Conflicts of Interest

Brookfield Securities LLC, one of the underwriters of this offering, is an affiliate of BFI and, therefore, has a conflict of interest under FINRA Rule 5121 (as defined herein). Accordingly, this offering is being made in compliance with the requirements of FINRA Rule 5121. Pursuant to FINRA Rule 5121, Brookfield Securities LLC will not confirm sales of the notes to any account over which it exercises discretionary authority without the prior written approval of the customer. See "Underwriting (Conflicts of Interest) — Conflicts of Interest".