 Includes 400 MW of projects under construction 2 Assumes long-term average generation

Efficient Regional Operating Platforms
Our goal is to leverage our operating and development capabilities to create value
in the business
• Currently managing the construction of seven wind and hydro projects ($1
($1.2
2 billion)
• Integrated over 20 single asset and portfolio hydro acquisitions over the last 10 years
• Built (or building) 16 hydro plants and five wind farms since 2003
CANADA UNITED STATES BRAZIL
• 36 generating facilities – 1,839 MW • 106 generating stations – 2,272 MW • 37 hydro generating stations – 674 MW
• Growing wind platform • 400 staff and NERC certified system • Comprehensive operating, power
• 350 staff and NERC1 certified control control centre marketing and project development
centre • Significant storage platform, which includes 250 staff
1 North American Electric Reliability Corporation

Stable, High Quality Cash Flow
Stable cash flows • Approximately 80% of 2012 generation is contracted with PPAs and
supported
t d by
b highly
hi hl financial contracts,
contracts mitigating price risk
contracted
• PPAs have 13-year average duration with highly creditworthy
portfolio
counterparties and built-in inflation adjustments
• Significant diversification and water storage in North America
• No material hydrology exposure in Brazil
Uncontracted
21%
41% Government
Financial Contracts 11%
8%
Distribution Companies 19%
Industrial & Retail

Compounded Annual Growth
Cash flows or Net • Optimization and maximizing the option value of the portfolio
Operating Income • Secured long-term revenue contracts at attractive rates
increased by an
average of 23 % • Enhanced productivity of the facilities through planned capital program
per yyear from
p • Developed high value projects in North America and Brazil
2000-2010
• Completed 20 transactions since 2001 and integrated them into a unified
platform
(millions)
Net Operating Income
1000
$874
800
23% CAGR
600
$469
400
200 $109
0
2000 2005 2010
1 Adjusted for long-term average generation
2 Excludes realization gains
Renewable Power
Power Markets
– Drivers and
Outlook
Power Markets – Key Drivers
Gas markets in • Shale gas production creating ongoing surpluses in North America
N th A
North America
i • Lower gas prices continue to push electricity prices to cyclical lows
will continue to be
• Gas prices expected to increase with need to invest new capital in
oversupplied through shale operations
2012
Key drivers for • Wide acceptance of need to reduce carbon footprint on a global basis
renewable energy • Significant
Si ifi t iissues with
ith competing
ti ttechnologies
h l i ((coall / nuclear)
l )
growth remain
strong • Strong need for energy self sufficiency driving renewable policy
Emerging markets • Brazil’s strong economic growth continues to drive demand

in LATAM need new p
• Expect delays
y in commissioning
g of large
g scale hydro
y p
projects
j
supply to meet strong
• Policy is pushing diversification of supply base to biomass and wind
demand growth
• Fundamentals continue to be very strong in Brazil and other emerging
markets in the region

Outlook for 2012-2016 in Our ‘‘Core Markets’’
Canada • Renewable programs may experience short-term political pressure

P
Pressure t contain
to t i • Growth will continue to be driven by need to replace aging infrastructure
rate increases
• Incentives will continue to be in the form of long-term contracts
• Major regional differences: role of gas likely to increase in British Columbia,
solar
l expected
t d tto come down
d iin O
Ontario,
t i ttransmission
i i bbuild-out
ild t in
i QQuebec
b
expected to export renewable power to U.S. markets
United States • Pace of renewable capacity additions expected to rise with increasing
A return to RPS1 targets
sustainable gas • Gas prices expected to increase to sustainable levels by 2013-2014
prices
• Expect need for baseload capacity by mid-decade, and will likely be
renewables or gas fired facilities
• Wild cards are: form of renewable incentives; growth of U.S. economy;
and timing of plant retirements
Brazil • Expect demand growth to accelerate

accelerate, fueled by major infrastructure
Perfect storm investments expected to support 2014 Soccer World Cup, 2016 Olympics
in 2014 • Expecting significant delays in supply pipeline (large hydro and wind) and
tightening reserve margins in 2013-2014
• Wild cards are use of gas in supply mix (LNG or other imports) and growing
middle class
1 Renewable Power Standards
Renewable Power
Growth Strategy
and Opportunity
Growth Strategy
Our goal is to double our renewable power portfolio over five years
Markets with • High value regional markets with strong barriers to entry
attractive
tt ti dynamics
d i  United States: West coast and East coast markets
and high barriers  Canada: primarily in Ontario, British Columbia and Saskatchewan
to entry
 Brazil: Southern states driving the country’s growth
• Add platform in new market with similar attributes
Highest value, • Maintain predominant hydroelectric focus

