|
|
|
ý
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
|
Boston Properties, Inc.
|
Delaware
|
04-2473675
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification Number)
|
|
|
|
Boston Properties Limited Partnership
|
Delaware
|
04-3372948
|
|
(State or other jurisdiction of incorporation or organization)
|
(I.R.S. Employer Identification Number)
|
|
|
|
|
Prudential Center, 800 Boylston Street, Suite 1900
Boston, Massachusetts
|
02199-8103
|
|
(Address of principal executive offices)
|
(Zip Code)
|
Securities registered pursuant to Section 12(b) of the Act:
|
||
Registrant
|
Title of each class
|
Name of exchange on which registered
|
Boston Properties, Inc.
|
Common Stock, par value $.01 per share
|
New York Stock Exchange
|
Boston Properties, Inc.
|
Depository Shares Each Representing 1/100th of a share of 5.25% Series B Cumulative Redeemable Preferred Stock, par value $0.01 per share
|
New York Stock Exchange
|
Securities registered pursuant to Section 12(g) of the Act:
|
|
Registrant
|
Title of each class
|
Boston Properties Limited Partnership
|
Units of Limited Partnership
|
|
•
|
enhances investors’ understanding of BXP and BPLP by enabling investors to view the business as a whole in the same manner as management views and operates the business;
|
•
|
eliminates duplicative disclosure and provides a more concise and readable presentation because a substantial portion of the disclosure applies to both BXP and BPLP; and
|
•
|
creates time and cost efficiencies through the preparation of one combined report instead of two separate reports.
|
•
|
Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities;
|
•
|
Item 6. Selected Financial Data;
|
•
|
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations includes information specific to each entity, where applicable;
|
•
|
Item 7. Liquidity and Capital Resources includes separate reconciliations of amounts to each entity’s financial statements, where applicable;
|
•
|
Item 8. Financial Statements and Supplementary Data which includes the following specific disclosures for BXP and BPLP:
|
•
|
Item 15. Financial Statement Schedule—Schedule III.
|
|
|
|
ITEM NO.
|
DESCRIPTION
|
PAGE NO.
|
|
|
|
|
||
1.
|
||
1A.
|
||
1B.
|
||
2.
|
||
3.
|
||
4.
|
||
|
|
|
|
||
5.
|
||
6.
|
||
7.
|
||
7A.
|
||
8.
|
||
9.
|
||
9A.
|
||
9B.
|
||
|
|
|
|
||
10.
|
||
11.
|
||
12.
|
||
13.
|
||
14.
|
||
|
|
|
|
||
15.
|
||
16.
|
•
|
167
office properties (including
eight
properties under construction/redevelopment);
|
•
|
six
residential properties (including
four
under construction);
|
•
|
five
retail properties; and
|
•
|
one
hotel.
|
•
|
to target a few carefully selected geographic markets: Boston, Los Angeles, New York, San Francisco and Washington, DC, and to be one of the leading, if not the leading, owners, developers and managers in each of those markets with a full-service office in each market providing property management, leasing, development, construction and legal expertise. We select markets and submarkets with a diverse economic base and a deep pool of prospective tenants in various industries and where tenants have demonstrated a preference for high-quality office buildings and other facilities. Additionally, our markets
|
•
|
to emphasize markets and submarkets within those markets where the difficulty of receiving the necessary approvals for development and the necessary financing constitute high barriers to the creation of new supply, and where skill, financial strength and diligence are required to successfully develop, finance and manage high-quality office, research and development space, as well as selected retail and residential space;
|
•
|
to take on complex, technically challenging development projects, leveraging the skills of our management team to successfully develop, acquire or reposition properties that other organizations may not have the capacity or resources to pursue;
|
•
|
to own and develop high-quality real estate designed to meet the demands of today’s tenants who require sophisticated telecommunications and related infrastructure, support services, sustainable features and amenities, and to manage those facilities so as to become the landlord of choice for both existing and prospective clients;
|
•
|
to opportunistically acquire assets that increase our market share in the markets in which we have chosen to concentrate, as well as potential new markets, which exhibit an opportunity to improve or preserve returns through repositioning (through a combination of capital improvements and shift in marketing strategy), changes in management focus and leasing;
|
•
|
to explore joint venture opportunities with existing property owners located in desirable locations, who seek to benefit from the depth of development and management expertise we are able to provide and our access to capital, and/or to explore joint venture opportunities with strategic institutional partners, leveraging our skills as owners, operators and developers of Class A office space and mixed-use complexes;
|
•
|
to pursue on a selective basis the sale of properties or interests therein, including core properties, to either (1) take advantage of the demand for our premier properties and realize the value we have created or (2) pare from our portfolio properties that we believe have slower future growth potential;
|
•
|
to seek third-party development contracts to enable us to retain and utilize our existing development and construction management staff, especially when our internal development is less active or when new development is less-warranted due to market conditions; and
|
•
|
to enhance our capital structure through our access to a variety of sources of capital and proactively manage our debt expirations. In the current economic climate with relatively low interest rates we have and will continue to attempt to lower the cost of our debt capital and seek opportunities to lock in such low rates through early debt repayment, refinancings and interest rate hedges.
