EX-99.2 3 tm2530683d2_ex99-2.htm EXHIBIT 99.2

 

Exhibit 99.2

 

A final base shelf prospectus containing important information relating to the securities described in this document has been filed with the securities regulatory authorities in each of the provinces of Canada. The final base shelf prospectus, any applicable shelf prospectus supplement and any amendment to the documents are accessible through SEDAR+. Copies of the documents may be obtained from Citigroup Global Markets Inc. by calling 1-800-831-9146 or by emailing prospectus@citi.com or from Wells Fargo Securities, LLC by calling 1-800-645-3751 or by emailing wfscustomerservice@wellsfargo.com.

 

This document does not provide full disclosure of all material facts relating to the securities offered. Investors should read the final base shelf prospectus, any applicable shelf prospectus supplement and any amendment to the documents for disclosure of those facts, especially risk factors relating to the securities offered, before making an investment decision.

 

BROOKFIELD ASSET MANAGEMENT LTD.

US$[●] [●]% NOTES DUE 2030

US$[●] [●]% NOTES DUE 2036

 

PRELIMINARY TERM SHEET

November 13, 2025

 

Issuer: Brookfield Asset Management Ltd.
Security:

[●]% Senior Unsecured Notes due November [●], 2030 (the “2030 Notes”)  

 

[●]% Senior Unsecured Notes due January [●], 2036 (the “2036 Notes” and, together with the 2030 Notes, the “Notes”)

Format: SEC registered
Principal Amount:

2030 Notes: US$[●]  

 

2036 Notes: US$[●]  

 

One or more of the underwriters may sell to affiliates of Brookfield Wealth Solutions Ltd. and certain other institutional investors US$[●] aggregate principal amount (if any) of the 2030 Notes and US$[●] aggregate principal amount (if any) of the 2036 Notes at the public offering price (for which no underwriting discount or commissions will be paid).

Trade Date: November 13, 2025
Expected Settlement Date:

2030 Notes: November 18, 2025 (T+3)  

 

2036 Notes: November 18, 2025 (T+3)

 

 

 

 

Maturity Date:

2030 Notes: November [●], 2030  

 

2036 Notes: January [●], 2036

Coupon:

2030 Notes: [●]%  

 

2036 Notes: [●]%

Interest Payment Dates:

2030 Notes: [●] and [●], commencing [●], 2026  

 

2036 Notes: [●] and [●], commencing [●], 2026

Price to Public:

2030 Notes: [●]% of the principal amount  

 

2036 Notes: [●]% of the principal amount

Benchmark Treasury: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of National Instrument 44-102 – Shelf Distributions (“NI 44-102”).]
Benchmark Treasury Price & Yield: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI 44-102.]
Spread to Benchmark Treasury: [The Spread to Benchmark Treasury, and any disclosure relating to the Spread to Benchmark Treasury, has been removed in accordance with subsection 9A.3(4) of NI 44-102.]
Yield:

2030 Notes: [●]%  

 

2036 Notes: [●]%

Denominations: Initial denominations of US$2,000 and subsequent multiples of US$1,000
Covenants: Change of control (put @ 101%)
Negative pledge
Consolidation, merger, amalgamation and sale of substantially all assets
Optional Redemption Provisions:  

 

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       Make-Whole Call:

2030 Notes: Prior to October [●], 2030 (one month prior to maturity), treasury rate plus [●] basis points  

 

2036 Notes: Prior to October [●], 2035 (three months prior to maturity), treasury rate plus [●] basis points

       Par Call:

2030 Notes: At any time on or after October [●], 2030 (one month prior to maturity), at 100% of the principal amount of the 2030 Notes to be redeemed  

 

2036 Notes: At any time on or after October [●], 2035 (three months prior to maturity), at 100% of the principal amount of the 2036 Notes to be redeemed

Use of Proceeds: The net proceeds from the sale of the Notes will be used for general corporate purposes
CUSIP / ISIN: 2030 Notes: 113004 AB1 / US113004AB12   2036 Notes: 113004 AC9 / US113004AC94
Joint Book-Running Managers1:

Citigroup Global Markets Inc.

Wells Fargo Securities, LLC

Co-Managers: [●]

 

Under Rule 15c6-1 under the U.S. Securities Exchange Act of 1934, trades in the secondary market generally are required to settle in one business day unless the parties to any such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes prior to the delivery of the Notes hereunder may be required, by virtue of the fact that the Notes initially will settle in T+3, to specify an alternative settlement cycle at the time of any such trade to prevent a failed settlement. Purchasers of the Notes who wish to trade the Notes prior to their date of delivery hereunder should consult their own advisors.

 

 

 1 This offering will be made in Canada by [●], a broker-dealer affiliate of [●].

 

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The 2030 Notes and the 2036 Notes will be issued as separate series of debt securities. The 2030 Notes will be issued under a third supplemental indenture to be dated as of the date of the issuance of the 2030 Notes (the “Third Supplemental Indenture”) to a base indenture dated as of April 24, 2025 (the “Base Indenture”) (together with the Third Supplemental Indenture, the “2030 Indenture”), among Brookfield Asset Management Ltd., Computershare Trust Company of Canada, as Canadian trustee, and Computershare Trust Company, N.A., as U.S. trustee. The 2036 Notes will be issued under a fourth supplemental indenture to be dated as of the date of the issuance of the 2036 Notes (the “Fourth Supplemental Indenture”) to the Base Indenture (together with the Fourth Supplemental Indenture, the “2036 Indenture”), among Brookfield Asset Management Ltd., Computershare Trust Company of Canada, as Canadian trustee, and Computershare Trust Company, N.A., as U.S. trustee. The 2030 Indenture and the 2036 Indenture are together referred to as the “Indenture”. The foregoing is a summary of certain of the material attributes and characteristics of the Notes, which does not purport to be complete and is qualified in its entirety by reference to the Indenture.

 

No PRIIPs or UK PRIIPs key information document (KID) has been prepared as European Economic Area or UK retail investors are not targeted.

 

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