0000899243-23-017340.txt : 20230710 0000899243-23-017340.hdr.sgml : 20230710 20230710180211 ACCESSION NUMBER: 0000899243-23-017340 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20230630 FILED AS OF DATE: 20230710 DATE AS OF CHANGE: 20230710 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BROOKFIELD Corp /ON/ CENTRAL INDEX KEY: 0001001085 STANDARD INDUSTRIAL CLASSIFICATION: OPERATORS OF NONRESIDENTIAL BUILDINGS [6512] STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56428 FILM NUMBER: 231080764 BUSINESS ADDRESS: STREET 1: BROOKFIELD PLACE, 181 BAY ST, STE 100 STREET 2: PO BOX 762 CITY: TORONTO STATE: A6 ZIP: M5J2T3 BUSINESS PHONE: 416-363-9491 MAIL ADDRESS: STREET 1: BROOKFIELD PLACE, 181 BAY ST, STE 100 STREET 2: PO BOX 762 CITY: TORONTO STATE: A6 ZIP: M5J2T3 FORMER NAME: FORMER CONFORMED NAME: BROOKFIELD ASSET MANAGEMENT INC. DATE OF NAME CHANGE: 20051116 FORMER NAME: FORMER CONFORMED NAME: BRASCAN CORP/ DATE OF NAME CHANGE: 20010321 FORMER NAME: FORMER CONFORMED NAME: EDPERBRASCAN CORP DATE OF NAME CHANGE: 19970904 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brookfield Holdings Canada Inc. CENTRAL INDEX KEY: 0001540230 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56428 FILM NUMBER: 231080763 BUSINESS ADDRESS: STREET 1: 181 BAY STREET STREET 2: BROOKFIELD PLACE, SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5J2T3 BUSINESS PHONE: 416 956 5812 MAIL ADDRESS: STREET 1: 181 BAY STREET STREET 2: BROOKFIELD PLACE, SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5J2T3 FORMER NAME: FORMER CONFORMED NAME: Brookfield Holdings Canada DATE OF NAME CHANGE: 20120123 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Brookfield Corporate Treasury Ltd. CENTRAL INDEX KEY: 0001983642 STATE OF INCORPORATION: A6 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56428 FILM NUMBER: 231080762 BUSINESS ADDRESS: STREET 1: BROOKFIELD PLACE STREET 2: 181 BAY STREET, SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5J 2T3 BUSINESS PHONE: 416-956-5182 MAIL ADDRESS: STREET 1: BROOKFIELD PLACE STREET 2: 181 BAY STREET, SUITE 300 CITY: TORONTO STATE: A6 ZIP: M5J 2T3 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: BUSI II GP-C LLC CENTRAL INDEX KEY: 0001983486 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 000-56428 FILM NUMBER: 231080761 BUSINESS ADDRESS: STREET 1: 250 VESEY STREET STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10281 BUSINESS PHONE: 212-417-7000 MAIL ADDRESS: STREET 1: 250 VESEY STREET STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10281 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: BROOKFIELD REAL ESTATE INCOME TRUST INC. CENTRAL INDEX KEY: 0001713407 STANDARD INDUSTRIAL CLASSIFICATION: REAL ESTATE INVESTMENT TRUSTS [6798] IRS NUMBER: 822365593 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 250 VESEY STREET STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10281 BUSINESS PHONE: 212-417-7000 MAIL ADDRESS: STREET 1: 250 VESEY STREET STREET 2: 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10281 FORMER COMPANY: FORMER CONFORMED NAME: OAKTREE REAL ESTATE INCOME TRUST, INC. DATE OF NAME CHANGE: 20170728 3 1 doc3.xml FORM 3 SUBMISSION X0206 3 2023-06-30 0 0001713407 BROOKFIELD REAL ESTATE INCOME TRUST INC. N/A 0001001085 BROOKFIELD Corp /ON/ BROOKFIELD PLACE 181 BAY STREET, SUITE 100 TORONTO A6 M5J 2T3 ONTARIO, CANADA 0 0 1 0 0001540230 Brookfield Holdings Canada Inc. BROOKFIELD PLACE 181 BAY STREET, SUITE 100 TORONTO A6 M5J 2T3 ONTARIO, CANADA 0 0 1 0 0001983642 Brookfield Corporate Treasury Ltd. BROOKFIELD PLACE 181 BAY STREET, SUITE 100 TORONTO A6 ONTARIO, CANADA 0 0 1 0 0001983486 BUSI II GP-C LLC 250 VESEY STREET, 15TH FLOOR NEW YORK NY 10281 0 0 1 0 Class I Common Stock 23171311 I Held by BUSI II-C L.P. Class E Common Stock 2379448 I Held by BUSI II-C L.P. Class E Common Stock 60486 I Held by BIM Capital LLC Class E Common Stock 13503 I Held by Brookfield Public Securities Group LLC Class I Common Stock 194283 I Held by Brookfield REIT Adviser LLC Includes 107,748 shares of the Issuer's common stock that will be issued on or about July 20, 2023 pursuant to the Issuer's distribution reinvestment plan. Includes 13,541 shares of the Issuer's common stock that will be issued on or about July 20, 