As at March 31, 2025 and December 31, 2024 and for the

three months ended March 31, 2025 and 2024

____________________________________

(1)Earnings per share have not been presented in the financial statements, as the underlying shares do not constitute “ordinary shares” under IAS 33, Earnings per Share (“IAS 33”). See Note 2(c) for further details.

____________________________________

(1)See Note 16 for additional information.

(a)Brookfield Business Corporation

Brookfield Business Corporation together with its subsidiaries (the “company”) is an owner and operator of services and industrials operations on a global basis (the “businesses”). The company was formed as a corporation established under the Business Corporations Act (British Columbia) on June 21, 2021 and is a subsidiary of Brookfield Business Partners L.P. (NYSE: BBU; TSX: BBU.UN) (the “partnership”, or collectively with its subsidiaries, excluding the company, “Brookfield Business Partners”). Brookfield Business Partners, the company and respective subsidiaries are referred to collectively as the “group”. Brookfield Corporation (“Brookfield Corporation” or together with its controlled subsidiaries, excluding the group, “Brookfield”) is the ultimate parent of the company and the group. “Brookfield Holders” refers to Brookfield, Brookfield Wealth Solutions Ltd. and their related parties. Brookfield Business Partners holds all the issued and outstanding class B shares and class C shares of the company as at March 31, 2025. The registered head office of the company is 250 Vesey Street, New York, NY 10281, United States. The class A exchangeable subordinate voting shares (each, an “exchangeable share”) of the company are listed on the New York Stock Exchange (“NYSE”) and the Toronto Stock Exchange (“TSX”) under the symbol “BBUC”. The exchangeable shares are structured with the intention of being economically equivalent to the non-voting limited partnership units (“LP Units”) of the partnership. Given the economic equivalence, the market price of the exchangeable shares will be significantly impacted by the market price of the LP Units and the combined business performance of the company and Brookfield Business Partners as a whole.

(a)Basis of presentation

The unaudited interim condensed consolidated financial statements of the company have been prepared in accordance with IAS 34, Interim Financial Reporting (“IAS 34”), as issued by the International Accounting Standards Board (“IASB”) and using the accounting policies the company applied in its annual consolidated financial statements as at and for the year ended December 31, 2024. The accounting policies the company applied in its annual consolidated financial statements as at and for the year ended December 31, 2024 are disclosed in Note 2 of such consolidated financial statements, with which reference should be made in reading these unaudited interim condensed consolidated financial statements. All defined terms are also described in the annual consolidated financial statements. The unaudited interim condensed consolidated financial statements are prepared on a going concern basis and have been presented in U.S. dollars rounded to the nearest million unless otherwise indicated.

The unaudited interim condensed consolidated financial statements were approved by the Board of Directors and authorized for issue on May 6, 2025.

(b)Critical accounting judgments and measurement uncertainty

The preparation of financial statements in accordance with IAS 34 requires management to make critical judgments, estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period that are not readily apparent from other sources. The critical accounting estimates and judgments have been set out in Note 2 to the company’s annual consolidated financial statements as at and for the year ended December 31, 2024. These estimates and associated assumptions are based on historical experience and other factors that are considered to be relevant. Actual results may differ from these estimates. There have been no significant changes to the method of determining critical accounting estimates and judgments relative to those described in the annual consolidated financial statements as at and for the year ended December 31, 2024.

(i)Global minimum top-up tax

(ii)Going concern

In assessing whether the going concern assumption is appropriate and whether there are material uncertainties that cast significant doubt on the company’s ability to continue as a going concern, management has made certain estimates and assumptions about future cash flows. These judgments considered various forward-looking factors, such as forecasted cash flows, access to financing and liquidity reserves, planned capital expenditures and debt repayment obligations. Management has also made specific estimates and judgments regarding future expected cash flows in assessing the going concern assumption at its healthcare services operation, considering currently ongoing strategic initiatives that include negotiations with lenders and landlords to amend debt and rent arrangements, negotiations with private health insurers to amend hospital funding agreements, deferral of uncommitted expenditures, and anticipated benefits from cost-saving measures. The assumptions underlying this assessment are based on actual operating results and the most relevant available information about the future, including the company’s strategic initiatives and business plans and may be affected by market conditions, regulatory developments, and macroeconomic risks.

(c)Earnings per Share

The company’s basic and diluted earnings per share have not been presented in the unaudited interim condensed consolidated financial statements. As outlined in Note 5, exchangeable shares and class B shares are classified as financial liabilities, while class C shares are classified as financial liabilities but presented as equity instruments given the narrow scope presentation exceptions existing in IAS 32, Financial Instruments: Presentation (“IAS 32”). As each share classification represents a financial liability, they do not constitute ordinary shares. Refer to the aforementioned note for further details.

