Brookfield Private Equity Fund Reports $770M Assets, Initial Loss

TL;DR

**Brookfield's new private equity fund is off to a slow start with an initial loss, but the massive seed investment from Brookfield itself shows strong internal conviction.**

AI Summary

Brookfield Private Equity Fund LP (the "Fund") reported total assets of $770,396 thousand as of September 30, 2025, primarily driven by Investments at Fair Value of $769,678 thousand. The Fund experienced a net investment loss of $5,009 thousand for the period from inception (May 21, 2025) to September 30, 2025, largely due to organizational expenses of $3,791 thousand and a provision for taxes of $1,051 thousand. Despite the net investment loss, the Fund recorded a net change in unrealized gains of $876 thousand, comprising $158 thousand on investments and $718 thousand on derivative instruments. This resulted in a net decrease in net assets from operations of $4,133 thousand. The Fund's net assets stood at $749,956 thousand, with 30,780,788 Class B-1 Units issued and outstanding, primarily from the contribution of investments valued at $769,520 thousand by Brookfield. The Fund's investment objective is long-term capital appreciation, focusing on direct and secondary private equity investments (80-85% of total assets) and a public securities portfolio (15-20% of total assets).

Why It Matters

This initial 10-Q filing provides the first public glimpse into Brookfield Private Equity Fund LP's financial health and investment strategy. For investors, the $749,956 thousand in net assets, predominantly from Brookfield's seed investments, signals a strong internal commitment but also highlights the nascent stage of third-party capital deployment. The reported net investment loss of $5,009 thousand, driven by organizational costs, is typical for a new fund but will be scrutinized for future operational efficiency. In a competitive private equity landscape, the fund's perpetual vehicle structure and focus on both direct private equity and public securities could offer a differentiated approach, potentially impacting other private equity funds and their investors.

Risk Assessment

Risk Level: medium — The risk level is medium due to the fund's early stage of operations and reliance on seed investments from Brookfield. The Consolidated Statements of Operations show a net investment loss of $5,009 thousand from inception to September 30, 2025, primarily from organizational expenses and taxes, indicating that the fund has not yet generated positive operational income. Furthermore, the fund has not received any third-party subscriptions as of September 30, 2025, which introduces uncertainty regarding future capital inflows and diversification.

Analyst Insight

Investors should monitor future filings closely for evidence of third-party capital inflows and a shift towards positive net investment income, indicating successful execution of its investment strategy. Given the initial operational loss, potential investors should exercise caution and evaluate the fund's ability to generate returns beyond the initial seed investments from Brookfield.

Financial Highlights

debt To Equity

N/A

revenue

N/A

operating Margin

N/A

total Assets

$770.4M

total Debt

$20.4M

net Income

($4.1M)

eps

N/A

gross Margin

N/A

cash Position

$0

revenue Growth

N/A

Key Numbers

• $770.4M — Total Assets (As of September 30, 2025, primarily from investments.)
• $769.7M — Investments at Fair Value (Represents the bulk of the fund's assets, with a cost of $769.5M.)
• ($5.0M) — Net Investment Income (Loss) (Loss from inception to September 30, 2025, driven by organizational expenses and taxes.)
• $876K — Net Change in Unrealized Gains (Positive unrealized gains on investments and derivatives.)
• ($4.1M) — Net Increase (Decrease) in Net Assets from Operations (Overall decrease in net assets due to operational losses.)
• $749.9M — Total Net Assets (As of September 30, 2025, reflecting initial contributions and operational losses.)
• 30,780,788 — Class B-1 Units Outstanding (Units held by Brookfield and affiliates, issued in exchange for seed investments.)
• 80-85% — Target Allocation to Private Equity (Fund's strategic allocation for direct and secondary private equity investments.)
• 15-20% — Target Allocation to Public Securities (Fund's strategic allocation for its public securities portfolio.)
• $3.9M — Organizational Expenses (Significant expense contributing to the initial net investment loss.)

