Brazil Overview 2020/2021 - Brookfield Asset Management

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Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

                           2020/2 0 2 1

                           Overview
                                    Brazil   >
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    Table of contents                                                              42   ARTERIS     61   GLOB AL INVES TMENTS
                                                                                                         W I T H O P E R AT I O N S I N B R A Z I L

                                                                                   38   VLI         60   BROOKFIELD
                                                                                                         SPECIAL INVESTMENTS

                                                                                   34   QUANTUM
                                                                                                    56   TEGR A                                                         78   SHOPPING CENTERS

                                                                                   30   NTS
                                                                                                    52   OURO VERDE                                                     74   LOGIS TICS PARK S

                                                                                   26   A SCENT Y
                                                                                                    48   B R K A M B I E N TA L                       64   ELER A       70   OFFICE
                                                                                                                                                           RENOVÁVEIS

    04 06 20 24
    LETTER FROM              BROOKFIELD                              BROOKFIELD    INFRASTRUCTURE
                                                                                                    46
                                                                                                    PRIVATE
                                                                                                                                                      62                68
                                                                                                                                                                        REAL
    THE CEO                  AROUND THE WORLD                        IN BRAZIL                      EQUITY                                            RENEWABLE POWER   ESTATE

                                                                                                                                                                                                 >
>

     82 92 106 107
     SUSTAINABLE           ESG                                       COMBINED       COMBINED
                                                                                                    108 110
                                                                                                    TEAM                                               CORPORATE
     RESOURCES             MANAGEMENT                                FINANCIAL      RESULTS                                                            OFFICES
                                                                     INFORMATION    INFORMATION
     84   AGRICULTURE       94    ESG PRINCIPLES

     88   TIMBERL ANDS      98    E T H I C A L CO N D U C T

                            99    DIVERSIT Y AND INCLUSION

                            100   PRI VATE SOCI A L IN V ES TMEN T

                            104   RESPONDING TO THE PANDEMIC
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    LETTER FROM                   BROOKFIELD AROU ND                  BROOKFIELD                                                PRIVATE   RENEWABLE                   REAL                 SUSTAINABLE              ESG                             COMBINED FINANCIAL
                                                                                                  INFRASTRUCTURE
    THE CEO                       THE WORLD                           IN BRAZIL                                                 EQUITY    POWER                       ESTATE               RESOURCES                MANAGEMENT                      INFORMATION

    4   BROOKFIELD 2020/2021                                                                                                                                                                                                                   LETTER FROM THE CEO            5

    Letter from the CEO
                                                                    All in all, approximately BRL 11 billion was invested in               “Over the course of 2020, we made                                   To help reduce the spread of the coronavirus, Brookfield
                                                                    our businesses in 2020, with a further BRL 33 billion                   changes to our protocols and procedures                            and our portfolio companies engaged in philanthropic
                                                                    forecasted investment over the next three years.                                                                                           initiatives focused on several key projects. All in all, we
                                                                                                                                            across our portfolio companies to ensure                           donated more than BRL 32 million to hospitals, NGOs and
                                                                    Elera Renováveis, the new name for Brookfield Energia                   business continuity throughout the period,                         charitable institutions in various states. We also launched
                                                                    Renovável, reported results in line with plan, further                                                                                     a corporate 2:1 donation matching program to encourage
                                                                                                                                            introducing a number of measures to ensure
                                                                    demonstrating the resilience of the assets even under                                                                                      employees to participate. In all, a total of BRL 250,000 has
                                                                    adversity. The company is implementing a strategy                       the health and safety of our employees.                            been donated.
                                                                    focused on the decarbonization of the Brazilian energy
                                                                                                                                            With enhanced precautions in place, we were
                                                                    sector. For example, during the year, Elera added three                                                                                    Over the more than 100 years of our history, we believe the
                                                                    solar complexes to its portfolio under development,                     able to provide the uninterrupted delivery                         survival of our business depends on these core principles:
                                                                    with an equity investment of BRL 1.6 billion. Among                     of essential services to Brazilians, including                     ensuring the well-being and safety of our employees,
                                                                    these, the Janaúba project is set to be the largest solar                                                                                  maintaining strong relationships with the communities in
                                                                    farm in Latin America, representing an installed capacity
                                                                                                                                            water sanitation, natural gas transmission,                        which we operate, mitigating the impact of our operations
                                                                    of 1.2 GW, enough to power 1.8 million houses.                          power generation and transmission, data                            on the environment, executing business transactions

                                                                                                                                                                                                                                                                                  >
>                                                                                                                                                                                                              according to the highest ethical and legal standards, and
                                                                                                                                            transmission and logistics infrastructure.”
                                                                    In Infrastructure, our investment in logistics business,                                                                                   strictly adhering to globally-recognized ESG principles. We
                                                                    VLI, benefited from being integrated with the supply                                                                                       continue to make progress in all these areas.
                                                                    and distribution of essential goods. In 2020, VLI
    2020 was a year like no other. Despite both the health          handled more than 40.8 billion tons per kilometer                       In Real Estate, high asset valuations in our business were         Discussions around diversity and inclusion in the workplace,
    and economic challenges of the past year, our investment        on its railways—an increase of 5% compared with                         instrumental in our ability to continue to pursue a strategy       for example, have become a bigger focus − both in society
    philosophy continued to prove itself. Through this period,      2019. Another portfolio company—and a leader in the                     of capital recycling, divesting mature assets in order to          and within our operations. And while there is always
    we delivered solid results across our business in Brazil. Our   data center infrastructure sector in Latin America—                     reinvest in new projects. In 2020, we completed the sale           more to do, we believe we are well placed to advance this
    net operating revenue was BRL 26.9 billion, an increase of      Ascenty had the best year in its history, both in terms                 of three commercial buildings and are investing in new             important agenda, both on global and domestic fronts.
    12% compared with 2019, and EBITDA was up by 7.6% to            of financial results and in terms of new construction,                  greenfield Triple-A office building projects in the city of
    BRL 14 billion. We ended 2020 with over BRL 120 billion         reflecting the increase in demand for additional data                   São Paulo. We believe that demand for high-quality office          In 2020, our compliance program continued to evolve,
    in assets under management, a year-on-year increase of          centers. With 17 data centers in operation and five                     space in desirable regions of large metropolitan centers will      adding even greater security to our operations. We
    approximately 17%.                                              under construction in Brazil, Chile, and Mexico, the                    continue to increase as we see a flight to quality. Another        renewed our membership of Ethos Institute’s Business
                                                                    company reported net operating revenue in 2020 that                     focus of our investments in 2020 was the expansion of our          Pact for Integrity and Against Corruption, as part of our
    Over the course of 2020, we made changes to our                 was 49% higher than 2019.                                               portfolio of logistics parks in strategic regions and integrated   commitment to maintaining ethical business relationships
    protocols and procedures across our portfolio companies                                                                                 into major urban centers. The growth of these parks is             and our zero-tolerance policy in relation to corruption.
    to ensure business continuity throughout the period,            In Private Equity, I would highlight BRK Ambiental’s                    running parallel to the robust expansion of e-commerce,
    introducing a number of measures to ensure the health           successful bid in the auction to supply water and                       which was turbocharged by the onset of the pandemic. This          There have been many lessons from the past year. Despite
    and safety of our employees. With enhanced precautions          sewage treatment services to about 1.5 million people                   is a trend that is likely to continue in the coming years.         all the challenges, our results were solid. We adapted
    in place, we were able to provide the uninterrupted             in the Maceió metro area, in the state of Alagoas. The                                                                                     to new ways of collaborating and became even more
    delivery of essential services to Brazilians, including         New Legal Sanitation Framework, approved in 2020,                       The business faced some challenges during the pandemic,            resilient—thanks to the support and dedication of all our
    water sanitation, natural gas transmission, power               is an important step forward for the water sanitation                   most notably within our toll road operations in Brazil.            employees. As vaccinations roll out in Brazil and around the
    generation and transmission, data transmission and              business. With opportunities for new investments,                       During the months of the tightest restrictions on movement,        world, we believe we’ll see a global economic recovery and
    logistics infrastructure.                                       we will continue contributing to meeting the major                      traffic flows decreased significantly. However, the numbers        the continued growth of our businesses, generating jobs
                                                                    challenge of providing universal water and sewage                       for the last few months of 2020 show us that these                 and further development in Brazil. We look forward to the
    Our assets were resilient and reported solid results,           treatment services in Brazil − representing a critical                  operations are already showing signs of recovery, and we           next few years with a sense of great optimism.
    proving out our strategy of investing in high-quality           improvement in the socio-economic conditions and                        are optimistic that traffic flows will return to pre-pandemic
    businesses that form the backbone of the global economy.        health of the population.                                               levels before too long.                                            HENRIQUE CARSAL ADE MARTINS
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    LETTER FROM              BROOKFIELD AROU ND                   BROOKFIELD                                      PRIVATE                        RENEWABLE               REAL       SUSTAINABLE   ESG               COMBINED FINANCIAL
                                                                                        INFRASTRUCTURE
    THE CEO                  THE WORLD                            IN BRAZIL                                       EQUITY                         POWER                   ESTATE     RESOURCES     MANAGEMENT        INFORMATION

                             R O O T S IN BR A ZIL   A GLOBAL FOOTPRINT   PORTFOLIO OF A SSETS UNDER MANAGEMENT   C O M P E T I T I V E A D VA N TA G E S   INVESTMENT PRINCIPLES

    6   BROOKFIELD 2020/2021                                                                                                                                                                            BROOKFIELD AROUND THE WORLD   7

    Brookfield around
    the
>                      World
    With more than 120 years of experience and approximately 150,000
                                                                                                                                                                                                                                          >
    operating employees, Brookfield today is a leading global alternative asset
    manager, with more than US$ 600 billion in assets under management.
    It is among the largest investors in the world in commercial real estate,
    infrastructure, renewable power, private equity and credit.