longest-life
g scarcity
• Wind in markets where the resource has high y and terminal value
renewable
bl
technologies • Add renewable technology which complements current portfolio
Arbitrage “build • Flexibility and expertise to invest across the spectrum of development,
or buy”
b ” tto construction or operating phases in our core technologies
optimize returns • 2,000 MW greenfield development pipeline in Canada, United States and Brazil
on capital
• Build on track record of acquiring late stage projects
Leverage global • Leverage Brookfield’s global reach to secure transactions

Brookfield platform
• In the next five years, secure acquisition of scale portfolio or platform
in transaction
outreach program • Benefit
B fit off b
broader
d ttransaction
ti expertise
ti – restructuring
t t i and d capital
it l markets
k t

Projects Under Construction
A significant part of our • We continue to make progress on seven construction projects

growthth in
i 2011/2012
• Projects are on scope, schedule and budget
will be from projects to
be commissioned • Adds 431 MW or about 10% to our overall portfolio
• Total investment of approximately $1.2
$1 2 billion
Capacity Generation Commercial

Project (MW) (GWh) Location Operating Date
Hydro
Serra dos Cavalinhos II 29 45 Brazil Q1 2013
Pezzi 19 99 Brazil Q1 2013
Lower St. Anthony Falls 10 63 Minnesota Q3 2011
Glen Ferris 6 41 West Virginia Q1 2012
Wind
Comber Wind 166 535 Ontario Q4 2011

Coram 102 264 California Q1 2012
Granite Reliable 99 275 New Hampshire Q4 2011

Development Pipeline
Brookfield will continue • Positioned to acquire, build and integrate additional third-party projects
to look for late stage
opportunities or will • 2,000 MW pipeline of organic development potential
build out our project
• Hydro, wind and pumped storage opportunities
pipeline
• Opportunities in each core market provide for development flexibility
Development Pipeline (MW)1
Hydro Wind Pump Storage Total
C
Canada
d 2 0
270 960 - 1 230
1,230
U.S. 75 - 300 375
Brazil 400 - - 400
Total 745 960 300 2,005
1 Based on 100% of total potential project capacities based on management estimates

Brookfield Approach – Granite Reliable Wind
• Acquired majority interest in 99 MW wind project from a distressed seller (Q4 2010)
• Leveraged Brookfield’s restructuring expertise and resources
• U.S. power platform completed remaining development activities
– Secured regulatory approvals
– Facilitated government loan guarantee program and investment tax credits grants
– Secured project financing
• Commercial operating date expected Q4 2011
• U.S. power platform will integrate Granite into its operations in Boston, MA

Renewable Power
Combination of
Renewable
Power
Businesses
Transaction Overview
The strategic combination will establish Brookfield Renewable Energy Partners (BREP)
as one of the world’s largest listed “pure play” renewable power businesses
• Publicly traded partnership model that has been highly successful for BIP
• We have requested to be listed on the Toronto Stock Exchange and will plan to file for NYSE
listing in early 2012
• Brookfield will receive one limited partnership unit of BREP for every Brookfield Renewable
Power Fund (Fund)
( ) unit, and will receive additional units off BREP for
f contributing the assets off
Brookfield Power
• O
On completion,
l ti Brookfield
B kfi ld willill own approximately
i t l 73% off BREP on a ffully-exchanged
ll h dbbasis
i
and the public unitholders of the Fund will own the remaining 27%
• BREP will
ill assume allll obligations
bli ti related
l t d tto approximately
i t l C$1
C$1.1
1 billi
billion off unsecured
d public
bli
bonds issued by Brookfield Power as well as the obligations related to the C$250 million
preferred shares issued by a subsidiary of the Fund

Relationship with Brookfield
BREP will benefit from the continued sponsorship and management of Brookfield
Continue strong • BREP will be Brookfield’s primary vehicle through which it will
relationship
l i hi acquire
i renewable
bl power assets on a global
l b lbbasis
i
with Brookfield
Brookfield
B kfi ld will
ill b
be th
the • M
Managing
i generall partner
t will
ill b
be a wholly-owned
h ll d subsidiary
b idi off
Managing General Brookfield
Partner of BREP
• Brookfield will be entitled to incentive-based distributions providing
strong incentive to increase distributions
Brookfield will • Managed by the same team of experienced professionals that have
provide led the renewable power business since the 1990s
asset management
• Brookfield will provide services relating to the origination of
services
acquisitions,
q financings
g and oversight
g of the business
• Brookfield will be entitled to receive a base management fee of
$20 million plus 1.25% of future increases in total capitalization1
1 Market capitalization, recourse borrowings and preferred equity

Key Commercial Agreements
Brookfield retains • New PPA for New York generation will cover 3,500 GWh annually
f t
future upside
id and d • $75/MWh escalated annually at 40% of inflation
downside
• 25 years with 20-year extension
on energy prices
• Through the Energy marketing agreement, BAM will continue to market
BREP’s energy portfolio
Counterparty
Profile
New U.S. PPA1
8%
11% Brookfield
55%
Governments
Industrial & Retail
26%
Distribution Companies
Existing Fund PPAs2
1 Incremental PPA provided by BAM for U.S. portfolio at $75/MWh

2 Brookfield
B kfi ld will ill retain
t i previously
i l existing
i ti PPAs
PPA provided
id d to
t the
th Fund
F d which
hi h are predominantly
d i tl
offset with third-party contracts

Financial Highlights
The business will benefit from strong operating and development platforms that have a track
record of optimizing assets and supporting growth
• Initial distribution of $
$1.35 p
per unit
• Attractive payout ratio with target of approx. 80% of distributable cash and 60% of AFFO
• Anticipate $100 million annually of surplus cash flows to reinvest in growth opportunities
• BREP assumes corporate level debt of existing power business (BRPI)
• BRPI’s investment grade ratings are expected to be maintained by BREP
BREP
Total power assets > $13 billion
Next 5-year average proforma distributable cash $490 million
Next 5-year average per unit distributable cash $1.85 per unit
Issued units (millions) 265.2
Project level debt (non-recourse) $4.1 billion
Corporate level debt $1.1 billion
Target payout ratio 80%
Weighted average PPA term 24 years
1 Includes three wind projects and four hydro projects currently under construction
2 Shown on a fully-exchanged basis

Transaction Benefits
The combination provides numerous benefits to Brookfield
• Establishes a global flagship vehicle well positioned to grow on a global basis

– Enhances liquidity and access to capital for the renewable business
– Provides competitive cost of capital and currency to grow in this sector
– Listings
g on the New York and Toronto stock exchanges
g
• Simplifies corporate structure and expands BAM’s asset management business

– Global mandate
– Management fees on incremental value of capital deployed by BREP
– Incentive distributions to BAM
• Strong value proposition to Fund unitholders
• Brookfield continues to retain risk/reward p

proposition
p with respect
p to future p
power p
prices
• BAM retains 73% ownership and same economic interest

Renewable Power
Strategic
Priorities
Priorities for 2012
Long-term dynamics for renewable power remain favourable
Drive financial • Deliver on BREP’s financial expectations including $1.1 billion in EBITDA
and
d operating
ti • Maximize value of asset flexibility and manage costs
results of BREP
• Secure long-term contracts for un-contracted volumes if long-term
price is attractive
Deploy capital to • Develop inventory of top acquisition targets and opportunistically execute
high quality, high value on transactions
opportunities in the
• Add $1 billion in renewable assets (developments or acquisitions)
renewable power sector
• Deliver construction programs on scope, schedule and budget
• Advance development projects and begin construction of 45 MW hydro
project
p j on Kokish River in British Columbia
Implement effective • Launch BREP and promote awareness of it as the leading pure-play
funding g strategies
g to renewable power business on a global basis
maximize financial
• Achieve listing on the New York Stock Exchange for BREP
flexibility and minimize
cost of capital • Strategic refinancing of project debt to enhance returns and minimize risk

Renewable Power
Q&A
Private Equity & Distress Investing
Cyrus Madon
Agenda
• Private Equity & Distress in Profile
• Case Studies
• Private Equity in Brazil
• Distress Investing Environment
• Conclusion – Outlook

Private Equity & Distress Investing – Overview
Private Equity &

25 Professionals in
Di t
Distress Investing
I ti Group
G
North America
• Sourcing opportunities
$8 billion AUM
• Transaction execution
Private Equity Real Estate Infrastructure Renewable Power
Funds Direct
Investments

A Strong History of Distress Investing
Over three decades of distress investing and operational turnarounds
1980
1980s Carma
C BCE
Corporation Development Co.
Residential land Commercial real
developer estate developer
1990s Catalyst O&Y (US) Inc. Gentra Triathlon Northgate Royal LePage
Energy Commercial Mortgage lender Leasing Minerals Commercial and
Utility holding real estate Canada’s largest Gold mining residential brokerage
company developer lessor of fleet vehicles company
2000s Queensway Criimi Mae Concert Industries Stelco Western Longview MAAX Hammerstone
Financial Full service Global Large Forest Fibre Products Corporation
Property and commercial manufacturer of diversified Products Integrated Manufacturer Industrial
casualty insurance mortgage non woven airlaid
non-woven steel Integrated packaging and distributor minerals
company fabrics producer forest company of bathroom company
products fixtures and
company spas
2010 > Prime (BBI) GGP

Global utilities, Premier retail shopping
and transportation mall portfolio
infrastructure

Competitive Advantages
As an owner operator with a global platform, we have significant advantages in

creating value through distress investing
• Knowledge and access through broad Brookfield

Deal platform enhances proprietary deal flow
Sourcing
Depth & • Decades of successful distress

• Operational Operational investing and turnarounds
B dth off
Breadth
improvements Focus  Finance
Experience
 Legal
 Operations
 Legislation
• Target complex situations that

Active Differentiated limit competition
• Influence and control
Management Strategy • Surface hidden assets
• Capital preservation

Case Studies
Case Study: Armtec Infrastructure
• Investment Type
– $125 million senior secured loan
• Business Overview
– Manufacturer of pre-cast concrete, steel and plastic pipe products
– End markets: infrastructure, commercial and residential
construction ($millions)
– 47 manufacturing and sales facilities across Canada $100
$80
– S ft market
Soft k t conditions
diti combined
bi d with
ith operational
ti l challenges
h ll $80
resulted in substantial but temporary impairment to earnings $60

$40 $30
• Investment Thesis $20
– Replacement
R l t off b
bank
k llender
d group and d operating
ti didiscipline
i li $
$0
are expected to return the company to historical profitability 2009 TTM1
EBITDA EBITDA
– Seven-year warrants provide upside if company outperforms 1 Trailing 12 months
– Leveraged Brookfield
Brookfield’ss operational capabilities to execute
a proprietary transaction on an accelerated basis
– Senior secured loan is well protected by $300 million in tangible assets
– Opportunity to earn equity returns with limited risk
• Target Return: 25%

Case Study: Ember Resources
• Investment Type
– $50 million initial equity investment
– Financially distressed natural gas producer focused
on coal bed methane and shallow gas in central Alberta
– Extensive land holdings include 435 net producing
wells and long-life gas reserves
– Low production costs permit positive cash flow at
highly depressed natural gas prices
• Investment Thesis
– Financial
Fi i l di
distress
t enabled
bl d B
Brookfield
kfi ld tto partner
t with
ith principal
i i l shareholder
h h ld tto ttake
k th
the company
private at a 50% discount to NAV
– Targeting 25% returns; significant additional upside in reserves and production should gas
prices improve
– Identified operational improvements, reserve enhancements and G&A savings
– Limited risk due to low financial leverage and exceptionally low entry price
• Target Return: 25%

Case Study: Longview Fibre Paper & Packaging
• Investment Type
– $114 million equity investment to acquire 100% of operations
– Washington State-based producer of Kraft paper and
integrated manufacturer of corrugated containers
– One million ton pulp/paper mill and seven containerboard plants
– Poorly managed with low productivity
Longview
L i
• Investment Thesis Value Creation Summary
– Acquisition price represented working capital value only
Operational Asset Value
– Reduced headcount by over 700 (30%) and focused Improvements Enhancements
on high margin products 69% 31%
– Preserved a $130 million pension surplus by revising
the allocation of fund assets from equities to bonds
– Cash flow generation and bond offering have
generated $550 million in proceeds to-date
– Excellent sale candidate given recent industry consolidation
.
• IRR: 57%

Other Distress Investments
We assist our operating platforms to execute on distress opportunities
Real Estate
• Fairfield Residential
– Recapitalization of a best-in-class integrated asset
manager focused on multi-family development and services
• 450 West 33rd Street

Fairfield Residential
– Recapitalization of sponsor in return for 75% ownership
in a 1.7
1 7 million square foot property
• Legacy Office Vehicles

– Recapitalization of a vehicle owning 5
5.3
3 million square feet
of office space
Infrastructure
Cross Sound Cable, New England
• Cross Sound Cable
– Acquisition of a 330 MW electrical transmission cable
from a bank lender

Private Equity
in Brazil
Private Equity in Brazil
• Brazil is a compelling market for private equity
• Rapid growth of domestic market and competitive advantages support

opportunities with strong returns
• Fifth most populous and second youngest country among the world’s
10 largest economies
• D
Demographics,
hi stable
t bl ddemocracy and
dddeveloping
l i creditdit markets
k t
support increasing income and expenditure on discretionary items
• Current growth is strong and expected to continue over the long term
• Brookfield has over 110 years of experience and a proven track record
of building and growing businesses in Brazil
• Deep, local relationships, regional insight, 7,000 employees and

$13 billion in AUM

Private Equity in Brazil
• Brookfield is well positioned to generate proprietary investment opportunities and execute

growth
th initiatives
i iti ti within
ithi our b
businesses
i
• Targeting opportunities in growth sectors with simple and scalable business models
– Control opportunities with growing cash flows
– Financing for organic growth, modernization and acquisitions
– Ability to create value by solving strategic operational, financial and governance
challenges
• Wide variety of industries where Brookfield has a competitive advantage
• 12 person local team dedicated to private equity opportunities in addition to significant

local resources

Distress
Investing
Environment
Distress Investing Environment – U.S.
• Continued macro challenges INDEX PERFORMANCE (S&P 500)

INDEX PERFORMANCE (S&P 500)
– High levels of unemployment and fiscal deficits 120.0
– S&P downgrade 110.0
– Housing market is still in disarray 100.0
– Political posturing 90.0
80.0
• Certain industries and regions remain fundamentally Dec-10 Feb-11 Apr-11 Jun-11 Aug-11
challenged (housing, forest products, merchant power,

INTEREST
INTEREST RATES
RATES AND AND
BONDBOND YIELDS
YIELDS
U.S. Southwest)
10.00
8.00
• More recently, credit markets have weakened
6.00
• Capital is now more expensive, or unavailable, for 4.00

lower grade issuers and weak sponsors 2.00
-
• Current environment should enable Brookfield to Dec-10 Feb-11 Apr-11 Jun-11 Aug-11
surface opportunities in property, infrastructure and Barclays Capital US High Yield: B
private equity Barclays Capital US Aggregate: Corporate Investment

Grade
Source: Economist, Standard & Poors

Distress Investing Environment – Europe
• Sovereign default risk significant concern with INDEX PERFORMANCE

INDEX PERFORMANCE
global
l b l iimplications
li ti 150
MSCI Euro MSCI EUR Bank
• Weak economic data in Europe has added to 125
negative sentiment – German economy grew by

100
only
l 00.1%
1% iin Q2
75
• Bank liquidity risk remains a concern with
regulators failing to address market fears 50
Sep-10
Sep 10 Dec-10
Dec 10 Mar-11
Mar 11 Jun-11
Jun 11 Sep-11
Sep 11
– Recent bank trading values and corporate Source: www.oanda.com, CapitalIQ, Economist
and high yield spreads have weakened
substantially BOND SPREADS BOND SPREADS
• Opportunities for distress across sectors, but 2000

Euro bb-b non-f inancial f ixed and f loating rate…
Euro non-periphery non-f inancial
particularly those dependent on bank financing
1500
– Potential bank asset sales represent
significant opportunity 1000
• Brookfield is very well positioned to pursue 500

distressed real estate and infrastructure
0
investments in Europe
1/4/2008 1/4/2009 1/4/2010 1/4/2011

Investing – China
• China continues to experience strong growth NDEX PERFORMANCE

INDEX PERFORMANCE
andd iis expected
t d tto b
be th
the world’s
ld’ llargestt economy 150
MSCI China China RTO
within 10 years
125
100
• Government leaders have mandated slowing
75
growth and inflation
50
25
• Banks to reduce growth in loans on real estate
-
– Stock markets have declined over past 12 months Sep-10 Dec-10 Mar-11 Jun-11 Sep-11
– Several Chinese companies with North American

listings have experienced severe contractions
in valuation amid governance concerns
– $US debt markets for many Chinese issuers have closed
– Potential opportunities to assist liquidity constrained companies in industries

well known to Brookfield

Investing Environment – India
• High growth economy with favourable INDEX PERFORMANCE

