Office Properties Income Trust Prices $300 Million of Senior Secured Notes Due 2029
February 07 2024 - 7:00PM
Business Wire
Announces Notice of Redemption of $350 Million
of Senior Unsecured Notes Maturing in 2024
Office Properties Income Trust (Nasdaq: OPI) today announced
that it has priced $300 million aggregate principal amount of
9.000% senior secured notes due 2029. The closing is expected to
occur on February 12, 2024, subject to the satisfaction of
customary closing conditions. The new notes will be guaranteed by
certain of OPI’s subsidiaries and secured by first-priority liens
on 17 office properties with a gross carrying value of
approximately $574 million and a pledge of the equity interests of
the subsidiary guarantors. The net proceeds from the offering,
after initial purchaser discounts and estimated offering costs, are
expected to be approximately $272 million and will be used,
together with borrowings under OPI's secured revolving credit
facility, to redeem OPI's 4.250% Senior Unsecured Notes due 2024
(the "2024 Notes").
OPI also announced that it will be providing a notice of early
redemption for the 2024 Notes at a redemption price equal to the
principal amount of $350 million, plus accrued and unpaid interest
to, but excluding, the date of redemption. The redemption date will
be March 9, 2024 and the redemption price will be paid on March 11,
2024. The notice of redemption is conditioned upon the closing of
the senior secured notes offering and OPI borrowing under its
secured revolving credit facility on or prior to the redemption
date.
The new notes have not and will not be registered under the
Securities Act of 1933, as amended (the “Securities Act”), or any
state securities laws or the securities laws of any other
jurisdiction, and may not be offered or sold in the United States
absent registration or an applicable exemption from registration
under the Securities Act or any applicable state securities laws.
The new notes will be offered only to persons reasonably believed
to be qualified institutional buyers under Rule 144A under the
Securities Act and outside the United States only to non-U.S.
investors in compliance with Regulation S under the Securities
Act.
This press release does not constitute an offer to sell, or a
solicitation of an offer to buy, nor shall there be any sale of
these securities in any state or jurisdiction in which such an
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of any such state or
jurisdiction. This press release also does not constitute a notice
of redemption with respect to the redemption of OPI’s 4.250% Senior
Unsecured Notes due 2024.
About Office Properties Income Trust
OPI is a national REIT focused on owning and leasing high
quality office and mixed-use properties in select growth-oriented
U.S. markets. As of September 30, 2023, approximately 64% of OPI's
revenues were from investment grade rated tenants. OPI owned and
leased 154 properties as of September 30, 2023, with approximately
20.7 million square feet located in 30 states and Washington, D.C.
In 2023, OPI was named as an Energy Star® Partner of the Year for
the sixth consecutive year. OPI is managed by The RMR Group
(Nasdaq: RMR), a leading U.S. alternative asset management company
with approximately $36 billion in assets under management as of
September 30, 2023, and more than 35 years of institutional
experience in buying, selling, financing and operating commercial
real estate. OPI is headquartered in Newton, MA. For more
information, visit opireit.com.
WARNING REGARDING FORWARD-LOOKING
STATEMENTS
This press release contains forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of 1995
and other securities laws. These statements include statements
about the expected settlement date of the offering of the new
notes, the use of proceeds therefrom and a future draw on OPI's
secured revolving credit facility to fund the redemption of the
4.250% Senior Unsecured Notes due 2024. These forward-looking
statements are based upon OPI’s present intent, beliefs and
expectations, but these statements and the implications of these
statements are not guaranteed to occur and may not occur for
various reasons, some of which are beyond OPI’s control. The
settlement of the senior secured notes offering is subject to
various customary conditions and contingencies. If these conditions
are not satisfied or the specified contingencies do not occur, the
offering may not close. Further, OPI’s current intentions with
respect to the use of the net proceeds from the offering and
borrowings under its secured revolving credit facility to redeem
OPI’s outstanding 4.250% Senior Unsecured Notes due 2024 is
dependent on the closing of the offering and the availability of
borrowings under OPI’s secured revolving credit facility and may
not occur.
The information contained in OPI’s filings with the Securities
and Exchange Commission (“SEC”), including under the caption “Risk
Factors” in OPI’s periodic reports, or incorporated therein,
identifies other important factors that could cause differences
from OPI’s forward-looking statements. OPI’s filings with the SEC
are available on the SEC’s website at www.sec.gov.
You should not place undue reliance upon forward-looking
statements.
Except as required by law, OPI does not intend to update or
change any forward-looking statements as a result of new
information, future events or otherwise.
A Maryland Real Estate Investment Trust with
transferable shares of beneficial interest listed on the Nasdaq. No
shareholder, Trustee or officer is personally liable for any act or
obligation of the Trust.
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version on businesswire.com: https://www.businesswire.com/news/home/20240207944681/en/
Kevin Barry, Senior Director, Investor Relations (617)
219-1410
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