X0306 4 2021-06-30 0001583077 Hospitality Investors Trust, Inc. NONE 0001001085 BROOKFIELD ASSET MANAGEMENT INC. BROOKFIELD PLACE 181 BAY STREET, SUITE 300 PO BOX 762 TORONTO A6 M5J2T3 ONTARIO, CANADA true true 0001861643 BAM Partners Trust BROOKFIELD PLACE 181 BAY STREET, SUITE 300 TORONTO A6 M5J2T3 ONTARIO, CANADA true true 0001540230 Brookfield Holdings Canada Inc. BROOKFIELD PLACE 181 BAY STREET, SUITE 300 TORONTO A6 M5J2T3 ONTARIO, CANADA true true 0001504722 Brookfield US Holdings Inc. BROOKFIELD PLACE 181 BAY STREET, SUITE 300 TORONTO A6 M5J2T3 ONTARIO, CANADA true true 0001702556 BUSC Finance LLC BROOKFIELD PLACE 250 VESEY STREET NEW YORK NY 10281-1023 true true 0001680278 Brookfield Property Group LLC BROOKFIELD PLACE 250 VESEY STREET NEW YORK NY 10281-1023 true true 0001702615 Brookfield Strategic Real Estate Partners II GP of GP LLC BROOKFIELD PLACE 250 VESEY STREET NEW YORK NY 10281-1023 true true 0001702617 Brookfield Strategic Real Estate Partners II GP L.P BROOKFIELD PLACE 250 VESEY STREET NEW YORK NY 10281-1023 true true 0001702614 Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC BROOKFIELD PLACE 250 VESEY STREET NEW YORK NY 10281-1023 true true 0001768973 Brookfield US Inc. BROOKFIELD PLACE 200 VESEY STREET NEW YORK NY 10281-1023 true true Common Stock 2021-06-30 4 A 0 39082624.67 A 39082624.67 I See Explanatory Responses Class C Units 2021-06-30 4 D 0 30858434.61 D OP Units 30858434.61 0 I See Explanatory Responses In connection with consummation of the Issuer's Joint Prepackaged Chapter 11 Plan of Reorganization (the "Plan") the Class C Units held by the Reporting Persons were cancelled in exchange for 39,070,509.06 of common stock of the Issuer issued to Brookfield Strategic Real Estate Partners II Hospitality REIT II LLC ("BSREP II") and 12,115.61 shares of common stock of the Issuer issued to Hospitality II TRS LLC, a wholly-owned subsidiary of BSREP II. The Issuer is now a wholly-owned subsidiary of BSREP II. This Form 4 is being jointly filed by and on behalf of each of the following persons (each, a "Reporting Person"): (i) Brookfield Asset Management Inc., a corporation formed under the laws of Ontario, Canada ("BAM"); (ii) BAM Partners Trust, a trust formed under the laws of Ontario, Canada ("BAM Partnership"); (iii) Brookfield Holdings Canada Inc., a corporation formed under the laws of Ontario, Canada ("BHC"); (iv) Brookfield US Holdings Inc., a corporation formed under the laws of Ontario, Canada ("BUSHI"); (v) Brookfield US Inc., a Delaware corporation ("BUSI"); (vi) BUSC Finance LLC, a Delaware limited liability company ("BUSC Finance"); (vii) Brookfield Property Master Holdings LLC, a Delaware limited liability company ("BPMH"); (continued in footnote 3) (continued from footnote 2) (viii) Brookfield Property Group LLC, a Delaware limited liability company ("BPG"); (ix) Brookfield Strategic Real Estate Partners II GP OF GP LLC, a Delaware limited liability company ("BSREP II GP of GP"); (x) Brookfield Strategic Real Estate Partners II GP L.P., a Delaware limited partnership ("BSREP II GP"); and (xi) BSREP II. Each of the Reporting Persons may be deemed to beneficially own the securities of the Issuer beneficially owned by the Reporting Persons directly or indirectly controlled by it, but each disclaims beneficial ownership of such securities, except to the extent of such Reporting Person's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934, or otherwise, the Reporting Persons are the beneficial owners of any securities reported herein. (5) The Reporting Persons are jointly filing this Form 4 pursuant to Rule 16a-3(j) under the Exchange Act. (6) Because no more than 10 reporting persons can file any one Form 4 through the Securities and Exchange Commission's EDGAR system, BPMH has jointly filed with the Reporting Persons on a separate Form 4 filing submitted on the same day hereof. /s/ Katayoon Sarpash By: BROOKFIELD ASSET MANAGEMENT INC. (5) Name: Katayoon Sarpash Title: Senior Vice-President, Legal & Regulatory 2021-07-01 /s/ Katayoon Sarpash By: BAM PARTNERS TRUST (5) By: BAM CLASS B PARTNERS INC., its trustee Name: Katayoon Sarpash Title: Secretary 2021-07-01 /s/ Katayoon Sarpash By: BROOKFIELD HOLDINGS CANADA INC. (5) Name: Katayoon Sarpash Title: Vice President and Secretary 2021-07-01 /s/ Katayoon Sarpash By: BROOKFIELD US HOLDINGS INC. (5) Name: Katayoon Sarpash Title: Vice President and Secretary 2021-07-01 /s/ Katayoon Sarpash By: BROOKFIELD US INC. (5) Name: Katayoon Sarpash Title: Secretary 2021-07-01 /s/ Katayoon Sarpash By: BUSC FINANCE LLC (5) Name: Katayoon Sarpash Title: Secretary 2021-07-01 /s/ Melissa Lang By: BROOKFIELD PROPERTY GROUP LLC (5) Name: Melissa Lang Title: Senior Vice President and Secretary 2021-07-01 /s/ Melissa Lang By: BROOKFIELD STRATEGIC REAL ESTATE PARTNERS II GP OF GP LLC (5) Name: Melissa Lang Title: Senior Vice President and Secretary 2021-07-01 /s/ Melissa Lang By: BROOKFIELD STRATEGIC REAL ESTATE PARTNERS II GP L.P. (5) By: BROOKFIELD STRATEGIC REAL ESTATE PARTNERS II GP OF GP LLC, its general partner Name: Melissa Lang Title: Senior Vice President and Secretary 2021-07-01 /s/ Melissa Lang By: BROOKFIELD STRATEGIC REAL ESTATE PARTNERS II HOSPITALITY REIT II LLC (5) Name: Melissa Lang Title: Senior Vice President and Secretary 2021-07-01