(d)Future changes in accounting policies

(i)Amendments to IFRS 9, Financial Instruments (“IFRS 9”) and IFRS 7, Financial Instruments: Disclosures (“IFRS 7”) - Classification and Measurement of Financial Instruments

(ii)IFRS 18, Presentation and Disclosure of Financial Statements (“IFRS 18”)

The following table provides the details of financial instruments and their associated financial instrument classifications as at March 31, 2025:

____________________________________

(1)FVOCI includes derivative assets and liabilities designated in hedge accounting relationships. Refer to Hedging Activities in Note 3(a) below.

(2)Includes derivative liabilities and excludes liabilities associated with assets held for sale, provisions, decommissioning liabilities, deferred revenue, work in progress, post-employment benefits and other liabilities of $1,550 million.

(3)Class C shares are also classified as financial liabilities due to their cash redemption feature, however, these shares meet certain qualifying criteria and are therefore presented as equity instruments in accordance with IAS 32. See Note 19 for additional information.

Included in cash and cash equivalents as at March 31, 2025 is $204 million of cash (December 31, 2024: $340 million) and $764 million of cash equivalents (December 31, 2024: $668 million).

The following table provides the details of financial instruments and their associated financial instrument classifications as at December 31, 2024:

____________________________________

(1)FVOCI includes derivative assets and liabilities designated in hedge accounting relationships. Refer to Hedging Activities in Note 3(a) below.

(2)Includes derivative liabilities and excludes liabilities associated with assets held for sale, provisions, decommissioning liabilities, deferred revenue, work in progress, post-employment benefits and other liabilities of $1,580 million.

(3)Class C shares are also classified as financial liabilities due to their cash redemption feature, however, these shares meet certain qualifying criteria and are therefore presented as equity instruments in accordance with IAS 32. See Note 19 for additional information.

(a)Hedging activities

Derivative instruments not designated in a hedging relationship are classified as FVTPL, with changes in fair value recognized in the unaudited interim condensed consolidated statements of operating results.

The company uses foreign exchange derivative contracts to manage foreign currency exposures arising from net investments in foreign operations. For the three month period ended March 31, 2025, a pre-tax net loss of $22 million (March 31, 2024: pre-tax net gain of $10 million), was recorded in other comprehensive income for the effective portion of hedges of net investments in foreign operations. As at March 31, 2025, there was a derivative asset balance of $81 million (December 31, 2024: $104 million) and derivative liability balance of $24 million (December 31, 2024: $36 million) relating to derivative contracts designated as net investment hedges.

The company uses foreign exchange contracts and option contracts to hedge highly probable future transactions and interest rate contracts to hedge the cash flows on its floating rate borrowings. For the three month period ended March 31, 2025, a pre-tax net loss of $20 million (March 31, 2024: pre-tax net gain of $49 million) was recorded in other comprehensive income for the effective portion of cash flow hedges. As at March 31, 2025, there was an unrealized derivative asset balance of $51 million (December 31, 2024: $80 million) and a derivative liability balance of $17 million (December 31, 2024: $19 million) relating to the derivative contracts designated as cash flow hedges.

(b)Fair value hierarchical levels – financial instruments

The following table categorizes financial assets and liabilities, which are carried at fair value, based upon the level of input as at March 31, 2025 and December 31, 2024:

There were no financial instruments with significant Level 3 inputs as at March 31, 2025 and December 31, 2024.

There were no transfers between levels during the three months ended March 31, 2025.

The exchangeable shares and the class B shares are classified as liabilities due to their exchangeable and cash redemption features. Upon issuance, the exchangeable shares and the class B shares were recognized at their fair values. Subsequent to initial recognition, the exchangeable shares and the class B shares are recognized at amortized cost and remeasured to reflect changes in the contractual cash flows associated with the shares. These contractual cash flows are based on the price of one LP Unit.

As at March 31, 2025, Brookfield Holders owned approximately 66% of the issued and outstanding exchangeable shares. The Brookfield Holders have agreed that all decisions to be made with respect to the exchangeable shares will be made jointly among the Brookfield Holders.

During the three months ended March 31, 2025, 154 exchangeable shares were exchanged into LP Units (March 31, 2024: 1). As at March 31, 2025, the exchangeable shares and the class B shares were remeasured to reflect the closing price of one LP Unit, which was valued at $23.46 per unit. Remeasurement gains or losses associated with the exchangeable shares and class B shares are recorded in remeasurement of exchangeable and class B shares in the unaudited interim condensed consolidated statements of operating results. During the three months ended March 31, 2025, $4 million of dividends (March 31, 2024: $5 million of dividends) were declared on the outstanding exchangeable shares of the company and included in interest income (expense), net in the unaudited interim condensed consolidated statements of operating results.

The following table provides a continuity schedule of outstanding exchangeable shares, and the class B shares, along with the carrying value of the corresponding liability and remeasurement gains and losses:

Similar to the exchangeable shares and class B shares, the class C shares are classified as liabilities due to their cash redemption feature. However, the class C shares, the most subordinated class of all the company’s classes of common shares, meet certain qualifying criteria and are presented as equity instruments given the narrow scope presentation exceptions existing in IAS 32. Refer to Note 19 for further details related to class C shares.