    Today, Brookfield is an owner and operator of high-quality businesses across
    more than 30 countries, with access to large-scale, flexible capital and a
    long-term approach to investing. Its deep operational experience enables it
    to continue creating value for its assets and deliver solid returns to investors.
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    LETTER FROM                    BROOKFIELD AROU ND                        BROOKFIELD                                          PRIVATE                        RENEWABLE               REAL       SUSTAINABLE   ESG                  COMBINED FINANCIAL
                                                                                                     INFRASTRUCTURE
    THE CEO                        THE WORLD                                 IN BRAZIL                                           EQUITY                         POWER                   ESTATE     RESOURCES     MANAGEMENT           INFORMATION

                                   ROOTS IN BR A ZIL        A GLOBAL FOOTPRINT           PORTFOLIO OF A SSETS UNDER MANAGEMENT   C O M P E T I T I V E A D VA N TA G E S   INVESTMENT PRINCIPLES

    8   BROOKFIELD 2020/2021

    Roots
    in Brazil
                                                                                                                                                                                                                                                                      >
>
    Brookfield’s history began in Brazil in 1899 when a group of Canadian and Brazilian
    investors joined forces to establish the São Paulo Tramway, Light and Power Company,
    a company responsible for installing street lighting and electric-powered public
    transportation in the city of São Paulo.

    In 1901, the group unveiled the Parnaíba Power Plant, the first hydroelectric plant
    to supply electricity to the city of São Paulo. In 1905, it constituted the Rio de Janeiro
    Tramway, Light and Power Company, expanding its activities to Brazil’s capital as it
    was then. In 1912, the company was already listed on the Toronto Stock Exchange.
    Subsequently, investments were made in gas distribution and telephony, and in the
    thirties, the group was the largest public utility company in Latin America.

    In the decades that followed, the company acquired and developed assets across a
    range of different sectors around the world, acquiring solid operational experience in
    the same areas of business in which it is active today.

    In the 1990’s, Brookfield began to increasing its investments in the commercial real
    estate sector in New York while at the same time making investments in renewable
    power both in South and North America. In 2001, Brookfield established its asset
    management business, launching its first third-party fund and inviting other private
    institutional investors to invest alongside it, and to benefit from its experience owning
    and operating real assets. Also during that period, the company expanded its activities
    into Europe, Australia and the Middle East.

    Since then, Brookfield has grown into one of the largest alternative asset managers in
    the world with businesses in more than 30 countries and an owner and operator of
                                                                                                                                                                                                                              Rio de Janeiro Tramway, Light & Power
    high-end quality assets which form the backbone of the global economy.                                                                                                                                                    Company Tram, Rio de Janeiro
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    LETTER FROM            BROOKFIELD AROU ND                 BROOKFIELD                                     PRIVATE                        RENEWABLE                         REAL     SUSTAINABLE            ESG               COMBINED FINANCIAL
                                                                                 INFRASTRUCTURE
    THE CEO                THE WORLD                          IN BRAZIL                                      EQUITY                         POWER                             ESTATE   RESOURCES              MANAGEMENT        INFORMATION

                           ROOTS IN BR A ZIL   A GLOBAL FOOTPRINT    PORTFOLIO OF A SSETS UNDER MANAGEMENT   C O M P E T I T I V E A D VA N TA G E S        INVESTMENT PRINCIPLES

    10   BROOKFIELD 2020/2021                                                                                                                                                                                      BROOKFIELD AROUND THE WORLD   11

    A global footprint
                                                                                                                                              US$106B
                                                                                                                                                       Europe & Middle East

                    US$378B
                          North America

                                                                                                                                                                                                                                                      >
>

                                               US$43B
                                                  South America

                                                                                                                                                                                       US$75B
                                                                                                                                                                                          Asia Pacific

    HIGHLIGHTS

                                +US$600B                                     +1,000                                                                    ˜150,000                                   +30
                                IN A SSETS UNDER MANAGEMENT                  INVESTMENT PROFESSIONALS                                                  OPER ATIONAL EMPLOYEES                     COUNTRIES
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    LETTER FROM                     BROOKFIELD AROU ND                          BROOKFIELD                                             PRIVATE                        RENEWABLE                         REAL     SUSTAINABLE               ESG                     COMBINED FINANCIAL
                                                                                                              INFRASTRUCTURE
    THE CEO                         THE WORLD                                   IN BRAZIL                                              EQUITY                         POWER                             ESTATE   RESOURCES                 MANAGEMENT              INFORMATION

                                    ROOTS IN BR A ZIL         A GLOBAL FOOTPRINT            PORTFOLIO OF A SSETS UNDER MANAGEMENT      C O M P E T I T I V E A D VA N TA G E S        INVESTMENT PRINCIPLES

    12    BROOKFIELD 2020/2021                                                                                                                                                                                                                        BROOKFIELD AROUND THE WORLD     13

    Portfolio of assets
    under management ¹                                                                                                                                                                                                  INFR ASTRUCTURE
                                                                                                                                                                                                                                                              US$94B
                                                                                                                                                                                                                                                              IN A SSETS UNDER MANAGEMENT

                                                        US$211B
    R E A L ES TATE

                                                        IN A SSETS UNDER MANAGEMENT
                                                                                                                                                                                 Utilities                              Data
                                                                                                                                                                                 ~6.9 million                           146,100
                                                                                                                                                                                 connections for distribution           operational telecom towers
                                                                                                                                                                                 of electricity and gas                 and active rooftop sites

                                                                                                                                                                                 ~2,000 km                              54
                                                                                                                                                                                 of electricity                         data centers
                                                 Office                                                  Hospitality                                                             transmission lines

                                                                                                                                                                                                                                                                                            >
>                                                                                                                                                                                                                       21,500 km
                                                                                                         & Other                                                                 ~4,200 km
                                                                                                                                                                                 of regulated natural
                                                                                                                                                                                                                        of fiber optic cable
                                                                                                                                                                                                                        and backbone
                                                 301                                                                                                                             gas pipelines
                                                 commercial properties with
                                                 approximately 15 million sqm                            168
                                                 of area
                                                                                                                                                                                 ~1.5 million
                                                                                                         hotels                                                                  smart meters

                                                                                                         306
                                                                                                                                                                                                                        Sustainable
                                                                                                         triple net lease properties
                                                                                                         leased to concessionaires                                                                                      Resources
                                                 Retail                                                  159                                                                     Transport
                                                                                                         student housing                                                                                                275,000
                                                                                                                                                                                                                        hectares dedicated
                                                 166                                                                                                                             13                                     to forestry investments
                                                 shopping centers,                                       136
                                                                                                                                                                                 ports and
                                                 with approximately                                      multifamily housing
                                                 13.5 million sqm of area
                                                                                                                                                                                 one LNG export facility                267,000
                                                                                                                                                                                                                        hectares dedicated
                                                                                                         71
                                                                                                         mixed-use assets
                                                                                                                                                                                 ~3,800 km                              to agricultural investments
                                                                                                                                                                                 of toll roads

                                                                                                         103
                                                 Logistics                                               villas and care centers
                                                                                                         for the elderly
                                                                                                                                                                                 ~32,300 km
                                                                                                                                                                                 of railways

                                                 132
                                                 logistics parks,
                                                 with 2.1 million sqm of area
                                                                                                                                                                                 Midstream
                                                                                                                                                                                 ~15,000 km
                                                 Multifamily                                                                                                                     of transmission
                                                                                                                                                                                 pipeline

                                                                                                                                                                                 16
                                                 ~51,000                                                                                                                         natural gas
                                                 proprietary residential                                                                                                         processing plants
                                                 multifamily units and
                                                 ~22,000 managed                                                                                                                 ~600 bfc
                                                                                                                                                                                 of natural
                                                                                                                                                                                 gas storage

     ¹ Assets under management also include approximately US$ 18 billion of the Public Securities Group’s operations.
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    LETTER FROM            BROOKFIELD AROU ND                       BROOKFIELD                                                       PRIVATE                        RENEWABLE                             REAL                SUSTAINABLE                       ESG                  COMBINED FINANCIAL
                                                                                              INFRASTRUCTURE
    THE CEO                THE WORLD                                IN BRAZIL                                                        EQUITY                         POWER                                 ESTATE              RESOURCES                         MANAGEMENT           INFORMATION

                           ROOTS IN BR A ZIL      A GLOBAL FOOTPRINT             PORTFOLIO OF A SSETS UNDER MANAGEMENT               C O M P E T I T I V E A D VA N TA G E S        INVESTMENT PRINCIPLES

    14   BROOKFIELD 2020/2021                                                                                                                                                                                                                                        BROOKFIELD AROUND THE WORLD     15

                              US$72B                                                                                                                                                                                                                                         US$57B
    PRIVATE EQUIT Y                                                                                                                                                                                                                        RENEWABLE POWER

                              IN A SSETS UNDER MANAGEMENT                                                                                                                                                                                                                    IN A SSETS UNDER MANAGEMENT

                                               Business                                    Infrastructure                                                                ~20,000 MW                         of installed capacity and

                                               services                                    • Services for the power                                                      23,000 MW                         in the pipeline
                                                                                             generation industry
                                               • Construction of real estate, real
                                                  estate services and healthcare           • Services for the offshore oil
                                                  services                                   production industry

                                               • Light and heavy vehicle fleet             • Services to industrial and
                                                                                                                                                                               Hydro                                                    Storage
                                                                                             commercial facilities

                                                                                                                                                                                                                                                                                                           >
>                                                 management and fuel distribution

                                               • Residential mortgage insurance,                                                                                               7,924 MW                                                 2,688 MW
                                                  financial lending and advisory,                                                                                              (219 hydroelectric plants)                               (3 pumped storage plants)
                                                  technology services and
                                                  entertainment
                                                                                          Residential &
                                                                                          Directly Held                                                                        Wind                                                     Cogen/
                                               Industrials                                Investments                                                                                                                                   Biomass
                                                                                                                                                                               5,267 MW¹
                                               • Water and wastewater                      • Housing and development                                                           (142 wind farms)
                                                 treatment services                          communities                                                                                                                                580 MW
                                                                                                                                                                                                                                        (6 biomass-fired and
                                               • Manufacturing of advanced                                                                                                                                                              co-generation plants)
                                                 automotive batteries, aftermarket
                                                 auto parts, graphite electrodes
                                                 and returnable plastic packaging                                                                                              Solar
                                               • Natural gas production and
                                                 oilfield services                                                                                                             3,469 MW
                                                                                                                                                                               (5,026 solar facilities)

