Brookfield Infrastructure Partners L.P. [BIP] Filings

20-F 1 bip-20221231.htm 20-F bip-20221231

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington D.C. 20549

FORM 20-F


☐						REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR 12(g) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☒						ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
for the fiscal year ended December 31, 2022
OR
☐						TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
OR
☐						SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 001-33632

BROOKFIELD INFRASTRUCTURE PARTNERS L.P.

(Exact name of Registrant as specified in its charter)

Bermuda

(Jurisdiction of incorporation or organization)

73 Front Street

Hamilton, HM 12, Bermuda

(Address of principal executive offices)

Jane Sheere

73 Front Street

Hamilton, HM 12, Bermuda

+1-441-294-3309

bip.enquiries@brookfield.com

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Securities registered pursuant to Section 12(b) of the Act:


Title of class	Trading Symbol(s)	Name of each exchange on which registered
Limited Partnership Units	BIP; BIP UN	New York Stock Exchange; Toronto Stock Exchange
Class A Preferred Limited Partnership Units, Series 13	BIP PR A	New York Stock Exchange
Class A Preferred Limited Partnership Units, Series 14	BIP PR B	New York Stock Exchange
5.000% Subordinated Notes due 2081 (and the subordinated guarantees related thereto)	BIPH	New York Stock Exchange
5.125% Perpetual Subordinated Notes (and the subordinated guarantees related thereto)	BIPI	New York Stock Exchange

Securities registered or to be registered pursuant to Section 12(g) of the Act: None

Securities for which there is a reporting obligation pursuant to Section 15(d) of the Act: None

Indicate the number of outstanding shares of each of the issuer’s classes of capital or common stock as of the close of the period covered by the annual report:

458,380,315 Limited Partnership Units as of December 31, 2022

4,989,265 Class A Preferred Limited Partnership Units, Series 1 as of December 31, 2022

4,989,262 Class A Preferred Limited Partnership Units, Series 3 as of December 31, 2022

7,986,595 Class A Preferred Limited Partnership Units, Series 9 as of December 31, 2022

9,936,190 Class A Preferred Limited Partnership Units, Series 11 as of December 31, 2022

8,000,000 Class A Preferred Limited Partnership Units, Series 13 as of December 31, 2022

8,000,000 Class A Preferred Limited Partnership Units, Series 14 as of December 31, 2022

1 General Partner Unit as of December 31, 2022

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☒ No ☐

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. Yes ☐ No ☒

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer or an emerging growth company. See definition of “accelerated filer”, “large accelerated filer” and “emerging growth company” in Rule 12b-2 of the Exchange Act (Check one)

Large accelerated filer ☒

Accelerated filer ☐

Non-accelerated filer ☐

Emerging growth company ☐

If an emerging growth company that prepares its financial statements in accordance with U.S. GAAP, indicate by check mark if the registrant has elected not to use the extended transition period for complying with new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant’s executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included in this filing:

☐ U.S. GAAP

☒ International Financial Reporting Standards as issued by the

International Accounting Standards Board

☐ Other

If “Other” has been checked in response to the previous question indicate by check mark which financial statement item the registrant has elected to follow. Item 17 ☐ Item 18 ☐

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

TABLE OF CONTENTS

PAGE

INTRODUCTION AND USE OF CERTAIN TERMS

FORWARD-LOOKING STATEMENTS

PART I

Item 1.

IDENTITY OF DIRECTORS, SENIOR MANAGEMENT AND ADVISERS

Item 2.

OFFER STATISTICS AND EXPECTED TIMETABLE

[RESERVED]

CAPITALIZATION AND INDEBTEDNESS

3.C

REASONS FOR THE OFFER AND USE OF PROCEEDS

3.D

RISK FACTORS

Item 4.

INFORMATION ON THE COMPANY

4.A

HISTORY AND DEVELOPMENT OF BROOKFIELD INFRASTRUCTURE

4.B

BUSINESS OVERVIEW

4.C

ORGANIZATIONAL STRUCTURE

103

4.D

PROPERTY, PLANT AND EQUIPMENT

107

Item 4A.

UNRESOLVED STAFF COMMENTS

108

Item 5.

OPERATING AND FINANCIAL REVIEW AND PROSPECTS

LIQUIDITY AND CAPITAL RESOURCES

144

5.C

RESEARCH AND DEVELOPMENT

CRITICAL ACCOUNTING ESTIMATES

169

Item 6.

