Babcock & Brown Infrastructure Fund North America Now Independent as SteelRiver Infrastructure Fund Following Buyout From Babcock & Brown.



    JOHN HANCOCK AND BABCOCK & BROWN INFRASTRUCTURE FUND NORTH AMERICA'S
MANAGEMENT TEAM TO ACQUIRE PARTNERSHIP INTERESTS AND MANAGEMENT RIGHTS OVER
THE $1.9BN UNLISTED INFRASTRUCTURE FUND FROM BABCOCK & BROWN

    NEW YORK, May 17 /PRNewswire/ -- The management team of Babcock & Brown
Infrastructure Fund North America LP, ("BBIFNA" or the "Fund"), a San
Francisco based unlisted infrastructure fund that owns and manages energy and
infrastructure assets throughout North America, and John Hancock Life
Insurance Company ("John Hancock"), a diversified financial services
organization and an existing limited partner of the Fund, today announced the
acquisition of Babcock & Brown's ("B&B") interests in the Fund as well as
B&B's management rights over the Fund.

    Under the terms of the transaction, the management team has established a
new entity, SteelRiver Infrastructure Partners LP ("SteelRiver"), to acquire
the general partner of the Fund from B&B and will solely manage the Fund's
investments. John Hancock has acquired B&B's limited partner interests in the
Fund. B&B's management rights over the Fund have been acquired by an entity
jointly owned by SteelRiver and John Hancock and will be managed under
contract with SteelRiver. The transaction, which has received strong support
and formal approval from the limited partners of the Fund, follows a
competitive bidding process for the sale of B&B's interests in the Fund, as
part of the group's orderly sell-down program announced to the markets on
February 6, 2009. The transaction also received approval of the Federal Energy
Regulatory Commission.

    As part of the transaction, the SteelRiver team will now provide
management services previously provided by a subsidiary of B&B. Under the
current agreement, the management team expects to amend the name of the Fund
to SteelRiver Infrastructure Fund North America LP in due course.

    "With the financial problems of B&B, the management team has been seeking
a long-term solution that provides stability to the existing fund and allows
our team to best meet our commitments to the limited partners and the other
stakeholders of the Fund," said Chris Kinney, Senior Managing Partner of
SteelRiver and CEO of the Fund. "Other than the transfer of B&B's limited and
general partner interests to John Hancock and the current management group
respectively, the Fund's current investor composition and commitments remain
unchanged. The existing management team of the Fund will remain in place and
the Fund will continue to pursue the same long term investment objectives
within the infrastructure asset class in North America. We are very thankful
to all limited partners in the Fund for their undeterred support throughout
this period of uncertainty for the Fund and our team. We are also pleased to
be able to focus now on continuing our successful investment and asset
management program."

    "We believe that the transaction delivers a number of structural
enhancements including full alignment of interests between the limited
partners and the management team, elimination of potential conflicts of
interest through a full separation from B&B, and a seamless transition to the
new platform with full retention of personnel," said Dennis Mahoney, Senior
Managing Partner of SteelRiver and Head of Origination. "The Fund's management
team has established a stable, cooperative and rewarding culture, evidenced by
low staff turnover, which we expect to remain in place after the transaction."

    John Hancock teamed with SteelRiver in the buyout to protect its existing
investment in the Fund and at the same time acquire additional LP interests
and invest further with a successful team. "We were pleased to underwrite the
transaction for a number of reasons," said John Anderson, Head of Power
Finance at John Hancock. "We very much appreciated the management team's
decisive action to protect Fund value in the face of B&B's financial problems,
and we were quick to commit resources to support them on this. As importantly,
we are impressed with how the team has invested and managed the first half of
the Fund, and welcomed the opportunity to support them with additional capital
in the buyout."

