UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 6-K

Transcription

1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of January 2019 Commission File Number: BROOKFIELD ASSET MANAGEMENT INC. (Translation of registrant s name into English) Brookfield Place Suite Bay Street, P.O. Box 762 Toronto, Ontario, Canada M5J 2T3 (Address of principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F o Form 40-F x Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o Exhibits 99.1 and 99.2 of this Form 6-K shall be incorporated by reference as exhibits to the Registration Statement of Brookfield Asset Management Inc. and Brookfield Finance Inc. on Form F-10 (File Nos and ).

2 EXHIBIT LIST Exhibit Description 99.1 Preliminary Term Sheet dated January 24, Press release dated January 24,

3 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. BROOKFIELD ASSET MANAGEMENT INC. Date: January 24, 2019 By: /s/ Thomas Corbett Name: Thomas Corbett Title: Senior Vice President 3

4 Exhibit 99.1 A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada. A copy of the final base shelf prospectus, any amendment to the final base shelf prospectus and any applicable shelf prospectus supplement that has been filed, is required to be delivered with this document. This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any amendment and any applicable shelf prospectus supplement for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision. BROOKFIELD FINANCE INC. US$[ ] [ ]% NOTES DUE 2029 PRELIMINARY TERM SHEET January 24, 2019 Issuer: Guarantor: Guarantee: Guarantor s Ticker: Brookfield Finance Inc. Brookfield Asset Management Inc. The notes will be fully and unconditionally guaranteed as to payment of principal, premium (if any) and interest and certain other amounts by Brookfield Asset Management Inc. BAMACN Security: [ ]% Senior Unsecured Notes due [ ], 2029 Format: Size: SEC registered US$ [ ] Trade Date: January 24, 2019

5 Expected Settlement Date*: January 29, 2019 (T+3) Maturity Date: [ ], 2029 Coupon: [ ]% Interest Payment Dates: [ ] and [ ], commencing [ ], 2019 Price to Public: Benchmark Treasury: Benchmark Treasury Price & Yield: Spread to Benchmark Treasury: Yield: Denominations: [ ]% [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of National Instrument Shelf Distributions ( NI )] [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI ] [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI ] [ ]% Initial denominations of US$2,000 and subsequent multiples of US$1,000

6 Covenants: Change of control 101%) Negative pledge Consolidation, merger, amalgamation and sale of substantial assets Redemption Provisions: Make-Whole Call: Par Call: Use of Proceeds: CUSIP/ISIN: Joint Book-Runners 1 : Co-Managers: Prior to [ ], 20[ ], treasury rate plus [ ] bps At any time on or after [ ], 20[ ], at 100% of the principal amount of the notes to be redeemed General corporate purposes [ ]/[ ] Citigroup Global Markets Inc. HSBC Securities (USA) Inc. SMBC Nikko Securities America, Inc. [ ] *Note: Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in two business days, unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade notes prior to the delivery date will be required, by virtue of the fact that the notes initially will settle in T+3, to specify an alternate settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of notes who wish to trade notes prior to the delivery date should consult their own advisor. 1 This offering will be made in Canada by Citigroup Global Markets Canada Inc., a broker dealer affiliate of Citigroup Global Markets Inc. and by HSBC Securities (Canada) Inc., a broker-dealer affiliate of HSBC Securities (USA) Inc.

7 The Notes will be issued as a separate series of debt securities under a fourth supplemental indenture to be dated as of the date of the issuance of the Notes (the Fourth Supplemental Indenture ) to the base indenture dated as of June 2, 2016 (the Base Indenture ) (together with the Fourth Supplemental Indenture, the Indenture ), between Brookfield Finance Inc., Brookfield Asset Management Inc., as guarantor, and Computershare Trust Company of Canada, as trustee. The foregoing is a summary of certain of the material attributes and characteristics of the Notes, which does not purport to be complete and is qualified in its entirety by reference to the Indenture.

8 Exhibit 99.2 BROOKFIELD ASSET MANAGEMENT ANNOUNCES PROPOSED OFFERING OF NOTES BROOKFIELD, NEWS, January 24, 2019 Brookfield Asset Management Inc. ( Brookfield ) (TSX: BAM.A, NYSE: BAM, Euronext: BAMA) today announced that it is commencing a public offering, subject to market and other conditions, of notes due 2029 (the notes ). The notes will be issued by Brookfield Finance Inc., an indirect 100% owned subsidiary of Brookfield, and will be fully and unconditionally guaranteed by Brookfield. The net proceeds of the offering will be used for general corporate purposes. Citigroup Global Markets Inc., HSBC Securities (USA) Inc. and SMBC Nikko Securities America, Inc. are acting as joint book-running managers for the offering. The notes will be offered under Brookfield Finance Inc. s existing base shelf prospectus filed in the United States and Canada. In the United States, the notes are being offered pursuant to an effective registration statement filed with the U.S. Securities and Exchange Commission on April 24, Brookfield Finance Inc. has filed a preliminary prospectus supplement relating to the offering of the notes. You may obtain these documents for free on EDGAR at or on SEDAR at Before you invest, you should read these documents and other public filings by Brookfield for more complete information about Brookfield and this offering. Alternatively, copies can be obtained from: Citigroup Global Markets Inc. c/o Broadridge Financial Solutions 1155 Long Island Avenue Edgewood, New York Telephone: prospectus@citi.com HSBC Securities (USA) Inc. Attn: Transaction Management Group HSBC Securities (USA) Inc. 452 Fifth Avenue, New York, NY Telephone: tmg.americas@us.hsbc.com *** This news release does not constitute an offer to sell or the solicitation of an offer to buy the notes described herein, nor shall there be any sale of these notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The notes being offered have not been approved or disapproved by any regulatory authority, nor has any such authority passed upon the accuracy or adequacy of the base shelf prospectus or the preliminary prospectus supplement. Brookfield Asset Management Brookfield Asset Management Inc. is a global alternative asset manager with over US$330 billion in assets under management. The company has more than a 115- year history of owning and operating assets with a focus on real estate, renewable power, infrastructure and private equity. Brookfield offers a range of public and private investment products and services, and is co-listed on the New York, Toronto and Euronext stock exchanges under the symbol BAM, BAM.A and BAMA, respectively. 1

9 For more information, please contact: Claire Holland Communications & Media Tel: (416) Linda Northwood Investor Relations Tel: (416) Forward-Looking Statements Note: This news release contains forward-looking information within the meaning of Canadian provincial securities laws and forward-looking statements within the meaning of 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 harbor provisions of the United States Private Securities Litigation Reform Act of 1995 and in any applicable Canadian securities regulations. The word will and derivations thereof and other expressions that are predictions of or indicate future events, trends or prospects and which do not relate to historical matters identify forward-looking statements. Forward-looking statements in this news release include statements with respect to the offering and the use of proceeds from the offering described in this news release. Although Brookfield believes that such forward-looking statements and information are based upon reasonable assumptions and expectations, the reader should not place undue reliance on forward-looking statements and information as such statements and information involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Brookfield to differ materially from anticipated future results, performance or achievement 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 financial conditions in the countries in which we do business or may do business; the behavior of financial markets, including fluctuations in interest and exchange rates; availability of equity and debt financing; and other risks and factors in the prospectus and as detailed from time to time in the Company s Annual Report on 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. 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, investors and others should carefully consider the foregoing factors and other uncertainties and potential events. Except as 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. 2