6-K
Brookfield Property Partners L.P. (BPYPP)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSIONWashington, D.C. 20549
FORM 6-K
Reportof Foreign Private Issuer Pursuant to
Rule13a-16 or 15d-16
Underthe Securities Exchange Act of 1934
For the month of August 2023
Commission File Number 001-35505
BROOKFIELD PROPERTY PARTNERS L.P.
(Exact name of registrant as specified in its charter)
73 Front Street, Hamilton, HM 12 Bermuda
(Address of principal executive offices)
Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.
Form 20-F x Form 40-F ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): ¨
Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): ¨
DOCUMENTS FILED AS PART OF THIS FORM 6-K
See the Exhibit List to this Form 6-K.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| Date: August 15, 2023 | Brookfield PROPERTY PARTNERS L.P.,<br><br> <br>by its general partner, Brookfield Property Partners<br> Limited | |
|---|---|---|
| By: | /s/ “Jane Sheere” | |
| Name: | Jane Sheere | |
| Title: | Secretary |
EXHIBIT LIST
Exhibit 99.1
BROOKFIELD PROPERTY PARTNERS DECLARES QUARTERLYDIVIDENDS ON LISTED PREFERRED UNITS
All dollar references are in U.S. dollars,unless noted otherwise.
BROOKFIELD NEWS,August 11, 2023 – Brookfield Property Partners (“BPY” or the "Partnership") announced today that the Board of Directors has declared quarterly distributions on the Partnership’s Class A Nasdaq-listed BPYPP, BPYPO, BPYPN and BPYPM (TSX: BPYP.PR.A) preferred units of $0.40625 per unit, $0.3984375 per unit, $0.359375 per unit and $0.390625 per unit, respectively, payable on September 29, 2023, to holders of record at the close of business on September 1, 2023.
# # #
Brookfield Property Partners
Brookfield Property Partners is one of the world’s premier real estate companies. We own and operate iconic properties in the world’s major markets, and our global portfolio includes office, retail, multifamily, logistics, hospitality, single-family rentals, manufactured housing, student housing and self-storage.
Brookfield Property Partners is a subsidiary of Brookfield Corporation (NYSE: BN, TSX: BN). More information is available at www.brookfield.com.
Contact:
Rachel Nappi
Director, Investor Relations
Tel.: (212) 417-7169
Email: Rachel.Nappi@brookfield.com
1
Exhibit 99.2
BROOKFIELD PROPERTY PARTNERS L.P.
SECOND AMENDMENT TO THETHIRD AMENDED AND RESTATED MASTER SERVICES AGREEMENT
THISAMENDMENT (the “Amendment”) to the Third Amended and Restated Master Services Agreement dated as of August 3, 2021 (the “Agreement”) between Brookfield Property Partners L.P. (the “Partnership”) and Brookfield Corporation (formerly known as Brookfield Asset Management Inc.), inter alias, is dated August 11, 2023. Capitalized terms used but not defined herein shall have the meanings set forth in the Agreement.
WHEREAS, the undersigned desire to amend the Agreement, with respect to the definition of Management Fee under the Agreement, as set out herein;
NOWTHEREFORE,
| 1. | Amendment to Article 1 |
|---|
Section 1.1.41 is hereby deleted in its entirety and replaced with the following:
“Management Fee” means, with respect to any Quarter, an amount equal to the sum of (a) 0.2625% of the sum of the following amounts, if any, each of which shall be calculated by the BPY General Partner, acting reasonably, as of the last day of the Quarter immediately preceding such Quarter: (i) the Equity Attributable to Core Assets and (ii) the carrying value of the Outstanding non-voting common shares of CanHoldco and (b) any fees payable, which have not already been paid, by any member of the BPY Group in respect of such Quarter in connection with the commitment by the BPY Group to private real estate funds of any member of the Service Provider Group (or any Affiliate thereof) but for the election by the BPY Group for such fees to be added to the Management Fee, excluding any accrued fees that have not become due and payable (for greater certainty, such excluded accrued fees may include fees that are not yet subject to a capital call by the applicable private real estate fund), without duplication of the payment of any such fees;
| 2. | The amendment contained herein to Sections 1.1.41 will apply commencing January 1, 2023. |
|---|---|
| 3. | This Amendment shall be governed by and construed in accordance with the laws of the Province of Ontario<br>and the federal laws of Canada applicable therein. |
| --- | --- |
| 4. | Except as modified herein, all terms and conditions of the Agreement shall remain in full force and effect. |
| --- | --- |
| 5. | This Amendment may be executed in any number of counterparts, each of which shall be deemed to be an original<br>and all of which shall be construed together as one agreement. |
| --- | --- |
[Remainder of this page left blank intentionally.]