Key Players & Entities

• Brookfield Private Equity Fund LP (company) — registrant and private fund
• Brookfield Asset Management Ltd. (company) — manager and affiliate
• BPEF US Aggregator (ON) LP (company) — consolidated subsidiary
• $770,396 thousand (dollar_amount) — total assets as of September 30, 2025
• $769,678 thousand (dollar_amount) — investments at fair value
• $5,009 thousand (dollar_amount) — net investment loss from inception to September 30, 2025
• $3,791 thousand (dollar_amount) — organizational expenses
• $1,051 thousand (dollar_amount) — provision for taxes
• $876 thousand (dollar_amount) — net change in unrealized gains
• $749,956 thousand (dollar_amount) — total net assets as of September 30, 2025

FAQ

Risk Factors

• Investment Strategy Risk [high — market]: The Fund's objective is long-term capital appreciation, with a significant allocation (80-85%) to direct and secondary private equity investments. This strategy is subject to market volatility and the illiquid nature of private equity, which can impact the Fund's ability to achieve its return targets.
• Valuation of Investments [medium — financial]: Investments at Fair Value constitute the vast majority of the Fund's assets ($769,678 thousand out of $770,396 thousand). The fair value of these investments, particularly private equity, may be subject to significant estimation and uncertainty, impacting reported net assets.
• Organizational Expenses [medium — operational]: The Fund incurred $3,791 thousand in organizational expenses during its initial period. While these are one-time costs, they significantly impacted the net investment loss of $5,009 thousand, highlighting the initial cost of establishing the fund.
• Exemptions from Registration [medium — regulatory]: The Fund operates under exemptions from registration under the U.S. Investment Company Act of 1940 (Section 3(c)(7)) and the Securities Act of 1933. Reliance on these exemptions requires strict adherence to investor qualification criteria (accredited investors and qualified purchasers).
• Dependence on Brookfield Affiliates [medium — financial]: The Fund's investments are expected to be in vehicles managed by Brookfield affiliates, and initial investments were contributed by Brookfield. This concentration of management and seed capital creates a dependence on the Brookfield ecosystem.

Industry Context

The private equity fund landscape is characterized by intense competition for deal flow and investor capital. Funds are increasingly focused on specialized strategies and value creation through operational improvements. Regulatory scrutiny remains a constant, with a focus on investor protection and market integrity. The current environment favors well-established managers with strong track records and diversified offerings.

Regulatory Implications

The Fund's reliance on exemptions under the Investment Company Act of 1940 and the Securities Act of 1933 necessitates strict adherence to investor qualification rules. Any failure to comply could lead to regulatory action and loss of these exemptions. The Fund also operates under the oversight of the SEC as an investment adviser.

What Investors Should Do

1. Review the Fund's investment strategy and target allocations (80-85% private equity, 15-20% public securities) to ensure alignment with personal risk tolerance and return expectations.
2. Understand the significant initial organizational expenses ($3,791 thousand) and their impact on the net investment loss reported since inception.
3. Evaluate the Fund's reliance on Brookfield affiliates for management and investment sourcing.
4. Confirm eligibility as both an accredited investor and a qualified purchaser to meet the Fund's offering requirements.

Key Dates

• 2025-05-21: Fund Formation and Inception — Marks the official start of Brookfield Private Equity Fund LP and the beginning of its operational and investment activities.
• 2025-08-21: Partnership Agreement Restatement — Indicates an update or formalization of the Fund's governing agreement, potentially reflecting structural or operational adjustments.
• 2025-07-03: Commencement of Investment Operations — The Fund began actively investing, receiving initial seed investments from Brookfield.
• 2025-09-29: Issuance of Class B-1 Units to Brookfield — Brookfield received Class B-1 Units in exchange for seed investments, establishing its ownership stake.
• 2025-09-30: Reporting Period End — The date for which the financial statements in the 10-Q are reported, showing the Fund's financial position and performance since inception.

