Office Properties Income Trust filed a Form 8-K with the SEC on September 10, 2026, disclosing the pricing of a $425 million aggregate principal amount offering of 8.75% Senior Secured Notes due 2031 in a private placement to qualified institutional buyers.

Key Highlights

  • Offering size: $425 million aggregate principal amount of Senior Secured Notes
  • Coupon rate: 8.75% per annum
  • Maturity: 2031
  • Placement type: Private offering under Rule 144A and Regulation S; notes have not been and will not be registered under the Securities Act
  • Intended use of proceeds: According to the filing, the company intends to repay all outstanding borrowings under its secured revolving credit facility and its secured term loan, subject to the offering closing
  • Signed by: Brian E. Donley, Chief Financial Officer and Treasurer

Office Properties Income Trust Discloses Private Notes Offering Pricing

Office Properties Income Trust (NASDAQ:OPI), a Maryland real estate investment trust headquartered in Newton, Massachusetts, disclosed on September 10, 2026 that it priced a private offering of $425 million in aggregate principal amount of 8.75% Senior Secured Notes due 2031. According to the filing, the offering was made to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, and outside the United States to non-U.S. persons in compliance with Regulation S under the Securities Act.

The filing states that the notes and related guarantees have not been and will not be registered under the Securities Act or any state securities laws, and may not be offered or sold in the United States or to U.S. persons except pursuant to an applicable exemption from registration requirements. A press release announcing the pricing, dated September 10, 2026, was attached as Exhibit 99.1 and incorporated by reference into the filing.

The filing identifies the intended use of net proceeds as repayment of all outstanding borrowings under the company's secured revolving credit facility and its secured term loan. However, the filing notes these forward-looking statements, including the expected closing and use of proceeds, "are not guaranteed to occur and may not occur for various reasons, some of which are beyond our control," and that "the closing of the offering is subject to various customary conditions and contingencies." These statements are the company's own and are subject to its cautionary language regarding forward-looking statements.

What Was Disclosed

Office Properties Income Trust reported the September 10, 2026 pricing of $425 million in 8.75% Senior Secured Notes due 2031 via a Rule 144A and Regulation S private placement, with stated intent to use proceeds to repay outstanding secured credit facility borrowings.