Office Properties Income Trust Prices $300 Million of 2.650% Senior Notes Due 2026

Rhea-AI Summary

Office Properties Income Trust (Nasdaq: OPI) has priced a public offering of $300 million in 2.650% senior notes due 2026. The settlement is expected on May 18, 2021, subject to customary conditions. The proceeds will primarily be used for general business purposes, potentially including the redemption of $310 million of its 5.875% Senior Notes due 2046. The offering is conducted under an effective shelf registration statement filed with the SEC.

Positive

• None.

Negative

• Closing of the Notes offering is contingent on customary underwriting conditions, which may not be satisfied.
• Use of proceeds is dependent on the successful closing of the offering, creating uncertainty.

Office Properties Income Trust (Nasdaq: OPI) today announced that it has priced an underwritten public offering of $300 million of 2.650% senior notes due 2026 (“Notes”). The settlement of this offering is expected to occur on May 18, 2021, subject to customary closing conditions.

OPI expects to use the net proceeds from this offering for general business purposes, which may include redeeming the $310.0 million principal amount outstanding of its 5.875% Senior Notes due 2046, which notes are currently redeemable in whole or in part upon 30 days’ notice without the payment of a premium.

The joint book-running managers for this offering are BofA Securities, Inc., Citigroup Global Markets Inc., Wells Fargo Securities, LLC, PNC Capital Markets LLC, RBC Capital Markets, LLC and Regions Securities LLC. The joint lead managers for this offering are BMO Capital Markets Corp., Mizuho Securities USA LLC, SMBC Nikko Securities America, Inc., Truist Securities, Inc. and U.S. Bancorp Investments, Inc. The co-managers for this offering are Barclays Capital Inc., FHN Financial Securities Corp., Morgan Stanley & Co. LLC, Samuel A. Ramirez & Company, Inc. and UBS Securities LLC.

This offering is being made pursuant to an effective shelf registration statement and prospectus and a related preliminary prospectus supplement filed by OPI with the Securities and Exchange Commission. This press release shall 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 the offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that state or jurisdiction. Copies of the prospectus supplement relating to this offering and the related prospectus may be obtained by contacting the offices of: BofA Securities, Inc. toll-free at 1-800-294-1322, Citigroup Global Markets Inc. toll-free at 1-800-831-9146, PNC Capital Markets LLC toll-free at 1-855-881-0697, RBC Capital Markets, LLC toll-free at 1-866-375-6829, Regions Securities LLC toll-free at 1-800-850-7758, or Wells Fargo Securities, LLC toll-free at 1-800-645-3751.

Office Properties Income Trust is a real estate investment trust, or REIT, focused on owning, operating and leasing properties primarily leased to single tenants and those with high credit quality characteristics such as government entities. OPI is managed by the operating subsidiary of The RMR Group Inc. (Nasdaq: RMR), an alternative asset management company that is headquartered in Newton, Massachusetts.

Warning Concerning Forward-Looking Statements

This press release contains statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and other securities laws. Also, whenever OPI uses words such as “believe”, “expect”, “anticipate”, “intend”, “plan”, “estimate”, “will”, “may” and negatives or derivatives of these or similar expressions, OPI is making forward-looking statements. These forward-looking statements are based upon OPI’s present intent, beliefs or expectations, but forward-looking statements are not guaranteed to occur and may not occur. Actual results may differ materially from those contained in or implied by OPI’s forward-looking statements as a result of various factors. Forward-looking statements involve known and unknown risks, uncertainties and other factors, some of which are beyond OPI's control. For example:

• This press release states that the closing of the Notes offering is expected to occur on May 18, 2021. The closing of this offering is subject to various conditions and contingencies as are customary in underwriting agreements in the United States. If these conditions are not satisfied or the specified contingencies do not occur, this offering may not close.
• OPI’s current intent is to use the proceeds from the Notes offering for general business purposes, which may include redeeming the $310.0 million principal amount outstanding of our 5.875% Senior Notes due 2046; the receipt and use of the proceeds is dependent on the closing of this offering and may not occur.

The information contained in OPI’s filings with the SEC, including under “Risk Factors” in OPI’s periodic reports, or incorporated therein, identifies other important factors that could cause OPI’s actual results to differ materially from those stated in or implied by 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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FAQ

What is the amount of the senior notes offering by OPI?

Office Properties Income Trust is offering $300 million in senior notes.

When is the expected settlement date for OPI's senior notes?

The settlement of the offering is expected on May 18, 2021.

What will the proceeds from OPI's senior notes be used for?

The net proceeds are expected to be used for general business purposes, potentially including redeeming existing senior notes.

What are the terms of the senior notes offered by OPI?

The senior notes have an interest rate of 2.650% and are due in 2026.