Glossary

Investments at Fair Value

The current market value of the Fund's investment holdings, which can fluctuate based on market conditions. (Represents the vast majority of the Fund's assets ($769,678 thousand) and is key to understanding its investment portfolio's worth.)

Net Investment Income (Loss)

The profit or loss generated from the Fund's core investment activities after deducting expenses and taxes. (The Fund reported a net investment loss of $5,009 thousand due to organizational expenses and taxes during its initial period.)

Net Change in Unrealized Gains (Losses)

The increase or decrease in the value of investments that have not yet been sold. (The Fund recorded a positive $876 thousand in unrealized gains, partially offsetting the net investment loss.)

Class B-1 Units

A specific class of limited partnership units issued by the Fund, primarily held by Brookfield and its affiliates. (30,780,788 Class B-1 Units were issued to Brookfield in exchange for seed investments, representing the initial capital contribution.)

Organizational Expenses

Costs incurred in the process of setting up and establishing the Fund. (These expenses amounted to $3,791 thousand and were a significant driver of the Fund's initial net investment loss.)

Accredited Investors

Individuals or entities that meet certain income or net worth requirements, as defined by securities regulations. (The Fund targets these investors under Regulation D exemptions for its continuous private offering.)

Qualified Purchasers

Sophisticated investors who meet higher net worth or investment thresholds than accredited investors, as defined by the 1940 Act. (The Fund requires investors to be qualified purchasers to comply with its exemption under the Investment Company Act of 1940.)

ASC Topic 946

Accounting Standards Codification Topic 946, which provides guidance for accounting and reporting for investment companies. (The Fund follows this guidance, meaning its investments are measured at fair value with changes recognized in operations.)

Year-Over-Year Comparison

As this is the Fund's initial 10-Q filing since its inception on May 21, 2025, there are no prior period filings to compare against. Key metrics such as revenue, net income, and margins are not comparable to previous periods. The current filing reflects the Fund's foundational financial position, including initial asset contributions, organizational expenses, and unrealized gains, establishing a baseline for future performance analysis.

Filing Documents

• bpef-20250930.htm (10-Q) — 551KB
• bpe-10xqexx311.htm (EX-31.1) — 8KB
• bpe-10xqexx312.htm (EX-31.2) — 9KB
• bpe-10xqexx321.htm (EX-32.1) — 5KB
• bpe-10xqexx322.htm (EX-32.2) — 5KB
• bpef-20250930_g1.jpg (GRAPHIC) — 22KB
• bpef-20250930_g2.jpg (GRAPHIC) — 26KB
• bpef-20250930_g3.jpg (GRAPHIC) — 24KB
• 0001628280-25-052120.txt ( ) — 4183KB
• bpef-20250930.xsd (EX-101.SCH) — 33KB
• bpef-20250930_cal.xml (EX-101.CAL) — 29KB
• bpef-20250930_def.xml (EX-101.DEF) — 186KB
• bpef-20250930_lab.xml (EX-101.LAB) — 396KB
• bpef-20250930_pre.xml (EX-101.PRE) — 283KB
• bpef-20250930_htm.xml (XML) — 333KB

FINANCIAL INFORMATION

PART I. FINANCIAL INFORMATION 5

Financial Statements

Item 1. Financial Statements 5 Consolidated Statement of Assets and Liabilities (Unaudited) 5 Consolidated Statements of Operations (Unaudited) 6 Consolidated Statement of Changes in Net Assets (Unaudited) 7 Consolidated Statement of Cash Flows (Unaudited) 8 Consolidated Schedule of Investments as of September 30, 2025 (Unaudited) 9

Notes to Consolidated Financial Statements (Unaudited)