____________________________________

(1)See Note 20 for additional information.

Non-current billing rights primarily represent unbilled rights from the company’s water and wastewater operation in Brazil from revenues earned from the construction of public concession contracts classified as financial assets, which are recognized when there is an unconditional right to receive cash or other financial assets from the concession authority for the construction services.

The company’s construction operation has a retention balance, which comprises amounts that have been earned but held back until the satisfaction of certain conditions specified in the contract. The retention balance included in the current accounts and other receivable, net as at March 31, 2025 was $60 million (December 31, 2024: $120 million).

____________________________________

(1)See Note 14 for additional information.

The following table presents the change in the balance of property, plant and equipment for the three-month period ended March 31, 2025 and the twelve-month period ended December 31, 2024:

____________________________________

(1)Includes right-of-use assets of $234 million as at March 31, 2025 (December 31, 2024: $221 million).

The following table presents the change in the balance of intangible assets for the three-month period ended March 31, 2025 and the twelve-month period ended December 31, 2024:

Included within intangible assets are customer relationship intangible assets pertaining to continuing relationships with many of the company’s customers that contribute to the revenues and cash flows generated by the company’s respective operations. The company has recognized customer relationships from the acquisition of its dealer software and technology services operation in 2022. These customer relationships were valued at the date of acquisition using a multi-period excess earnings approach and have a carrying value of $2.7 billion as at March 31, 2025 (December 31, 2024: $2.7 billion) with a remaining useful life of 13 years.

The following table presents the change in the balance of goodwill for the three-month period ended March 31, 2025 and the twelve-month period ended December 31, 2024:

The following table presents the change in the balance of equity accounted investments for the three-month period ended March 31, 2025 and the twelve-month period ended December 31, 2024:

____________________________________

(1)Includes financial liabilities of $1,242 million ($38 million current and $1,204 million non-current) as at March 31, 2025, and $1,255 million ($42 million current and $1,213 million non-current) as at December 31, 2024 related to the failed sale and leaseback of hospitals.

(2)See Note 14 for additional information.

Current and non-current non-recourse borrowings in subsidiaries of the company as at March 31, 2025, net of deferred financing costs, premiums and discounts were $146 million and $8,565 million (December 31, 2024: $111 million and $8,379 million). Non-recourse borrowings in subsidiaries of the company include borrowings made under subscription facilities of Brookfield-sponsored private equity funds.

The company has financing arrangements within its operating businesses that trade in public markets or are held at major financial institutions. The financing arrangements are primarily composed of term loans, credit facilities, and notes and debentures which are subject to fixed or floating rates. Most of these borrowings are not subject to financial maintenance covenants, however, some are subject to fixed charge coverage, leverage ratios and minimum equity or liquidity covenants.

As at March 31, 2025, the company’s operations were in compliance with or had obtained waivers related to all material covenant requirements, and the company continues to work with its subsidiaries to monitor performance against such covenant requirements. Earlier this year, the company’s healthcare services operation obtained forbearance from its lenders providing the business with temporary interest relief under its financing agreements. Operating performance continues to be under pressure and the current capital structure is unsustainable. The business is assessing options as it continues to negotiate with key stakeholders.

The following tables present the changes in accumulated other comprehensive income (loss) reserves attributable to Brookfield Business Partners for the three-month period ended March 31, 2025 and 2024:

____________________________________

(1)Represents net investment hedges, cash flow hedges and other reserves.

____________________________________

(1)Represents net investment hedges, cash flow hedges and other reserves.

The company has no key employees or directors and does not remunerate key management personnel. Key decision makers of the company are all employees of Brookfield or its subsidiaries, which provide management services under the Master Services Agreement with Brookfield (“Master Services Agreement”). Details of the allocations of costs incurred by Brookfield on behalf of the company are disclosed in Note 20.

Direct operating costs are costs incurred to earn revenues and include all attributable expenses. The following table presents direct operating costs by nature for the three months ended March 31, 2025 and 2024:

Other direct costs include freight, cost of construction expensed and expected credit loss provisions on financial assets.

(a)Timing of recognition of revenues from contracts with customers

The following table summarizes the company’s revenues by timing of revenue recognition for the total revenues from contracts with customers for the three months ended March 31, 2025 and 2024.

(b)Revenues by geography

The following table summarizes the company’s total revenues by geography for the three months ended March 31, 2025 and March 31, 2024:

The following table provides a continuity of the company’s outstanding equity for the three-month period ended March 31, 2025:

The company’s share capital is comprised of exchangeable shares, class B shares and class C shares. Due to the exchange feature of the exchangeable shares and the cash redemption feature of the class B and class C shares, the exchangeable shares, the class B shares, and the class C shares are classified as financial liabilities. However, the class C shares, the most subordinated of all of the company’s classes of common shares, meet certain qualifying criteria and are presented as equity instruments given the narrow scope presentation exceptions existing in IAS 32. Refer to Note 5 for further details related to the exchangeable shares and the class B shares.

