UNAUDITED INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS OF

BROOKFIELD BUSINESS PARTNERS L.P.

As at March 31, 2024 and December 31, 2023 and for the

three months ended March 31, 2024 and 2023

1

INDEX TO THE UNAUDITED INTERIM CONDENSED CONSOLIDATED

FINANCIAL STATEMENTS OF BROOKFIELD BUSINESS PARTNERS L.P.

Unaudited Interim Condensed Consolidated Statements of Financial Position	3
Unaudited Interim Condensed Consolidated Statements of Operating Results	4
Unaudited Interim Condensed Consolidated Statements of Comprehensive Income (Loss)	5
Unaudited Interim Condensed Consolidated Statements of Changes in Equity	6
Unaudited Interim Condensed Consolidated Statements of Cash Flow	7
Notes to Unaudited Interim Condensed Consolidated Financial Statements	8

2

BROOKFIELD BUSINESS PARTNERS L.P.

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS

OF FINANCIAL POSITION

(US$ MILLIONS)	Notes	March 31, 2024		December 31, 2023
Assets
Current Assets
Cash and cash equivalents	4	$	3,148	$	3,252
Financial assets	5	1,276		1,139
Accounts and other receivable, net	6	5,899		5,558
Inventory, net	7	3,479		3,665
Other assets	9	1,325		1,271
		15,127		14,885
Non-Current Assets
Financial assets	5	11,862		12,037
Accounts and other receivable, net	6	1,016		1,005
Other assets	9	383		385
Property, plant and equipment	10	15,406		15,724
Deferred income tax assets		1,216		1,220
Intangible assets	11	20,302		20,846
Equity accounted investments	13	2,143		2,154
Goodwill	12	13,960		14,129
		$	81,415	$	82,385
Liabilities and Equity
Current Liabilities
Accounts payable and other	14	$	11,247	$	11,598
Non-recourse borrowings in subsidiaries of the partnership	16	2,551		2,757
		13,798		14,355
Non-Current Liabilities
Accounts payable and other	14	6,799		6,780
Corporate borrowings	16	1,870		1,440
Non-recourse borrowings in subsidiaries of the partnership	16	37,462		38,052
Deferred income tax liabilities		3,086		3,226
		$	63,015	$	63,853
Equity
Limited partners	19	$	1,887	$	1,909
Non-controlling interests attributable to:
Redemption-exchange units	19	1,771		1,792
Special limited partner	19	—		—
BBUC exchangeable shares	19	1,853		1,875
Preferred securities	19	740		740
Interest of others in operating subsidiaries		12,149		12,216
		18,400		18,532
		$	81,415	$	82,385

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.

3

BROOKFIELD BUSINESS PARTNERS L.P.

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS

OF OPERATING RESULTS

		Three Months Ended March 31,
(US$ MILLIONS, except per unit amounts)	Notes	2024		2023
Revenues	22	$	12,015	$	13,758
Direct operating costs	21	(10,878)		(12,466)
General and administrative expenses		(317)		(401)
Interest income (expense), net		(796)		(865)
Equity accounted income (loss)	13	23		25
Impairment reversal (expense), net	10, 12	10		—
Gain (loss) on acquisitions/dispositions, net	8	15		81
Other income (expense), net		116		129
Income (loss) before income tax		188		261
Income tax (expense) recovery
Current		(90)		(126)
Deferred		105		68
Net income (loss)		$	203	$	203
Attributable to:
Limited partners	19	$	17	$	25
Non-controlling interests attributable to:
Redemption-exchange units	19	15		24
Special limited partner	19	—		—
BBUC exchangeable shares	19	16		25
Preferred securities	19	13		22
Interest of others in operating subsidiaries		142		107
		$	203	$	203
Basic and diluted earnings (loss) per limited partner unit	19	$	0.23	$	0.34

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.

4

BROOKFIELD BUSINESS PARTNERS L.P.

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS

OF COMPREHENSIVE INCOME (LOSS)

		Three Months Ended March 31,
(US$ MILLIONS)	Notes	2024		2023
Net income (loss)		$	203	$	203
Other comprehensive income (loss):
Items that may be reclassified subsequently to profit or loss:
Fair value through other comprehensive income		(9)		66
Insurance finance reserve		5		4
Foreign currency translation		(354)		96
Net investment and cash flow hedges	4	175		(131)
Equity accounted investments	13	(3)		—
Taxes on the above items		(19)		7
Reclassification to profit or loss		(57)		(13)
		(262)		29
Items that will not be reclassified subsequently to profit or loss:
Revaluation of pension obligations		(2)		—
Fair value through other comprehensive income		7		54
Taxes on the above item		(2)		(2)
		3		52
Total other comprehensive income (loss)		(259)		81
Comprehensive income (loss)		$	(56)	$	284
Attributable to:
Limited partners		$	(17)	$	32
Non-controlling interests attributable to:
Redemption-exchange units		(16)		31
Special limited partner		—		—
BBUC exchangeable shares		(17)		32
Preferred securities		13		22
Interest of others in operating subsidiaries		(19)		167
		$	(56)	$	284

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.

5

BROOKFIELD BUSINESS PARTNERS L.P.

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY

	Limited partners										Non-controlling interests
(US$ MILLIONS)	Capital		Retained earnings		Ownership changes		Accumulated other comprehensive income (loss) (1)		Total limited partners		Redemption- exchange units		Special limited partner units		BBUC exchangeable shares		Preferred securities		Interest of others in operating subsidiaries		Total equity
Balance as at January 1, 2024	$	2,109	$	549	$	(619)	$	(130)	$	1,909	$	1,792	$	—	$	1,875	$	740	$	12,216	$	18,532
Net income (loss)	—		17		—		—		17		15		—		16		13		142		203
Other comprehensive income (loss)	—		—		—		(34)		(34)		(31)		—		(33)		—		(161)		(259)
Total comprehensive income (loss)	—		17		—		(34)		(17)		(16)		—		(17)		13		(19)		(56)
Contributions	—		—		—		—		—		—		—		—		—		53		53
Distributions and capital paid (2)	—		(5)		—		—		(5)		(4)		—		(5)		(13)		(101)		(128)
Ownership changes and other	—		—		—		—		—		(1)		—		—		—		—		(1)
Balance as at March 31, 2024	$	2,109	$	561	$	(619)	$	(164)	$	1,887	$	1,771	$	—	$	1,853	$	740	$	12,149	$	18,400
Balance as at January 1, 2023	2,114		97		(660)		(143)		1,408		1,318		—		1,378		1,490		12,835		18,429
Net income (loss)	—		25		—		—		25		24		—		25		22		107		203
Other comprehensive income (loss)	—		—		—		7		7		7		—		7		—		60		81
Total comprehensive income (loss)	—		25		—		7		32		31		—		32		22		167		284
Contributions	—		—		—		—		—		—		—		—		—		245		245
Distributions and capital paid (2)	—		(5)		—		—		(5)		(4)		—		(5)		(22)		(251)		(287)
Ownership changes (3)	—		(11)		40		—		29		22		—		26		—		69		146
Balance as at March 31, 2023	$	2,114	$	106	$	(620)	$	(136)	$	1,464	$	1,367	$	—	$	1,431	$	1,490	$	13,065	$	18,817

____________________________________

(1)See Note 20 for additional information.

(2)See Note 19 for additional information on distributions.

(3)Includes gains or losses on changes in ownership interests of consolidated subsidiaries.

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.

6

BROOKFIELD BUSINESS PARTNERS L.P.