Notes to Consolidated Financial Statements (Unaudited) 10

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 25

Quantitative and Qualitative Disclosures about Market Risk

Item 3. Quantitative and Qualitative Disclosures about Market Risk 31

Controls and Procedures

Item 4. Controls and Procedures 32

OTHER INFORMATION

PART II. OTHER INFORMATION 32

Legal Proceedings

Item 1. Legal Proceedings 32

Risk Factors

Item 1A. Risk Factors 32

Unregistered Sales of Equity Securities and Use of Proceeds

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 32

Defaults Upon Senior Securities

Item 3. Defaults Upon Senior Securities 33

Mine Safety Disclosures

Item 4. Mine Safety Disclosures 33

Other Information

Item 5. Other Information 33

Exhibits

Item 6. Exhibits 33

Signatures

Signatures 35 1 EXPLANATORY NOTE Unless the context otherwise requires, references in this Quarterly Report on Form 10-Q to: the term " Aggregator " refers to BPEF US Aggregator (ON) LP, an Ontario limited partnership (including any successor vehicle or vehicles used to aggregate the holdings of the Fund and any Parallel Fund); the term " BPE " refers to the Fund, the Feeder, any Parallel Funds, and, as the context so requires, any Intermediate Entities; the term " BPE Lux " means Brookfield Private Equity Fund (SICAV), a sub-fund of Brookfield Oaktree Wealth Solutions Alternative Funds S.A. SICAV-UCI Part II, a Luxembourg multi-compartment investment company with variable capital ( socit d'investissement capital variable ) available to eligible investors primarily domiciled in countries of the European Economic Area, the United Kingdom, Switzerland, Asia and certain other non-U.S. jurisdictions, together with its related entities; the term " BPE Program Participants " means (i) the Fund, (ii) BPE Lux, (iii) any other Brookfield Account that (1) invests alongside the Fund and/or BPE Lux and (2) is designated as a BPE Program Participant by Brookfield in its sole discretion, and (iv) in the case of each person described in the immediately preceding clauses (i) through (iii), any of their respective intermediate entities and other related entities; the term " Brookfield " refers to Brookfield Asset Management Ltd., a corporation organized under the laws of British Columbia, Canada, Brookfield Corporation, a corporation organized under the laws of Ontario, Canada, and Brookfield Wealth Solutions Ltd., a corporation organized under the laws of Bermuda and each of their respective affiliates; the term " Brookfield Accounts " means the Brookfield Funds, together with Brookfield; the term " Brookfield Funds " refers to public and private investment vehicles and programs that Brookfield currently manages and participates in, and may in the future manage and par

FORWARD-LOOKING STATEMENTS

FORWARD-LOOKING STATEMENTS This Quarterly Report on Form 10-Q may contain forward-looking statements, which involve certain known and unknown risks and uncertainties. Forward-looking statements predict or describe our future operations, business plans, business and investment strategies and portfolio management and the performance of our investments. These forward-looking statements are generally identified by their use of such terms and phrases as "intend," "goal," "estimate," "expect," "project," "projections," "plans," "seeks," "anticipates," "will," "should," "could," "may," "designed to," "foreseeable future," "believe," "scheduled" and similar expressions. The Fund's actual results or outcomes may differ materially from those anticipated. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made. Potential investors should not rely on these statements as if they were fact. Although the Fund believes that the assumptions on which these forward-looking statements are based are reasonable, any of those assumptions could prove to be inaccurate, and as a result, the forward-looking statements based on those assumptions also could be inaccurate. In light of these and other uncertainties, the inclusion of any projection or forward-looking statement in this Quarterly Report on Form 10-Q should not be regarded as a representation by the Fund that its plans and objectives will be achieved. These risks and uncertainties include those described or identified elsewhere in this Quarterly Report on Form 10-Q and in "Item IA. Risk Factors" in this Quarterly Report on Form 10-Q and in our Amendment No. 1 to Form 10 Registration Statement (the "Form 10"), filed on August 22, 2025 with the U.S. Securities and Exchange Commission (the "SEC"), as such factors may be updated from time to time in our filings with the SEC, which are accessible on the SEC's website at www.sec.gov . These factors should n

- FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

Financial Statements

Item 1. Financial Statements Brookfield Private Equity Fund LP Consolidated Statement of Assets and Liabilities (Unaudited) (Dollars in thousands except Units) September 30, 2025 Assets Investments at Fair Value (Cost $ 769,520 ) $ 769,678 Cash — Derivative Assets at Fair Value 718 Total Assets $ 770,396 Liabilities Due to Affiliates $ 3,958 Deferred Tax Liabilities, Net 16,482 Total Liabilities $ 20,440 Commitments and Contingencies (Note 7) Net Assets Limited Partnership Unit - Class B-1 Units, unlimited Units authorized ( 30,780,788 Units issued and outstanding as of September 30, 2025) $ 749,956 Total Net Assets $ 749,956 Total Liabilities and Net Assets $ 770,396 See accompanying notes to the Consolidated Financial Statements. 5 Brookfield Private Equity Fund LP Consolidated Statements of Operations (Unaudited) (Dollars in thousands) For the Three-Months Ended September 30, 2025 May 21, 2025 (Inception) to September 30, 2025 Expenses Organizational Expenses $ 3,791 $ 3,791 Professional Fees 167 167 Total Expenses $ 3,958 $ 3,958 Net Investment Income (Loss) Before Provision for Taxes ( 3,958 ) ( 3,958 ) Provision for Taxes ( 1,051 ) ( 1,051 ) Net Investment Income (Loss) $ ( 5,009 ) $ ( 5,009 ) Net Change in Unrealized Gains (Losses) Net Change in Unrealized Gain (Loss) on Investments 158 158 Net Change in Unrealized Gain (Loss) on Derivative Instruments 718 718 Net Change in Unrealized Gains (Losses) on Investments and Derivative Instruments 876 876 Net Increase (Decrease) in Net Assets Resulting from Operations $ ( 4,133 ) $ ( 4,133 ) See accompanying notes to the Consolidated Financial Statements 6 Brookfield Private Equity Fund LP Consolidated Statement of Changes in Net Assets (Unaudited) (Dollars in thousands) Class I Units Class S Units Class D Units Class B-1 Units Class B-2 Units Total Net Assets (i) Net Assets at May 21, 2025 (Inception) $ — $ — $ — $ — $ — $ — Operations — — — — — —

Notes to Consolidated Financial Statements (Unaudited)

Notes to Consolidated Financial Statements (Unaudited) (All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted)

Notes to Consolidated Financial Statements (Unaudited)

Notes to Consolidated Financial Statements (Unaudited) 1. Organization Brookfield Private Equity Fund LP a Delaware limited partnership formed on May 21, 2025 (together with its consolidated subsidiaries, the "Fund"), is a private fund exempt from registration under Section 3(c)(7) of the U.S. Investment Company Act of 1940, as amended (the "1940 Act"). The Fund is governed by a limited partnership agreement signed on May 21, 2025, as amended and restated on August 21, 2025 (the "Partnership Agreement"). The Fund conducts a continuous private offering of its limited partnership units ("Units") in reliance on exemptions from the registration requirements of the Securities Act of 1933, as amended, to investors that are both (a) accredited investors (as defined in Regulation D under the Securities Act) and (b) qualified purchasers (as defined in the 1940 Act). The Fund has filed a registration statement under Section 12(g) of the U.S. Securities and Exchange Act of 1934, as amended. The Fund's investment objective is to seek to generate long-term capital appreciation. The Fund is expected to primarily invest in and alongside public and private investment vehicles that are managed by, or in the future may be managed by, Brookfield Asset Management Ltd., a corporation organized under the laws of British Columbia, Canada ("BAM"), Brookfield Corporation, a corporation organized under the laws of Ontario, Canada ("Brookfield Corporation"), Brookfield Wealth Solutions Ltd., a corporation organized under the laws of Bermuda ("BWS" and together with BAM, Brookfield Corporation and each of their respective affiliates, "Brookfield") and/or through its own stand-alone investments across Brookfield's private equity strategies, including controlled, non-controlled and structured investments. The Fund may also invest in loans, bonds, evidence of indebtedness, debt securities (including convertible debt), public equities or other types of debt or debt-like instruments. The Fund's