                              US$148B
     CREDIT
                                                                                          Oaktree
                              IN A SSETS UNDER MANAGEMENT
                                                                                           • One of the largest global
                                                                                             alternative investment managers

                                                                                           • Brookfield has had a majority stake
                                                                                             in the company since 2019

                                                                                           • Offices in 19 cities and 13 countries

                                                                                           • Operates in the credit, private
                                                                                             equity, real assets and listed
                                                                                             securities’ markets                                                           ¹ Solar and wind assets located in France, Germany, Sweden and the Netherlands are managed by CEE Group
                                                                                                                                                                             (100% owned by Brookfield Asset Management).
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    LETTER FROM           BROOKFIELD AROU ND               BROOKFIELD                                      PRIVATE                        RENEWABLE                          REAL             SUSTAINABLE             ESG                                COMBINED FINANCIAL
                                                                               INFRASTRUCTURE
    THE CEO               THE WORLD                        IN BRAZIL                                       EQUITY                         POWER                              ESTATE           RESOURCES               MANAGEMENT                         INFORMATION

                          ROOTS IN BR A ZIL   A GLOBAL FOOTPRINT   PORTFOLIO OF A SSETS UNDER MANAGEMENT   C O M P E T I T I V E A D VA N TA G E S      INVESTMENT PRINCIPLES

                                                                                                                                                                                                                                  BROOKFIELD AROUND THE WORLD               17

                                                                                                                                                Competitive
                                                                                                                                                advantages
                                                                                                                                                G LO B A L P R E S E N C E                                     O P E R AT I O N A L E X P E R IE N C E
                                                                                                                                                With operations in more than 30 countries, Brookfield’s        The operational experience acquired over more than
                                                                                                                                                global network of operating employees provides access          120 years as investors and operators of alternative assets
                                                                                                                                                to a large number of investment opportunities around           is employed to generate sustainable cash flows, add value,
                                                                                                                                                the world.                                                     and produce consistent long-term returns.

                                                                                                                                                                                                                                                                                 >
>
                                                                                                                                                A LIG N M E N T O F IN T E R E S T S                           CO N T R A R I A N I N V E S T I N G
                                                                                                                                                Brookfield invests a significant amount of its own capital     Brookfield’s experience shows that the best investment
                                                                                                                                                in its private funds, ensuring full alignment of interest      opportunities are often found in out-of-favor regions
                                                                                                                                                with investors.                                                or sectors.

                                                                                                                                                C A PI TA L P R E S E R VAT I O N                              L A R G E - S C A L E C A PI TA L
                                                                                                                                                Protecting and generating a return on investor capital is at   Financial soundness and access to large-scale capital
                                                                                                                                                the forefront of how Brookfield views risk. For this reason,   enables Brookfield to participate in major transactions in
                                                                                                                                                it takes a prudent and disciplined approach to investing.      an agile and decisive way.
Brazil Overview 2020/2021 - Brookfield Asset Management
TA B L E OF CON T EN T S

    LETTER FROM            BROOKFIELD AROU ND                    BROOKFIELD                                                            PRIVATE                        RENEWABLE               REAL       SUSTAINABLE   ESG               COMBINED FINANCIAL
                                                                                                           INFRASTRUCTURE
    THE CEO                THE WORLD                             IN BRAZIL                                                             EQUITY                         POWER                   ESTATE     RESOURCES     MANAGEMENT        INFORMATION

                           ROOTS IN BR A ZIL   A GLOBAL FOOTPRINT                  PORTFOLIO OF A SSETS UNDER MANAGEMENT               C O M P E T I T I V E A D VA N TA G E S   INVESTMENT PRINCIPLES

    18   BROOKFIELD 2020/2021
                                                                                                                                                                                                                            BROOKFIELD AROUND THE WORLD          19

    Investment
    principles
    Business                                         • T O B U I L D B U S I N E S S E S A N D R E L AT I O N S H I P S
                                                       BA SED ON INTEGRIT Y

    philosophy                                       • T O AT T R A C T A N D R E TA I N H I G H - C A L I B E R
                                                       PROFESSIONALS WHO SEEK TO GROW WITH US
                                                       OV ER THE LONG TERM

                                                     • TO THINK AND AC T LIKE THE OWNERS OF THE BUSINESS
                                                       IN ALL OUR DECISIONS

                                                     • T O T R E AT T H E C A P I TA L O F T H E I N V E S T O R S A N D
                                                       SHAREHOLDERS A S IF IT WERE OUR OWN

                                                                                                                                                                                                                                                                      >
>
    Investment                                       • T O I N V E S T W H E R E W E H A V E A CO M P E T I T I V E A D V A N TA G E

    guidelines                                       • T O R E CO G N I Z E T H AT S U P E R I O R R E T U R N S G E N E R A L LY
                                                       R E Q U I R E CO N T R A R I A N T H I N K I N G

                                                     • T O A CQ U I R E A S S E T S B A S E D O N V A L U E

                                                     • T O B U I L D S U S TA I N A B L E C A S H F L O W S T O P R O V I D E
                                                       S E C U R I T Y, R E D U C E R I S K S A N D L O W E R C A P I TA L CO S T S

                                                     • T O M E A S U R E S U CC E S S B A S E D O N T O TA L R E T U R N O N

    Measuring                                          L O N G -T E R M C A P I TA L

    our success                                      • T O E N CO U R A G E C A LC U L AT E D R I S K S B U T T O CO M P A R E
                                                       RETURNS WITH RISK S

                                                     • T O P R I O R I T I Z E T H E V A L O R I Z AT I O N O F C A P I TA L O V E R
                                                       T H E L O N G -T E R M R AT H E R T H A N S H O R T-T E R M G A I N S

                                                     • TO PRIORITIZE RE TURNS OVER GROW TH, SINCE SIZE
                                                       D O E S N O T N E C E S S A R I LY A D D V A L U E

                                                                                                                                                                                                                                         Brookfield Place, New York
TA B L E OF CON T EN T S

    LETTER FROM               BROOKFIELD AROU ND                 BROOKFIELD                                PRIVATE   RENEWABLE   REAL     SUSTAINABLE   ESG                  COMBINED FINANCIAL
                                                                                          INFRASTRUCTURE
    THE CEO                   THE WORLD                          IN BRAZIL                                 EQUITY    POWER       ESTATE   RESOURCES     MANAGEMENT           INFORMATION

                                                                 ASSETS BY SEGMENT IN BR A ZIL

    20   BROOKFIELD 2020/2021                                                                                                                                        BROON
                                                                                                                                                                         K FOIM
                                                                                                                                                                              E LED DIAN SBERS AS ÃZ IOL   2211

    Brookfield
    in
>                  Brazil
    Brookfield is one of the largest alternative asset managers in the world.
                                                                                                                                                                                                                  >
    Over its long history, the company has achieved a significant presence in
    strategic economic sectors in Brazil including Infrastructure, Private Equity,
    Renewable Power, Real Estate and Sustainable Resources. It has operations
    in 20 states and more than 20,000 operating employees in the country.

    Over the past five years, Brookfield has made significant investments
    in both acquisitions and in the expansion of its operations in Brazil,
    consolidating itself as one of the largest investors in high-quality assets with
    a focus on the creation of long-term value. At the end of 2020, the company
    had more than BRL 120 billion in assets under management in Brazil.

                                                                                                                                                                                             NTS' pipelines
TA B L E OF CON T EN T S

    LETTER FROM             BROOKFIELD AROU ND           BROOKFIELD                                                   PRIVATE   RENEWABLE                          REAL                  SUSTAINABLE           ESG                                   COMBINED FINANCIAL
                                                                                       INFRASTRUCTURE
    THE CEO                 THE WORLD                    IN BRAZIL                                                    EQUITY    POWER                              ESTATE                RESOURCES             MANAGEMENT                            INFORMATION

                                                         A S SE T S BY SEGMENT IN BR A ZIL

    22   BROOKFIELD 2020/2021                                                                                                                                                                                                                   BROOKFIELD IN BRAZIL   23

    Assets by segment                                                                                                                                                                                  INFR ASTRUCTURE

    in Brazil                                                                                                                                                                                          BRL59B
                                                                                                                                                                                                       IN A SSETS UNDER MANAGEMENT

                                                                                                                                                                                                       • 3,200 km of toll roads
                                                                                                                                                                                                       • 4,800 km of railways, 6 ports and 8 intermodal terminals
                                                                                                                                                                                                       • 2,048 km of gas pipelines
                                                                                                                                                                                                       • 5,341 km of power transmission lines
                                                                                                                                                                                                       • 22 data centers in Latin America and 4,500 km of
                                                                                                                                                                                                         fiber optic backbone

                                                                                                                                                                                                       PRIVATE EQUITY

                                                   PA                   MA
                                                                                             CE

                                                                                                                 RN
                                                                                                                                                                                                       BRL26B
                                                                                                                                                                                                       IN A SSETS UNDER MANAGEMENT
                                                                                                                 PB             BROOKFIELD’S A SSETS UNDER MANAGEMENT
                                                                                  PI                                            (IN BRL BILLION)                                                       • +25 million sqm of real estate constructed
                                                                                                       AL
                                                                                                                                A N N U A L AV E R A G E G R O W T H R AT E : 2 7 %                    • 16 million people in more than 100 cities attended
                                                                 TO                                                                                                                                      with water and sewage services

                                                                                                                                                                                                                                                                            >
>                                                                                                           SE
                                                                                                                                                                                                       • ~23,000 fleet equipment for rental of light and
                                                                                                                                                                                                         heavy vehicles

                                                                                                                                                                                       121.3
                                                                                       BA
                                             MT

                                                                 DF                                                                                                                                    RENEWABLE POWER
                                                                                                                                                                              103.7
                                                           GO
                                                                                                                                                 77.0
                                                                                                                                                                89.2
                                                                                                                                                                                                       BRL18B
                                                                                                                                                                                                       IN A SSETS UNDER MANAGEMENT
                                                                                                  ES
                                                                             MG                                                   43. 3
                                                                                                                                                                                                       • 43 hydroelectric power plants
                                              MS                                                                                                                                                       • 19 wind farms
                                                                                            RJ
                                                                                                                                                                                                       • 4 biomass-fired plants
                                                                  SP                                                                                                                                   • 34 solar facilities and one hydroelectric power
                                                                                                                                 2016            2017           2018          2019      2020             plant under construction
                                                    PR                                                                                                                                                 • ~1.6 GW of installed capacity

