{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-23-100781","form_type":"8-K","ticker":"CDP","cik":"0000860546","company_name":"COPT DEFENSE PROPERTIES","filed_at":"2023-09-14T23:59:59+00:00","discovered_at":"2026-05-14T18:03:36.805539+00:00","generated_at":"2026-06-10T18:17:47.991611+00:00","sec_items":["1.01","2.03","3.02","9.01"],"event_type":"debt","sentiment":"neutral","materiality_score":0.65,"calibrated_materiality_score":0.65,"confidence":"high","headline":"Corporate Office Properties Trust issues $345M in 5.25% exchangeable notes due 2028","bullets":["Issued $345M aggregate principal (incl. $45M greenshoe) of 5.25% Senior Exchangeable Notes due 2028.","Net proceeds ~$336M; used for debt repayment, pre-funding development, and general corporate purposes.","Notes exchangeable at 33.3739 common shares per $1,000 principal (exchange price ~$29.96, 22.5% premium to $24.46 close).","Interest payable semi-annually March/September, beginning March 15, 2024; maturity September 15, 2028.","Entered into registration rights agreement requiring shelf registration or prospectus supplement within 90 days."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-23-100781","json":"https://secwatch.observer/filing/0001104659-23-100781.json","markdown":"https://secwatch.observer/filing/0001104659-23-100781.md","text":"https://secwatch.observer/filing/0001104659-23-100781.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/860546/000110465923100781/0001104659-23-100781-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/860546/000110465923100781/tm2326134d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-10T18:17:47.991611+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"8bd2da1827cf615c8b8fa2c836b443c0e9f67212","claim":"COPT DEFENSE PROPERTIES incurred senior notes of $345 million with Wells Fargo Securities, LLC as representative of the initial purchasers at 5.25% per year maturing September 15, 2028.","evidence_excerpt":"On September 12, 2023, Corporate Office Properties, L.P. (the \"Issuer\"), the operating partnership of Corporate Office Properties Trust (the \"Guarantor\"), issued $345 million aggregate principal amount of its 5.25% Exchangeable Senior Notes due 2028 (the \"Notes\"), which included $45 million principal amount of Notes purchased pursuant to the full exercise of the option granted to the Initial Purchasers (as defined below) pursuant to the Purchase Agreement (as defined below).","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/860546/000110465923100781/0001104659-23-100781-index.htm","confidence":0.99,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"senior notes"},{"label":"Principal","value":"$345 million"},{"label":"Counterparty","value":"Wells Fargo Securities, LLC as representative of the initial purchasers"},{"label":"Rate","value":"5.25% per year"},{"label":"Maturity","value":"September 15, 2028"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"8c0afa25734f04d92242ecc16d06f8e02e70f400","claim":"COPT DEFENSE PROPERTIES entered into Indenture with U.S. Bank Trust Company, National Association, as trustee (effective 2023-09-12).","evidence_excerpt":"The Notes and the Guarantee were issued pursuant to an indenture, dated as of September 12, 2023 (the \"Indenture\"), among the Issuer, the Guarantor and U.S. Bank Trust Company, National Association, as trustee","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/860546/000110465923100781/0001104659-23-100781-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"U.S. Bank Trust Company, National Association, as trustee"},{"label":"Effective","value":"2023-09-12"}],"fact_type":"material_agreement"},{"claim_id":"ee5ef7ef897b2299c1a3eb17663e75b15af58ac4","claim":"COPT DEFENSE PROPERTIES entered into Purchase Agreement with Wells Fargo Securities, LLC, as representative of the several initial purchasers named therein (effective 2023-09-07).","evidence_excerpt":"the Issuer and the Guarantor entered into a Purchase Agreement dated September 7, 2023 (the \"Purchase Agreement\") with Wells Fargo Securities, LLC, as representative of the several initial purchasers named therein","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/860546/000110465923100781/0001104659-23-100781-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"notes offering"},{"label":"Counterparty","value":"Wells Fargo Securities, LLC, as representative of the several initial purchasers named therein"},{"label":"Effective","value":"2023-09-07"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}