INWITNESS WHEREOF, the undersigned have executed this Amendment as of August 11, 2023.
| BROOKFIELD CORPORATION | |
|---|---|
| By: | /s/ Kathy Sarpash |
| Name: Kathy Sarpash<br><br> <br>Title: Managing Director, Legal &<br> Regulatory | |
| BROOKFIELD PROPERTY PARTNERS L.P., | |
| --- | --- |
| By: | BROOKFIELD PROPERTY PARTNERS LIMITED, its general partner |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary | |
| BROOKFIELD PROPERTY L.P. | |
| --- | --- |
| By: | BROOKFIELD PROPERTY PARTNERS L.P., its managing general partner |
| By: | BROOKFIELD PROPERTY PARTNERS LIMITED, its general partner |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary |
[Second Amendment to Amended and Restated MasterServices Agreement]
| Brookfield Global Property Advisor Limited | |
|---|---|
| By: | /s/ Philippa Elder |
| Name: Philippa Elder<br><br> <br>Title: Director | |
| BROOKFIELD PROPERTY GROUP LLC | |
| --- | --- |
| By: | /s/ Brett Fox |
| Name: Brett Fox<br><br> <br>Title: Managing Partner | |
| BROOKFIELD ASSET MANAGEMENT PRIVATE INSTITUTIONAL CAPITAL ADVISER US, LLC | |
| --- | --- |
| By: | /s/ Brett Fox |
| Name: Brett Fox<br><br> <br>Title: Managing Partner | |
| BROOKFIELD PROPERTY GROUP (CANADA) L.P., | |
| --- | --- |
| By: | BPG MANAGER HOLDINGS GP ULC, its general partner |
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Vice President |
[Second Amendment to Amended and Restated MasterServices Agreement]
| Brookfield Asset Management Services Srl | |
|---|---|
| By: | /s/ Gregory McConnie |
| Name: Gregory McConnie<br><br> <br>Title: Manager | |
| Brookfield Private Capital (DIFC) Limited | |
| --- | --- |
| By: | /s/ Swati Mandava |
| Name: Swati Mandava<br><br> <br>Title: Director | |
| Brookfield Property Group Australia Pty Ltd. | |
| --- | --- |
| By: | /s/ Mandy Chiang |
| Name: Mandy Chiang<br><br> <br>Title: Secretary | |
| BROOKFIELD PROPERTIES RETAIL HOLDING LLC | |
| --- | --- |
| By: | /s/ Brett Fox |
| Name: Brett Fox<br><br> <br>Title: Senior Vice President and<br> Secretary |
[Second Amendment to Amended and Restated MasterServices Agreement]
| BPR OP, LP | |
|---|---|
| By: | BPR REAL ESTATE HOLDING II, LLC, its general partner |
| By: | /s/ Jack Kanter |
| Name: Jack Kanter<br><br> <br>Title: Secretary | |
| BROOKFIELD BPY HOLDINGS INC. | |
| --- | --- |
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Assistant Secretary | |
| BPY BERMUDA HOLDINGS LIMITED | |
| --- | --- |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary | |
| BPY BERMUDA HOLDINGS II LIMITED | |
| --- | --- |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary | |
| BROOKFIELD BPY PROPERTY HOLDINGS I LLC | |
| --- | --- |
| By: | /s/ Michelle L. Campbell |
| Name: Michelle L. Campbell<br><br> <br>Title: Senior Vice President and<br> Secretary |
[Second Amendment to Amended and Restated MasterServices Agreement]
| BROOKFIELD BPY PROPERTY HOLDINGS III LLC | |
|---|---|
| By: | /s/ Michelle L. Campbell |
