FORM 20-F/A Brookfield Property Partners L.P. - Brookfield Asset ...

The Business recognized the non-controlling interests in the net assets of TRZ Holdings at a fair value of $366million determined based on the non-controlling interests proportionate ownership in the net assets.The Business did not provide any consideration upon the change in control except for the payment of the U.S.Office Fund true-up consideration payable under the joint venture agreement with the JV partner. Accordingly,the excess of the fair value of the net assets of TRZ Holdings at the date control was obtained over the carryingamount of the company’s investment in the U.S. Office Fund measured under the equity method of accounting of$212 million has been recognized in fair value gains (losses) (refer to Note 20).The company’s carve-out statement of income includes revenues and net earnings from TRZ Holdings fromAugust 9, 2011 through December 31, 2011 of $226 million and $195 million, respectively. Prior to the exerciseof the U.S. Office Fund Option, the company’s share of the earnings of TRZ Holdings were included in share ofnet earnings (losses) from equity accounted investments.Summarized financial information with respect to TRZ Holdings for the period during which it was accountedfor as a jointly controlled entity is set out below:(US$ Millions) Dec. 31, 2010Non-current assetsCommercial properties $ 7,500Commercial developments 44Current assets 258Total assets 7,802Non-current liabilitiesCommercial property debt 5,516Current liabilities 288Total liabilities 5,804Net assets $ 1,998Company’s share of net assets (1) $ 1,285(1) Comparative amount at December 31, 2010 includes $63 million representing the excess of the company’s carrying amount over its shareof the net assets of the venture.(US$ Millions) 2011 (1) 2010Revenue $ 476 $ 865Expenses (345) (623)Earnings before fair value gains 131 242Fair value gains (losses) 585 459Net earnings $ 716 $ 701Company’s share of net earnings (2,3) $ 383 $ 366(1) For the period from January 1, 2011 to August 8, 2011.(2) Includes non-controlling interests share of earnings (losses) of $76 million for the year ended December 31, 2011 (2010 – $75 million).(3) Net of $63 million for the year ended December 31, 2011 (2010 – $79 million) representing the amortization of the excess of the company’scarrying amount over its share of the net assets of the venture.During the fourth quarter of 2011, the U.S. Office Fund sold Newport Tower in Jersey City for gross proceeds of$378 million.During the second quarter of 2011, the U.S. Office Fund sold its interest in 1400 Smith Street in Houston forgross proceeds of $340 million. The loss associated with the sale of this property of $1 million is included in thecompany’s share of net earnings (losses) of equity accounted investments. The loss is related to the selling costsassociated with the sale.F-21