BPO.PR.R To Reset To 4.30%

Brookfield Office Properties Inc., a subsidiary of Brookfield Property Partners L.P., has announced (on 2021-9-1):

the reset dividend rate and conversion privileges on its Class AAA Preference Shares, Series R (“Series R Shares”) (TSX: BPO.PR.R) and Class AAA Preference Shares, Series S (“Series S Shares”) (TSX: BPO.PR.S).

Series R Shares

If declared, the fixed quarterly dividends on the Series R Shares for the five years commencing October 1, 2021 and ending September 30, 2026 will be paid at an annual rate of 4.30% ($0.26875 per share per quarter).

Holders of Series R Shares have the right, at their option, exercisable no later than 5:00 p.m. (Toronto time) on September 15, 2021, to convert all or part of their Series R Shares, on a one-for-one basis, into Class AAA Preference Shares, Series S (the “Series S Shares”), effective September 30, 2021.

The quarterly floating rate dividends on the Series S Shares have an annual rate, calculated for each quarter, of 3.48% over the annual yield on three-month Government of Canada treasury bills. The actual quarterly dividend rate for the October 1, 2021 to December 31, 2021 dividend period for the Series S Shares will be 0.92252% (3.66% on an annualized basis) and the dividend, if declared, for such dividend period will be $0.23063 per share, payable on December 31, 2021.

Holders of Series R Shares are not required to elect to convert all or any part of their Series R Shares into Series S Shares.

As provided in the share conditions of the Series R Shares, (i) if Brookfield determines that there would be fewer than 1,000,000 Series S Shares outstanding after September 30, 2021, all remaining Series R Shares will be automatically converted into Series S Shares on a one-for-one basis effective September 30, 2021; and (ii) if Brookfield determines that there would be fewer than 1,000,000 Series S Shares outstanding after September 30, 2021, no Series R Shares will be permitted to be converted into Series S Shares. There are currently 8,883,425 Series R Shares outstanding.

Series S Shares

Holders of Series S Shares have the right, at their option, exercisable no later than 5:00 p.m. (Toronto time) on September 15, 2021, to convert all or part of their Series S Shares, on a one-for-one basis, into the Series R Shares, effective September 30, 2021.

Holders of Series S Shares are not required to elect to convert all or any part of their Series S Shares into Series R Shares.

As provided in the share conditions of the Series S Shares, (i) if Brookfield determines that there would be fewer than 1,000,000 Series R Shares outstanding after September 30, 2021, all remaining Series S Shares will be automatically converted into Series R Shares on a one-for-one basis effective September 30, 2021; and (ii) if Brookfield determines that there would be fewer than 1,000,000 Series R Shares outstanding after September 30, 2021, no Series S Shares will be permitted to be converted into Series R Shares. There are currently 1,116,575 Series S Shares outstanding.

BPO.PR.R was issued as a 5.10%+348 FixedReset that commenced trading 2011-9-2 after being announced 2011-8-25. The issue reset to 4.155% in 2016 and there was an 11% conversion to the FloatingReset BPO.PR.S.

BPO.PR.S is a FloatingReset, Bills+348, that arose via a partial conversion from BPO.PR.R in 2016.

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