In the normal course of operations, the company entered into the transactions below with related parties. The ultimate parent of the company is Brookfield Corporation. Other related parties of the company represent Brookfield Corporation’s subsidiaries, affiliates, and operating entities.

Pursuant to the Master Services Agreement, on a quarterly basis, the Service Recipients pay a base management fee, referred to as the Base Management Fee, to Service Providers, equal to 0.3125% per quarter (1.25% annually) of the total capitalization of Brookfield Business Partners. For purposes of calculating the Base Management Fee, the total capitalization of Brookfield Business Partners is equal to the quarterly volume-weighted average trading price of an LP Unit on the principal stock exchange for the LP Units (based on trading volumes) multiplied by the number of LP Units outstanding at the end of the quarter (assuming full conversion of the Redemption-Exchange Units into LP Units of Brookfield Business Partners L.P.), plus the value of securities of the other service recipients (including the exchangeable shares) that are not held by Brookfield Business Partners, plus all outstanding debt with recourse to a service recipient, less all cash held by such entities.

The company is responsible for paying its proportionate share of the total Base Management Fee in connection with the Master Services Agreement. The Base Management Fee attributable to the company for the three month period ended March 31, 2025 was $7 million (March 31, 2024: $6 million). The expense related to the services received under the Master Services Agreement has been recorded as part of general and administrative expenses in the unaudited interim condensed consolidated statements of operating results.

An integral part of the company’s strategy is to participate with institutional investors in Brookfield-sponsored private equity funds that target acquisitions that suit the company’s investment mandate. In the normal course of business, the group and institutional investors have made commitments to Brookfield-sponsored private equity funds, and in connection therewith, the group, together with institutional investors, has access to short-term financing using the private equity funds’ credit facilities to facilitate investments that Brookfield has determined to be in the group’s best interests.

In addition, Brookfield has entered into indemnity agreements with the company related to certain construction projects in the Middle East region that were in place prior to the creation of Brookfield Business Partners. Under these indemnity agreements, Brookfield has agreed to indemnify or refund the company, as appropriate, for the receipt of payments relating to such projects.

Brookfield entered into a commitment agreement with the partnership in 2022 to subscribe for up to $1.5 billion of perpetual preferred equity securities of subsidiaries of the partnership (including subsidiaries of the company). Brookfield will have the right to cause the company or Brookfield Business Partners to redeem the preferred securities at par plus accrued and unpaid dividends to the extent of any net proceeds received by the company or Brookfield Business Partners from the issuance of equity, incurrence of indebtedness or sale of assets. Brookfield has the right to waive its redemption option. As at March 31, 2025, the amount subscribed from the company was $nil (December 31, 2024: $nil) and the amount subscribed from Brookfield Business Partners was $725 million (December 31, 2024: $725 million) with an annual dividend of 7%. The remaining capacity available on the commitment agreement with Brookfield is $25 million.

The company has entered into two credit agreements with Brookfield Business Partners, one as borrower and one as lender, each providing for a ten-year revolving $1 billion credit facility, maturing on March 15, 2032 (unless terminated by the lender in accordance with the agreement after the fifth anniversary), to facilitate the movement of cash within the group. The credit agreement under which the company is the borrower permits it to borrow up to $1 billion from Brookfield Business Partners, and the other permits Brookfield Business Partners to borrow up to $1 billion from the company. Each credit facility contemplates a deposit arrangement pursuant to which the lender thereunder would, with the consent of the borrower, deposit funds on a demand basis to such borrower’s account at a reduced rate of interest. As at March 31, 2025, the net amount outstanding on deposit is $509 million payable to Brookfield Business Partners included in accounts payable and other (December 31, 2024: $470 million payable to Brookfield Business Partners).

Brookfield Business Partners provided the company an equity commitment in the amount of $2 billion. The equity commitment may be called by the company in exchange for the issuance of a number of class C shares or preferred shares, as the case may be, to Brookfield Business Partners, corresponding to the amount of the equity commitment called divided (i) in the case of a subscription for class C shares, by the volume-weighted average of the trading price for one exchangeable share on the principal stock exchange on which the exchangeable shares are listed for the five (5) days immediately preceding the date of the call, and (ii) in the case of a subscription for preferred shares, by $25.00 per share. The equity commitment will be available in minimum amounts of $10 million and the amount available under the equity commitment will be reduced permanently by the amount so called. Before funds may be called on the equity commitment, a number of conditions precedent must be met, including that Brookfield Business Partners continues to control the company and has the ability to elect a majority of the Board of Directors.

From time to time, Brookfield may place funds on deposit with Brookfield Business Partners and the company, on terms approved by the independent directors of the company. Interest earned or incurred on such deposits is at market terms. As at March 31, 2025, the deposit from Brookfield was $nil (December 31, 2024: $nil) and the company incurred interest expense of $nil for the three months ended March 31, 2025 on these deposits (March 31, 2024: $nil).