DIRECTORS , SENIOR MANAGEMENT AND EMPLOYEES

171

6.A

DIRECTORS AND SENIOR MANAGEMENT

DISCLOSURE OF A REGISTRANT’S ACTION TO RECOVER ERRONEOUSLY AWARDED COMPENSATION

185

Item 7.

MAJOR SHAREHOLDERS AND RELATED PARTY TRANSACTIONS

RELATED PARTY TRANSACTIONS

187

7.C

INTEREST OF EXPERTS AND COUNSEL

272

Item 8.

FINANCIAL INFORMATION

273

8.A

CONSOLIDATED STATEMENTS AND OTHER FINANCIAL INFORMATION

THE OFFER AND LISTING

273

9.A

OFFER AND LISTING DETAILS

EXPENSES OF THE ISSUE

273

Item 10.

ADDITIONAL INFORMATION

MEMORANDUM AND ARTICLES OF ASSOCIATION

DIVIDENDS AND PAYING AGENTS

10.I

SUBSIDIARY INFORMATION

348

Item 11.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT NON-PRODUCT RELATED MARKET RISK

348

Item 12.

DESCRIPTION OF SECURITIES OTHER THAN EQUITY SECURITIES

DEFAULTS, DIVIDEND ARREARAGES AND DELINQUENCIES

349

Item 14.

MATERIAL MODIFICATIONS TO THE RIGHTS OF SECURITY HOLDERS AND USE OF PROCEEDS

349

Item 15.

CONTROLS AND PROCEDURES

349

Item 16A.

AUDIT COMMITTEE FINANCIAL EXPERT

PRINCIPAL ACCOUNTANT FEES AND SERVICES

351

Item 16D.

EXEMPTIONS FROM THE LISTING STANDARDS FOR AUDIT COMMITTEE

351

Item 16E.

PURCHASES OF EQUITY SECURITIES BY THE ISSUER AND AFFILIATED PURCHASERS

351

Item 16F.

CHANGE IN REGISTRANT'S CERTIFYING ACCOUNTANT

MINE SAFETY DISCLOSURES

352

Item 16I.

DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

INTRODUCTION AND USE OF CERTAIN TERMS

Unless the context requires otherwise, when used in this annual report on Form 20-F, the terms “Brookfield Infrastructure”, “we”, “us” and “our” refer to Brookfield Infrastructure Partners L.P., collectively with the Holding LP, the Holding Entities and the operating entities but excluding BIPC (each as defined below). References to “our group” mean, collectively, Brookfield Infrastructure Corporation and Brookfield Infrastructure. All dollar amounts contained in this annual report on Form 20-F are expressed in U.S. dollars, unless specified otherwise, and references to “dollars”, “$”, “US$” or “USD” are to U.S. dollars, all references to “C$” or “CAD” are to Canadian dollars, all references to “A$” or “AUD” are to Australian dollars, all references to “CLP” are to Chilean pesos, all references to “COP” are to Colombian pesos, all references to “reais”, “BRL” or “R$” are to Brazilian reais, all references to “rupees”, “INR” or “I$” are to Indian rupees, and all references to “UF” are to Unidad de Fomento which is an inflation indexed Chilean peso monetary unit that is set daily, on the basis of the prior month’s inflation rate. In addition, all references to “£” or “GBP” are to pound sterling, all references to “NZD” are to New Zealand dollars, all references to “€” or “EUR” are to Euros, all references to “PEN” are to Peruvian Neuvo Sol and, unless the context suggests otherwise, references to:

•“Alberta Finco” are to Brookfield Infrastructure Finance ULC;

•“Asset Management Company” are to Brookfield Asset Management ULC, which is owned 75% by Brookfield Corporation and 25% by Brookfield Asset Management;

•“BIPC” are to Brookfield Infrastructure Corporation;

•“BIPC Exchangeable LP Units” are to the exchangeable units of Brookfield Infrastructure Corporation Exchange Limited Partnership (“BIPC Exchange LP”), a subsidiary of our partnership, which were issued in connection with the acquisition by our partnership and our institutional partners of Inter Pipeline Ltd. (“IPL”, “Inter Pipeline”, or “Canadian diversified midstream operation”), and which provide holders with economic terms that are substantially equivalent to BIPC exchangeable shares and are exchangeable, on a one-for-one basis, for BIPC exchangeable shares;

