Terms

Series

6.375% Class A Cumulative Redeemable Perpetual Preferred Units, Series 2

Liquidation Preference

$25.00

Coupon Rate

6.375%

Rate Type

Fixed

Annual Dividend

$1.59

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

Yes

Convertible

No

Callable

Yes

First Call Date

September 30, 2024

First Call Price

$25.00

Redemption Notice Period

30 days

Capital Stack Ranking

Junior To: All Existing And Future Indebtedness Of Bpy, Senior Securities, All Existing And Future Debt Obligations Of Subsidiaries, Capital Stock Of Subsidiaries Held By Others, Series 1, 2 And 3 Class A Preferred Units Of The Property Partnership Held By Third Parties; Pari Passu With: Series 1 Preferred Units (6.50% Class A Cumulative Redeemable Perpetual Preferred Units), Other Parity Securities As Defined; Senior To: Lp Units, Junior Securities (All Classes Of Limited Partner Interests Ranking Junior To Class A Preferred Units)

Regulatory (Basel III) Call

No

Tax Classification

Mlp K1

Qualifies for QDI

No

Qualifies for DRD

No

Shares Offered

10,000,000

Prospectus Summary

Brookfield Property Partners L.P. (BPY), a Bermuda exempted limited partnership and global commercial real estate owner, is offering 10,000,000 units of its 6.375% Class A Cumulative Redeemable Perpetual Preferred Units, Series 2 (BPYPO), at a liquidation preference of $25.00 per unit, callable at par on or after September 30, 2024. These are not depositary shares — each unit is a direct preferred limited partnership interest. Distributions accrue at $1.5938 per unit annually ($0.3984 per quarter), paid on the last day of March, June, September, and December. Critically, the units are cumulative, meaning any unpaid distributions must be made whole before any distributions can be paid on junior securities such as LP Units — providing holders meaningful downside protection against distribution omissions. The Series 2 Preferred Units rank junior to all of BPY's existing and future debt ($51.6 billion consolidated as of June 2019) and any designated Senior Securities, pari passu with the Series 1 Preferred Units (6.50%) and other Parity Securities, and senior to LP Units and other Junior Securities. Importantly, as a holding-company issuance, the units are structurally subordinated to all debt and preferred equity at the subsidiary level — including the Property Partnership's own class A preferred units held by third parties. There is no traditional regulatory capital call; however, a Ratings Event call permits BPY to redeem the units at $25.50 (102% of par) if a rating agency reduces the equity credit assigned to the units prior to September 30, 2024, reflecting an unusual form of capital-classification risk. At the $25.00 offering price, the Series 2 Preferred Units yield exactly 6.375% per annum. Distributions are paid quarterly on the last day of March, June, September, and December, with a record date set as the first Business Day of the payment month. Because BPY is a Bermuda limited partnership — not a U.S. corporation — distributions are generally treated as partnership income rather than qualified dividends, meaning they likely do not qualify for the 15%/20% preferential QDI rate available to individual investors, nor the dividends-received deduction for corporate holders; investors should consult their tax advisors. The dividend stopper prevents any distribution on LP Units or other junior interests unless all accumulated and unpaid Series 2 distributions have been satisfied, providing a meaningful structural incentive for BPY to keep preferred distributions current.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If full cumulative distributions on the Series 2 Preferred Units and any parity securities have not been paid through the most recent distribution payment dates, no distributions may be declared or paid on junior securities (including LP Units), except distributions payable solely in junior securities.

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 52 (Average)