                                                                                                                                                                                                       C O M M E R C I A L R E A L E S TAT E I N V E S T M E N T S
                                                            SC
                                                                                                                                EVOLUTION OF NET REVENUE
                                                    RS
                                                                                                                                (IN BRL BILLION)
                                                                                                                                A N N U A L AV E R A G E G R O W T H R AT E : 2 4 %
                                                                                                                                                                                                       BRL11B
                                                                                                                                                                                                       IN A SSETS UNDER MANAGEMENT

                                                                                                                                                                                                       • 279,000 sqm of leasable area in office buildings
                                                                                                                                                                                       26.9            • 194,000 sqm of leasable area in logistic parks
                                                                                                                                                                                                       • 105,000 sqm of leasable area in shopping centers
           HIGHLIGHTS                                                                                                                                                           24.0
                                                                                                                                                                18.7

           +BRL120B                       +20,000                            20
                                                                                                                                                                                                       S U S TA I N A B L E R E S O U R C E S
                                                                                                                                                  15. 3

           IN A SSETS UNDER MANAGEMENT    OPER ATIONAL                       BR A ZILIAN STATES WITH
                                                                                                                                   11.4
                                                                                                                                                                                                       BRL8B
                                                                                                                                                                                                       INVESTED IN A SSETS
                                          EMPLOYEES                          BROOKFIELD OPER ATIONS

                                                                                                                                                                                                       • 267,000 hectares under agricultural investments
                                                                                                                                  2016            2017           2018           2019    2020           • 275,000 hectares dedicated to forestry investments
TA B L E OF CON T EN T S

    LETTER FROM               BROOKFIELD AROU ND                  BROOKFIELD                                       PRIVATE   RENEWABLE   REAL     SUSTAINABLE   ESG                  COMBINED FINANCIAL
                                                                                         INFRASTRUCTURE
    THE CEO                   THE WORLD                           IN BRAZIL                                        EQUITY    POWER       ESTATE   RESOURCES     MANAGEMENT           INFORMATION

                                                                               ASCENTY   NTS   QUANTUM   V LI   ARTERIS

    24   BROOKFIELD 2020/2021                                                                                                                                                         INFRASTRUCTURE        25

    Infrastructure
    Brookfield is one of the world’s largest investors in infrastructure. In Brazil,
    infrastructure accounts for BRL 59 billion in assets under management.
    The company’s portfolio includes highway and rail transportation, power
    transmission, gas pipelines and data center infrastructure.

                                                                                                                                                                                                                  >
>

                                                                                                                                                                             Quantum's power transmission tower
TA B L E OF CON T EN T S

    LETTER FROM                   BROOKFIELD AROU ND                 BROOKFIELD                                                     PRIVATE   RENEWABLE                    REAL                    SUSTAINABLE       ESG               COMBINED FINANCIAL
                                                                                                 INFRASTRUCTURE
    THE CEO                       THE WORLD                          IN BRAZIL                                                      EQUITY    POWER                        ESTATE                  RESOURCES         MANAGEMENT        INFORMATION

                                                                                    ASCENTY      NTS     QUANTUM       V LI      ARTERIS

    26   BROOKFIELD 2020/2021                                                                                                                                                                                                          NOME DA SESSÃO            27
                                                                                                                                                                                                                                       INFRASTRUCTURE            27

    Ascenty is the largest data center company in Latin America. Its connectivity ecosystem
    includes 22 data centers (17 in operation and 5 under construction) and more than 4,500 km
    of proprietary high-capacity fiber optic network.

                                                                                                                                                                                                                                                                      >
>
                                                                   In 2020, Ascenty reported significant growth with
                                                                   year-on-year net revenue 49% higher, a reflection of
                                                                   the expansion in the data center ecosystem and the
                                                                   completion of new projects. As a result of the increase in
                                                                   demand for data infrastructure over the past year (given
                                                                   the pandemic), the company had the best results in its
                                                                                                                                                         BRL7.5B
                                                                   history. The execution of additional long-term contracts                              IN A SSETS UNDER MANAGEMENT
                                                                   will enable Ascenty to continue delivering strong results.

                                                                   Ascenty began operating its second data center at the

                                                                                                                                                         22
                                    Internal view of data center
                                                                   Vinhedo mega campus, with an area of 46,000 sqm and
                                                                   a total of approximately 70 MW, making it the largest
    With world-class data centers and state-of-the-art             data center in Latin America in both energy capacity and
                                                                                                                                                         DATA CENTERS IN L ATIN AMERIC A ,
    technology, Ascenty’s clients include the largest global IT    constructed area. The company also rolled out its first
                                                                                                                                                         17 IN OPER ATION AND 5 UNDER
    and cloud service provider companies as well as major          data center in Chile, with 6,000 sqm of area and a capacity
                                                                                                                                                         CONSTRUC TION¹
    corporations in the financial and retail sectors and           of 11 MW. Its investments in 2020 totaled BRL 903 million.
    service integrators.
                                                                   During 2020, Ascenty received its ISO 50.001 energy

                                                                                                                                                         4,500km
    Ascenty’s data centers are located at strategic points         management certification for the Hortolândia campus –
    for data traffic. Of the 17 presently in operation, three      selected as the pilot operation for this evaluation. This
    are in the city of São Paulo, 11 in upstate regions of the     new certification is in addition to others already received
    state of São Paulo, one in the city of Rio de Janeiro, one     by the company, including: Tier III (measures data center                             OF PROPRIETARY
    in Fortaleza (CE) and one in Santiago, Chile. Additional       infrastructure and uptime), ISO 14.001 (environmental                                 FIBER OPTIC NET WORK

    units are under construction in upstate São Paulo, Rio de      management), ISO 20.000 (excellence in the provision of
    Janeiro, Chile and Mexico, growing the company’s existing      IT services), ISO 27.001 (data security management), ISO
    footprint out of Brazil.                                       37.001 (anti-bribery management), among others.
                                                                                                                                                                                                                                  Data center in Jundiaí, São Paulo

                                                                                                                                               ¹ Does not include five new data centers announced in April / 2021.
TA B L E OF CON T EN T S

    LETTER FROM           BROOKFIELD AROU ND   BROOKFIELD                                   PRIVATE   RENEWABLE                  REAL                   SUSTAINABLE                ESG                          COMBINED FINANCIAL
                                                                  INFRASTRUCTURE
    THE CEO               THE WORLD            IN BRAZIL                                    EQUITY    POWER                      ESTATE                 RESOURCES                  MANAGEMENT                   INFORMATION

                                                        ASCENTY   NTS   QUANTUM    VL!   ARTERIS

                                                                                                                                                                                                                INFRASTRUCTURE          29

                                                                                                                                            AS C E NTY'S DATA C E NTE RS IN LATIN AM E RIC A¹

                                                                                                         UNIT S                            ENER GY CA PA CIT Y                T OT A L A R EA            YEAR OP EN ED

                                                                                                         São Paulo I                               6 MW                          4,000 sqm               2017

                                                                                                         São Paulo II                              14 MW                         9,000 sqm               2017

                                                                                                         São Paulo III                             4 MW                          4,000 sqm               2020

                                                                                                         Campinas                                  6 MW                          5,000 sqm               2012

                                                                                                         Jundiaí I                                 15 MW                         7,000 sqm               2014
                                                                   Ceará
                                                                                                         Jundiaí II                                14 MW                         9,000 sqm               2019

                                                                                                         Sumaré I                                  14 MW                        11,000 sqm               2017

                                                                                                         Sumaré II                                 20 MW                        12,000 sqm               2019
         Mexico
                                                                                                         Hortolândia I                             10 MW                         4,000 sqm               2015

                                                                                                         Hortolândia II                            7 MW                          4,000 sqm               2019

                                                                                                         Hortolândia III                           3 MW                          3,000 sqm               2019

                                                                                                                                                                                                                                             >
>                                                                                                        Hortolândia IV                            3 MW                          2,000 sqm               2021 (under construction)

                                                                                                         Vinhedo I                                 34 MW                        21,000 sqm               2019

                                                                                                         Vinhedo II                                36 MW                        25,000 sqm               2020

                                                                                                         Paulínia                                  14 MW                         8,000 sqm               2019

                                                                                                         Rio de Janeiro I                          10 MW                         7,000 sqm               2017

                                                                                                         Rio de Janeiro II                         3 MW                          3,000 sqm               2021 (under construction)

                                                                                                         Fortaleza                                 10 MW                         9,000 sqm               2015

                                                                                                         Chile I                                   11 MW                         6,000 sqm               2020

                                                                                                         Chile II                                  31 MW                        21,000 sqm               2022 (under construction)
               Chile
                                                                                                         Mexico I                                  21 MW                        20,000 sqm               2021 (under construction)

                                                                        Rio de Janeiro                   Mexico II                                 31 MW                        24,000 sqm               2021 (under construction)

                                                                                                        ¹ Does not include five new data centers announced in April / 2021.

                                                                                                          OUTLOOK
                                                                  São Paulo
                                                                                                          Over the next few years, Ascenty is expected to continue            rollouts expected on all before the end of 2021.
                                                                                                          reporting accelerated growth in Latin America, driven by the        An additional unit is expected to begin operations
                                                                                                          surge in the technology market and increased demand for             in Chile in 2022.
                                                                                                          data infrastructure. Over the next three years, investments
                                                                                                          in data infrastructure are estimated at BRL 3.6 billion.            In April 2021, Ascenty announced the development of five
                                                                                                                                                                              new data centers in São Paulo, with operations expected
                                                                                                          Two units are under construction in Brazil – in Hortolândia         to begin until 2024. The company also expects to expand
                                                                                                          (SP) and Rio de Janeiro (RJ) – as are two in Mexico, with           its operations to new countries in Latin America.
TA B L E OF CON T EN T S

    LETTER FROM                 BROOKFIELD AROU ND               BROOKFIELD                                                    PRIVATE   RENEWABLE            REAL                SUSTAINABLE   ESG          COMBINED FINANCIAL
                                                                                             INFRASTRUCTURE
    THE CEO                     THE WORLD                        IN BRAZIL                                                     EQUITY    POWER                ESTATE              RESOURCES     MANAGEMENT   INFORMATION

                                                                                ASCENTY       NTS     QUANTUM      V LI     ARTERIS

    30   BROOKFIELD 2020/2021
                                                                                                                                                                                                              INFRASTRUCTURE         31

    NTS operates in the natural gas transmission sector with a robust network of 2,048 km of gas
    pipelines in the states of Rio de Janeiro, São Paulo, and Minas Gerais. The system connects with
    the petroleum basins in the Southeast of Brazil, with a transportation capacity of 158.2 million
    cubic meters of gas per day.