UNAUDITED INTERIM CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOW

		Three Months Ended March 31,
(US$ MILLIONS)	Notes	2024		2023
Operating Activities
Net income (loss)		$	203	$	203
Adjusted for the following items:
Equity accounted earnings, net of distributions	13	37		(1)
Impairment expense (reversal), net		(10)		—
Depreciation and amortization expense	21	808		900
Gain on acquisitions/dispositions, net	8	(15)		(81)
Provisions and other items		(216)		(313)
Deferred income tax expense (recovery)		(105)		(68)
Changes in non-cash working capital, net	24	(358)		(487)
Cash from (used in) operating activities		344		153
Financing Activities
Proceeds from non-recourse subsidiary borrowings of the partnership		2,512		2,941
Repayment of non-recourse subsidiary borrowings of the partnership		(2,589)		(2,350)
Proceeds from corporate borrowings		495		45
Repayment of corporate borrowings		(65)		(115)
Proceeds from other financing		119		17
Repayment of other financing		(41)		(39)
Proceeds from (repayment of) other credit facilities, net		21		(79)
Lease liability repayment		(84)		(96)
Capital provided by others who have interests in operating subsidiaries	19	25		221
Distributions to limited partners, Redemption-Exchange unitholders and BBUC exchangeable shareholders	19	(14)		(14)
Distributions to preferred securities holders	19	(13)		(26)
Distributions and capital paid to others who have interests in operating subsidiaries	19	(165)		(356)
Cash from (used in) financing activities		201		149
Investing Activities
Acquisitions
Subsidiaries, net of cash acquired		(35)		(458)
Property, plant and equipment and intangible assets		(611)		(451)
Equity accounted investments		(9)		(5)
Financial assets and other		(715)		(627)
Dispositions
Subsidiaries, net of cash disposed	8	37		345
Property, plant and equipment and intangible assets		9		15
Financial assets and other		813		951
Net settlement of derivative assets and liabilities		6		(22)
Restricted cash and deposits		(76)		101
Cash from (used in) investing activities		(581)		(151)
Cash and cash equivalents
Change during the period		(36)		151
Impact of foreign exchange		(68)		24
Balance, beginning of year		3,252		2,870
Balance, end of period		$	3,148	$	3,045

Supplemental cash flow information is presented in Note 24.

The accompanying notes are an integral part of the unaudited interim condensed consolidated financial statements.

7

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 1. NATURE AND DESCRIPTION OF THE PARTNERSHIP

Brookfield Business Partners L.P. and its subsidiaries (collectively, the “partnership”) is an owner and operator of business services and industrials operations on a global basis. Brookfield Business Partners L.P. was established as a limited partnership under the laws of Bermuda, and organized pursuant to a limited partnership agreement as amended on May 31, 2016, and as thereafter amended. Brookfield Corporation (or together with its controlled subsidiaries, excluding the partnership, “Brookfield”) is the ultimate parent of the partnership. Brookfield Business Partners L.P.’s limited partnership units are listed on the New York Stock Exchange (“NYSE”) and the Toronto Stock Exchange (“TSX”) under the symbols “BBU” and “BBU.UN”, respectively. The registered head office of Brookfield Business Partners L.P. is 73 Front Street, 5th Floor, Hamilton HM 12, Bermuda.

Brookfield Business Partners L.P.’s sole direct investment is the managing general partnership units (“Managing General Partner Units”) of Brookfield Business L.P. (the “Holding LP”), which holds the partnership’s interests in its operating businesses. The partnership’s consolidated equity interests include the non-voting publicly traded limited partnership units (“LP Units”) held by public unitholders and Brookfield, general partner units held by Brookfield (“GP Units”), redemption-exchange partnership units (“Redemption-Exchange Units”) in the Holding LP held by Brookfield, special limited partnership units (“Special LP Units”) in the Holding LP held by Brookfield and class A exchangeable subordinate voting shares (“BBUC exchangeable shares”) of Brookfield Business Corporation (“BBUC”), a consolidated subsidiary of the partnership, held by the public and Brookfield. Holders of the LP Units, GP Units, Redemption-Exchange Units, Special LP Units and BBUC exchangeable shares will be collectively referred to throughout as “Unitholders” unless the context indicates or requires otherwise. LP Units, GP Units, Redemption-Exchange Units, Special LP Units and BBUC exchangeable shares will be collectively referred to throughout as “Units” unless the context indicates or requires otherwise.

The partnership’s principal operations include business services operations such as a residential mortgage insurer, healthcare services, a construction operation and a dealer software and technology services operation. The partnership’s industrials operations includes an advanced energy storage operation and an engineered components manufacturing operation, among others. The partnership’s infrastructure services operations includes offshore oil services, modular building leasing services, work access services, and a lottery services operation. The partnership’s operations are primarily located in the United States, the United Kingdom, Europe, Australia, Canada and Brazil.

NOTE 2. MATERIAL ACCOUNTING POLICY INFORMATION

(a)Basis of presentation

These unaudited interim condensed consolidated financial statements of the partnership have been prepared in accordance with IAS 34, Interim Financial Reporting (“IAS 34”), as issued by the International Accounting Standards Board (“IASB”) and using the accounting policies the partnership applied in its annual consolidated financial statements as at and for the year ended December 31, 2023, except for the adoption of the new accounting policies and standards described below. The accounting policies the partnership applied in its annual consolidated financial statements as at and for the year ended December 31, 2023 are disclosed in Note 2 of such consolidated financial statements, with which reference should be made in reading these unaudited interim condensed consolidated financial statements. All defined terms are also described in the annual consolidated financial statements. The unaudited interim condensed consolidated financial statements are prepared on a going concern basis and have been presented in U.S. dollars rounded to the nearest million unless otherwise indicated.

These unaudited interim condensed consolidated financial statements were approved by the Board of Directors of the partnership’s general partner, Brookfield Business Partners Limited (the “General Partner”), on behalf of the partnership, and authorized for issue on May 6, 2024.

(i)Critical accounting judgments and measurement uncertainty

The preparation of financial statements in accordance with IAS 34 requires management to make critical judgments, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period of the financial statements that are not readily apparent from other sources. The critical accounting estimates and judgments have been set out in Note 2 to the partnership’s annual consolidated financial statements as at and for the year ended December 31, 2023. These estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. There have been no significant changes to the method

8

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

of determining critical accounting estimates and judgments relative to those described in the annual consolidated financial statements as at and for the year ended December 31, 2023.

(ii)Global minimum top-up tax

The partnership operates in countries which have enacted new legislation to implement the global minimum top-up tax. The partnership has applied a temporary mandatory relief from recognizing and disclosing information related to the top-up tax and will account for it as a current tax when it is incurred. There is no material current tax impact for the quarter ended March 31, 2024. The Canadian legislation is not yet substantively enacted and if enacted in its current form, will be effective from January 1, 2024. The global minimum top-up tax is not anticipated to have a significant impact on the financial position of the partnership.

(b)New accounting policies adopted

The partnership has applied new and revised standards issued by the IASB that are effective for the period beginning on or after January 1, 2024.

(i)Amendments to IAS 1 Presentation of financial statements (“IAS 1”)

The amendments clarify how to classify debt and other liabilities as current or non-current. The partnership adopted these amendments on January 1, 2024 and the adoption did not have a material impact on the partnership’s unaudited interim condensed consolidated financial statements.

(c)Future changes in accounting policies

There are currently no other future changes to IFRS with expected material impacts on the partnership.

NOTE 3. ACQUISITION OF BUSINESSES

When determining the basis of accounting for the partnership’s investees, the partnership evaluates the degree of influence that the partnership exerts directly or through an arrangement over the investees’ relevant activities. Control is obtained when the partnership has power over the acquired entities and an ability to use its power to affect the returns of these entities.

The partnership accounts for business combinations using the acquisition method of accounting, pursuant to which identifiable tangible and intangible assets and liabilities are recognized and measured on the basis of their estimated fair values at the date of acquisition.

