BPO.PR.A To Reset To 6.164%

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 AA (“Series AA Shares”) (TSX: BPO.PR.A).

If declared, the fixed quarterly dividends on the Series AA Shares for the five years commencing January 1, 2025 and ending December 31, 2029 will be paid at an annual rate of 6.164% ($0.38525 per share per quarter).

Holders of Series AA Shares have the right, at their option, exercisable not later than 5:00 p.m. (Toronto time) on December 16, 2024, to convert all or part of their Series AA Shares, on a one-for-one basis, into Class AAA Preference Shares, Series BB (the “Series BB Shares”), effective December 31, 2024.

The quarterly floating rate dividends on the Series BB Shares have an annual rate, calculated for each quarter, of 3.15% over the annual yield on three-month Government of Canada treasury bills. The actual quarterly dividend rate for the January 1, 2025 to March 31, 2025 dividend period for the Series BB Shares will be 1.63479% (6.6% on an annualized basis) and the dividend, if declared, for such dividend period will be $0.408698 per share, payable on March 31, 2025.

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

As provided in the share conditions of the Series AA Shares, (i) if Brookfield determines that there would be fewer than 1,000,000 Series AA Shares outstanding after December 31, 2024, all remaining Series AA Shares will be automatically converted into Series BB Shares on a one-for-one basis effective December 31, 2024; and (ii) if Brookfield determines that there would be fewer than 1,000,000 Series BB Shares outstanding after December 31, 2024, no Series AA Shares will be permitted to be converted into Series BB Shares. There are currently 11,845,858 Series AA Shares outstanding.

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

BPO.PR.A was issued as a FixedReset, 4.75%+315, that commenced trading 2014-10-23 after being announced 2014-10-7. BPO.PR.A reset at 4.709% effective 2020-1-1. There was no conversion. The issue is tracked by HIMIPref™ but relegated to the Scraps index on credit concerns.

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