                                                                                                                                                                                                                                            >
>

                                                                                                                                                BRL27.6B
                                                                                                                                               IN A SSETS UNDER MANAGEMENT

                                                                                                                                               2,048km
                                                                                                      NTS' operating room                       OF GA S PIPELINE, 4 4 DELIVERY POINTS,
                                                                                                                                                6 COMPRESSOR STATIONS

    Despite the pandemic, in 2020 the company was able

                                                                                                                                                158.2M
                                                               the contractual ship-or-pay model, which provides
    to maintain uninterrupted operations, ensuring this        revenue predictability and stability based on the agreed
    essential service continued to transport approximately     transportation capacity.
    50% of the country’s consumed natural gas. The average
                                                                                                                                                SQM OF GA S TR ANSMISSION/DAY
    volume of gas delivered in 2020 was 34.4 million m³/day.   In 2020, the company invested a total of BRL 173 million,                        (CONTR AC TUAL C APACIT Y )
                                                               largely allocated to the acquisition of the Mantiqueira
    The highlight of NTS’s financial performance was a         Compressor Station; the maintenance and modernization
    net income of BRL 2.5 billion, up 14% compared with        of the network; and the construction of the Guapimirim
    2019. A key contributor was the company’s use of           Receipt Station in the state of Rio de Janeiro.                                                                                               NTS' gas compression station
TA B L E OF CON T EN T S

    LETTER FROM           BROOKFIELD AROU ND     BROOKFIELD                                                    PRIVATE   RENEWABLE                  REAL                   SUSTAINABLE                           ESG                        COMBINED FINANCIAL
                                                                            INFRASTRUCTURE
    THE CEO               THE WORLD              IN BRAZIL                                                     EQUITY    POWER                      ESTATE                 RESOURCES                             MANAGEMENT                 INFORMATION

                                                                ASCENTY      NTS       QUANTUM     VL!      ARTERIS

                                                                                                                                                                                                                                             NOME DA SESSÃO         33

                                               The company also continued with its plan of insourcing
                                                                                                                                                                                                 Gasbel
                                               its operation and maintenance activities, investing in
                                               processes, systems, infrastructure and expanding its
                                                                                                                                                          MG                   Gasbel II
                                                                                                                                                                                                   Queluzito
                                               workforce.

                                               As a result of the strong operating results at NTS, Fitch
                                               Ratings affirmed the company’s national long-term credit
                                               rating as well as the rating for its second debentures issue
                                               at “AAA(bra)”, with a Stable outlook.
                                                                                                                                                                                           Gasbel II
                                                                                                                         SP                                                                                  Estap
                                                                                                                                                                                                                                       RJ
                                               Once again, NTS was recognized among Exame magazine’s
                                               Maiores e Melhores (“Biggest and Best”) as the Best                                                                                                             Gasbel
                                                                                                                                                                                    ERP Esvol
                                               Company of the Year in the Transportation category—as                                      Gaspaj                                                              Reduc

                                               well as winning, for the third consecutive year, the Valor                                                                                                                      Gasduc III
                                                                                                                                                                                                ETC Japeri            EDG Campos Elíseos
                                               1000 award in the Transportation and Logistics sector. The                                  Gascar         Gaspal           Gascar                                     Campos Elíseos
                                                                                                                                                                                      Gasvol
                                                                                                                                                                                                     Gasjap           16” e 20”
                                               company also maintained its Great Place to Work (GPTW)
                                                                                                                                                             EDG Taubaté
                                               certification, based on employee surveys.                                      ETC São José dos Campos

                                                                                                                                          Gaspal          Gastau

                                                                                                                                   ECGM             ERP Guararema
                                                                                                                                              Gaspal II

                                                                                                                                                                                                                                                                         >
>                                                                                                                                ESBC
                                                                                                                               Gasan
                                                                                                                                               Gasan II

                                                                                                                                 Gas Pipelines

                                                                                                                                 Compression Stations

                                                                                                                                 Refineries

                                                                                                                                 Thermoelectric Power Plants

                                                                                                                                 Pre-Salt Polygon

                                                                                                                              OUTLOOK

                                                                                                                              NTS is well placed for the new gas market and the multi-                 the dissemination of a corporate culture strongly based
                                                                                                                              client era. With the approval of the New Gas Bill (PL                    on integrity, operational safety, protection of people and
                                                                                                                              4476/2020), the company expects greater competition                      technical reliability. Investments over the next three years
                                                                                                                              and new opportunities for expansion in this sector.                      are expected to total approximately BRL 455 million.

                                                                                                                              Over the course of 2021, the company is expecting
                                                                                                                              to complete its process of insourcing operational
                                                                                                                              and maintenance activities. This transition will
                                                                                                                              continue to involve investments in equipment,
                                                                                                                              installations, employee hiring and training as well as
TA B L E OF CON T EN T S

    LETTER FROM                  BROOKFIELD AROU ND               BROOKFIELD                                                      PRIVATE   RENEWABLE             REAL              SUSTAINABLE   ESG          COMBINED FINANCIAL
                                                                                              INFRASTRUCTURE
    THE CEO                      THE WORLD                        IN BRAZIL                                                       EQUITY    POWER                 ESTATE            RESOURCES     MANAGEMENT   INFORMATION

                                                                                 ASCENTY      NTS     QUANTUM        V LI      ARTERIS

    34   BROOKFIELD 2020/2021

    Quantum operates in the electric power transmission sector with concessions for the construction
    and operation of 5,341 km of transmission lines and 49 substations. The company is responsible
    for nine projects (Chimarrão, Esperanza, JMM, Mantiqueira, Pampa, Odoyá, Sertaneja,
    Sanguinetti and Veredas), distributed across eight Brazilian states (Bahia, Ceará, Goiás,
    Minas Gerais, Paraíba, Piauí, Rio Grande do Norte and Rio Grande do Sul).

                                                                                                                                                                                                                                          >
>

                                                                                                                                                  BRL6.6B
                                                                                                                                                   IN A SSETS UNDER MANAGEMENT
                                                                                            Power transmission tower

    One of the key events of 2020 was the acquisition of
    the Pampa concession from Sterlite Power in March
                                                                operational assets are equivalent to 37% of the total lines
                                                                and 26% of the total RAP of the contracted portfolio.
                                                                                                                                                  5,341km
    2020, which allows for the construction of 326 km                                                                                              OF TR ANSMISSION LINES,
    of transmission line and four substations, further          The concessions are regulated by the National Electric                             2,009 KM OF WHICH OPER ATIONAL
    consolidating the company’s footprint in southern Brazil.   Energy Agency (Aneel) and have a contractual duration
    Approximately BRL 753 million is to be invested at an       of 30 years. Quantum invoices on the basis of uptime
    Annual Allowed Revenue (RAP) of BRL 86 million from 2023    availability of these assets to the country’s electric power
    onwards. Raising financing for this project has already
    begun, with short-term loans totaling BRL 250 million.
                                                                grid, irrespective of volumes transmitted, which contributes
                                                                to greater revenue predictability. Invoicing of sales begins
                                                                once the project goes into operation.
                                                                                                                                                   49
                                                                                                                                                   SUBSTATIONS,
    During 2020, the company made investments totaling
                                                                                                                                                   18 OF WHICH OPER ATIONAL
    BRL 3.5 billion, which contributed to the activation of     Brookfield has a 50% stake in the transmission line/
    approximately 670 km in transmission lines and eight        substation projects during the construction phase, and
    substations. As a result, the company ended the year        once construction has been completed and operations
    with 2,009 km of lines and 18 substations in operation,     come online, Brookfield then has the option of acquiring
    generating a combined RAP of BRL 470 million. The           the remaining 50%.                                                                                                                             Power transmission tower
TA B L E OF CON T EN T S

    LETTER FROM             BROOKFIELD AROU ND        BROOKFIELD                                                    PRIVATE   RENEWABLE              REAL                 SUSTAINABLE            ESG                          COMBINED FINANCIAL
                                                                         INFRASTRUCTURE
    THE CEO                 THE WORLD                 IN BRAZIL                                                     EQUITY    POWER                  ESTATE               RESOURCES              MANAGEMENT                   INFORMATION

                                                               ASCENTY    NTS       QUANTUM            VL!      ARTERIS

                                                                                                                                                                                                                               INFRASTRUCTURE          37

                                                                                    RN

                                                             CE

                                                                                     PB
                                                                                                                                  OUTLOOK
                                                 PI

                                                                                                                                  At the beginning of 2021, Quantum incorporated           Again in 2021, Quantum is forecasting the energization
                                                                                                                                  the remaining 50% stake in the JMM concession. The       of more than 2,947 km of transmission lines and 26
                                                                                                                                  company plans to incorporate the remaining stake in      substations for the Veredas, Sertaneja, Mantiqueira,
                                                                                                                                  Sanguinetti and Veredas until the end of the year, at    Chimarrão and Pampa projects in the states of Piauí, Rio
                                                                                                                                  which time they will become wholly-owned subsidiaries.   Grande do Sul, Bahia, and Minas Gerais. Investment over
                                                                                                                                                                                           the next three years is expected to be BRL 3.1 billion.
                                                                                                                                  In addition, the company will look to complete
                                                                                                                                  the structuring of the long-term financing of the
                                                      BA
                                                                                                                                  Pampa project with the contracting of loans from
                                                                                                                                  the Brazilian Development Bank (Banco Nacional de
                                                                                                                                  Desenvolvimento Econômico e Social - BNDES) worth
                                                                                                                                  an estimated BRL 680 million.