(a)Acquisitions completed in the three months ended March 31, 2024

There were no significant acquisitions during the three months ended March 31, 2024.

(b)Acquisitions completed in 2023

Infrastructure services

Mobile Mini Solutions (“Mobile Mini”)

On January 31, 2023, the partnership’s modular building leasing services acquired a 100% economic interest in Mobile Mini, a provider of portable storage solutions in the United Kingdom for total consideration of $419 million, funded with debt and equity. The partnership received 100% of the voting rights in Mobile Mini, which provided the partnership with control, and accordingly, the partnership has consolidated the business for financial reporting purposes.

Goodwill of $176 million was recognized and represents growth the partnership expects to experience from the operations. The goodwill recognized was not deductible for income tax purposes. Customer relationship intangible assets of $58 million, property, plant and equipment of $236 million and other net liabilities of $51 million were acquired as part of the transaction. Transaction costs of approximately $10 million were recorded as other expenses in the consolidated statements of operating results.

9

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 4. FAIR VALUE OF FINANCIAL INSTRUMENTS

The fair value of a financial instrument is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair values are determined by reference to quoted bid or ask prices, as appropriate. Where bid and ask prices are unavailable, the closing price of the most recent transaction of that instrument is used. In the absence of an active market, fair values are determined based on prevailing market rates such as bid and ask prices, as appropriate, for instruments with similar characteristics and risk profiles or internal or external valuation models, such as option pricing models and discounted cash flow analysis, using observable market inputs when available.

Fair values determined using valuation models require the use of assumptions concerning the amount and timing of estimated future cash flows and discount rates. In determining those assumptions, the partnership looks primarily to external readily observable market inputs such as interest rate yield curves, currency rates and price and rate volatility, as applicable.

The following table provides the details of financial instruments and their associated financial instrument classifications as at March 31, 2024:

(US$ MILLIONS)
MEASUREMENT BASIS	FVTPL		FVOCI		Amortized cost		Total
Financial assets
Cash and cash equivalents	$	—	$	—	$	3,148	$	3,148
Accounts and other receivable, net (current and non-current)	—		—		6,915		6,915
Financial assets (current and non-current) (1)	915		4,780		7,443		13,138
Total	$	915	$	4,780	$	17,506	$	23,201
Financial liabilities
Accounts payable and other (current and non-current) (1) (2)	$	326	$	284	$	10,744	$	11,354
Borrowings (current and non-current)	—		—		41,883		41,883
Total	$	326	$	284	$	52,627	$	53,237

____________________________________

(1)FVOCI and FVTPL include derivative assets and liabilities designated in hedge accounting relationships. Refer to Hedging Activities in Note 4 (a) below.

(2)Includes derivative liabilities, and excludes liabilities associated with assets held for sale, provisions, decommissioning liabilities, deferred revenue, insurance contract liabilities, work in progress, post-employment benefits and other liabilities of $6,692 million.

Included in cash and cash equivalents as at March 31, 2024 was $2,101 million of cash (December 31, 2023: $2,062 million) and $1,047 million of cash equivalents (December 31, 2023: $1,190 million).

Included in financial assets (current and non-current) as at March 31, 2024 was $496 million (December 31, 2023: $527 million) of equity instruments and $3,986 million (December 31, 2023: $4,105 million) of debt instruments designated and measured at fair value through other comprehensive income.

10

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

The following table provides the details of financial instruments and their associated financial instrument classifications as at December 31, 2023:

(US$ MILLIONS)
MEASUREMENT BASIS	FVTPL		FVOCI		Amortized cost		Total
Financial assets
Cash and cash equivalents	$	—	$	—	$	3,252	$	3,252
Accounts and other receivable, net (current and non-current)	—		—		6,563		6,563
Financial assets (current and non-current) (1)	964		4,841		7,371		13,176
Total	$	964	$	4,841	$	17,186	$	22,991
Financial liabilities
Accounts payable and other (1)(2)	$	460	$	331	$	11,054	$	11,845
Borrowings (current and non-current)	—		—		42,249		42,249
Total	$	460	$	331	$	53,303	$	54,094

____________________________________

(1)FVOCI and FVTPL include of derivative assets and liabilities designated in hedge accounting relationships. Refer to Hedging Activities in Note 4(a) below.

(2)Includes derivative liabilities and excludes liabilities associated with assets held for sale, provisions, decommissioning liabilities, deferred revenues, insurance contract liabilities, work in progress, post-employment benefits and other liabilities of $6,533 million.

(a)Hedging activities

Derivative instruments not designated in a hedging relationship are classified as FVTPL, with changes in fair value recognized in the unaudited interim condensed consolidated statements of operating results.

Net investment hedges

The partnership uses foreign exchange derivative contracts and foreign currency denominated debt instruments to manage foreign currency exposures arising from net investments in foreign operations. For the three months ended March 31, 2024, a pre-tax net gain of $34 million (March 31, 2023: pre-tax net loss of $74 million) was recorded in other comprehensive income for the effective portion of hedges of net investments in foreign operations. As at March 31, 2024, there was a derivative asset balance of $15 million (December 31, 2023: $4 million) and a derivative liability balance of $233 million (December 31, 2023: $259 million) relating to derivative contracts designated as net investment hedges.

Cash flow hedges

The partnership uses commodity swap contracts to hedge the sale price of natural gas contracts, purchase price of oil, lead, polypropylene, and tin, foreign exchange contracts and option contracts to hedge highly probable future transactions, and interest rate contracts to hedge the cash flows on its floating rate borrowings. A number of these contracts are designated as cash flow hedges. For the three months ended March 31, 2024, a pre-tax net gain of $141 million (March 31, 2023: pre-tax net loss of $57 million) was recorded in other comprehensive income for the effective portion of cash flow hedges. As at March 31, 2024, there was a derivative asset balance of $283 million (December 31, 2023: $205 million) and derivative liability balance of $51 million (December 31, 2023: $72 million) relating to the derivative contracts designated as cash flow hedges.

Fair value hedge

The partnership uses cross currency interest rate swap contracts to hedge its fair value exposure on certain foreign currency borrowings resulting from changes in foreign currency. As at March 31, 2024, there was a derivative asset balance of $22 million (December 31, 2023: $10 million) and derivative liability balance of $43 million (December 31, 2023: $31 million) relating to derivative contracts designated as fair value hedges.

11

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

(b)Fair value hierarchical levels – financial instruments

Level 3 assets and liabilities measured at fair value on a recurring basis include $838 million (December 31, 2023: $828 million) of financial assets and $137 million (December 31, 2023: $284 million) of financial liabilities, which are measured at fair value using valuation inputs based on management’s best estimates.

The following table categorizes financial assets and liabilities, which are carried at fair value, based upon the level of input as at March 31, 2024 and December 31, 2023:

	March 31, 2024						December 31, 2023
(US$ MILLIONS)	Level 1		Level 2		Level 3		Level 1		Level 2		Level 3
Financial assets
Common shares	$	75	$	—	$	—	$	117	$	—	$	—
Corporate and government bonds	37		3,151		114		25		3,307		85
Derivative assets	4		443		—		6		404		—
Other financial assets (1)	432		715		724		399		719		743
	$	548	$	4,309	$	838	$	547	$	4,430	$	828
Financial liabilities
Derivative liabilities	$	13	$	460	$	1	$	7	$	500	$	1
Other financial liabilities (2)	—		—		136		—		—		283
	$	13	$	460	$	137	$	7	$	500	$	284

____________________________________

(1)Other financial assets include secured debentures, asset-backed securities and preferred shares. Level 1 other financial assets are primarily publicly traded preferred shares and mutual funds. Level 2 other financial assets are primarily asset-backed securities and Level 3 financial assets are primarily secured debentures and non-listed debt instruments.

