BPO.PR.A – Series AA Prospectus – Brookfield Office Properties Inc Preferred Shares

The following is a set of excerpts from the prospectus document for the Series AA preferreds. The excerpts, highlight the most relevant information, an investor should know when analyzing this preferred. A link to the prospectus is provided lower in this page. The original document for BPO.PR.A – Series AA Prospectus – Brookfield Office Properties Inc Preferred Shares was used for the excerpts and the important information was highlighted for quick access.

Follow this link for additional information on Brookfield Office Properties Inc. and a comparison of all Brookfield Office Properties preferred shares available in the Canadian Market today.

Excerpt: Size and initial yield

Number and Designation ofand Rights, Privileges, Restrictions and Conditions Attaching to the Class AAA Preference Shares, Series AA7. CLASS AAA PREFERENCE SHARES, SERIES AA Brookfield Office Properties Inc. (the “Corporation”)The twenty-seventh series of Class AAA Preference Shares of the Corporation shall consist of 12,000,000 Class AAA Preference Shares which shall be designated as Class AAA Preference Shares, Series AA (hereinafter referred to as the “Series AA Shares”) and which, in addition to the rights, privileges, restrictions and conditions attaching to the Class.

Excerpt: Reset Date and Yield Terms

Payment of Dividends Holders of Series AA Shares (the “Holders”) shall be entitled to receive, and the Corporation shall pay thereon, as and when declared by the directors of the Corporation, out of moneys of the Corporation properly applicable to the payment of dividends, cumulative preferential cash dividends (the “Series AA Dividends”) payable quarterly on the last day of March, June, September and December(each, a “Dividend Payment Date”) at the rates herein provided by cheque at par in lawful money of Canada at any branch in Canada of the Corporation’s bankers for the time being or by any other reasonable means the Corporation deems desirable.
(a)During the Initial Fixed Rate Period, the Series AA Dividends payable on the Series AA Shares will be in an annual amount per share equal to the Initial Fixed Dividend Rate, and shall be payable quarterly on each Dividend Payment Date. The initial Series AA Dividend will be payable December 31, 2014 and will be an amount in cash equal to $0.2245per Series AA Share.

On each Dividend Payment Date during the Initial Fixed Rate Period, (other than December 31, 2014)the Series AA Dividend will be equal to $0.29688per share “Annual Fixed Dividend Rate” means, for any Subsequent Fixed Rate Period, the rate (expressed as a percentage rate rounded down to the nearest one hundred-thousandth of one percent (with 0.000005% being rounded up)) equal to the sum of the Government of Canada Yield on the applicable Fixed Rate Calculation Date plus 3.15%.

Excerpt: Conversion Terms

Conversion at the Option of the Holder(a)Subject to applicable law and the terms and provisions hereof, Holders will havethe right, at their option, on each Series AA Conversion Date, to convert, all,or any part of, the then outstanding Series AA Shares registered in the name of the Holder into Class AAA Preference Shares, Series BB (“Series BB Shares”)on the basis of one (1) Series BB Sharefor each Series AA Share. The Corporation shall provide written notice not less than 30 and not more than 60 days prior to the applicable Series AA Conversion Date to the Holders of the conversion privilege provided.