                       GO

                                                                                                                                                                                                                                                            >
>
                                                                                        Esperanza (100%)
                                     MG
                                                                                            TL: 420 km (500kV)
                                                                                        		 63 km (230 kV)
                                                                                        Sanguinetti (50%)
                                                                                            TL: 427 km (500kV)
                                                                                        Sertaneja (50%)
                                                                                            TL: 485 km (500kV)
                                                                                        Odoyá (100%)
                                                                                            TL: 272 km (500kV)
                                                                                        		 4.5 km (230 kV)
                                                                                        JMM (100%)
                                                                                            TL: 590 km (500kV)
                                                                                        		 171 km (230 kV)
                                                                                        Veredas (50%)
                                                                                            TL: 451 km (500kV)
                                                                                        Mantiqueira (50%)
                                                                                            TL: 516 km (500kV)
                                                                                        		 479 km (345 kV)
                                                                                        		 207 km (230 kV)
                                                                                        Chimarrão (50%)
                                                                                            TL: 891 km (500kV)
                                                                                        		 38 km (230 kV)
                                                                                        Pampa (50%)
                                                                                            TL: 261 km (500kV)
    RS                                                                                  		 65 km (230 kV)

                                                                                        Substations¹

                                                                         ¹ Mantiqueira includes three substations                                                                                                          Power transmission towers
                                                                           not connected to the lines under
                                                                           Quantum concession.
TA B L E OF CON T EN T S

    LETTER FROM                  BROOKFIELD AROU ND                BROOKFIELD                                                     PRIVATE   RENEWABLE             REAL           SUSTAINABLE   ESG          COMBINED FINANCIAL
                                                                                               INFRASTRUCTURE
    THE CEO                      THE WORLD                         IN BRAZIL                                                      EQUITY    POWER                 ESTATE         RESOURCES     MANAGEMENT   INFORMATION

                                                                                   ASCENTY     NTS     QUANTUM        V LI     ARTERIS

    38   BROOKFIELD 2020/2021
                                                                                                                                                                                                            INFRASTRUCTURE     39

    VLI is one of the largest integrated logistics operators in Brazil. The company encompasses
    the Norte-Sul (FNS) and Centro-Atlântica (FCA) railways as well as intermodal terminals
    combining the loading/unloading of products for rail transportation and the port terminals
    sited along the strategic axes of the Brazilian seaboard such as Santos (SP), São Luís (MA)

                                                                                                                                                                                                                                    >
>   and Vitória (ES).

    The company operates a total of 4,800 km of railways         capacity of 240,000 tons, enabling the transportation of
    connecting six port terminals (three proprietary and the     a million tons of crude raw sugar annually. One of the

                                                                                                                                                  BRL6.4B
    remainder operated on a concession basis) and eight          warehouses is situated in the Luiz Antonio Mesquita
    intermodal terminals. VLI has a fleet of approximately       Integrator Port Terminal (Tiplam), a VLI asset at the Port
    700 locomotives and 24,000 railcars which carry fruit        of Santos. The second is located in the Guará terminal,
    from Brazilian manufacturing/processing plants along         another VLI structure in an upcountry state of São Paulo
                                                                                                                                                   IN A SSETS UNDER MANAGEMENT
    routes that cross 300 municipalities and ten states in the   where Tereos has industrial units. A total of BRL 205 million
    Northeast, Southeast and Central-West regions.               has been invested in the project, about 30% of which was
                                                                 invested by VLI itself.

                                                                                                                                                  4,800km
    In 2020, the company reported net revenues of BRL 5.6
    billion, an increase of 6% year-on-year. EBITDA was BRL      VLI received a number of awards and accolades in 2020,
    2.5 billion, an increase of 4% over 2019. The company’s      including being recognized by 100 Open Startups with a
    investments totaled BRL 1 billion. In terms of volume,       ‘TOP100 Open Corps’ ranking − as one of 100 companies                             OF R AILWAYS
    cargo handling on the railways totaled 40.8 billion tons     considered to be the most open to working with start-
    per kilometer (TKU) – a 5% increase over 2019 – and 40.8     ups in Brazil. VLI was also recognized by Valor Econômico
    million tons (TU) at the port terminals, down 2% from        newspaper with the ‘Brazil Innovation Award’ in the
    2019. Results were largely driven by the agribusiness
    sector, and accounted for approximately 60% of volumes
    transported by VLI.
                                                                 Transportation and Logistics category. It also ranked first
                                                                 among the Best of Dinheiro Magazine 2020 (As Melhores
                                                                 da Dinheiro 2020) in the ‘Logistics’ category and received
                                                                                                                                                   14
                                                                                                                                                   TERMINALS IN OPER ATION (8
                                                                 the Prêmio Eco Amcham Estadão in the ‘Sustainability in
                                                                                                                                                   INTERMODAL AND 6 PORT TERMINALS)
    An important landmark event in 2020 was the unveiling        Processes – Large Companies’ category in recognition of
    of two sugar warehouses in the state of São Paulo in         the Environmental Attitude Program which seeks to foster
    partnership with Tereos. The new structure has a total       a behavioral change in relation to the environment.

                                                                                                                                                                                                                   VLI locomotive
TA B L E OF CON T EN T S

         LETTER FROM              BROOKFIELD AROU ND                     BROOKFIELD                                               PRIVATE   RENEWABLE               REAL                  SUSTAINABLE       ESG             COMBINED FINANCIAL
                                                                                                 INFRASTRUCTURE
         THE CEO                  THE WORLD                              IN BRAZIL                                                EQUITY    POWER                   ESTATE                RESOURCES         MANAGEMENT      INFORMATION

                                                                                     ASCENTY     NTS     QUANTUM         VL!   ARTERIS

                                                                                                                                                                                                                            INFRASTRUCTURE           41

                                                São Luís Port Terminal                                                                          OUTLOOK

                                                      Tegram                                                                                    VLI expects to continue reporting strong results in the
                                                                                                                                                agricultural sector in the coming year. According to the
                                                                               Pecem
                                                                                                                                                National Supply Company’s (Companhia Nacional de
                                                                                                                                                Abastecimento - Conab) 4th Grain Harvest Survey, the
                                                                                                                                                Brazilian grain harvest 2020/2021 is forecasted to reach
PA
                                     MA                                  CE
                                                                                                                                                record levels, with a 3.1% increase compared to the
                                                                                                                                                preceding 2019/2020 harvest.

                                                                                                                                                Steel, which accounts for 25% of transportation volumes,
                                                                                                                                                should also see a positive performance. The National
        TI Palmeirante
                                                                                                                                                Steel Distributors Institute – INDA (Instituto Nacional
                                                                                                                                                dos Distribuidores de Aço) has published data indicating
     TI Porto Nacional
                                                                                                                                                that the flat steel sector is expecting growth of 8 – 10%
                                                                                                                                                compared with 2020.

                                                                                                                                                                                                                                                          >
>                                                                                              Inácio Barbosa
                         TO
                                                                                               Maritime Terminal                                Over the next three years, investment is estimated
                                                                                    SE                                                          at BRL 3.6 billion, allocated to track upkeep, rolling
                                                    BA                                                                                          stock (railcars and locomotives), infrastructure and
                                                                                                                                                environmental management, among other areas. This
                                                                                   Port of Aratu                                                will enable the company to continue to upgrade its levels
                                                                                                                                                of efficiency, productivity, and innovation.

               GO                 TI Pirapora

              TI Araguari          MG            TI Santa Luzia

               TI Uberaba
                                                      TI Ouro Preto           Tubarão Complex
                                                                       ES
                  TI Guará                                                                       FCA - Centro-Atlântica Railway

                                                                                                 FNS - North-South Railway
                         SP
                                                                  RJ                             EFVM – Vale Concession

                                                                                                 EFC - Vale Concession

                                                   Luiz Antonio Mesquita                         Rumo
                                                   Port Integrator Terminal                      MRS
                                   Port of Santos

                                                                                                 Own Port

                                                                                                 Third party port

                                                                                                 Integrator Terminal                                                                                                     VLI Tiplam Terminal, São Paulo
TA B L E OF CON T EN T S

    LETTER FROM                  BROOKFIELD AROU ND                  BROOKFIELD                                                         PRIVATE   RENEWABLE            REAL            SUSTAINABLE   ESG          COMBINED FINANCIAL
                                                                                                  INFRASTRUCTURE
    THE CEO                      THE WORLD                           IN BRAZIL                                                          EQUITY    POWER                ESTATE          RESOURCES     MANAGEMENT   INFORMATION

                                                                                     ASCENTY      NTS      QUANTUM         V LI      ARTERIS

    42   BROOKFIELD 2020/2021                                                                                                                                                                                     INFRASTRUCTURE          43

    Arteris is one of the leading toll road concessionaires in Brazil with 3,200 km of highways under
    management, representing 18% of all Brazilian highway concessions. The company operates five
    federal concessions – Litoral Sul, Planalto Sul, Fernão Dias, Régis Bittencourt and Fluminense,
    plus two state concessions – Intervias and ViaPaulista.