(2)Includes $108 million (December 31, 2023: $258 million) of contingent consideration payable in relation to the acquisition of subsidiaries.

There were no transfers between levels during the three months ended March 31, 2024.

The following table presents the change in the balance of financial assets classified as Level 3 for the three-month period ended March 31, 2024 and the twelve-month period ended December 31, 2023:

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Balance at beginning of period	$	828	$	692
Fair value change recorded in net income	(6)		57
Fair value change recorded in other comprehensive income	1		(6)
Additions	38		150
Dispositions	(19)		(70)
Foreign currency translation and other	(4)		5
Balance at end of period	$	838	$	828

12

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

The following table presents the change in the balance of financial liabilities classified as Level 3 for the three-month period ended March 31, 2024 and the twelve-month period ended December 31, 2023:

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Balance at beginning of period	$	284	$	589
Fair value change recorded in net income	(123)		(62)
Fair value change recorded in other comprehensive income	2		(21)
Additions	—		25
Dispositions/settlements	(25)		(262)
Foreign currency translation and other	(1)		15
Balance at end of period	$	137	$	284

NOTE 5. FINANCIAL ASSETS

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Current
Marketable securities	$	502	$	498
Restricted cash	257		189
Derivative assets	118		120
Loans and notes receivable	280		243
Other financial assets (1)	119		89
Total current	$	1,276	$	1,139
Non-current
Marketable securities	$	2,559	$	2,748
Restricted cash	66		54
Derivative assets	329		290
Loans and notes receivable (2)	6,627		6,702
Other financial assets (1)	2,281		2,243
Total non-current	$	11,862	$	12,037

____________________________________

(1)Other financial assets primarily consist of asset-backed securities and high yield bonds at the partnership’s residential mortgage insurer and convertible preferred shares held in the partnership’s audience measurement operation.

(2)Loans and notes receivable includes $5,703 million (December 31, 2023: $5,844 million) of mortgage receivables related to the partnership’s Australian asset manager and lender.

NOTE 6. ACCOUNTS AND OTHER RECEIVABLE, NET

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Current, net	$	5,899	$	5,558
Non-current, net
Accounts receivable	214		202
Retainer on customer contract	74		70
Billing rights	728		733
Total non-current, net	$	1,016	$	1,005
Total	$	6,915	$	6,563

Non-current billing rights represent unbilled rights from the partnership’s water and wastewater operation in Brazil from revenues earned from the construction on public concession contracts classified as financial assets, which are recognized when there is an unconditional right to receive cash or other financial assets from the concession authority for the construction services.

13

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

The partnership’s construction operation has a retention balance, which comprises amounts that have been earned but held back until the satisfaction of certain conditions specified in the contract. The retention balance included in the current accounts and other receivable, net as at March 31, 2024 was $145 million (December 31, 2023: $120 million).

NOTE 7. INVENTORY, NET

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Raw materials and consumables	$	999	$	1,066
Fuel products (1)	507		596
Work in progress	558		564
RTFO certificates	262		367
Finished goods and other (2)	1,153		1,072
Carrying amount of inventories	$	3,479	$	3,665

____________________________________

(1)Fuel products that are traded in active markets are purchased with a view to resell in the near future. As a result, inventories of fuel products are recorded at fair value based on quoted market prices.

(2)Finished goods and other primarily comprises finished goods inventory at our advanced energy storage operation and our engineered components manufacturing operation.

NOTE 8. DISPOSITIONS

(a)Dispositions completed in the three months ended March 31, 2024

Business services

Real estate services operation

On March 31, 2024, the partnership completed the sale of its general partner interest and residential real estate brokerage portfolio to Bridgemarq, a publicly listed real estate services operation and brokerage business in which the partnership has an equity accounted investment. As consideration, the partnership received limited partnership units in the Bridgemarq public entity, increasing the partnership’s ownership interest from 28% to approximately 42%. This resulted in a pre-tax gain of $15 million recorded in the unaudited interim condensed consolidated statements of operating results, included in gain (loss) on acquisitions/dispositions, net.

Infrastructure services

Offshore oil services

On February 29, 2024, the partnership’s offshore oil services completed the sale of its non-core towage business. The proceeds realized from the sale were equal to the carrying value of the business disposed, resulting in no gain or loss.

(b)Dispositions completed in the three months ended March 31, 2023

Business services

Residential property management operation

On March 31, 2023, the partnership completed the sale of its residential property management operation, resulting in a gain of $67 million recorded in the unaudited interim condensed consolidated statements of operating results, included in gain (loss) on acquisitions/dispositions, net.

Infrastructure services

Power delivery business

During February 2023, the nuclear technology services operation, which the partnership sold in November 2023, completed the sale of its power delivery business for gross proceeds of approximately $275 million, resulting in a net pre-tax gain of $14 million recorded in the unaudited interim condensed consolidated statements of operating results, included in gain (loss) on acquisitions/dispositions, net.

14

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 9. OTHER ASSETS

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Current
Work in progress (1)	$	203	$	200
Prepayments and other assets	990		956
Assets held for sale	132		115
Total current	$	1,325	$	1,271
Non-current
Prepayments and other assets	$	383	$	385
Total non-current	$	383	$	385

____________________________________

(1)See Note 15 for additional information.

NOTE 10. PROPERTY, PLANT AND EQUIPMENT

The following table presents the change in the balance of property, plant and equipment for the three-month period ended March 31, 2024 and the twelve-month period ended December 31, 2023:

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Gross carrying amount
Balance at beginning of period	$	22,392	$	21,980
Additions (cash and non-cash)	776		3,433
Dispositions	(661)		(3,589)
Acquisitions through business combinations (1)	—		236
Foreign currency translation and other	(370)		332
Balance at end of period	$	22,137	$	22,392
Accumulated depreciation and impairment
Balance at beginning of period	$	(6,668)	$	(6,087)
Depreciation/depletion/impairment expense	(414)		(2,049)
Dispositions	289		1,568
Foreign currency translation and other	62		(100)
Balance at end of period	$	(6,731)	$	(6,668)
Net book value (2)	$	15,406	$	15,724

____________________________________

(1)See Note 3 for additional information.

(2)Includes right-of-use assets of $1,222 million as at March 31, 2024 (December 31, 2023: $1,296 million).

15

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 11. INTANGIBLE ASSETS

The following table presents the change in the balance of intangible assets for the three-month period ended March 31, 2024 and twelve-month period ended December 31, 2023:

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Gross carrying amount
Balance at beginning of period	$	25,242	$	27,568
Additions	102		588
Acquisitions through business combinations	—		74
Dispositions	(11)		(3,485)
Foreign currency translation	(296)		497
Balance at end of period	$	25,037	$	25,242
Accumulated amortization and impairment
Balance at beginning of period	$	(4,396)	$	(3,615)
Amortization and impairment expense	(394)		(1,730)
Dispositions	8		1,038
Foreign currency translation	47		(89)
Balance at end of period	$	(4,735)	$	(4,396)
Net book value	$	20,302	$	20,846

NOTE 12. GOODWILL

The following table presents the change in the balance of goodwill for the three-month period ended March 31, 2024 and the twelve-month period ended December 31, 2023:

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Balance at beginning of period	$	14,129	$	15,479
Acquisitions through business combinations	33		189
Impairment	—		(605)
Dispositions	(5)		(1,091)
Foreign currency translation	(197)		157
Balance at end of period	$	13,960	$	14,129

NOTE 13. EQUITY ACCOUNTED INVESTMENTS

The following table presents the change in the balance of equity accounted investments for the three-month period ended March 31, 2024 and twelve-month period ended December 31, 2023:

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Balance at beginning of period	$	2,154	$	2,065
Additions	41		464
Dispositions	—		(354)
Share of net income (loss)	23		132
Share of other comprehensive income (loss)	(3)		1
Distributions received	(60)		(172)
Foreign currency translation	(12)		18
Balance at end of period	$	2,143	$	2,154

16

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 14. ACCOUNTS PAYABLE AND OTHER

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Current
Accounts payable	$	4,044	$	4,234
Accrued and other liabilities (1) (2)	5,037		5,194
Lease liabilities	249		266
Financial liabilities (3)	335		278
Insurance liabilities	405		433
Work in progress (4)	527		481
Provisions and decommissioning liabilities	633		689
Liabilities associated with assets held for sale	17		23
Total current	$	11,247	$	11,598
Non-current
Accounts payable	$	96	$	94
Accrued and other liabilities (2)	1,996		1,692
Lease liabilities	1,043		1,104
Financial liabilities (3)	1,760		1,894
Insurance liabilities	1,444		1,501
Work in progress (4)	12		20
Provisions and decommissioning liabilities	448		475
Total non-current	$	6,799	$	6,780

____________________________________

(1)Includes bank overdrafts of $532 million as at March 31, 2024 (December 31, 2023: $558 million).

