UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 6-K
Report of Foreign Private Issuer Pursuant to Rule 13a-16 or 15d-16 of the Securities Exchange Act of 1934
| For the month of November 2023 | Commission File Number: 001-40509 |
Brookfield Reinsurance Ltd.
(Name of Registrant)
Ideation House, First Floor
94 Pitts Bay Road, Pembroke, HM08, Bermuda
(Address of Principal Executive Offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F [ X ] Form 40-F [ ]
INFORMATION CONTAINED IN THIS FORM 6-K REPORT
Exhibit Index
| Exhibit Number | Description of Exhibit | |
| 99.1 | Press Release dated November 14, 2023 |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Brookfield Reinsurance Ltd. | ||
| Date: November 14, 2023 | By: | /s/ Thomas Corbett |
| Name: Thomas Corbett | ||
| Title: Chief Financial Officer | ||
EXHIBIT 99.1
Brookfield Reinsurance Announces Results of Exchange Offer and Intention to Take Up Brookfield Corporation Class A Shares
Approximately 32.5 million BN Shares were tendered in the Exchange Offer
BROOKFIELD, NEWS, Nov. 14, 2023 (GLOBE NEWSWIRE) -- Brookfield Reinsurance (NYSE, TSX: BNRE) today announced the preliminary results of its previously announced offer (the “Offer”) through which holders of Class A Limited Voting Shares (“BN Shares”) of Brookfield Corporation (NYSE, TSX: BN) were given the opportunity to voluntarily exchange BN Shares for newly-issued class A-1 exchangeable non-voting shares of Brookfield Reinsurance (“class A-1 exchangeable shares”) on a one-for-one basis. The Offer expired at 5:00 p.m. (Eastern time) on November 13, 2023.
The Offer has significantly enhanced the equity base and market capitalization of Brookfield Reinsurance. Because Brookfield Reinsurance is a “paired entity” to Brookfield Corporation, this result was achieved without any dilution to Brookfield Corporation or Brookfield Reinsurance.
The Offer also enabled holders of BN Shares whose personal circumstances favor investing in the paired entity through the ownership of Brookfield Reinsurance shares an opportunity to exchange their BN Shares for Brookfield Reinsurance class A-1 exchangeable shares.
Brookfield Reinsurance expects to take up approximately 32.5 million BN Shares under the Offer. After giving effect to the Offer, it is expected that there will be approximately 10.5 million class A exchangeable limited voting shares of Brookfield Reinsurance and approximately 32.5 million class A-1 exchangeable shares outstanding.
About Brookfield Reinsurance
Brookfield Reinsurance Ltd. (NYSE, TSX: BNRE) operates a leading capital solutions business providing insurance and reinsurance services to individuals and institutions. Each class A exchangeable limited voting share of Brookfield Reinsurance is exchangeable on a one-for-one basis for a class A limited voting share of Brookfield Corporation (NYSE, TSX: BN). Each class A-1 exchangeable non-voting share of Brookfield Reinsurance is convertible on a one-for-one basis into a class A exchangeable limited voting share of Brookfield Reinsurance and exchangeable on a one-for-one basis for a BN Share.
For more information, please visit our website at bnre.brookfield.com or contact:
| Communications & Media: Kerrie McHugh Tel: (212) 618-3469 Email: kerrie.mchugh@brookfield.com | Investor Relations: Rachel Powell Tel: (416) 956-5141 Email: rachel.powell@brookfield.com |
Notice to Readers
Brookfield Reinsurance is not making any offer or invitation of any kind by communication of this news release and under no circumstance is it to be construed as a prospectus or an advertisement.
This news release contains “forward-looking information” and “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws. Forward-looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, include statements which reflect management’s expectations regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies and outlook of Brookfield Reinsurance and its subsidiaries, as well as the outlook for North American and international economies for the current fiscal year and subsequent periods. In some cases, forward-looking statements can be identified by the use of forward-looking terminology such as “expects,” “anticipates,” “plans,” “believes,” “estimates,” “seeks,” “intends,” “targets,” “projects,” “forecasts” or negative versions thereof and other similar expressions, or future or conditional verbs such as “may,” “will,” “should,” “would” and “could.”