                                                                                                                                                                                                                                                 >
>
                                                                   During 2020, toll road traffic was impacted by the COVID-19
                                                                   pandemic, principally in relation to light vehicle traffic flows
                                                                   on the highways from March through to the end of 2020.
                                                                   During this period, 611 million vehicle equivalents were
                                                                   recorded in toll road traffic, a reduction of 1.3% compared
                                                                   with 2019¹.
                                                                                                                                                        BRL11B
                                                                                                                                                         IN A SSETS UNDER MANAGEMENT
                                                                   Arteris implemented a series of measures to optimize
                                                                   costs and expenses at its concessionaires to mitigate
                                                                   the impacts of the pandemic on cash generation. These
                                                                   measures had a positive effect on results, enabling toll
                                                                   plaza revenues to reach BRL 2.66 billion − equivalent to
                                                                   2019 results, driven by increased heavy vehicle traffic
                                                                                                                                                        3,200km
                                                                   following the onset of the pandemic.                                                  OF HIGHWAYS

                                  Stretch of Arteris ViaPaulista
                                                                   Excluding the effect of the provision for highway

                                                                                                                                                         611M
                                                                   maintenance (which has no cash effect), Adjusted EBITDA
                                                                   reached BRL 1.73 billion, approximately 7% lower than the
    The 22-year Centrovias concession terminated in                BRL 1.86 billion. Consequently, the Adjusted EBITDA Margin
    June 2020, leaving a positive legacy for highway               increased from 67.7% in 2019 to 69.6% in 2020¹.
                                                                                                                                                         VEHICLE EQUIVALENTS
    infrastructure in the state of São Paulo. Decades of
                                                                                                                                                         IN TR AFFIC
    investment have resulted in the highways managed               During 2020, Arteris’ investments totaled BRL 1.4 billion,
    by Centrovias ranking among the five best in Brazil,           allocated to highway improvements, expansion and
    according to the latest editions of the National               maintenance on the Waldo Adalberto da Silveira Highway
    Transportation Confederation survey.                           Complex (SP); the Mogi Mirim (SP), Betim (MG) and
                                                                                                                                                                                                                  Stretch of Arteris Intervias

                                                                                 ¹ Excluding CentroVias from the calculation base.
TA B L E OF CON T EN T S

    LETTER FROM                   BROOKFIELD AROU ND             BROOKFIELD                                                      PRIVATE   RENEWABLE          REAL                 SUSTAINABLE              ESG                       COMBINED FINANCIAL
                                                                                            INFRASTRUCTURE
    THE CEO                       THE WORLD                      IN BRAZIL                                                       EQUITY    POWER              ESTATE               RESOURCES                MANAGEMENT                INFORMATION

                                                                               ASCENTY       NTS      QUANTUM         VL!    ARTERIS

    44   BROOKFIELD 2020/2021

                                                                                                                                                                                                          MG

                                                                                                                                                                                                                     Belo Horizonte

                                                                                                                                                                          Franca

                                                                                                                                                              Ribeirão Preto

                                                                                                                                                                                       São Carlos
                                                                                                                                                 SP          Araraquara
                                                                                                                                                                                                          Pouso Alegre                             Campos dos
                                                                                                                                                                    Jaú                 Araras                                 RJ                  Goytacazes

                                                                                                                                                                          Barra
                                                                                                                                                          Botucatu
                                                                                                                                                                          Bonita
                                                                                                                                                                                                                           Rio de Janeiro

                                                                                                                                                                                                                                                                >
>
                                                                                                                                                                   Itaporanga
                                                                                                                                                                                              São Paulo
                                                                                      Stretch of Arteris Régis Bittencourt                 PR
                                                                                                                                                                                       Registro

                                                                                                                                                        Curitiba

                                                                                                                                                 Rio Negro
    Florianópolis (PR) beltways; the Serra do Cafezal section    OUTLOOK
    of the Régis Bittencourt highway (SP/PR) and BR-101                                                                                                                    Joinville
    (RJ); and the escape ramps on the Régis Bittencourt and      According to the Executive Report of the National
                                                                                                                                                                           Navegantes
    Litoral Sul highways.                                        Logistics Plan 2025, 65% of all freight transportation in
                                                                                                                                                             SC
                                                                 Brazil is carried on the highways. Given the significance                      Lages
    In addition to its goal of achieving strong financial and    of this for the development of the country’s economy                                                      FLORIANÓPOLIS
                                                                                                                                                                            Florianópolis
    operational performance, Arteris remains committed           and the need to continually grow infrastructure, highway
    to highway safety. The company is signatory to the           concession auctions are providing opportunities
    United Nations Decade of Action for Road Safety and          for investment in the sector. Arteris will analyze the
    successfully met its target for halving the number of road   suitability for future bidding at these auctions, taking
    accidents by the end of 2020 through behavior research,      into account the company’s leverage and its long-term
    traffic analysis, accident mapping, and investments in       vision for the business.
    new technologies. It is estimated that the company has                                                                                                                                                                Planalto Sul (federal)
    contributed to the saving of more than 2,300 lives over      In addition, over the next three years, Arteris is
                                                                                                                                                                                                                          Litoral Sul (federal)
    the past ten years.                                          forecasting investments of approximately BRL 5.9 billion
                                                                                                                                                                                                                          Régis Bittencourt (federal)
                                                                 for highways already in its portfolio.
                                                                                                                                                                                                                          Fernão Dias (federal)

                                                                                                                                                                                                                          ViaPaulista (state)

                                                                                                                                                                                                                          Intervias (state)

                                                                             ¹ Excluding CentroVias from the calculation base.                                                                                            Autopista Fluminense (federal)
TA B L E OF CON T EN T S

    LETTER FROM               BROOKFIELD AROU ND                BROOKFIELD                           PRIVATE                    RENEWABLE             REAL               SUSTAINABLE                       ESG                                        COMBINED FINANCIAL
                                                                                   INFRASTRUCTURE
    THE CEO                   THE WORLD                         IN BRAZIL                            EQUITY                     POWER                 ESTATE             RESOURCES                         MANAGEMENT                                 INFORMATION

                                                                                                    B R K A M B I E N TA L   OURO VERDE   TEGR A   BROOKFIELD SPECIAL INVES TMENTS   G L O B A L I N V E S T M E N T S W I T H O P E R AT I O N S I N B R A Z I L

    Private
             Equity
                                                                                                                                                                                                                                                                           >
>
    Brookfield’s Private Equity business in Brazil is focused on the acquisition
    of top-quality businesses, whether in the form of companies or debt. In
    Brazil, Brookfield has BRL 26 billion in assets under management in its
    private equity business. Current investments are in water sanitation, light
    and heavy vehicle management and leasing, and residential real estate
    development. The Private Equity team in Brazil also provides strategic and
    commercial support for the global private equity portfolio companies that
    operate in the country through various subsidiaries. In 2020, Brookfield
    launched Brookfield Special Investments (BSI), its strategic and mezzanine
    financing platform, in Brazil.

                                                                                                                                                                                                           Sewage treatment plant in Uruguaiana (RS), BRK Ambiental
TA B L E OF CON T EN T S

    LETTER FROM                   BROOKFIELD AROU ND                     BROOKFIELD                                                       PRIVATE                    RENEWABLE             REAL               SUSTAINABLE                       ESG                                        COMBINED FINANCIAL
                                                                                                      INFRASTRUCTURE
    THE CEO                       THE WORLD                              IN BRAZIL                                                        EQUITY                     POWER                 ESTATE             RESOURCES                         MANAGEMENT                                 INFORMATION

                                                                                                                                         B R K A M B I E N TA L   OURO VERDE   TEGR A   BROOKFIELD SPECIAL INVES TMENTS   G L O B A L I N V E S T M E N T S W I T H O P E R AT I O N S I N B R A Z I L

    48   BROOKFIELD 2020/2021                                                                                                                                                                                                                                                                PRIVATE EQUITY   49

    BRK Ambiental is the leading private company in water and sewage treatment in Brazil,
    serving more than 16 million people in 13 Brazilian states. The company has a diversified
    asset portfolio made up of 23 Specific Purpose Companies (SPCs), business units that operate
    according to the public concession model and other public-private partnerships (PPPs).

                                                                                                                                                                                                                                                                                                                   >
>

                                                                                Sewage treatment plant in Aparecida de Goiânia (GO)

                                                                                                                                                                               BRL17B
                                                                                                                                                                               IN A SSETS UNDER MANAGEMENT

                                                                                                                                                                               +100
                                                                                                                                                                               MUNICIPALITIES SERVED

    2020 was a very successful year for BRK Ambiental. The              On the regulatory front, 2020 was a turning point in the
    company’s performance remained resilient throughout the             water sanitation sector in Brazil. In July, the New Legal
    year, given the essential nature of the water and wastewater
    services it provides.
                                                                        Sanitation Network (Law 14.026 of July 15, 2020) was
                                                                        passed—legislation that regulates and provides direction
                                                                        related to developing sanitation in Brazil, which will provide
                                                                                                                                                                               +16M
                                                                                                                                                                               CUSTOMERS CONNEC TED TO
    Investments for the year were allocated first and foremost          more people with better access to clean water and treated
                                                                                                                                                                               WATER SANITATION NET WORK S
    to expanding water and sewage service coverage, given the           sewage services.
    direct impact on household health—particularly during a
    health crisis. The company reinforced its service infrastructure,
    adding an additional 638 km networks connecting 93,000 new
    residential and commercial addresses ¹.                                                                                                                                                                                                                         Water treatment station, Porto Ferreira (SP)
                                                                                        ¹ Data considers the 23 SPEs of BRK Ambiental
TA B L E OF CON T EN T S

    LETTER FROM                    BROOKFIELD AROU ND                      BROOKFIELD                                                  PRIVATE                    RENEWABLE                 REAL                  SUSTAINABLE                         ESG                                        COMBINED FINANCIAL
                                                                                                      INFRASTRUCTURE
    THE CEO                        THE WORLD                               IN BRAZIL                                                   EQUITY                     POWER                     ESTATE                RESOURCES                           MANAGEMENT                                 INFORMATION

                                                                                                                                      B R K A M B I E N TA L   OURO VERDE    TEGR A    BROOKFIELD SPECIAL INVES TMENTS          G L O B A L I N V E S T M E N T S W I T H O P E R AT I O N S I N B R A Z I L

    50   BROOKFIELD 2020/2021

                                                                                                                                                                        OUTLOOK

                                                                                                                                                                        With the New Legal Sanitation Framework in place,
                                                                                                                                                                        BRK Ambiental now has the opportunity to accelerate
                                                                                                                                                                        its non-organic growth strategy. Investments for the
                                                                                                                                                                        next three years (from 2021 to 2023) are forecasted at
                                                                                                                                                                        approximately BRL 5 billion.

                                                                                                                                                                        Investments in water sanitation infrastructure are
                                                                                                                                                                        a fundamental pillar in the recovery of the Brazilian
                                                                                                                                                                        economy. Once the worst of the COVID-19 crisis is
                                                                                                                                                                        over, the company is confident that it will be a strategic
                                                                                                                                                                        participant in the country’s development.