(2)Includes post-employment benefits of $252 million ($7 million current and $245 million non-current) as at March 31, 2024 and $250 million ($7 million current and $243 million non-current) as at December 31, 2023.

(3)Includes financial liabilities of $1,296 million ($59 million current and $1,237 million non-current) as at March 31, 2024 and $1,345 million ($64 million current and $1,281 million non-current) as at December 31, 2023 related to a failed sale and leaseback of hospitals.

(4)See Note 15 for additional information.

NOTE 15. CONTRACTS IN PROGRESS

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Contract costs incurred to date	$	11,915	$	13,519
Profit recognized to date (less recognized losses)	60		170
	$	11,975	$	13,689
Less: progress billings	(12,311)		(13,990)
Contract work in progress (liability)	$	(336)	$	(301)
Comprising:
Amounts due from customers – work in progress	$	203	$	200
Amounts due to customers – creditors	(539)		(501)
Net work in progress	$	(336)	$	(301)

17

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 16. BORROWINGS

(a)Corporate borrowings

The partnership has bilateral credit facilities backed by large global banks. The credit facilities are available in Euros, British pounds, Australian dollars, U.S. dollars and Canadian dollars. Advances under the credit facilities bear interest at the specified SOFR, SONIA, EURIBOR, CDOR (until CDOR is replaced with the applicable CORRA rate), BBSY or bankers’ acceptance rate plus 2.50%, or the specified base rate or prime rate plus 1.50%. The credit facilities require the partnership to maintain a minimum tangible net worth and deconsolidated debt to capitalization ratio at the corporate level. The total capacity on the bilateral credit facilities is $2,300 million with a maturity date of June 29, 2028. The balance drawn on the bilateral credit facility as at March 31, 2024 was $1,870 million (December 31, 2023: $1,440 million).

The partnership had $1 billion available on its revolving credit facility with Brookfield (the “Brookfield Credit Agreement”) as at March 31, 2024. The credit facility is guaranteed by the partnership, the Holding LP and certain of the partnership’s subsidiaries. The credit facility is available in U.S. dollars or Canadian dollars and advances are made by way of SOFR, base rate, bankers’ acceptance rate or prime rate loans. The credit facility bears interest at the specified SOFR or bankers’ acceptance rate plus 3.45%, or the specified base rate or prime rate plus 2.45%. The credit facility requires the partnership to maintain a minimum deconsolidated net worth and contains restrictions on the ability of the borrowers and the guarantors to, among other things, incur certain liens or enter into speculative hedging arrangements. Net proceeds above a specified threshold that are received by the borrowers from asset dispositions, debt incurrences or equity issuances by the borrowers or their subsidiaries must be used to pay down the credit facility (which can then be redrawn to fund future investments). The maturity date of the credit facility is April 27, 2028, which date will automatically extend for a one-year period on April 27 of each year unless Brookfield provides written notice of its intention not to further extend the then prevailing maturity date. The total available amount on the credit facility will decrease to $500 million on April 27, 2025. As at March 31, 2024, the credit facility remained undrawn.

The partnership is currently in compliance with covenant requirements of its corporate borrowings and continues to monitor performance against such covenant requirements.

As at March 31, 2024, there were no funds on deposit from Brookfield (December 31, 2023: $nil). Refer to Note 17 for further details on the Deposit Agreements (defined herein) with Brookfield.

(b)Non-recourse subsidiary borrowings of the partnership

Current and non-current non-recourse subsidiary borrowings in subsidiaries of the partnership as at March 31, 2024, net of deferred financing costs, premiums and discounts, were $2,551 million and $37,462 million, respectively (December 31, 2023: $2,757 million and $38,052 million, respectively). Non-recourse borrowings in subsidiaries of the partnership include borrowings made under subscription facilities of Brookfield-sponsored private equity funds.

Some of the partnership’s operations have credit facilities in which they borrow and repay on a short-term basis. This movement has been shown on a net basis in the partnership’s unaudited interim condensed consolidated statements of cash flow.

The partnership has financing arrangements within its operating businesses that trade in public markets or are held at major financial institutions. The financing arrangements are primarily composed of term loans, securitization programs, credit facilities and notes and debentures which are subject to fixed or floating interest rates. The majority of borrowings drawn are not subject to financial maintenance covenants, however, some are subject to fixed charge coverage, leverage ratios and minimum equity or liquidity covenants.

The partnership principally finances assets at the subsidiary level with debt that is non-recourse to both the partnership and to its other subsidiaries and is generally secured against assets within the respective subsidiaries. Moreover, debt instruments at the partnership’s subsidiaries do not cross-accelerate or cross-default to debt at other subsidiaries. The partnership’s subsidiaries are currently in compliance with all material covenant requirements and the partnership continues to work with its businesses to monitor performance against such covenant requirements.

18

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 17. RELATED PARTY TRANSACTIONS

In the normal course of operations, the partnership entered into the transactions below with related parties. These transactions have been measured at fair value and are recognized in the unaudited interim condensed consolidated financial statements.

(a)Transactions with Brookfield

The partnership is a party to the Brookfield Credit Agreement, which permits borrowings of up to $1 billion. As at March 31, 2024, $nil was drawn on the credit facilities under the Brookfield Credit Agreement (December 31, 2023: $nil). Refer to Note 16 for further details.

From time to time, each of Brookfield and the partnership may place funds on deposit with the other, on terms approved by the independent directors of the partnership’s General Partner, pursuant to deposit agreements entered into between Brookfield and the partnership (the “Deposit Agreements”). Interest earned or incurred on such deposits is at market terms. As at March 31, 2024, the net deposit from Brookfield was $nil (December 31, 2023: $nil) and the partnership incurred interest income (expense) of $nil for the three months ended March 31, 2024 (March 31, 2023: $nil) on these deposits.

Pursuant to the Master Services Agreement, Brookfield Business Partners L.P. and other service recipients (the “Service Recipients”) pay a base management fee, referred to as the Base Management Fee, to certain service providers (the “Service Providers”) equal to 0.3125% per quarter (1.25% annually) of the total capitalization of the partnership, which is reflected within general and administrative expenses. For purposes of calculating the base management fee, the total capitalization of the partnership is equal to the quarterly volume-weighted average trading price of an LP Unit on the principal stock exchange for the LP Units (based on trading volumes) multiplied by the number of LP Units outstanding at the end of the quarter (assuming full conversion of the Redemption-Exchange Units into LP Units of Brookfield Business Partners L.P.), plus the value of securities of the other Service Recipients (including the BBUC exchangeable shares) that are not held by the partnership, plus all outstanding debt with recourse to a Service Recipient, less all cash held by such entities. The base management fee for the three months ended March 31, 2024 was $23 million (March 31, 2023: $23 million).

