EX-FILING FEES 5 tm2224814d1_ex-filingfees.htm EX-FILING FEES

Exhibit 107

EX-FILING FEES

Calculation of Filing Fee Tables

 

Form F-10 Form F-3
(Form Type) (Form Type)
   

Brookfield Asset Management Inc.

Brookfield Finance Inc.

Brookfield Finance II Inc.

Brookfield Capital Finance LLC

Brookfield Finance II LLC

Brookfield Finance (Australia) Pty Ltd

Brookfield Finance I (UK) plc

(Exact Name of Registrant as Specified in its Charter) (Exact Name of Registrant as Specified in its Charter)

 

Table 1: Newly Registered Securities

   Security
Type
  Security
Class
Title
  Fee
Calculation
or Carry
Forward
Rule
  Amount
Registered
  Proposed
Maximum
Offering
Price Per
Unit
  Maximum
Aggregate
Offering
Price
   Fee
Rate
   Amount of
Registration
Fee
   Carry
Forward
Form
Type
  Carry
Forward
File
Number
  Carry
Forward
Initial
effective
date
  Filing Fee
Previously
Paid In
Connection
with Unsold
Securities
to
be Carried
Forward
 
Newly Registered Securities
Fees to Be paid  Unallocated (Universal) Shelf  Unallocated (Universal) Shelf  457(o)  (1)  (1)  $3,500,000,000    0.0000927   $324,450(2)         
   Total Offering Amounts    $3,500,000,000        $324,450              
   Total Fees Previously Paid                N/A              
   Total Fee Offsets               $93,456              
   Net Fee Due               $230,994              

 

(1)

There are being registered under this registration statement on Forms F-10 and F-3 (this “Registration Statement”) such indeterminate number of (i) debt securities of Brookfield Asset Management Inc. (“BAM”), Brookfield Finance Inc. (“BFI”), Brookfield Finance II Inc. (“BFI II”), Brookfield Capital Finance LLC (“BCF”), Brookfield Finance (Australia) Pty Ltd (“BAM Australia”) and Brookfield Finance I (UK) plc (“BAM UK”); (ii) guarantees by BAM of the debt securities issued by BFI, BFI II, BCF, BAM Australia and BAM UK; (iii) Class A Preference Shares issuable by BAM (“BAM Preference Shares”) and Class A Limited Voting Shares (“BAM Class A Shares”) issuable by BAM or to be resold by selling securityholders; (iv) preferred shares representing limited liability company interests (the “US Preferred Shares”) in Brookfield Finance II LLC (“BFL II”); and (v) guarantees by BAM of the US Preferred Shares issued by BFL II, in each case, in offerings from time to time at indeterminate prices, with the maximum aggregate public offering price not to exceed $3,500,000,000 (in U.S. dollars or the equivalent thereof in non-U.S. currencies). Any securities registered by this Registration Statement may be sold separately or as units with other securities registered under this Registration Statement. The proposed maximum initial offering price per security will be determined, from time to time, by the applicable registrant(s) and/or the selling securityholders in connection with the sale of such securities. In addition, pursuant to Rule 416 under the U.S. Securities Act of 1933, as amended (the “Securities Act”), the BAM Class A Shares being registered hereunder include such indeterminate number of such securities as may be issuable with respect to the BAM Class A Shares as a result of stock splits, stock dividends, or similar transactions.

   
(2) The guarantees being registered hereon are being sold without separate consideration. Pursuant to Rule 457(n) under the Securities Act, no separate registration fee for the guarantees is payable.

 

   

 

 

Table 2: Fee Offset Claims and Sources

 

   Registrant or
Filer Name
  Form or
Filing Type
  File
Number
  Initial
Filing Date
  Filing Date  Fee Offset
Claimed
  Security Type
Associated with
Fee Offset Claimed
  Security Title
Associated with
Fee Offset Claimed
  Unsold
Securities
Associated with
Fee Offset Claimed
  Unsold Aggregate
Offering Amount
Associated with
Fee Offset Claimed
   Fee Paid with
Fee Offset Source
 
                                       
   Rule 457(p)
Fee Offset Claims  Brookfield Asset Management Inc. and the Co-Registrants  F-10  333-249132  September 29, 2020     $93,456  Unallocated (Universal) Shelf  (1)  (1)  $720,000,000        
Fee Offset Sources  Brookfield Asset Management Inc. and the Co-Registrants  F-10  333-249132     September 29, 2020                    $ 93,456 (1)

 

(1) BAM, together with BFI, BFI II, BCF, BAM Australia, BAM UK and BFL II (such additional registrants, other than BAM, the “Co-Registrants”) previously filed a registration statement on Form F-10/Form F-3 (File No. 333-249132), initially filed on September 29, 2020, as amended on October 6, 2020 and declared effective on October 7, 2020 (the “October 2020 Registration Statement”), which registered an indeterminate number of securities to be sold by the registrants and had an aggregate initial offering price not to exceed US$3,500,000,000. The October 2020 Registration Statement was not fully used, resulting in $720,000,000 as the unsold aggregate offering amount. This unused amount represents approximately 20.6% of the $454,300 of the registration fees on the October 2020 Registration Statement and results in a fee offset of $93,456. The registrants have terminated or completed any offerings that included the unsold securities under the October 2020 Registration Statement.