    About Babcock & Brown Infrastructure Fund North America (to be renamed
SteelRiver Infrastructure Fund North America)

    Babcock & Brown Infrastructure Fund North America is a San Francisco
based unlisted infrastructure fund that owns and manages energy and
infrastructure assets throughout North America. The Fund reached final close
in October 2008 securing capital commitments in excess of US$1.9 billion from
leading institutional investors, including public, employee and other pension
plans and insurance companies located throughout North America and Europe.

    The Fund owns Trans Bay Cable, a 400 Megawatt high-voltage direct current
electric submarine cable connecting the cities of Pittsburg, California and
San Francisco; ICS Logistics, a leading operator of break bulk sea ports in
Florida, Louisiana and Alabama. The Fund is the managing member of a
consortium that owns a controlling interest (80%) in Natural Gas Pipeline of
America (NGPL), one of the largest US natural gas pipelines and storage
systems, and has partnered with Knight Inc. (formerly Kinder Morgan), which is
a 20% shareholder of NGPL and serves as the asset operator. In July 2008 the
Fund also entered into a definitive agreement with Dominion Resources, Inc. to
acquire The Peoples Natural Gas Company and Hope Gas, Inc. natural gas
distribution utilities located in Pennsylvania and West Virginia. The
agreement is subject to certain state and federal regulatory approvals.
    

    About SteelRiver Infrastructure Partners

    
    SteelRiver Infrastructure Partners (SteelRiver) is a newly formed
investment management firm of the management team of Babcock & Brown
Infrastructure Fund North America (BBIFNA). Its Managing Partners are
Christopher P. Kinney, CFA, the founding CEO of BBIFNA, former investment
banker at JPMorgan Chase and Barclays Capital and former CFO of the City of
Knoxville; Dennis T. Mahoney, head of origination for Babcock & Brown's
infrastructure business in North America and former investment  banker at
JPMorgan Chase and Barclays Capital; and Michael J. Cyrus, COO of BBIFNA and
former CEO of Cinergy Corp.'s unregulated U.S. and international energy
assets, and Cinergy's regulated gas and electric businesses.

    SteelRiver invests in core infrastructure assets for the long term,
seeking investments in businesses that provide essential services necessary
for human existence with stable cash flows and monopolistic, often regulated,
characteristics. Its investors seek total returns characterized by strong
current yields with low levels of financial leverage and low to moderate risk.
SteelRiver's long term approach to infrastructure investing is characterized
by a significant emphasis on value added through a dedicated, in-house asset
management staff and experienced infrastructure investment management
professionals.
    

    About John Hancock

    
    John Hancock Financial is a unit of Manulife Financial Corporation (the
Company), a leading Canadian-based financial services group serving millions
of customers in 19 countries and territories worldwide. Operating as Manulife
Financial in Canada and in most of Asia, and primarily as John Hancock in the
United States, the Company offers clients a diverse range of financial
protection products and wealth management services through its extensive
network of employees, agents and distribution partners. Funds under management
by Manulife Financial and its subsidiaries were Cdn$405 billion (US$322
billion) as at March 31, 2009. Manulife Financial Corporation trades as 'MFC'
on the TSX, NYSE and PSE, and under '945' on the SEHK. Manulife Financial can
be found on the Internet at www.manulife.com.

    The John Hancock unit, through its insurance companies, comprises one of
the largest life insurers in the United States. John Hancock offers a broad
range of financial products and services, including life insurance, fixed and
variable annuities, fixed products, mutual funds, 401(k) plans, long-term care
insurance, college savings, and other forms of business insurance. Additional
information about John Hancock may be found at www.johnhancock.com.
    




    




For further information:

For further information: Vittorio Lacagnina, Director, Investor
Origination of SteelRiver Infrastructure Partners, +1-212-415-0272,
vittorio.lacagnina@babcockbrown.com; or Brian Carmichael, Director, Corporate
Communications of John Hancock Financial, +1-617-663-4748,
bcarmichael@jhancock.com Web Site: http://www.manulife.com                
http://www.johnhancock.com

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STEELRIVER INFRASTRUCTURE PARTNERS LP

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