Filed Pursuant to Rule 433
Free Writing Prospectus
Registration No. 333-235277-01
March 2, 2021
BRIXMOR OPERATING PARTNERSHIP LP
Pricing Term Sheet
$350,000,000 2.250% Senior Notes due 2028
This pricing term sheet supplements, and should be read in conjunction with, the preliminary prospectus supplement, dated March 2, 2021, of Brixmor Operating Partnership LP (“we,” “our,” or “us”) and the accompanying prospectus, dated December 20, 2019, and the documents incorporated and deemed to be incorporated by reference therein.
| Issuer: | Brixmor Operating Partnership LP | |
| Expected Ratings (Moody’s / S&P / Fitch)*: | Baa3 / BBB- / BBB- | |
| Security Type: | Senior Unsecured Notes | |
| Pricing Date: | March 2, 2021 | |
| Settlement Date: | March 5, 2021 (T+3) | |
| Maturity Date: | April 1, 2028 | |
| Interest Payment Dates: | April 1 and October 1, commencing October 1, 2021 | |
| Principal Amount: | $350,000,000 | |
| Public Offering Price: | 99.817% of the Principal Amount | |
| Net Proceeds to the Issuer, Before Expenses and Accrued and Unpaid Interest: | $347,172,000 | |
| Benchmark Treasury: | 1.125% due February 29, 2028 | |
| Benchmark Treasury Price / Yield: | 100-10 / 1.078% | |
| Spread to Benchmark Treasury: | +120 basis points | |
| Yield to Maturity: | 2.278% | |
| Coupon: | 2.250% | |
| Optional Redemption Provisions: | ||
| Make-whole call: Par Call: |
Make-whole call at T + 20 basis points On or after February 1, 2028 (two months prior to the maturity date) | |
| CUSIP / ISIN: | 11120VAK9 / US11120VAK98 | |
| Joint Book-Running Managers: | Barclays Capital Inc. J.P. Morgan Securities LLC Truist Securities, Inc. Wells Fargo Securities, LLC BMO Capital Markets Corp. BNY Mellon Capital Markets, LLC Citigroup Global Markets Inc. Mizuho Securities USA LLC RBC Capital Markets, LLC | |
| Senior Co-Managers: | Regions Securities LLC TD Securities (USA) LLC | |
| Co-Managers: | MUFG Securities Americas Inc. Samuel A. Ramirez & Company, Inc. | |
*Note: A securities rating is not a recommendation to buy, sell or hold securities and may be subject to revision or withdrawal at any time.
Brixmor Operating Partnership LP has filed a registration statement (including a preliminary prospectus supplement and a prospectus) with the U.S. Securities and Exchange Commission (SEC) for the offering to which this communication relates. Before you invest, you should read the prospectus supplement for this offering, the issuer’s prospectus in that registration statement and any other documents the issuer or Brixmor Property Group Inc. has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by searching the SEC online data base (EDGAR) on the SEC web site at http://www.sec.gov. Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus supplement and prospectus if you request it by calling Barclays Capital Inc. toll-free at (888) 603-5847, by calling J.P. Morgan Securities LLC collect at (212) 834-4533, by calling Truist Securities, Inc. collect at (800) 685-4786, or by calling Wells Fargo Securities, Inc. toll-free at 1-800-645-3751.
Under Rule 15c6-1 of the Securities Exchange Act of 1934, as amended, trades in the secondary market generally are required to settle in two business days, unless the parties to such trade expressly agree otherwise. Accordingly, purchasers who wish to trade the Notes on the pricing date will be required, by virtue of the fact that the Notes initially will settle in three business days (T+3), to specify alternative settlement arrangements to prevent a failed settlement.