•“BIPC exchangeable shares” are to class A exchangeable subordinate voting shares in the capital of BIPC;

•“Brookfield” are to Brookfield Corporation (formerly Brookfield Asset Management Inc.) and any affiliate of Brookfield Corporation, other than our group and, unless the context otherwise requires, includes Brookfield Asset Management;

•“Brookfield Accounts” are to Brookfield-sponsored vehicles, consortiums and/or partnerships (including private funds, joint ventures and similar arrangements);

•“Brookfield Asset Management” are to Brookfield Asset Management Ltd.;

•“class B shares” are to the class B multiple voting shares in the capital of BIPC;

•“class C shares” are to the class C non-voting shares in the capital of BIPC;

•“CODM” are to the Chief Operating Decision Maker;

•our “current operations” are to the businesses in which we hold an interest as described in Item 4.B “Business Overview”;

Brookfield Infrastructure 1

•our “data operations” are to our interest in our data transmission and distribution businesses in Asia-Pacific, India, Europe, and North America and data storage operations in North and South America, Europe, India, and the Asia Pacific, as described in Item 4.B “Business Overview—Our Operations—Data —Overview”;

•our “midstream operations” are to our interest in our North American gas storage operation, our Western Canadian natural gas gathering and processing operation and our Canadian diversified midstream operation, as described in Item 4.B “Business Overview—Our Operations—Midstream—Overview”;

•the “Exchange LP Units” are to the exchangeable units of Brookfield Infrastructure Partners Exchange LP (“Exchange LP”), a subsidiary of our partnership, which were issued in connection with our partnership’s acquisition of an effective 30% interest in Enercare Inc. (“Enercare”), and which provide holders with economic terms that are substantially equivalent to those of our units and are exchangeable, on a one-for-one basis, for our units;

•“Exchangeable units” mean, collectively, the Exchange LP Units and the BIPC Exchangeable LP Units;

•“fully exchanged basis” are to Brookfield’s ownership in our partnership assuming the exchange of all issued and outstanding Redeemable Partnership Units, Exchange LP Units, BIPC exchangeable shares and BIPC Exchangeable LP Units;

•our “General Partner” are to Brookfield Infrastructure Partners Limited, which serves as our partnership’s general partner;

•“Holding Entities” are to certain subsidiaries of the Holding LP, from time-to-time, through which we hold all of our interests in the operating entities;

•the “Holding LP” are to Brookfield Infrastructure L.P.;

•the “Infrastructure General Partner” are to Brookfield Infrastructure Special GP Limited, which serves as the general partner of the Infrastructure Special LP;

•the “Infrastructure Special LP” are to Brookfield Infrastructure Special L.P., a subsidiary of the Asset Management Company, which is the special general partner of the Holding LP and “Special General Partner Units” refers to the units of the Holding LP that the Infrastructure Special LP holds in such capacity;

•“Licensing Agreements” are to the licensing agreements described in Item 7.B “Related Party Transactions—Licensing Agreements”;

•our “Limited Partnership Agreement” are to the amended and restated limited partnership agreement of our partnership, as amended from time to time;

•the “managing general partner” are to our partnership in its capacity as managing general partner of the Holding LP and “Managing General Partner Units” refers to the units of the Holding LP that our partnership holds in such capacity;

•“Master Services Agreement” are to the amended and restated master services agreement dated as of March 13, 2015, as amended on March 31, 2020, among the Service Recipients, Brookfield Corporation, the Service Providers and others, as described in Item 6.A “Directors and Senior Management—Our Master Services Agreement”;

2 Brookfield Infrastructure

•“Merger Transaction” are to our acquisition of the ownership interests in Prime that were not already held by us, which was completed on December 8, 2010;

•“Oaktree” are to Oaktree Capital Group, LLC together with its affiliates;

•“Oaktree Accounts” are to Oaktree-managed funds and accounts;

•“operating entities” are to the entities which directly or indirectly hold our current operations and assets that we may acquire in the future, including any assets held through joint ventures, partnerships and consortium arrangements;

•our “partnership” are to Brookfield Infrastructure Partners L.P.;

•“Prime” are to Prime Infrastructure, known collectively as Babcock & Brown Infrastructure Limited and Babcock & Brown Infrastructure Trust, or BBI, prior to its recapitalization on November 20, 2009;