A wholly-owned subsidiary of the company fully and unconditionally guaranteed the obligations of Brookfield Business Partners under Brookfield Business Partners’ $2.35 billion bilateral credit facilities with global banks and its $1 billion revolving acquisition credit facility with Brookfield.

As at March 31, 2025, the company had a loan receivable of $1.1 billion from Brookfield Business Partners in connection with the proceeds received from the disposition of the company’s nuclear technology services operation in 2023. The loan receivable is non-interest bearing and is due on demand and included in accounts and other receivable, net.

The following table summarizes revenues the company has earned from transactions with related parties for the three month periods ended March 31, 2025 and 2024:

____________________________________

(1)The company provides construction services to affiliates of Brookfield.

The following table summarizes balances with related parties as at March 31, 2025 and December 31, 2024:

The company’s activities expose it to a variety of financial risks, including market risk (currency risk and interest rate risk) and liquidity risk. The company and its subsidiaries selectively use derivative financial instruments principally to manage these risks.

The aggregate fair values of the company’s derivative financial instruments are as follows:

Amounts paid and received for interest were reflected as operating cash flows in the unaudited interim condensed consolidated statements of cash flow.

Details of “Changes in non-cash working capital, net” on the unaudited interim condensed consolidated statements of cash flow are as follows:

(a)Dividend

On April 30, 2025, the Board of Directors declared a quarterly dividend in the amount of $0.0625 per exchangeable share, payable on June 30, 2025 to shareholders of record as at the close of business on May 30, 2025.

The following Management’s Discussion and Analysis (“MD&A”) is the responsibility of management of Brookfield Business Corporation (our “company”). This MD&A is dated May 6, 2025 and has been approved by the Board of Directors of our company (the “Board of Directors”) for issuance as of that date. The Board of Directors carries out its responsibility for review of this document principally through its audit committee, comprised exclusively of independent directors. The audit committee reviews and, prior to its publication, approves this MD&A, pursuant to the authority delegated to it by the Board of Directors. The terms “we”, “us” and “our” refer to Brookfield Business Corporation, and our company’s direct and indirect operating entities as a group. This MD&A should be read in conjunction with our company’s most recently issued annual financial statements. Additional information is available on our website at https://bbu.brookfield.com/bbuc/overview, on SEDAR+ at www.sedarplus.ca and on EDGAR’s website at www.sec.gov.

The class A exchangeable subordinate voting shares (each, an “exchangeable share”) of our company are structured with the intention of being economically equivalent to the non-voting limited partnership units (“LP Units”) of Brookfield Business Partners L.P. (NYSE: BBU; TSX: BBU.UN) (the “partnership”, the “parent company” or, collectively with its subsidiaries, but excluding our company, “Brookfield Business Partners”). Brookfield Business Partners, our company and respective subsidiaries are referred to collectively as our “group”. Brookfield Corporation (“Brookfield Corporation” or together with its controlled subsidiaries, excluding the group, “Brookfield”), is the ultimate parent of the company and the group. “Brookfield Holders” refers to Brookfield, Brookfield Wealth Solutions Ltd. (“Brookfield Wealth Solutions”) and their related parties. We believe economic equivalence is achieved through targeting identical dividends and distributions on the exchangeable shares and the LP Units and each exchangeable share being exchangeable at the option of the holder for one LP Unit of the partnership at any time. Given the economic equivalence, we expect that the market price of the exchangeable shares will be significantly impacted by the market price of the LP Units and the combined business performance of our company and Brookfield Business Partners as a whole. In addition to carefully considering the disclosures made in this document, shareholders are strongly encouraged to carefully review the partnership’s periodic reporting, including the partnership’s unaudited interim condensed consolidated financial statements and MD&A for the three months ended March 31, 2025. The partnership is required to file reports, including annual reports on Form 20-F and interim reports that are filed on Form 6-K, and other information with the United States Securities and Exchange Commission (the “SEC”). The partnership’s SEC filings are available to the public from the SEC’s website at http://www.sec.gov. Copies of documents that have been filed with the Canadian securities authorities can be obtained at www.sedarplus.ca. Information about the partnership, including its SEC filings, is also available on its website at https://bbu.brookfield.com. The information found on, or accessible through, https://bbu.brookfield.com is not incorporated into and does not form a part of this MD&A.

In addition to historical information, this MD&A contains forward-looking statements. Readers are cautioned that these forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially from those reflected in the forward-looking statements. See “Cautionary Statements Regarding Forward-Looking Statements”.

This MD&A contains “forward-looking information” within the meaning of Canadian provincial securities laws and “forward-looking statements” within the meaning of applicable Canadian and U.S. securities laws, including the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements include statements that are predictive in nature, depend upon or refer to future events or conditions, include statements regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies and outlook of our group, as well as regarding recently completed and proposed acquisitions, dispositions and other transactions, and the outlook for North American and international economies for the current fiscal year and subsequent periods, and include words such as “expects”, “anticipates”, “plans”, “believes”, “estimates”, “seeks”, “intends”, “targets”, “projects”, “forecasts”, “views”, “potential”, “likely” or negative versions thereof and other similar expressions, or future or conditional verbs such as “may”, “will”, “should”, “would” and “could”.

