The Toronto-based company announced Wednesday that it has terminated its acquisition of the hotel and casino from a bankruptcy court.
The company planned to buy the defunct casino, built at a cost of $2.4 billion US, for $110 million.
It had planned to revive the resort, shut since June, as Atlantic City makes attempts to reboot its attractiveness as a tourist destination.
A Brookfield spokesman told an Atlantic City newspaper that the decision to withdraw the offer stems from a disagreement with bondholders controlling debt related to Revel's power plant.
Atlantic City is in decline as Americans abandon the gambling habit. About a third of its casinos have closed, including Trump Plaza.