Introduction
Office Properties Income Trust (OPI) filed Chapter 11 on October 30, 2025, in the Southern District of Texas. The case involved 122 properties and hundreds of millions in secured debt amid an office market still working through weak demand.
This article covers OPI's business, why it filed, its capital structure, the DIP financing, the confirmed plan, creditor disputes, and the latest case status.
Verify every figure, date, and plan term against the live docket. The case moved through amended plans, mediated settlements, and a confirmation order, and later filings may supersede what is described here.
Key Takeaways
- Heavy interest costs, weak cash flow, and near-term maturities pushed OPI into Chapter 11.
- The plan combined DIP financing, new secured notes, debt-for-equity swaps, and a rights offering.
- Old common shares were cancelled with no distribution; creditors received new notes or equity.
- Confirmation came April 22, 2026, and OPI emerged June 17, 2026.
Why Office Properties Income Trust Filed for Chapter 11
The business and portfolio
OPI is a Maryland REIT formed in 2009 and externally managed by The RMR Group. At December 31, 2025, its 2025 Form 10-K reported 122 wholly owned properties, about 17.1 million rentable square feet, and 78.2% occupancy across 212 tenants.
The U.S. government accounted for roughly 17.2% of annualized rental income. Alphabet/Google (5.9%), Bank of America (4.5%), and Northrop Grumman (2.8%) were among the investment-grade tenants. At September 30, 2025, its portfolio spanned 29 states and the District of Columbia.
Financial strain
The same 10-K shows the squeeze:
- Net loss of $272.4 million in 2025, up from $136.1 million in 2024
- Interest expense of $203.5 million, up from $163.7 million
- Operating cash flow of negative $6.6 million, versus positive $67.2 million the prior year
- A going-concern warning citing insufficient liquidity to meet obligations as they came due
Market conditions made recovery harder. OPI pointed to remote work and tenant consolidation as drivers. CBRE's Q3 2025 report put national office vacancy at 18.8%, which is market context rather than an OPI-specific figure.
Maturities and out-of-court efforts
At September 30, 2025, OPI had $325 million drawn on its $325 million revolver and $100 million on a term loan, all maturing January 29, 2027. Borrowing cost was 7.7%.
OPI tried to fix this outside court. In 2025 it sold six properties (about 406,000 square feet) for $40.1 million, planning to repay debt with the proceeds.
In March 2025 it swapped $20.99 million of unsecured notes for $14.439 million of new 8.00% priority guaranteed unsecured notes. These steps did not close the gap, and the company filed seven months later.
OPI's Capital Structure and Restructuring Plan
What OPI owed
The September 30, 2025 10-Q lists these obligations, shown at carrying value rather than face principal:
| Obligation | Carrying value |
|---|---|
| 3.250% senior secured notes due 2027 | $369.3 million |
| 9.000% senior secured notes due March 2029 | $279.9 million |
| 9.000% senior secured notes due September 2029 | $632.7 million |
| 8.000% priority guaranteed unsecured notes due 2030 | $18.1 million |
| 3.450% senior unsecured notes due 2031 | $101.7 million |
| 6.375% senior unsecured notes due 2050 | $157.2 million |
| Mortgage notes | $173.6 million |
A Prosperity Metro Plaza joint-venture mortgage of $49.3 million at 4.09%, due December 1, 2029, is also disclosed.
Why the collateral was complicated
Liens were split into silos at year-end 2025:
- 35 properties: first-lien collateral for the March 2027 notes
- 19 properties: secured the September 2029 notes, second-lien behind the 2027 notes
- 17 properties: backed $300 million of 9.000% March 2029 notes
- 19 properties: first-lien for the credit agreement and second-lien for $610 million of 9.000% secured notes
Overlapping liens made valuation and the split of reorganized equity contested. Confirm lien scope against the underlying instruments.
From RSA to confirmed plan
On October 30, 2025, OPI signed a Restructuring Support Agreement with an ad hoc group of September 2029 secured noteholders. It proposed a comprehensive restructuring and new RMR management arrangements.
The deal changed through mediation. The unsecured creditors' committee settled around February 24, 2026, and a separate 2027 Notes mediation followed. The Fourth Amended Joint Plan was filed April 21, 2026, and confirmed April 22.
Confirmed treatment by class
- 2027 secured notes: $385 million of new 8.375% senior secured notes due 2029
- September 2029 secured notes: $300 million of new 10.000% senior secured notes due 2031
- Unsecured notes: 6.3% of reorganized common equity; September 2029 unsecured claims, 5.3%
- Priority guaranteed unsecured notes: 100% recovery in reorganized equity
- DIP claims: reorganized equity
- Trade and vendor claims: paid in full in cash
- General unsecured claims of $25,000 or less: paid in full in cash
- Existing shareholders: no distribution; shares cancelled
One discrepancy deserves care. The plan summary cites $300 million of 10.000% notes for the September 2029 claims, while the post-emergence 10-Q reports $420 million of new 10.000% notes issued. Public summaries do not clearly reconcile the $120 million difference, so verify the figures against the effective-date documents. Enterprise value and recovery estimates are not readily available in the disclosed materials.