Although we believe that our anticipated future results, performance or achievements expressed or implied by the forward-looking statements and information are based upon reasonable assumptions and expectations, investors and other readers should not place undue reliance on forward-looking statements and information because they involve assumptions, known and unknown risks, uncertainties and other factors, many of which are beyond our control, which may cause the actual results, performance or achievements of our group to differ materially from anticipated future results, performance or achievements expressed or implied by such forward-looking statements and information. These beliefs, assumptions and expectations can change as a result of many possible events or factors, not all of which are known to us or are within our control. If a change occurs, our business, financial condition, liquidity and result of operations and our plans and strategies may vary materially from those expressed in the forward-looking statements and forward-looking information herein.

Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include, but are not limited to, the following:

•the cyclical nature of our operating businesses and general economic conditions and risks relating to the economy, including unfavorable changes in interest rates, foreign exchange rates, inflation, commodity prices, and volatility in the financial markets;

•the ability to complete and effectively integrate acquisitions into existing operations and the ability to attain expected benefits;

•business competition, including competition for acquisition opportunities;

•strategic actions including our ability to complete dispositions and achieve the anticipated benefits therefrom;

•restrictions on our ability to engage in certain activities or make distributions due to our indebtedness;

•global equity and capital markets and the availability of equity and debt financing and refinancing within these markets;

•changes to our credit ratings;

•changes to U.S. laws or policies, including changes in U.S. domestic and economic policies as well as foreign trade policies and tariffs;

•technological change;

•the ability to obtain insurance for our business operations;

•labor disruptions and economically unfavorable collective bargaining agreements;

•litigation;

•investments in jurisdictions with less developed legal systems;

•our group does not have control over all of the businesses in which we own investments;

•changes to the market price of any investments in public companies;

•our compliance with environmental laws and the broader impacts of climate change;

•cybersecurity incidents;

•the possible impact of international conflicts, wars and related developments including terrorist acts and cyber terrorism;

•the effectiveness of our internal controls over financial reporting;

•the market price of the exchangeable shares and units may be volatile;

•political instability and unfamiliar cultural factors;

•changes in government policy and legislation;

•federal, state and foreign anti-corruption and trade sanctions laws and restrictions on foreign direct investment applicable to us and our group’s operating businesses create the potential for significant liabilities and penalties, the inability to complete transactions, imposition of significant costs and burdens, and reputational harm;

•operational or business risks that are specific to any of our operating businesses;

•reliance on third party service providers;

•catastrophic events, such as earthquakes, hurricanes and pandemics/epidemics;

•Brookfield’s significant influence over our group;

•the lack of an obligation of Brookfield to source acquisition opportunities to our group;

•the departure of some or all of Brookfield’s professionals;

•control of our company, the partnership or the general partner of the partnership may change without unitholder or shareholder consent;

•Brookfield may increase its ownership in our company;

•the Master Services Agreement and our group’s other arrangements with Brookfield do not impose on Brookfield any fiduciary duties to act in the best interests of our shareholders;

•conflicts of interest between our company and our shareholders, on the one hand, and Brookfield, on the other hand;

•our arrangements with Brookfield may contain terms that are less favorable than those which otherwise might have been unrelated parties;

•our company is not entitled to terminate the Master Services Agreement and the general partner of the partnership may be unable or unwilling to do so;

•the limited liability of, and our company’s indemnification of, the Service Providers;

•Brookfield’s relationship with Oaktree Capital Group, LLC, together with its affiliates;

•our company may become regulated as an investment company under the U.S. Investment Company Act of 1940, as amended;

•future sales or issuances of our securities will result in dilution of existing holders and even the perception of such sales or issuances taking place could depress the trading price of the exchangeable shares;

•limits on shareholders’ ability to obtain favorable judicial forum for disputes related to Brookfield Business Partners or to enforce judgements against our group;

•changes in tax law and practice; and

•other risks and factors detailed from time to time in our documents filed with the securities regulators in Canada and the United States including those set forth in the “Risk Factors” section in our annual report on Form 20-F for the year ended December 31, 2024 (our “2024 Annual Report”).

Statements relating to “reserves” are deemed to be forward-looking statements as they involve the implied assessment, based on certain estimates and assumptions, that the reserves described herein can be profitably produced in the future.

We caution that the foregoing list of important factors that may affect future results is not exhaustive. When relying on our forward-looking statements and information, investors and others should carefully consider the foregoing factors and other uncertainties and potential events.