In its capacity as the holder of the Special LP Units, Brookfield is entitled to incentive distribution rights. The incentive distribution for the three months ended March 31, 2024 was $nil (March 31, 2023: $nil).

An integral part of the partnership’s strategy is to participate with institutional investors in Brookfield-sponsored private equity funds that target acquisitions that suit the partnership’s investment mandate. In the normal course of business, the partnership and institutional investors have made commitments to Brookfield-sponsored private equity funds, and in connection therewith, the partnership, together with institutional investors, has access to short-term financing using the private equity funds’ credit facilities to facilitate investments that Brookfield has determined to be in the partnership’s best interests.

In addition, at the time of spin-off of the partnership from Brookfield in 2016, the partnership entered into indemnity agreements with Brookfield that relate to certain contracts that were in place prior to the spin-off. Under these indemnity agreements, Brookfield has agreed to indemnify the partnership for payments relating to such contracts.

(b)Other

Inclusive of those described above, the following table summarizes the transactions the partnership has entered into with related parties for the three month periods ended March 31, 2024 and 2023:

	Three Months Ended March 31,
(US$ MILLIONS)	2024		2023
Transactions during the period
Business services revenues (1)	$	36	$	58

____________________________________

(1)Within the business services segment, the partnership provides construction services and fuel products to affiliates of Brookfield.

19

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

Inclusive of those described above, the following table summarizes balances with related parties as at March 31, 2024 and December 31, 2023:

(US$ MILLIONS)	March 31, 2024		December 31, 2023
Balances at end of period
Accounts and other receivable, net	$	303	$	182
Accounts payable and other (1)	357		346
Non-recourse borrowings in subsidiaries of the partnership	122		146
Interest of others in operating subsidiaries	4		4

____________________________________

(1)Includes $252 million related to a tax receivable agreement payable to related parties by the partnership’s advanced energy storage operation (December 31, 2023: $245 million).

NOTE 18. DERIVATIVE FINANCIAL INSTRUMENTS

The partnership’s activities expose it to a variety of financial risks, including market risk (currency risk, interest rate risk, commodity risk and other price risks), credit risk and liquidity risk. The partnership selectively uses derivative financial instruments principally to manage these risks.

The aggregate fair values of the partnership’s derivative financial instrument positions as at March 31, 2024 and December 31, 2023 were as follows:

	March 31, 2024				December 31, 2023
(US$ MILLIONS)	Financial Assets		Financial Liabilities		Financial Assets		Financial Liabilities
Foreign exchange contracts	$	35	$	(261)	$	75	$	(291)
Cross currency swaps	34		(82)		12		(58)
Interest rate derivatives	333		(112)		248		(123)
Commodities contracts	45		(19)		75		(36)
Total	$	447	$	(474)	$	410	$	(508)
Total current	$	118	$	(193)	$	120	$	(139)
Total non-current	$	329	$	(281)	$	290	$	(369)

NOTE 19. EQUITY

The partnership’s consolidated equity interests include LP Units held by the public and Brookfield, GP Units held by Brookfield, Redemption-Exchange Units held by Brookfield, Special LP Units held by Brookfield and BBUC exchangeable shares held by the public and Brookfield, collectively, “Units” or “Unitholders” as described in Note 1, and $740 million of preferred securities held by Brookfield. As at March 31, 2024, Brookfield owned approximately 65.5% of the partnership on a fully exchanged basis, assuming the exchange of all of the Redemption-Exchange Units and BBUC exchangeable shares. The partnership’s sole direct investment consists of 74,281,768 Managing General Partner Units of Holding LP (December 31, 2023: 74,281,767), through which the partnership holds all of its interests in its operating businesses.

For the three months ended March 31, 2024, the partnership made distributions on the LP Units, GP Units, Redemption-Exchange Units and BBUC exchangeable shares of $14 million or $0.0625 per Unit (March 31, 2023: $14 million or $0.0625 per Unit). For the three months ended March 31, 2024, the partnership declared distributions on the perpetual preferred equity securities of $13 million (March 31, 2023: $22 million). For the three months ended March 31, 2024, the partnership made distributions to others who have interests in the operating subsidiaries of $101 million (March 31, 2023: $251 million). Distributions to others who have interests in the operating subsidiaries were primarily related to distributions from the partnership’s residential mortgage insurer.

20

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

(a)GP Units and LP Units

LP Units entitle the holder to their proportionate share of distributions. GP Units entitle the holder the right to govern the financial and operating policies of Brookfield Business Partners L.P. The GP Units are not quantitatively material to the financial statements and therefore have not been separately presented on the unaudited interim condensed consolidated statements of financial position.

The following table provides a continuity of GP Units and LP Units outstanding for the three-month period ended March 31, 2024:

UNITS	GP Units	LP Units	Total
Authorized and issued
Opening balance	4	74,281,763	74,281,767
Conversion from BBUC exchangeable shares	—	1	1
Issued as at March 31, 2024	4	74,281,764	74,281,768

The weighted average number of LP Units outstanding for the three months ended March 31, 2024 was 74.3 million (March 31, 2023: 74.6 million).

During the three months ended March 31, 2024, the partnership did not repurchase any of its LP Units (March 31, 2023: nil LP Units).

Managing General Partner Units of the Holding LP are repurchased and canceled in connection with the repurchase and cancellation of LP Units. During the three months ended March 31, 2024, nil Managing General Partner Units (March 31, 2023: nil) were repurchased and canceled as no LP Units were repurchased.

Net income (loss) attributable to limited partnership unitholders for the three months ended March 31, 2024 was $17 million (March 31, 2023: net income of $25 million).

(b)Redemption-Exchange Units held by Brookfield

UNITS	Redemption-Exchange Units
Authorized and issued
Opening balance	69,705,497
Issued as at March 31, 2024	69,705,497

The weighted average number of Redemption-Exchange Units outstanding for the three months ended March 31, 2024 was 69.7 million (March 31, 2023: 69.7 million).

As at March 31, 2024, the Holding LP had issued 69.7 million Redemption-Exchange Units to Brookfield (March 31, 2023: 69.7 million). Both the LP Units and GP Units issued by Brookfield Business Partners L.P. and the Redemption-Exchange Units issued by the Holding LP have the same economic attributes in all respects, except as noted below.

The Redemption-Exchange Units may, at the request of Brookfield, be redeemed in whole or in part, for cash in an amount equal to the market value of one of the partnership’s LP Units multiplied by the number of units to be redeemed (subject to certain customary adjustments). This right is subject to the partnership’s right, at its sole discretion, to elect to acquire any unit presented for redemption in exchange for one of the partnership’s LP Units (subject to certain customary adjustments). If the partnership elects not to exchange the Redemption-Exchange Units for LP Units, the Redemption-Exchange Units are required to be redeemed for cash. The Redemption-Exchange Units are presented as non-controlling interests since they relate to equity in a subsidiary that is not attributable, directly or indirectly, to Brookfield Business Partners L.P. Since this redemption right is subject to the partnership’s right, at its sole discretion, to satisfy the redemption request with LP Units of Brookfield Business Partners L.P. on a one-for-one basis, the Redemption-Exchange Units are classified as equity in accordance with IAS 32, Financial instruments: presentation (“IAS 32”).

21

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

(c)BBUC exchangeable shares

The table below provides a continuity of BBUC exchangeable shares outstanding for the three-month period ended March 31, 2024:

SHARES	BBUC exchangeable shares
Balance as at January 1, 2024	72,954,450
Converted to LP Units	(1)
Issued as at March 31, 2024	72,954,449

During the three months ended March 31, 2024, 1 BBUC exchangeable share was exchanged into an LP Unit (March 31, 2023: 494).