•“rate base” are to a regulated or notionally stipulated asset base;

•the “Redemption-Exchange Mechanism” are to the mechanism by which Brookfield may request redemption of its limited partnership interests in the Holding LP in whole or in part in exchange for cash, subject to the right of our partnership to acquire such interests (in lieu of such redemption) in exchange for units of our partnership, as more fully set forth in Item 10.B “Memorandum and Articles of Association—Description of the Holding LP’s Limited Partnership Agreement—Redemption-Exchange Mechanism”;

•“Redeemable Partnership Unit” is a limited partnership unit of the Holding LP that has the rights of the Redemption-Exchange Mechanism. See Item 10.B “Memorandum and Articles of Association—Description of the Holding LP’s Limited Partnership Agreement”;

•“Relationship Agreement” are to the amended and restated relationship agreement dated as of March 28, 2014, as amended from time to time, by and among our partnership, the Holding LP, the Holding Entities, the Service Providers and Brookfield Corporation, as described in Item 7.B “Related Party Transactions—Relationship Agreement”;

•the “Service Providers” are to Brookfield Infrastructure Group L.P., Brookfield Asset Management Private Institutional Capital Adviser (Canada), LP, Brookfield Asset Management Barbados Inc., Brookfield Global Infrastructure Advisor Limited, Brookfield Infrastructure Group (Australia) Pty Limited and, unless the context otherwise requires, includes any other affiliate of Brookfield Corporation that provides services to us pursuant to the Master Services Agreement or any other service agreement or arrangement;

•“Service Recipients” are to our partnership, the Holding LP, certain of the Holding Entities, BIPC and certain of their subsidiaries in their capacity as recipients of services under the Master Services Agreement;

•“spin-off” are to the issuance of the special dividend by Brookfield Corporation to its shareholders of 35,016,762 of our units on January 31, 2008;

•“special distribution” are to the special distribution by our partnership to unitholders of one BIPC exchangeable share per nine units held completed on March 31, 2020, as further described in Item 4.A “History and Development of Brookfield Infrastructure — Overview”;

Brookfield Infrastructure 3

•our “transport operations” are to our interests in North American, European, Australian and Brazilian rail operations, North American LNG export operations, Australian export terminal operations, port operations in the United States, the U.K., Australia, and New Zealand and toll road operations in Brazil, Peru and India, as described in Item 4.B “Business Overview—Our Operations—Transport—Overview”;

•our “units” are to the limited partnership units in our partnership other than the preferred units, references to our “preferred units” are to preferred limited partnership units in our partnership and references to our “unitholders” and “preferred unitholders” are to the holders of our units and preferred units, respectively;

•“Class A Preferred Units”, “Series 1 Preferred Units”, “Series 2 Preferred Units”, “Series 3 Preferred Units”, “Series 4 Preferred Units”, “Series 9 Preferred Units”, “Series 10 Preferred Units”, “Series 11 Preferred Units”, “Series 12 Preferred Units”, “Series 13 Preferred Units”, “Series 14 Preferred Units” and “Series 15 Preferred Units” are to cumulative class A preferred limited partnership units, cumulative class A preferred limited partnership units, series 1, cumulative class A preferred limited partnership units, series 2, cumulative class A preferred limited partnership units, series 3, cumulative class A preferred limited partnership units, series 4, cumulative class A preferred limited partnership units, series 9, cumulative class A preferred limited partnership units, series 10, cumulative class A preferred limited partnership units, series 11, cumulative class A preferred limited partnership units, series 12, cumulative class A preferred limited partnership units, series 13, cumulative class A preferred limited partnership units, series 14 and cumulative class A preferred limited partnership units, series 15 in our partnership, respectively;

•“Holding LP Class A Preferred Units”, “Holding LP Series 1 Preferred Units”, “Holding LP Series 3 Preferred Units”, “Holding LP Series 9 Preferred Units”, “Holding LP Series 11 Preferred Units”, “Holding LP Series 13 Preferred Units”, “Holding LP Series 14 Preferred Units” and “Holding LP Series 15 Preferred Units” are to cumulative class A preferred limited partnership units, cumulative class A preferred limited partnership units, series 1, cumulative class A preferred limited partnership units, series 3, cumulative class A preferred limited partnership units, series 9, cumulative class A preferred limited partnership units, series 11, cumulative class A preferred limited partnership units, series 13, cumulative class A preferred limited partnership units, series 14 and cumulative class A preferred limited partnership units, series 15 of the Holding LP, respectively;

•our “utilities operations” refer to our interests in electricity transmission operations in Brazil and Australia, our natural gas distribution operation in North America, South America, and India, our European regulated distribution operation in the U.K., and our European, North American, Australian, and U.K. residential infrastructure operations, as described in Item 4.B “Business Overview—Our Operations—Utilities—Overview”; and

•“Voting Agreements” are to the voting arrangements described in Item 7.B “Related Party Transactions—Voting Agreements”.