For a more comprehensive list of risks and uncertainties, please refer to our 2024 Annual Report under the heading “Risk Factors” available on SEDAR+ at www.sedarplus.ca and EDGAR at www.sec.gov. New risk factors may arise from time to time and it is not possible to predict all of those risk factors or the extent to which any factor or combination of factors may cause actual results, performance or achievements of our company to be materially different from those contained in forward-looking statements or information. Given these risks, assumptions and uncertainties, the reader should not place undue reliance on forward-looking statements or information as a prediction of actual results. We qualify any and all of our forward looking statements by these cautionary factors. Although the forward-looking statements and information contained in this MD&A are based upon what we believe to be reasonable assumptions, we cannot assure investors that actual results will be consistent with these forward-looking statements and information. We undertake no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, that may be as a result of new information, future events or otherwise, except as required by law.

The financial information in this MD&A is derived from the financial information included in the unaudited interim condensed consolidated financial statements of our company, prepared in accordance with IAS 34, Interim Financial Reporting (“IAS 34”), as issued by the International Accounting Standards Board (“IASB”), and using the accounting policies our company applied in its annual consolidated financial statements as at and for the year ended December 31, 2024. All defined terms are also described in the annual consolidated financial statements. The unaudited interim condensed consolidated financial statements are prepared on a going concern basis and have been presented in U.S. dollars rounded to the nearest million unless otherwise indicated. The unaudited interim condensed consolidated financial statements include the accounts of our company and its consolidated subsidiaries, which are the entities over which our company has control.

Our company is a Canadian corporation established by Brookfield Business Partners as an alternative vehicle for investors who prefer investing in our group’s operations through a corporate structure. Each exchangeable share of our company is exchangeable at the option of the holder for one LP Unit or its cash equivalent and structured with the intention of providing an economic return equivalent to one LP Unit. Through our operating subsidiaries, we own and operate high-quality services and industrial operations that benefit from a strong competitive position and provide essential products and services. We seek to build value by pursuing an operations-oriented approach to enhancing cash flows and opportunistically recycling capital to grow our existing operations and make new acquisitions. We strive to ensure that all our operations have a clear, concise business strategy built on competitive advantages, while focusing on profitability and the sustainability of cash flows.

The table below summarizes our results of operations for the three months ended March 31, 2025 and 2024:

For the three months ended March 31, 2025, net loss decreased by $39 million to $135 million, compared to $174 million for the three months ended March 31, 2024. Current period results included a remeasurement loss on our exchangeable and class B shares that are classified as liabilities under IFRS® Accounting Standards. As at March 31, 2025, the exchangeable and class B shares were remeasured to reflect the closing price of $23.46 per unit.

Revenues for the three months ended March 31, 2025 of $1,966 million increased by $101 million, compared to $1,865 million for the three months ended March 31, 2024. Results benefited from higher revenues in our construction operation due to increased activity, partially offset by lower revenues in our dealer software and technology services operation.

For the three months ended March 31, 2025, direct operating costs increased by $137 million to $1,789 million, compared to $1,652 million for the three months ended March 31, 2024. The increase was primarily due to higher costs within our construction operation as a result of increased activity.

For the three months ended March 31, 2025, general and administrative expenses increased by $11 million to $75 million, compared to $64 million for the three months ended March 31, 2024 primarily due to higher costs in our dealer software and technology services operation.

For the three months ended March 31, 2025, interest expense, net increased by $9 million to $219 million, compared to $210 million for the three months ended March 31, 2024. The increase was primarily due to interest expense incurred on deposits received from Brookfield Business Partners under the credit agreement as described in Note 20 of the unaudited interim condensed consolidated financial statements. Interest expense includes $4 million of dividends declared on the exchangeable shares (March 31, 2024: $5 million).

For the three months ended March 31, 2025, the remeasurement loss on exchangeable shares and class B shares was $7 million compared to $111 million for the three months ended March 31, 2024. The exchangeable shares and class B shares were remeasured to reflect the closing price of one LP Unit, valued at $23.46 per unit as at March 31, 2025.

For the three months ended March 31, 2025, net other expense increased by $23 million to $34 million, compared to $11 million for the three months ended March 31, 2024. For the three months ended March 31, 2025, the components of other income (expense), net include $12 million of business separation expenses, stand-up costs and restructuring charges and $22 million of other expenses. For the three months ended March 31, 2024, the components of other income (expense), net include $10 million of net revaluation gains and $21 million of other expenses.

For the three months ended March 31, 2025, current income tax expense decreased by $21 million to $23 million, compared to $44 million for the three months ended March 31, 2024. The decrease in current income tax expense was primarily due to lower taxable income within our dealer software and technology services operation combined with a decrease in current income tax expense in our construction operation due to utilization of tax losses relating to a prior period.

Deferred income tax recovery for the three months ended March 31, 2025 decreased by $11 million to $43 million, compared to $54 million for the three months ended March 31, 2024. The decrease in deferred income tax recovery was primarily due to utilization of tax losses in our construction operation.

Total revenues and net income (loss) for the eight most recent quarters were as follows:

____________________________________

(1)Relates to our former investment in a nuclear technology services operation which was sold in November 2023.