An additional Managing General Partner Unit is issued to the partnership each time an LP Unit is issued, including when a BBUC exchangeable share is exchanged by the holder thereof for an LP Unit. During the three months ended March 31, 2024, 1 Managing General Partner Unit (March 31, 2023: 494) was issued to the partnership in connection with the exchange of 1 BBUC exchangeable share into an LP unit (March 31, 2023: 494).

(d)Special limited partner units held by Brookfield

UNITS	Special limited partner units held by Brookfield
Authorized and issued
Opening balance	4
Issued as at March 31, 2024	4

The weighted average number of special limited partner units outstanding for the three months ended March 31, 2024 was 4 (March 31, 2023: 4).

In its capacity as the holder of the Special LP Units, the special limited partner is entitled to incentive distributions which are calculated as 20% of the increase in the market value of the LP Units on a fully exchanged basis (assuming the exchange of all of the Redemption-Exchange Units and BBUC exchangeable shares) over an initial threshold based on the volume-weighted average price of the LP Units, subject to a high-water mark.

During the three months ended March 31, 2024, the volume-weighted average price was $21.53 per LP Unit, which was below the current incentive distribution threshold of $31.53 per LP Unit, resulting in no incentive distribution declared during the period (March 31, 2023: $nil).

(e)Preferred securities held by Brookfield

($US MILLIONS)	Preferred securities held by Brookfield
Authorized and issued
Opening balance	$	740
Balance as at March 31, 2024	$	740

Brookfield has subscribed for an aggregate of $15 million of preferred shares of three subsidiaries of the partnership. The preferred shares are entitled to receive a cumulative preferential cash dividend equal to 5% of their redemption value per annum as and when declared by the board of directors of the applicable entity and are redeemable at the option of the applicable entity at any time after the twentieth anniversary of their issuance. The partnership is not obligated to redeem the preferred shares and accordingly, the preferred shares have been determined to be equity instruments of the applicable entities in accordance with IAS 32 and are reflected as a component of non-controlling interests in the unaudited interim condensed consolidated statements of financial position.

22

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

The partnership has an agreement with Brookfield to subscribe for up to $1.5 billion of perpetual preferred equity securities of subsidiaries of the partnership. The preferred securities are redeemable at the option of Brookfield to the extent the partnership completes asset sales, financings or equity issuances. These perpetual preferred securities are presented as equity instruments in accordance with IAS 32, and accordingly the partnership has classified them as a component of non-controlling interests in the unaudited interim condensed consolidated statements of financial position and changes in equity. As of March 31, 2024, the amount subscribed from subsidiaries of the partnership was $725 million with an annual dividend 7% (December 31, 2023: $725 million). The remaining capacity available on the commitment agreement with Brookfield is $25 million.

NOTE 20. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Attributable to Limited Partners

The following tables present the changes in accumulated other comprehensive income (loss) reserves attributable to limited partners for the three months ended March 31, 2024 and 2023:

(US$ MILLIONS)	Foreign currency translation		FVOCI		Other (1)		Accumulated other comprehensive income (loss)
Balance as at January 1, 2024	$	(189)	$	5	$	54	$	(130)
Other comprehensive income (loss)	(43)		(2)		11		(34)
Balance as at March 31, 2024	$	(232)	$	3	$	65	$	(164)

____________________________________

(1)Represents net investment hedges, cash flow hedges and other reserves.

(US$ MILLIONS)	Foreign currency translation		FVOCI		Other (1)		Accumulated other comprehensive income (loss)
Balance as at January 1, 2023	$	(247)	$	(8)	$	112	$	(143)
Other comprehensive income (loss)	10		13		(16)		7
Ownership changes	(1)		(1)		2		—
Balance as at March 31, 2023	$	(238)	$	4	$	98	$	(136)

____________________________________

(1)Represents net investment hedges, cash flow hedges and other reserves.

23

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 21. DIRECT OPERATING COSTS

The partnership has no key employees or directors and does not remunerate key management personnel. Key decision makers of the partnership are all employees of Brookfield or its subsidiaries, which provide management services under a master services agreement with Brookfield. Refer to Note 17.

Direct operating costs are costs incurred to earn revenues and include all attributable expenses. The following table presents direct operating costs by nature for the three months ended March 31, 2024 and 2023.

	Three Months Ended March 31,
(US$ MILLIONS)	2024		2023
Inventory costs	$	7,486	$	8,391
Subcontractor and consultant costs	672		700
Concession construction materials and labor costs	40		75
Depreciation and amortization expense	808		900
Compensation	976		1,518
Other direct costs	896		882
Total	$	10,878	$	12,466

Other direct costs include freight, cost of construction expensed and expected credit loss provisions on financial assets.

NOTE 22. REVENUES

(a)Revenues by type

The tables below summarize the partnership’s segment revenues by type of revenue for the three months ended March 31, 2024:

	Three Months Ended March 31, 2024
(US$ MILLIONS)	Business services		Infrastructure services		Industrials		Total
Revenues by type
Revenues from contracts with customers	$	7,023	$	546	$	3,663	$	11,232
Other revenues	439		340		4		783
Total revenues	$	7,462	$	886	$	3,667	$	12,015

The tables below summarize the partnership’s segment revenues by type of revenue for the three months ended March 31, 2023:

	Three Months Ended March 31, 2023
(US$ MILLIONS)	Business services		Infrastructure services		Industrials		Total
Revenues by type
Revenues from contracts with customers	$	7,602	$	1,662	$	3,803	$	13,067
Other revenues	336		349		6		691
Total revenues	$	7,938	$	2,011	$	3,809	$	13,758

24

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

(b)Timing of recognition of revenues from contracts with customers

The tables below summarize the partnership’s segment revenues by timing of revenue recognition for the total revenues from contracts with customers for the three months ended March 31, 2024:

	Three Months Ended March 31, 2024
(US$ MILLIONS)	Business services		Infrastructure services		Industrials		Total
Timing of revenue recognition
Goods and services provided at a point in time	$	5,677	$	156	$	3,607	$	9,440
Services transferred over a period of time	1,346		390		56		1,792
Total revenues from contracts with customers	$	7,023	$	546	$	3,663	$	11,232

The tables below summarize the partnership’s segment revenues by timing of revenue recognition for the total revenues from contracts with customers for the three months ended March 31, 2023:

	Three Months Ended March 31, 2023
(US$ MILLIONS)	Business services		Infrastructure services		Industrials		Total
Timing of revenue recognition
Goods and services provided at a point in time	$	6,235	$	574	$	3,711	$	10,520
Services transferred over a period of time	1,367		1,088		92		2,547
Total revenues from contracts with customers	$	7,602	$	1,662	$	3,803	$	13,067

(c)Revenues by geography

The tables below summarize the partnership’s segment revenues by geography for the three months ended March 31, 2024:

	Three Months Ended March 31, 2024
(US$ MILLIONS)	Business services		Infrastructure services		Industrials		Total
United Kingdom	$	4,326	$	73	$	84	$	4,483
United States of America	453		190		1,468		2,111
Europe	486		181		929		1,596
Australia	982		40		31		1,053
Canada	273		25		116		414
Brazil	236		18		348		602
Mexico	—		—		319		319
Other	267		19		368		654
Total revenues from contracts with customers	$	7,023	$	546	$	3,663	$	11,232
Other revenues	439		340		4		783
Total revenues	$	7,462	$	886	$	3,667	$	12,015

25

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

The tables below summarize the partnership’s segment revenues by geography for the three months ended March 31, 2023:

	Three Months Ended March 31, 2023
(US$ MILLIONS)	Business services		Infrastructure services		Industrials		Total
United Kingdom	$	4,375	$	137	$	89	$	4,601
United States of America	561		881		1,595		3,037
Europe	621		419		891		1,931
Australia	1,003		52		32		1,087
Canada	611		35		158		804
Brazil	175		29		412		616
Mexico	—		—		257		257
Other	256		109		369		734
Total revenues from contracts with customers	$	7,602	$	1,662	$	3,803	$	13,067
Other revenues	336		349		6		691
Total revenues	$	7,938	$	2,011	$	3,809	$	13,758

26

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

NOTE 23. SEGMENT INFORMATION

The partnership’s operations are organized into four operating segments which are regularly reviewed by the Chief Operating Decision Maker (“CODM”) for the purpose of allocating resources to the segment and to assess its performance. The CODM uses adjusted earnings from operations (“Adjusted EFO”) to assess performance and make resource allocation decisions. Adjusted EFO allows the CODM to evaluate the partnership’s segments on the basis of return on invested capital generated by its operations and to evaluate the performance of its segments on a levered basis. Adjusted EFO is calculated as net income and equity accounted income at the partnership’s economic ownership interest in consolidated subsidiaries and equity accounted investments, respectively, excluding the impact of depreciation and amortization expense, deferred income taxes, transaction costs, restructuring charges, unrealized revaluation gains or losses, impairment expenses or reversals and other income or expense items that are not directly related to revenue generating activities. The partnership’s economic ownership interest in consolidated subsidiaries excludes amounts attributable to non-controlling interests consistent with how the partnership determines net income attributable to non-controlling interests in its unaudited interim condensed consolidated statements of operating results. In order to provide additional insight regarding the partnership’s operating performance over the lifecycle of an investment, Adjusted EFO includes the impact of preferred equity distributions and realized disposition gains or losses recorded in net income, other comprehensive income, or directly in equity, such as ownership changes. Adjusted EFO does not include legal and other provisions that may occur from time to time in the partnership’s operations and that are one-time or non-recurring and not directly tied to the partnership’s operations, such as those for litigation or contingencies. Adjusted EFO includes expected credit losses and bad debt allowances recorded in the normal course of the partnership’s operations.

Other income (expense), net in the partnership’s unaudited interim condensed consolidated statements of operating results includes amounts that are not related to revenue generating activities, and are not normal, recurring operating income and expenses necessary for business operations. These include revaluation gains and losses, transaction costs, restructuring charges, stand-up costs and business separation expenses, gains or losses on debt extinguishments or modifications, gains or losses on dispositions of property, plant and equipment, non-recurring and one-time provisions that may occur from time to time at one of the partnership’s operations that are not reflective of normal operations, and other items. Other income (expense), net included within Adjusted EFO in the tables below corresponds to items of other income (expense), net at the partnership’s economic ownership interest that are considered by the partnership when evaluating operating performance and returns on invested capital generated by its businesses and may include realized revaluation gains and losses, realized gains or losses on the disposition of property, plant and equipment, and other items. Refer to the footnotes to the tables below for additional details on items included therein.

Gain (loss) on acquisitions/dispositions, net in Adjusted EFO reflects the partnership’s economic ownership interest in the gains or losses on acquisitions/dispositions recognized during the period in unaudited interim condensed consolidated statements of operating results that are considered by the partnership when evaluating the performance and returns on invested capital generated by its businesses.

Gain (loss) on acquisitions/dispositions, net recorded in equity in Adjusted EFO corresponds to the partnership’s economic ownership interest in gains and losses recorded in the unaudited interim condensed consolidated statements of changes in equity that have been realized through a completed disposition, including material realized disposition gains or losses that may be recorded in equity on the partial disposition of a subsidiary where the partnership retains control and through the sale of an investment in securities accounted for as financial assets measured at fair value with changes in fair value recorded in other comprehensive income.

The following tables provide each segment’s results at the partnership’s economic ownership interest, in the format that the CODM organizes reporting segments to make resource allocation decisions and assess performance. Amounts attributable to non-controlling interests are calculated based on the economic ownership interests held by non-controlling interests in consolidated subsidiaries. The tables below reconcile the partnership’s economic ownership interest in its consolidated results to the partnership’s unaudited interim condensed consolidated statements of operating results.

27

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

	Three Months Ended March 31, 2024
	Total attributable to Unitholders										Attributable to non-controlling interests		As per IFRS Financials
(US$ MILLIONS)	Business services		Infrastructure services		Industrials		Corporate and other		Total (1)
Revenues	$	2,183	$	307	$	1,034	$	—	$	3,524	$	8,491	$	12,015
Direct operating costs (2)	(1,957)		(184)		(793)		(4)		(2,938)		(7,132)		(10,070)
General and administrative expenses	(38)		(19)		(29)		(28)		(114)		(203)		(317)
Gain (loss) on acquisitions / dispositions, net	15		—		—		—		15		—		15
Gain (loss) on acquisitions / dispositions, net recorded in equity (3)	—		—		47		—		47		13		60
Other income (expense), net (4)	49		12		1		—		62		(2)		60
Interest income (expense), net	(71)		(63)		(90)		(37)		(261)		(535)		(796)
Current income tax (expense) recovery	(21)		(1)		(1)		(7)		(30)		(60)		(90)
Preferred equity distributions	—		—		—		(13)		(13)		13		—
Equity accounted Adjusted EFO (5)	8		20		11		—		39		35		74
Adjusted EFO	168		72		180		(89)		331
Depreciation and amortization expense (2)(6)									(253)		(555)		(808)
Impairment reversal (expense), net									5		5		10
Gain (loss) on acquisitions / dispositions, net recorded in equity (3)									(47)		(13)		(60)
Other income (expense), net (4)									5		51		56
Deferred income tax (expense) recovery									43		62		105
Non-cash items attributable to equity accounted investments(5)									(36)		(15)		(51)
Net income (loss)									$	48	$	155	$	203

(1)Adjusted EFO and net income (loss) attributable to Unitholders include Adjusted EFO and net income (loss) attributable to limited partnership unitholders, general partnership unitholders, redemption-exchange unitholders, special limited partnership unitholders and BBUC exchangeable shareholders.

(2)The sum of these amounts equates to direct operating costs of $10,878 million as per the unaudited interim condensed consolidated statements of operating results.

(3)Gain (loss) on acquisitions/dispositions, net recorded in equity in Adjusted EFO of $47 million represents the partnership's economic ownership interest in gains primarily related to the disposition of public securities.

(4)The sum of these amounts equates to other income (expense), net of $116 million as per the unaudited interim condensed consolidated statements of operating results. Other income (expense), net in Adjusted EFO of $62 million includes $13 million of realized net revaluation gains, $50 million of other income related to a distribution at our entertainment operation and $1 million of other expenses. Other income (expense), net at the partnership’s economic ownership interest that is excluded from Adjusted EFO of $5 million includes $38 million of unrealized net revaluation gains, $13 million of transaction costs, $5 million of business separation expenses, stand-up costs and restructuring charges, and $15 million of other expenses.

(5)The sum of these amounts equates to equity accounted income (loss) of $23 million as per the unaudited interim condensed consolidated statements of operating results.

(6)For the three months ended March 31, 2024, depreciation and amortization expense by segment is as follows: business services $254 million, infrastructure services $212 million, industrials $342 million, and corporate and other $nil.

28

NOTES TO UNAUDITED INTERIM CONDENSED

CONSOLIDATED FINANCIAL STATEMENTS 

As at March 31, 2024 and December 31, 2023 and

for the three months ended March 31, 2024 and2023

	Three Months Ended March 31, 2023
	Total attributable to Unitholders										Attributable to non-controlling interests	As per IFRS Financials
(US$ MILLIONS)	Business services		Infrastructure services		Industrials		Corporate and other		Total (1)
Revenues	$	2,210	$	812	$	1,153	$	—	$	4,175