UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

_________________________ 

FORM 8-K

_________________________ 

CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934

Date of Report (Date of earliest event reported):
May 6, 2019

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Brookfield Property REIT Inc.
(Exact name of registrant as specified in its charter)

Delaware	001-34948	27-2963337
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

250 Vesey Street, 15th Floor, New York, NY	10281
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (212) 417-7000

_________________________ 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instructions A.2.):

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act or Rule 12b-2 of the Exchange Act.

Emerging growth companyo

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.     o 

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Stock, par value $0.01 per share	BPR	Nasdaq Global Select Market
6.375% Series A Cumulative Perpetual Redeemable Preferred Stock, par value $0.01 per share	BPRAP	Nasdaq Global Select Market

Item 2.02. Results of Operations and Financial Condition.

On May 6, 2019, Brookfield Property REIT Inc. (the “Company”) disclosed the following financial information:

The following is the Company’s balance sheet as at March 31, 2019 and December 31, 2018.

Brookfield Property REIT Inc.

CONDENSED CONSOLIDATED BALANCE SHEETS

(UNAUDITED)

	March 31, 2019			December 31,  2018
Assets:
Investment in real estate:
Land	$	2,707,917		$	2,706,701
Buildings and equipment		10,903,813			10,774,079
Less accumulated depreciation		(2,291,563	)		(2,214,603	)
Construction in progress		522,233			576,695
Net property and equipment		11,842,400			11,842,872
Investment in Unconsolidated Real Estate Affiliates		5,381,821			5,385,582
Net investment in real estate		17,224,221			17,228,454
Cash and cash equivalents		200,786			247,019
Accounts receivable, net		222,840			222,562
Notes receivable		247,094			256,937
Deferred expenses, net		145,166			145,631
Prepaid expenses and other assets		351,377			313,648
Deferred tax assets, net		615,450			619,275
Total assets	$	19,006,934		$	19,033,526
Liabilities:
Mortgages, notes and loans payable (including related party debt of $341.8 million)	$	13,498,426		$	12,589,649
Investment in Unconsolidated Real Estate Affiliates		62,868			124,627
Accounts payable and accrued expenses		880,051			953,369
Dividend payable		49,119			4,668
Junior subordinated notes		206,200			206,200
Total liabilities		14,696,664			13,878,513
Redeemable equity interests		2,069,999			2,305,895
Redeemable noncontrolling interests		62,119			73,696
Total redeemable interests		2,132,118			2,379,591
Equity:
Total stockholders' equity		668,142			1,221,826
Noncontrolling interests		1,510,010			1,553,596
Total equity		2,178,152			2,775,422
Total liabilities, redeemable interests and equity	$	19,006,934		$	19,033,526

The following is the Company’s income statement for the three months ended March 31, 2019 and March 31, 2018.  

Brookfield Property REIT Inc.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(UNAUDITED)

	Three Months Ended March 31,
	2019			2018
Revenues:
Rental revenues, net	$	323,020		$	531,769
Management fees and other corporate revenues		41,188			25,766
Other		12,175			16,631
Total revenues		376,383			574,166
Expenses:
Real estate taxes		40,855			59,733
Property maintenance costs		10,061			14,713
Marketing		904			1,417
Other property operating costs		43,422			71,752
Provision for doubtful accounts		—			3,429
Property management and other costs		56,054			39,574
General and administrative		5,413			12,247
Costs related to the BPY Transaction		8,339			—
Provision for impairment		—			38,379
Depreciation and amortization		118,799			185,393
Total expenses		283,847			426,637
Interest and dividend income		8,422			9,148
Interest expense		(154,706	)		(137,925	)
Gains from changes in control of investment properties and other, net		—			12,664
(Loss) income before income taxes, equity in income of Unconsolidated Real Estate Affiliates, and allocation to noncontrolling interests		(53,748	)		31,416
(Provision for) benefit from income taxes		(4,450	)		280
Equity (loss) in income of Unconsolidated Real Estate Affiliates		(7,873	)		23,839
Unconsolidated Real Estate Affiliates - gain on investment, net		104,354			10,361
Net income		38,283			65,896
Allocation to noncontrolling interests		(6,633	)		(1,860	)
Net income attributable to Brookfield Property REIT Inc.		31,650			64,036

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	BROOKFIELD PROPERTY REIT INC.
Date: May 6, 2019	By:	/s/ Michelle Campbell
	Name:	Michelle Campbell
	Title:	Secretary