                                                                                                                                                                                                                                                                                                                      >
>
                                                                                                BRK Ambiental Unit, Limeira (SP)

    Following the passage of the new water sanitation law, BRK             In October 2020, through its parent company, BRK
    won an important auction in the state of Alagoas for the full          raised BRL 1.1 billion in sustainable debentures (8th
    public utility concession to supply water sanitation services          issuance), in two series maturing 2025 and 2034 from
    to 13 municipalities to the Maceió metro region. With an               BTG, Itaú and ABC banks. This allowed the company
    investment of more than BRL 5 billion (between concession              to liquidate corporate financing and extend the debt
    grant and operation), the project will benefit more than 1.5           maturity profile, increasing the average payment term
    million Brazilians over the next 35 years, with a projection to        to approximately seven years.
    universalize the supply service of treated water by 2026. It
    is estimated that 90% of the customers in the concession’s             During the year, BRK Ambiental accelerated innovation
    catchment will have access to treated sewage infrastructure            and digital transformation initiatives, improving
    by year 16 of the concession agreement. This additional                operating efficiency. Increasing investments in
    concession consolidates BRK Ambiental’s leadership in the              innovation have been instrumental in making several
    Northeast of Brazil and will support expansion of operations           projects feasible—including “Quality 4.0”, an initiative
    into other states.                                                     to automate water quality control processes and the
                                                                           “Reregistration App”, which in turn enable field agents
    In terms of its financial strategy and governance, in September        to register data and images in real time. These and
    2020, BRK completed a corporate reorganization, increasing its         other initiatives were key to the company winning the
    capital stock by BRL 2.1 billion. BRL 523 million of it was in cash,   Valor Brazil Innovation Award 2020 in the infrastructure
    which reduced leverage. Moody’s has confirmed a corporate              category for the second consecutive year.
    rating for the company of Aa2.br on the national scale with a
                                                                                                                                                                                                                                                                       Water Quality Laboratory, Sumaré (SP)
    Stable outlook.
TA B L E OF CON T EN T S

    LETTER FROM                    BROOKFIELD AROU ND                BROOKFIELD                                                      PRIVATE                    RENEWABLE             REAL               SUSTAINABLE                       ESG                                        COMBINED FINANCIAL
                                                                                                 INFRASTRUCTURE
    THE CEO                        THE WORLD                         IN BRAZIL                                                       EQUITY                     POWER                 ESTATE             RESOURCES                         MANAGEMENT                                 INFORMATION

                                                                                                                                    B R K A M B I E N TA L   OURO VERDE   TEGR A   BROOKFIELD SPECIAL INVES TMENTS   G L O B A L I N V E S T M E N T S W I T H O P E R AT I O N S I N B R A Z I L

    52   BROOKFIELD 2020/2021                                                                                                                                                                                                                                                           PRIVATE EQUITY     53

    With nearly 50 years in the market, Ouro Verde is one of the largest light vehicle, truck,
    and heavy equipment leasing and fleet management companies in Brazil, with a focus on
    serving corporate clients. The company offers customized and integrated services, including
    technological solutions, maintenance, and operation of assets.

                                                                                                                                                                                                                                                                                                                >
>

                                                                                                                                                                          BRL2.4B
                                                                                                                                                                          IN A SSETS UNDER MANAGEMENT

                                                                                                 Fleet managed by Ouro Verde                                              ˜23,000
                                                                                                                                                                          VEHICLES AND EQUIPMENT

                                                                                                                                                                          ˜500
    During the pandemic, Ouro Verde has demonstrated that         ownership of mobility assets, allowing the release of cash flow
    its business model is both resilient and adaptable. The       with a reduced need for working capital and a corresponding
    company is now playing a strategic role in supporting         increase in liquidity.
    sectors deemed essential to the Brazilian economy, such as                                                                                                            CORPOR ATE CLIENTS
    telecommunications and agribusiness. Ouro Verde has also      In 2020, the company reported strong financial performance.
    ramped up its services to the food distribution, consumer     Currently, Ouro Verde has contracts with clients which run
    goods’ logistics, highway, electrical and sanitation. At a    from two to seven years, representing BRL 1.3 billion in future
    time when many companies needed liquidity, outsourcing        contracted revenues. These commitments strengthen operating
    has presented an alternative for reducing the total cost of   cash generation and generate greater revenue predictability.                                                                                                                                                   Ouro Verde's heavy equipment
TA B L E OF CON T EN T S

    LETTER FROM           BROOKFIELD AROU ND   BROOKFIELD                              PRIVATE                    RENEWABLE                     REAL               SUSTAINABLE                         ESG                                        COMBINED FINANCIAL
                                                                  INFRASTRUCTURE
    THE CEO               THE WORLD            IN BRAZIL                               EQUITY                     POWER                         ESTATE             RESOURCES                           MANAGEMENT                                 INFORMATION

                                                                                      B R K A M B I E N TA L   OURO VERDE    TEGR A     BROOKFIELD SPECIAL INVES TMENTS          G L O B A L I N V E S T M E N T S W I T H O P E R AT I O N S I N B R A Z I L

                                                                                                                                                                                                                                                    PRIVATE EQUITY        55

                                                                                                                     Other highlights of 2020 included Ouro Verde’s expansion                      OUTLOOK
                                                                                                                     of its customer base, and the diversification of the economic
                                                                                                                     sectors of its operations. The company also signed a unique                   The market for vehicles and machinery/equipment
                                                                                                                     agreement to outsource 177 tow and support trucks to serve                    leasing has grown considerably over the past few years
                                                                                                                     all Arteris’ highway toll concessions. The partnership is a good              and will continue to develop in Brazil. It is estimated that
                                                                                                                     example of the potential for synergies between Brookfield                     Brazilian companies outsource less than 10% of their
                                                                                                                     portfolio companies in Brazil.                                                vehicle fleets and equipment, while in more developed
                                                                                                                                                                                                   markets the ratio is closer to 60%.
                                                                                                                     As a large portion of revenue is generated from the heavy
                                                                                                                     vehicle business, a significant amount of total investment in                 Ouro Verde continues its commitment to growth
                                                                                                                     2020 was earmarked for expansion of its truck fleet. Among                    and development, and is always looking for the best
                              0%        2%
                                                                                                                     new developments is the investment into a self-steering truck                 opportunities in the market. The company will continue
                                                                                                                     used for sugarcane harvesting—which therefore provides                        to have a strong presence in the telecommunications
                                                                                                                     greater efficiency in the process. Ouro Verde has also entered
                                   North                                                                                                                                                           and agribusiness sectors where historically it has had
                                                                                                                     the small and mid-market sector, further expanding the                        significant penetration, while continuing to grow in other
                                                                                                                     range of its operations.                                                      sectors such as mining, forestry, water sanitation, electric
                                                                                                                                                                                                   energy, industry, construction, toll road concessions
                                                                                                                                                                                                   and pharmaceuticals. In parallel, the company will
                                                                                                                                                                                                   remain focused on maintaining its financial strength and
                                                            9%   13%                                                                                                                               operating profitability through cost reductions, expense

                                                                                                                                                                                                                                                                               >
>                                                                                                                                                                                                  reduction and carefully chosen investments.
                   14%     3%
                                                            Northeast

                    Midwest

                                                 68%   57%

                                                 Southeast

                                                              FLEET DISTRIBUTION
                                                              BY REGION

                                   9%    25%
                                                                    Heavy equipment

                                    South
                                                                    Light vehicles

                                                                                                                                                                                                                                                      Fleet from Ouro Verde
TA B L E OF CON T EN T S

    LETTER FROM            BROOKFIELD AROU ND                BROOKFIELD                                                    PRIVATE                    RENEWABLE             REAL               SUSTAINABLE                       ESG                                        COMBINED FINANCIAL
                                                                                          INFRASTRUCTURE
    THE CEO                THE WORLD                         IN BRAZIL                                                     EQUITY                     POWER                 ESTATE             RESOURCES                         MANAGEMENT                                 INFORMATION

                                                                                                                          B R K A M B I E N TA L   OURO VERDE   TEGR A   BROOKFIELD SPECIAL INVES TMENTS   G L O B A L I N V E S T M E N T S W I T H O P E R AT I O N S I N B R A Z I L

    56   BROOKFIELD 2020/2021                                                                                                                                                                                                                                                 PRIVATE EQUITY     57

    Tegra is one of the leading developers in the residential real estate market, with a history
    going back more than 40 years. Since its inception, it has delivered approximately
    100,000 real estate units, equivalent to 25 million square meters of constructed area.
                                                                                                                                                                                                                                                                                                        >
>

                                                           Concentrating its operations in the cities of São Paulo, Rio
                                                           de Janeiro, and Campinas, 2020 was a positive year for
                                                           Tegra in terms of performance. After turning in record

                                                                                                                                                                BRL6.2B
                                                           sales over the previous five years up to February 2020
                                                           when COVID-19 began, the company set about revising
                                                           its business plan with a focus on cash preservation. By
                                                           June 2020, the real estate market began to show signs of                                             IN A SSETS UNDER MANAGEMENT
                                                           recovery, reflecting factors such as low interest rates, a
                                                           resulting reduction in mortgage rates and an increasing
                                                           consumer desire for residential living space.

                                                           With the market showing more encouraging signs of
                                                           recovery, the company resumed its real estate launches,
                                                                                                                                                                +25M
                                                           totaling seven by year-end. In the city of São Paulo, the                                            SQM CONSTRUC TED

                                                           company launched the Elo, Quad, TEG Corazza, TEG Vila
                                                           Carrão and Square Garden projects, while in Rio de Janeiro,

                                                                                                                                                                +100,000
                                                           Tegra launched Skylux, a real estate project situated in the
                                                           revitalized downtown area of the state capital, and Home
                                                           Boutique, a beach-front luxury project at an exclusive
                                                           address in the Icaraí district of the city of Niterói.
                                                                                                                                                                UNITS DELIVERED UP TO 2020

                                                           The company ended the year with an overall sales value
                                                           (VGV) of BRL 962 million in launches, and gross sales
                                                           totaling BRL 1.6 billion. The company reported net sales of
                         Home Boutique Building, Niterói
                                                           BRL 1.3 billion.

                                                                                                                                                                                                                                                                    Square Garden Building, São Paulo
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