BPO.PR.P To Reset At 4.536%

Brookfield Office Properties Inc., a subsidiary of Brookfield Property Partners L.P., has announced:

the reset dividend rate on its Class AAA Preference Shares, Series P (“Series P Shares”) (TSX: BPO.PR.P

Series P Shares

If declared, the fixed quarterly dividends on the Series P Shares for the five years commencing April 1, 2022 and ending March 31, 2027 will be paid at an annual rate of 4.536% ($0.2835 per share per quarter).

Holders of Series P Shares have the right, at their option, exercisable not later than 5:00 p.m. (Toronto time) on March 15, 2022, to convert all or part of their Series P Shares, on a one-for-one basis, into Class AAA Preference Shares, Series Q (the “Series Q Shares”), effective March 31, 2022.

The quarterly floating rate dividends on the Series Q Shares have an annual rate, calculated for each quarter, of 3.0% over the annual yield on three-month Government of Canada treasury bills. The actual quarterly dividend rate for the April 1, 2022 to June 30, 2022 dividend period for the Series Q Shares will be 0.90252% (3.62% on an annualized basis) and the dividend, if declared, for such dividend period will be $0.22563 per share, payable on June 30, 2022.

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

As provided in the share conditions of the Series P Shares, (i) if Brookfield determines that there would be fewer than 1,000,000 Series P Shares outstanding after March 31, 2022, all remaining Series P Shares will be automatically converted into Series Q Shares on a one-for-one basis effective March 31, 2022; and (ii) if Brookfield determines that there would be fewer than 1,000,000 Series Q Shares outstanding after March 31, 2022, no Series P Shares will be permitted to be converted into Series Q Shares. There are currently 12,000,000 Series P Shares outstanding.

The Toronto Stock Exchange (“TSX”) has conditionally approved the listing of the Series Q Shares effective upon conversion. Listing of the Series Q Shares is subject to Brookfield fulfilling all the listing requirements of the TSX and, upon approval, the Series Q Shares will be listed on the TSX under the trading symbol “BPO.PR.Q”.

BPO.PR.P was issued as a FixedReset, 5.15%+300, that commenced trading 2010-10-21 after being announced 2010-10-13. The issue reset to 4.161% in 2016; I recommended against conversion; and there was no conversion.

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