4 Brookfield Infrastructure

On June 10, 2022, we completed a three-for-two split of our units by way of a subdivision of units (the “Unit Split”), whereby unitholders received an additional one-half of a unit for each unit held, resulting in the issuance of approximately 152.7 million additional units. Our preferred units were not affected by the Unit Split. In conjunction with the Unit Split, BIPC completed a concurrent three-for-two share split of the BIPC exchangeable shares. The BIPC split was also implemented by way of a subdivision whereby shareholders received an additional one-half of a share for each share held. Corresponding three-for-two splits of the Exchangeable units were also completed on June 10, 2022. All historical per unit or share disclosures have been adjusted to effect for the change in units and shares due to the splits.

FORWARD-LOOKING STATEMENTS

This annual report on Form 20-F contains certain “forward-looking statements” and “forward-looking information” within the meaning of applicable securities laws concerning our business and operations. The forward-looking statements and information also relate to, among other things, our business, operations, objectives, goals, strategies, intentions, plans, beliefs, expectations and estimates and anticipated events or trends. In some cases, you can identify forward-looking statements and information by terms such as “anticipate,” “believe,” “could,” “estimate,” “likely,” “expect,” “intend,” “may,” “continue,” “plan,” “potential,” “objective,” “tend,” “seek,” “target,” “foresee,” “aim to,” “outlook,” “endeavor,” “will,” “would” and “should” or the negative of those terms or other comparable terminology. These forward-looking statements and information are not historical facts but reflect our current expectations regarding future results or events and are based on information currently available to us and on assumptions we believe are reasonable.

Although we believe that our anticipated future results, performance or achievements expressed or implied by these forward-looking statements and information are based on reasonable assumptions and expectations, the reader should not place undue reliance on forward-looking statements and information because they involve assumptions, known and unknown risks, uncertainties and other factors which may cause our 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. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us or are within our control. If a change occurs, our business, financial condition, liquidity and results of operations and our plans and strategies may vary materially from those expressed in the forward-looking statements and information herein.

Factors that could cause our actual results to differ materially from those contemplated or implied by our forward-looking statements and information include, without limitation:

•commodity risks;

•alternative technologies could impact the demand for, or use of, the businesses and assets that we own and operate and could impair or eliminate the competitive advantage of our businesses and assets;

•acquisitions may subject us to additional risks and the expected benefits of our acquisitions may not materialize;

•the competitive market for acquisition opportunities and the inability to identify and complete acquisitions as planned;

•pending acquisitions, dispositions and other transactions may not be completed on the timeframe or in the manner contemplated, or at all;

Brookfield Infrastructure 5

•our ability to renew existing contracts and win additional contracts with existing or potential customers;

•deployment of capital for our committed backlog and other projects we are pursuing may be delayed, curtailed or redirected altogether;

•timing and price for the completion of unfinished projects;

•infrastructure operations may require substantial capital expenditures;

•exposure to environmental risks, including increasing environmental legislation and the broader impacts of climate change;

•exposure to increased economic regulation and adverse regulatory decisions;

•First Nations claims to land, adverse claims or governmental claims may adversely affect our infrastructure operations;

•some of our current operations are held in the form of joint ventures or partnerships or through consortium arrangements;

•some of our businesses operate in jurisdictions with less developed legal systems and could experience difficulties in obtaining effective legal redress, which creates uncertainties;

•actions taken by national, state, or provincial governments, including nationalization, or the imposition of new taxes, could materially impact the financial performance or value of our assets;

•equipment that we need, including spare parts and components required for project development, may become unavailable or difficult to procure;

•reliance on technology and exposure to cyber-security attacks;

•customers may default on their obligations;

•reliance on tolling and revenue collection systems;

•Brookfield’s influence over our partnership and our partnership’s dependence on the Service Providers;