Revenues and operating costs vary from quarter to quarter primarily due to acquisitions and dispositions of businesses, fluctuations in foreign exchange rates, business and economic cycles, weather and seasonality, broader economic factors and commodity market volatility. Net income is impacted by periodic monetization gains, impairment losses and gains or losses on remeasurement of exchangeable shares.

The following table is a summary of the unaudited interim condensed consolidated statements of financial position as at March 31, 2025 and December 31, 2024:

Financial assets decreased by $29 million to $324 million as at March 31, 2025, compared to $353 million as at December 31, 2024. The balance comprised loans and notes receivable, derivative contracts, restricted cash, and other financial assets. The decrease was primarily due to fair value movements in derivative assets at our dealer software and technology services operation and our water and wastewater operation.

Accounts receivable and other, net increased by $168 million to $3,397 million as at March 31, 2025, compared to $3,229 million as at December 31, 2024. The increase was primarily due to timing of billed receivables in our construction operation and the impact of foreign currency movements within our operations.

PP&E decreased by $1 million to $2,479 million as at March 31, 2025, compared to $2,480 million as at December 31, 2024. This was primarily due to regular depreciation expense of $53 million which was mostly offset by net additions to PP&E and the impact of foreign exchange movements. As at March 31, 2025, PP&E included $234 million of right-of-use assets (December 31, 2024: $221 million).

Intangible assets increased by $65 million to $6,031 million as at March 31, 2025, compared to $5,966 million as at December 31, 2024. The increase was primarily due to the impact of foreign exchange movements of $166 million and net additions of $42 million primarily at our water and wastewater operation, partially offset by $143 million of regular amortization expense.

Capital expenditures represent additions to PP&E and certain intangible assets. Included in capital expenditures are maintenance capital expenditures, which are required to sustain the current performance of our operations, and growth capital expenditures, which are made for incrementally new assets that are expected to expand existing operations. Capital expenditures were primarily related to production costs associated with developing or enhancing proprietary technology as well as maintenance of computer and hosting equipment at our dealer software and technology services operation and maintenance and improvements on hospital facilities and new hospital equipment at our healthcare services. In addition, we included additions to intangible assets in our water and wastewater operation within capital expenditures due to the nature of its concession agreements. Maintenance and growth capital expenditures for the three months ended March 31, 2025 were $20 million and $36 million, respectively (March 31, 2024: $26 million and $48 million, respectively).

Accounts payable and other increased by $95 million to $5,371 million as at March 31, 2025, compared to $5,276 million as at December 31, 2024. The increase was primarily due to higher accrued and other liabilities in our dealer software and technology services operation and the impact of foreign currency movements within our operations.

Borrowings are discussed in “Liquidity and Capital Resources”.

On August 15, 2024, the TSX accepted a notice filed by our company of its intention to renew its normal course issuer bid (“NCIB”) for its exchangeable shares. Under the NCIB, our company is authorized to repurchase up to 5% of its issued and outstanding exchangeable shares as at August 8, 2024 or 3,647,722 shares, including up to 5,184 shares on the TSX during any trading day.

During the three months ended March 31, 2025, our company repurchased 1,260,225 exchangeable shares (March 31, 2024: nil). Following the three months ended March 31, 2025 and up to the date of this MD&A, our company repurchased 1,045,142 exchangeable shares under the NCIB.

During the three months ended March 31, 2025, 154 exchangeable shares were exchanged into LP Units (March 31, 2024: 1).

As at March 31, 2025, Brookfield Holders owned approximately 66% of the issued and outstanding exchangeable shares.

As the market price of the exchangeable shares is expected to be significantly impacted by the market price of the LP Units and the combined business performance of our group as a whole, we are providing the following summary financial information regarding the partnership. For further details, please review the partnership’s periodic reporting referenced in the introductory section of this MD&A.

____________________________________

(1)The partnership’s definition of this non-IFRS financial measure is included within the partnership’s periodic reporting referenced in the introductory section of this MD&A.

Liquidity and capital requirements are managed through cash flows from operations, use of credit facilities, opportunistically monetizing mature operations and refinancing existing debt. We aim to maintain sufficient financial liquidity to meet our ongoing operating requirements and to fund debt service payments, recurring expenses, required capital expenditures, and acquisition opportunities as they arise. In addition, an integral part of our strategy is to pursue acquisitions through Brookfield-led consortium arrangements with institutional partners or strategic partners, and to form partnerships to pursue acquisitions on a specialized or global basis. Brookfield has an established track record of leading such consortiums and partnerships and actively managing underlying assets to improve performance. Overall, we believe that our liquidity profile is strong, positioning us and our businesses well to take advantage of accretive investment opportunities.

Our principal sources of liquidity are financial assets, undrawn credit facilities, cash flow from our operations and monetizations of mature businesses, and access to public and private capital markets.

As at March 31, 2025, the outstanding non-recourse borrowings in subsidiaries of our company were $8,711 million compared to $8,490 million as at December 31, 2024. Non-recourse borrowings in subsidiaries of our company comprised the following: