Brandywine Realty Trust filed a Form 8-K with the SEC on August 17, 2026, disclosing that its operating partnership has commenced concurrent cash tender offers for up to $100,000,000 in aggregate principal amount of two series of outstanding guaranteed notes.

Key Highlights

  • Total offer size: Brandywine Operating Partnership, L.P. is seeking to purchase up to $100,000,000 in aggregate principal amount of outstanding notes across two series.
  • 2028 Notes cap: The offer for the 7.550% guaranteed notes due 2028 is capped at up to $50,000,000 in aggregate principal amount.
  • 2029 Notes cap: The offer for the 8.875% guaranteed notes due 2029 is also capped at up to $50,000,000 in aggregate principal amount.
  • Expiration date: The tender offers are scheduled to expire at 5:00 p.m., New York City time, on August 21, 2026, unless extended or earlier terminated.
  • Anticipated settlement: The Operating Partnership anticipates making initial payment for accepted notes on August 25, 2026.
  • Accrued interest: Holders will receive accrued and unpaid interest from the last interest payment date up to, but not including, the settlement date, in addition to the applicable tender offer consideration.

Brandywine Operating Partnership Commences Dual-Series Note Buyback

According to the filing, Brandywine Operating Partnership, L.P., the operating partnership of Brandywine Realty Trust (NYSE:BDN), a Maryland real estate investment trust, commenced the concurrent but separate cash tender offers on August 17, 2026. The two offers target different series of outstanding guaranteed notes, each with its own series cap of $50,000,000, for a combined maximum of $100,000,000 in aggregate principal amount. The filing notes that the offers are concurrent but legally separate transactions.

The filing discloses that the complete terms and conditions of the tender offers are set forth in an offer to purchase that will be sent to registered holders of the notes. Holders who validly tender and have their notes accepted for purchase will receive the applicable tender offer consideration, as determined in the manner described in the offer to purchase, along with accrued and unpaid interest. That interest accrues from the last interest payment date up to, but not including, the anticipated settlement date of August 25, 2026. The filing was signed by Thomas E. Wirth, Executive Vice President and Chief Financial Officer, on behalf of both Brandywine Realty Trust and Brandywine Operating Partnership, L.P.

The information disclosed under Item 7.01 of the filing, including the attached press release furnished as Exhibit 99.1, is stated in the filing as not "filed" for purposes of Section 18 of the Securities Exchange Act of 1934 and is not subject to the liabilities of that section, nor incorporated by reference into other filings except as expressly specified.

What Was Disclosed

Brandywine Realty Trust's August 17, 2026 Form 8-K disclosed that its operating partnership launched cash tender offers for up to $100,000,000 of its 7.550% guaranteed notes due 2028 and 8.875% guaranteed notes due 2029, each series capped at $50,000,000, with offers set to expire August 21, 2026 and settlement anticipated August 25, 2026.