INDEX PERFORMANCE
d
demographics,
hi iinvestment
t t grade
d sovereign
i rating
ti 105
and developing capital markets 95
85
• Interest rates have risen over the last 18 months 75
i response tto very hi
in high
h iinflation
fl ti 65
55
• Bank lending has tightened markedly, particularly Dec-10 Feb-11 Apr-11 Jun-11 Aug-11
in real estate, in response to Reserve Bank of India Sensex NSE Inf ra NSE Realty
requirements
i t
FOREIGN
FOREIGN DIRECT
DIRECT INVESTMENT
INVESTMENT INFLOWS
INFLOWS ($B)
($BN)
• Economic growth has slowed and stock markets $50
have weakened $40
$30
• Market weakness exacerbated by foreign capital
$20
outflows and investor concerns around governance
$10
and corruption
$0
• Potential opportunities for Brookfield in 2005 2006 2007 2008 2009 2010
infrastructure and real estate in a liquidity Source: Economist, Standard & Poors, UNCTAD
constrained environment

Outlook
Positive Outlook for Distress Investing
• Current environment suits Brookfield’s style of investing
• Our strategy and approach to distress investing gives us a competitive advantage
• High quality assets are available in numerous global jurisdictions
• Our investment teams are actively pursuing opportunities

Q&A
Conclusion
The Opportunities Are Vast
• Our core operating platforms are performing well
• We are extremely well positioned in this environment to take advantage of growth

opportunities
• Our global platform opens doors inaccessible to others
• We have a strong balance sheet, significant liquidity and dry powder to fuel our growth
• Our funds and strategies are also performing well
• We are increasingly seen as a leading alternative asset manager with a solid track record
and a differentiating expertise in real assets
• We have an outstanding team in place

 In-depth
I d h operating,
i restructuring
i and
d fifinancial
i l expertise
i and
d years off experience
i
working together
• We remain very positive about the future

September
p 27,, 2011
Q&A
September
p 27,, 2011
INVESTOR
DAY
2011

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September

2 | Brookfield Asset Management Inc.

• Overview Bruce Flatt

• Financial Review Brian Lawson

• Global Property Ric Clark

• General Growth Sandeep Mathrani

• Infrastructure Sam Pollock

• Power Richard Legault

• Private Equity & Distress Investing Cyrus Madon

• Conclusion Bruce Flatt

3 | Brookfield Asset Management Inc.

Macro Challenges Brookfield Opportunity

• U.S. economy is shaky • Well capitalized with significant dry

• Credit crunch exists for some • Unparalleled operating platforms

• Global footprint to reallocate capital

• Significant depth of restructuring

5 | Brookfield Asset Management Inc.

• Our core operations are performing well

• Our relationships with institutional investors are expanding

6 | Brookfield Asset Management Inc.

100 offices or locations | 500 investment professionals | 18,000 operating employees

UK, Western Europe &

7 | Brookfield Asset Management Inc.

• We are never “forced” to invest where capital is plenty

• This offers us access to a larger pool of international investors

• It diversifies our cash flows

8 | Brookfield Asset Management Inc.

• We are well positioned for continued growth

• Our performance has been “good

9 | Brookfield Asset Management Inc.

10 | Brookfield Asset Management Inc.

• #1 ranked Global Real Estate Investment Manager by

– #4 Infrastructure Fund Manager

– #8 Infrastructure Fund Manager

– #9 Real Estate Fund Manager

– #7 Real Estate Fund Manager

1 Total funds raised in last 10 years

– Brookfield Infrastructure Partners, and

– Brookfield Renewable Energy Partners

12 | Brookfield Asset Management Inc.

28% 73% 100% 100%

Brookfield Brookfield Renewable

+ legacy / niche + legacy / niche + legacy / niche

13 | Brookfield Asset Management Inc.

• Considerably better than it was two years ago

– More money is being dedicated to alternatives

– We are now recognized as one of a small group of leading global alternative

Institutions need to earn more than 1% in bonds

14 | Brookfield Asset Management Inc.

Third-Party Capital ($ billions) 2 53

Average Commitment ($ millions) 156 163

15 | Brookfield Asset Management Inc.

1 Includes Private Fund and Public Securities clients

– Fee economics are likely better for certain investment strategies

– Capital can be drawn down over a committed period of time

17 | Brookfield Asset Management Inc.

• Over $24 billion institutional client commitments to private funds

• $8 billion in dry powder

• Seven funds in fundraising in 2011 and 2012, with target

• Over 30 pprofessionals worldwide committed to p

We don’t need “Transformational” deals to create value

20 | Brookfield Asset Management Inc.