Notes to Consolidated Financial Statements (Unaudited)

Notes to Consolidated Financial Statements (Unaudited) (All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted) The term "Parallel Fund" refers to one or more parallel vehicles established by, or at the direction of Brookfield, to facilitate investment by certain investors, including to accommodate legal, tax, accounting, regulatory, compliance or certain other operational requirements, to generally invest alongside the Fund, but excluding Brookfield Private Equity Fund (SICAV) ("BPE Lux"). Parallel Funds may be established to accommodate legal, tax, accounting, regulatory, compliance, structuring or other operational requirements of certain investors. Parallel Funds may not have investment objectives and/or strategies that are identical to the investment objectives and strategies of the Fund or the Feeder. The Fund, the Feeder, the Aggregator and any Parallel Funds collectively form "BPE." BPE and BPE Lux collectively form the "BPE Fund Program," but are operated as distinct investment structures. Brookfield Private Equity Fund GP LLC, a Delaware limited liability company, is the general partner (the "General Partner") of the Fund. The General Partner is responsible for the management and control of the business of the Fund. The investment manager of the Fund is Brookfield Asset Management Private Institutional Capital Adviser (Private Equity), L.P. (the "Manager"), a limited partnership formed under the laws of the Province of Manitoba. The Manager is registered with the United States Securities and Exchange Commission as an investment adviser under the U.S. Investment Advisers Act of 1940, as amended from time to time. The Manager is responsible for initiating, structuring and negotiating the Fund's investments. Both the General Partner and Manager are subsidiaries of BAM. 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited consolidated financial statements of the Fund have been prepared

Notes to Consolidated Financial Statements (Unaudited)

Notes to Consolidated Financial Statements (Unaudited) (All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted) Principles of Consolidation In accordance with ASC 946, the Fund, as an investment company, generally does not consolidate subsidiaries unless it holds a controlling financial interest in another investment company or in an operating company whose sole business is to provide services to the Fund. A controlling financial interest is defined as (a) the power to direct the activities of the investment company that most significantly impact the Fund's economic performance and (b) the obligation to absorb losses of the entity or the right to receive benefits from the entity that could potentially be significant to the investment company. In instances where the Fund wholly owns another investment company, this would constitute a controlling interest, and consolidation would be appropriate. For nonwholly owned interests in investment companies, the Fund assesses the nature of the investment structure and considers its interests in and governance rights over the investment company to determine whether it holds a controlling financial interest. This analysis requires significant judgment. The Fund has determined that it holds a controlling financial interest in the Aggregator, because: (a) the General Partner acts solely on behalf of the Fund in carrying out its duties, and (b) the Fund absorbs substantially all of the Aggregator's economic variability. The Aggregator is considered an investment company under GAAP and is therefore consolidated by the Fund. The Aggregator holds a number of wholly owned subsidiaries that are also considered investment companies under ASC 946. These subsidiaries are also consolidated by the Fund. At each reporting date, the Fund evaluates whether it continues to hold a controlling financial interest in the Aggregator or any other entities within the Fund structure and assesses the implications for consoli

Notes to Consolidated Financial Statements (Unaudited)

Notes to Consolidated Financial Statements (Unaudited) (All Dollars are in Thousands, Except Unit and Per Unit Data, Except Where Noted) Fair Value of Investments and Financial Instruments ASC Topic 820, Fair Value Measurement ("ASC 820"), establishes a hierarchal disclosure framework which prioritizes and ranks the level of market price observability used in measuring investments at fair value. Market price observability is impacted b

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