2023 pursuant to the Issuer's distribution reinvestment plan. Includes 344 shares of the Issuer's common stock that will be issued on or about July 20, 2023 pursuant to the Issuer's distribution reinvestment plan. Includes 77 shares of the Issuer's common stock that will be issued on or about July 20, 2023 pursuant to the Issuer's distribution reinvestment plan. Includes 2,208 shares of the Issuer's common stock that will be issued on or about July 20, 2023 pursuant to the Issuer's distribution reinvestment plan. These shares are held directly by BUSI II-C L.P. ("BUSI II-C"). Brookfield Corporation ("BCORP") is a holder of common shares of Brookfield Holdings Canada Inc. ("BHC"). BHC is the sole shareholder of Brookfield Corporate Treasury Ltd. ("BCT"), which is a holder of Class A units of Oaktree Capital Group, LLC ("OCG LLC"). Oaktree Capital Group Holdings GP, LLC ("OCGH GP") is the indirect owner of the class B units of OCG LLC. OCG LLC is the sole common shareholder of OCG NTR Holdings, LLC ("OCG NTR"), which is the managing member of BUSI II GP-C LLC ("BUSI II GP-C") and a limited partner of BUSI II-C. BUSI II GP-C is the general partner of BUSI II-C. These shares are held directly by BIM Capital LLC ("BIM") and indirectly by BCORP, Brookfield Asset Management Ltd. ("BAM"), Brookfield Asset Management ULC ("BAM-ULC"), Brookfield US Holdings Inc. ("BUSHI"), Brookfield US Inc. ("BUSI") and Brookfield Public Securities Group Holdings LLC ("PSG Holdings"). BCORP is a holder of common shares of BAM-ULC and special tracking preferred shares and Class B senior preferred shares of BUSHI. BAM is a holder of common shares of BAM-ULC. BAM-ULC is the holder of Class B common shares of BUSHI. BUSHI is the holder of Class A common shares and Class C preferred shares of BUSI. BUSI is the managing member of PSG Holdings, which is the managing member of BIM. These shares are held directly by Brookfield Public Securities Group LLC ("PSG") and indirectly by BCORP, BAM, BAM-ULC, BUSHI, BUSI and PSG Holdings. BCORP is a holder of common shares of BAM-ULC and special tracking preferred shares and Class B senior preferred shares of BUSHI. BAM is a holder of common shares of BAM-ULC. BAM-ULC is the holder of Class B common shares of BUSHI. BUSHI is the holder of Class A common shares and Class C preferred shares of BUSI. BUSI is the managing member of PSG Holdings, which is the managing member of PSG. These shares are held directly by the Brookfield REIT Adviser LLC (the "Adviser") and indirectly by BCORP, BAM, BAM-ULC, BUSHI, BUSI, Brookfield Property Master Holdings LLC ("BPM Holdings") and Brookfield Property Group LLC ("BPG"). BCORP is a holder of common shares of BAM-ULC and special tracking preferred shares and Class B senior preferred shares of BUSHI. BAM is a holder of common shares of BAM-ULC. BAM-ULC is the holder of Class B common shares of BUSHI. BUSHI is the holder of Class A common shares and Class C preferred shares of BUSI. BUSI is the managing member of BPM Holdings. BPM Holdings is the sole member of BPG, which is the managing member of the Adviser. This filing shall not be deemed an admission that for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or otherwise, that the Reporting Persons are the beneficial owners of any equity securities in excess of their respective pecuniary interests, and each Reporting Person disclaims beneficial ownership of the securities reported herein, except to the extent of such Reporting Person's pecuniary interest therein, if any. Because no more than 10 reporting persons can file any one Form 3 through the Securities and Exchange Commission's EDGAR system, certain affiliates of the Reporting Persons are filing a separate Form 3. The Reporting Persons are jointly filing this Form 3 pursuant to Rule 16a-3(j) under the Exchange Act. BROOKFIELD CORPORATION, By: /s/ Swati Mandava, Name: Swati Mandava, Title: Managing Director, Legal & Regulatory 2023-07-10 BROOKFIELD HOLDINGS CANADA INC., By: /s/ Swati Mandava, Name: Swati Mandava, Title: Director 2023-07-10 BROOKFIELD CORPORATE TREASURY LTD., By: /s/ Swati Mandava, Name: Swati Mandava, Title: Director 2023-07-10 BUSI II GP-C LLC, By: /s/ Michelle Campbell, Name: Michelle Campbell, Title: Secretary 2023-07-10