Dated September 4, 2019

Registration Statement No. 333-223199-01

Relating to

Preliminary Prospectus Supplement Dated September 4, 2019 and

Prospectus dated February 23, 2018

Issuer:

Simon Property Group, L.P.

Legal Format:

SEC Registered

Expected Ratings*:

A2 (stable) / A (stable) (Moody’s/S&P)

Size:

$1,250,000,000

Maturity Date:

September 13, 2029

Coupon (Interest Rate):
Interest Payment Dates:

2.450% per annum
March 13 and September 13, commencing March 13, 2020

Benchmark Treasury:

1.625% due August 15, 2029

Benchmark Treasury Price and Yield:

101-13; 1.472%

Spread to Benchmark Treasury:

+110 basis points

Yield to Maturity:

2.572%

Initial Price to Public:

98.930% plus accrued interest from September 13, 2019 if settlement occurs after that date

Redemption Provision:

Make-whole call prior to June 13, 2029 based on U.S. Treasury +20 basis points or at par on or after June 13, 2029

Settlement Date:

T+7; September 13, 2019

CUSIP / ISIN:

828807 DF1 / US828807DF17

Joint Book-Running Managers:

BofA Securities, Inc.

Citigroup Global Markets Inc.

Mizuho Securities USA LLC

Barclays Capital Inc.

BBVA Securities Inc.

Credit Suisse Securities (USA) LLC

Deutsche Bank Securities Inc.

Morgan Stanley & Co. LLC

Santander Investment Securities Inc.

SG Americas Securities, LLC

SunTrust Robinson Humphrey, Inc.

Wells Fargo Securities, LLC

Co-Managers:

ING Financial Markets LLC

MUFG Securities Americas Inc.

Regions Securities LLC

Samuel A. Ramirez & Company, Inc.

Use of Proceeds:

The Issuer intends to use the net proceeds of the offering to:

·              fund the early redemption in the fourth quarter, together with the applicable make-whole premium, of:

·                  50% of its 2.375% notes due October 2, 2020 with an aggregate principal amount of €750 million (approximate USD equivalent of $852.8 million, as of June 30, 2019),

·                  100% of its 4.375% notes due March 1, 2021 with an aggregate principal amount of $900 million,

·                  100% of its 4.125% notes due December 1, 2021 with an aggregate principal amount of $700 million, and

·                  100% of its 3.375% notes due March 15, 2022 with an aggregate principal amount of $600 million;

·              repay a portion of the indebtedness outstanding under its global unsecured commercial paper note program; and

·              use any remaining net proceeds for general business purposes.

In connection with the optional redemptions referenced above, a one-time charge of approximately $118 million, or approximately $0.33 per share, to Net Income and Funds From Operations is expected to be recorded in the fourth quarter of 2019.