Brookfield Renewable Partners LP美股招股说明书(2025-11-12版)

Brookfield Renewable Partners L.P. US$450,000,908 15,050,200 Limited Partnership Units This offering (this “Offering”) of limited partnership units (the “LP Units”) of Brookfield Renewable Partners L.P. (the “Partnership” and collectively with its subsidiary entities andoperating entities (“Brookfield Renewable”) under this prospectus supplement (this “Prospectus Supplement”) consists of 15,050,200 LP Units (collectively, with the LP Units issuableupon exercise of the Over-Allotment Option (as defined below), the “Offered LP Units”) at a price of US$29.90per Offered LP Unit (the “Offering Price”). The first distribution in whichthe purchasers of Offered LP Units will be eligible to participate, if they continue to own the Offered LP Units, will be for the distribution expected to be payable on or about December31,2025. Concurrent with the closing of this Offering, a subsidiary of Brookfield Corporation (collectively with its subsidiaries (other than Brookfield Renewable) “Brookfield”) (the “BrookfieldPurchaser”) will, pursuant to an exemption from the Canadian prospectus and U.S. prospectus registration requirements (the “Concurrent Private Placement”), purchase an aggregate of6,967,670LP Units at a price of US$28.704per LP Unit, representing the Offering Price per Offered LP Unit net of underwriting commissions payable by the Partnership. See “ConcurrentPrivate Placement”. The estimated net proceeds to the Partnership from this Offering after deducting the Underwriters’ (as defined below) fee and the expenses of this Offering, will be approximatelyUS$430,738,941 (US$495,539,082 if the Over-Allotment Option is exercised in full), and the proceeds of the Concurrent Private Placement will be approximately US$200,000,000. Weintend to use the net proceeds from this Offering, together with the proceeds of the Concurrent Private Placement, to fund the recently completed acquisition of our increased stake in Isagen(as defined below), future investment opportunities, and for general corporate purposes. The LP Units are listed for trading under the symbol “BEP.UN” on the Toronto Stock Exchange (the “TSX”) and “BEP” on the New York Stock Exchange (the “NYSE”). Investing in the LP Units involves risks. See “Risk Factors” on pageS-3of this Prospectus Supplement, on page 2 of the accompanyingprospectus dated March15, 2024 (the “Prospectus”), the risk factors included in the Annual Report and Q3 2025 Interim Report (each asdefined below) and in other documents incorporated by reference in this Prospectus Supplement. Neither the Securities and Exchange Commission (the “SEC”) nor any state securities commission has approved or disapproved of these securities or determined if this ProspectusSupplement or the accompanying Prospectus is truthful or complete. Any representation to the contrary is a criminal offense. (1)The Underwriters’ fee is equal to 4.00% of the gross proceeds of this Offering. See “Underwriting (Conflicts of Interest)”.(2)Before deduction of the Partnership’s expenses of this Offering, estimated at US$1,262,000, which, together with the Underwriters’ fee, will be paid from the proceeds of this Offering.(3)The Partnership has granted to the Underwriters the right (the “Over-Allotment Option”), exercisable until the date which is 30 days following the closing of this Offering, topurchase from the Partnership on the same terms up to 2,257,530 LP Units, being a number equal to approximately (but not to exceed) 15% of the number of initial Offered LP Unitssold in this Offering. If the Over-Allotment Option is exercised in full, the total price to the public will be US$517,501,127, the Underwriters’ fee will be US$20,700,045 and the netproceeds to the Partnership from this Offering (before expenses) will be US$496,801,082. This Prospectus Supplement also qualifies the grant of the Over-Allotment Option. Apurchaser who acquires Offered LP Units forming part of the Underwriters’ over-allocation position acquires those Offered LP Units under this Prospectus Supplement, regardless ofwhether the over-allocation position is ultimately filled through the exercise of the Over-Allotment Option or secondary market purchases. The Underwriters expect to deliver the initial 15,050,200 LP Units on or aboutNovember14, 2025 through the book-entry facilities of The Depository Trust Company. RBC Capital MarketsBMO Capital Markets TD Securities CIBC Capital Markets TABLE OF CONTENTS ABOUT THIS PROSPECTUS SUPPLEMENTSPECIAL NOTE REGARDING FORWARD-LOOKING INFORMATIONWHERE YOU CAN FIND MORE INFORMATIONDOCUMENTS INCORPORATED BY REFERENCESUMMARYTHE OFFERINGRISK FACTORSUSE OF PROCEEDSCONSOLIDATED CAPITALIZATIONDESCRIPTION OF PARTNERSHIP STRUCTURECONCURRENT PRIVATE PLACEMENTPRIOR SALESUNDERWRITING (CONFLICTS OF INTEREST)CERTAIN UNITED STATES FEDERAL INCOME TAX CONSIDERATIONSLEGAL MATTERSEXPERTSEXPENSES PROSPECTUS ABOUT THIS PROSPECTUSWHERE YOU CAN FIND MORE INFORMATIONDOCUMENTS INCORPORATED BY REFERENCECAUTION REGARDING F