DIP Financing, Creditor Disputes, and Stakeholder Outcomes
The DIP facility
OPI needed fresh liquidity to run properties, pay professionals, and keep tenants served. The DIP agreement provided up to $125 million, backstopped by certain September 2029 noteholders.
Key terms:
- 12.00% cash interest and a 2.25% upfront fee
- Superpriority administrative status and first-priority liens on specified assets
- Initial maturity 185 days after the petition date, later extended to May 31, 2026
- Interim order November 5, 2025; final order February 4, 2026
OPI gave notice on April 5 that it would equitize the facility. At emergence, the DIP terminated and allowed DIP claims were paid with 11,056,417 reorganized shares.
Disputes
Mediation covered both the unsecured committee and the 2027 noteholders. Kroll's docket lists two adversary proceedings: Office Properties Income Trust v. UMB Bank, National Association (Adv. No. 25-03802) and UMB Bank, National Association v. Helix Partners Management, LP, et al. (Adv. No. 26-03016). A June 22, 2026 dismissal order names the 2027 Ad Hoc Group and UMB Bank, though publicly available materials do not clearly identify which proceeding or on what grounds.
Specific DIP objections and any ruling on March 2027 Notes OID or unmatured-interest disputes are not readily available in public summaries. Confirm details on the docket before drawing conclusions.
Who ended up where
- Shareholders: old shares cancelled, no distribution
- Secured noteholders: new secured notes
- Unsecured noteholders: small slices of reorganized equity
- Trade vendors: paid in full in cash
- DIP lenders: reorganized equity
- RMR: amended management agreements with a five-year term expiring June 17, 2031, plus 439,072 common shares (2.0% of outstanding)
- Tenants: no separate treatment is set out in the confirmed plan materials
OPI said new shares were expected to trade on Nasdaq as "OPI" starting June 18, 2026; confirm current listing status on Nasdaq.
Case Timeline and Current Status
Chronology
- October 30, 2025: petition filed, RSA signed (Case No. 25-90530)
- November 5-6, 2025: interim DIP order; initial $10 million draw
- January 28-29, 2026: final DIP hearing; final order February 4
- February 2026: committee settlement, then 2027 Notes mediation
- April 5, 2026: notice of intent to equitize DIP
- April 21-22, 2026: Fourth Amended Plan filed and confirmed
- June 17, 2026: plan effective; OPI emerged, with a $35 million rights offering and a $714 million reduction in aggregate debt
- June 29, 2026: all Debtor cases closed except SIR Santa Clara LP (Case No. 25-90592), pending a final decree
Where things stand
The latest record shows a First Omnibus Claims Objection hearing listed for September 16, 2026. That is a hearing listing, not an outcome. Check the live Kroll docket for anything later.
What to watch next
- Claims objections and disallowances
- Final decree in the remaining SIR Santa Clara case
- Reorganized-company governance and post-emergence reporting
- RMR arrangement developments
- Property sales and tenant news
Professionals tracking cases like this can use BankruptcyData for docket monitoring and case alerts across the lifecycle. Start with primary documents: the court docket, the Kroll site, and SEC filings.
This summary is informational and is not legal or financial advice.
Frequently Asked Questions
What debts are not dischargeable in bankruptcy?
It depends on the debtor, debt type, and chapter. Section 523 lists exceptions, and § 1141(d)(2) applies them to individual Chapter 11 debtors. A corporate Chapter 11 like OPI's follows § 1141, not individual Chapter 7 rules.
How can I check the bankruptcy docket to see if someone has filed for bankruptcy?
Use the PACER Case Locator for federal court records, or the case's claims-agent site. You typically need the debtor's name or case number. For OPI, search Case No. 25-90530.
Will my bank account be frozen if I file Chapter 7 bankruptcy?
Bank freezes are a personal Chapter 7 concern and are not automatic. OPI filed a corporate Chapter 11, so individual account freezes do not apply to this case.
What happened to OPI shareholders in Chapter 11?
Under the confirmed plan, pre-effective-date common shares were cancelled with no distribution. Newly issued shares went to creditors and other plan participants.
What is the latest status of the Office Properties Income Trust bankruptcy case?
OPI emerged June 17, 2026, and all cases but SIR Santa Clara LP closed June 29. A September 16, 2026 claims objection hearing was listed. Check Kroll's live docket for updates.