| Name: Michelle L. Campbell<br><br> <br>Title: Senior Vice President and<br> Secretary | |
| BROOKFIELD BPY RETAIL HOLDINGS I LLC | |
| --- | --- |
| By: | /s/ Michelle L. Campbell |
| Name: Michelle L. Campbell<br><br> <br>Title: Senior Vice President | |
| BPY BERMUDA HOLDINGS III LIMITED | |
| --- | --- |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary | |
| BROOKFIELD BPY RETAIL HOLDINGS II INC. | |
| --- | --- |
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Assistant Secretary | |
| BOP (GERMANY) HOLDINGS LTD. | |
| --- | --- |
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Vice President |
[Second Amendment to Amended and Restated MasterServices Agreement]
| BROOKFIELD OFFICE PROPERTIES INC. | |
|---|---|
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Vice President | |
| BROOKFIELD PROPERTY SPLIT CORP. | |
| --- | --- |
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Vice President | |
| BP US REIT LLC | |
| --- | --- |
| By: | /s/ Michelle L. Campbell |
| Name: Michelle L. Campbell<br><br> <br>Title: Senior Vice President | |
| BOP () LTD. | |
| --- | |
| By: | |
All values are in US Dollars.
| BOP (OPE) HOLDINGS LTD. |
|---|
| By: |
All values are in Euros.
[Second Amendment to Amended and Restated MasterServices Agreement]
| BOPA HOLDINGS LTD. | |
|---|---|
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Vice President | |
| BPY BERMUDA HOLDINGS IV LIMITED | |
| --- | --- |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary | |
| BPY BERMUDA HOLDINGS V LIMITED | |
| --- | --- |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary | |
| BPY BERMUDA HOLDINGS VI LIMITED | |
| --- | --- |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary | |
| BPY BERMUDA HOLDINGS VII LIMITED | |
| --- | --- |
| By: | /s/ Jane Sheere |
| Name: Jane Sheere<br><br> <br>Title: Secretary |
[Second Amendment to Amended and Restated MasterServices Agreement]
| BPR HOLDING REIT I LLC | |
|---|---|
| By: | /s/ Michelle L. Campbell |
| Name: Michelle L. Campbell<br><br> <br>Title: Senior Vice President | |
| BPY HOLDING REIT II LLC | |
| --- | --- |
| By: | /s/ Michelle L. Campbell |
| Name: Michelle L. Campbell<br><br> <br>Title: Senior Vice President | |
| BROOKFIELD PROPERTIES (CANADA) INC. | |
| --- | --- |
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Vice President | |
| BROOKFIELD BPY HOLDINGS (AUSTRALIA) ULC | |
| --- | --- |
| By: | /s/ Michelle Seto |
| Name: Michelle Seto<br><br> <br>Title: Assistant Secretary | |
| BOP AUSTRALIA PTY LTD, as trustee for and on behalf of BOPA TRUST | |
| --- | --- |
| By: | /s/ Mandy Chiang |
| Name: Mandy Chiang<br><br> <br>Title: Secretary |
[Second Amendment to Amended and Restated MasterServices Agreement]
| BROOKFIELD PROPERTY PARTNERS (AUSTRALIA) PTY LIMITED, as trustee for and on behalf of BROOKFIELD BPY TRUST (AUSTRALIA) | |
|---|---|
| By: | /s/ Mandy Chiang |
| Name: Mandy Chiang<br><br> <br>Title: Secretary |
[Second Amendment to Amended and Restated MasterServices Agreement]