•the lack of an obligation of Brookfield to source acquisition opportunities for us;

•our dependence on Brookfield and its professionals;

•the role and ownership of Brookfield in our partnership and in Holding LP may change and interests in our General Partner may be transferred to a third party without unitholder or preferred unitholder consent;

•Brookfield may increase its ownership of our partnership;

•our Master Services Agreement and our other arrangements with Brookfield do not impose on Brookfield any fiduciary duties to act in the best interests of unitholders or preferred unitholders;

•conflicts of interest between our partnership, our preferred unitholders and our unitholders, on the one hand, and Brookfield, on the other hand;

6 Brookfield Infrastructure

•our arrangements with Brookfield may contain terms that are less favorable than those which otherwise might have been obtained from unrelated parties;

•our General Partner may be unable or unwilling to terminate the Master Services Agreement;

•the limited liability of, and our indemnification of, the Service Providers;

•our assets are or may become highly leveraged and we intend to incur indebtedness above the asset level;

•some of our acquisitions may be of distressed companies, which may subject us to increased risks, including the incurrence of legal or other expenses;

•our partnership is a holding entity that relies on its subsidiaries to provide the funds necessary to pay our distributions and meet our financial obligations;

•future sales and issuances of our units, preferred units or securities exchangeable for our units (including BIPC exchangeable shares), or the perception of such sales or issuances, could depress the trading price of our units or preferred units;

•our partnership may become regulated as an investment company under the U.S. Investment Company Act of 1940, as amended (“Investment Company Act”);

•we are exempt from certain requirements of Canadian securities laws and we are not subject to the same disclosure requirements as a U.S. domestic issuer;

•we may be subject to the risks commonly associated with a separation of economic interest from control or the incurrence of debt at multiple levels within an organizational structure;

•effectiveness of our internal controls over financial reporting;

•our unitholders and preferred unitholders do not have a right to vote on partnership matters or to take part in the management of our partnership;

•market price of our units and preferred units may be volatile;

•dilution of existing unitholders;

•foreign currency risk and risk management activities;

•investors may find it difficult to enforce service of process and enforcement of judgments against us;

•we may not be able to continue paying comparable or growing cash distributions to unitholders in the future;

•changes in tax law and practice;

•general economic conditions and risks relating to the economy, including unfavorable changes in interest rates, inflation and volatility in financial markets, as well as variable economic conditions in the markets where we operate;

•increasing political uncertainty, which may impact our ability to expand in certain markets;

•adverse changes in currency exchange rates;

Brookfield Infrastructure 7

•potential unavailability of credit on favorable terms, or at all;

•potential unfavorable changes in government policy and legislation;

•exposure to uninsurable losses and force majeure events;

•labor disruptions and economically unfavorable collective bargaining agreements;

•exposure to occupational health and safety related accidents;

•high levels of government regulation upon many of our operating entities, including with respect to rates set for our regulated businesses;

•our infrastructure business is at risk of becoming involved in disputes and possible litigation;

•our ability to finance our operations due to the status of the capital markets;

•changes in our credit ratings;

•our operations may suffer a loss from fraud, bribery, corruption or other illegal acts;

•new regulatory initiatives related to ESG;

•potential human rights impacts of our business activities; and

Brookfield Infrastructure Partners L.P. [BIP] Filings
Brookfield Infrastructure Partners L.P. [BIPI] Filings
Brookfield Infrastructure Partners L.P. [BIP-PA] Filings
Brookfield Infrastructure Partners L.P. [BIP-PB] Filings
Brookfield Infrastructure Partners L.P. [BRIPF] Filings
20-F	[2023-03-17]
20-F	[2022-03-09]
20-F	[2021-03-18]
20-F	[2020-02-28]
F-1	[2019-09-25]
20-F	[2019-02-28]
20-F	[2018-03-14]
20-F	[2017-03-07]
20-F	[2016-02-29]
20-F	[2015-03-18]
20-F	[2014-03-28]
20-F	[2013-04-30]
20-F	[2012-04-27]

Brookfield Infrastructure Partners L.P. [BIP] Filings

Brookfield Infrastructure Partners L.P. [BIPI] Filings

Brookfield Infrastructure Partners L.P. [BIP-PA] Filings

Brookfield Infrastructure Partners L.P. [BIP-PB] Filings

Brookfield Infrastructure Partners L.P. [BRIPF] Filings