|
•
|
our control of sites (including sites under contract or option to acquire) in our markets that could support in excess of 12.2 million additional square feet of new office, retail and residential development;
|
•
|
our reputation gained through
48
years of successful operations and the stability and strength of our existing portfolio of properties;
|
•
|
our relationships with leading national corporations, universities and public institutions, including government agencies, seeking new facilities and development services;
|
•
|
our relationships with nationally recognized financial institutions that provide capital to the real estate industry;
|
•
|
our track record and reputation for executing acquisitions efficiently provide comfort to domestic and foreign institutions, private investors and corporations who seek to sell commercial real estate in our market areas;
|
•
|
our ability to act quickly on due diligence and financing;
|
•
|
our relationships with institutional buyers and sellers of high-quality real estate assets;
|
•
|
our ability to procure entitlements from multiple municipalities to develop sites and attract land owners to sell or partner with us; and
|
•
|
our relationship with domestic and foreign investors who seek to partner with companies like ours.
|
•
|
Development in selected submarkets.
We believe the selected development of well-positioned office buildings, residential buildings and mixed-use complexes is justified in our markets. We believe in acquiring land after taking into consideration timing factors relating to economic cycles and in response to market conditions that allow for its development at the appropriate time. While we purposely concentrate in markets with high barriers-to-entry, we have demonstrated throughout our
48
-year history, an ability to make carefully timed land acquisitions in submarkets where we can become one of the market leaders in establishing rent and other business terms. We believe that there are opportunities at key locations in our existing and other markets for a well-capitalized developer to acquire land with development potential.
|
•
|
Acquisition of assets and portfolios of assets from institutions or individuals.
We believe that due to our size, management strength and reputation, we are well positioned to acquire portfolios of assets or individual properties from institutions or individuals if valuations meet our criteria. In addition, we believe that our market knowledge and our liquidity and access to capital may provide us with a competitive advantage when pursuing acquisitions. Opportunities to acquire properties may also come through the purchase of first mortgage or mezzanine debt. We are also able to appeal to sellers wishing to contribute on a tax-deferred basis their ownership of property for equity in a diversified real estate operating company that offers liquidity through access to the public equity markets in addition to a quarterly distribution. Our ability to offer common and preferred units of limited partnership in BPLP to sellers who would otherwise recognize a taxable gain upon a sale of assets for cash or BXP’s common stock may facilitate this type of transaction on a tax-efficient basis. Recent Treasury Regulations, may limit certain of the tax benefits previously available to sellers in these transactions.
|
•
|
Acquisition of underperforming assets and portfolios of assets
. We believe that because of our in-depth market knowledge and development experience in each of our markets, our national reputation with brokers, financial institutions, owners of real estate and others involved in the real estate market and our access to competitively-priced capital, we are well-positioned to identify and acquire existing, underperforming properties for competitive prices and to add significant additional value to such properties through our effective marketing strategies, repositioning/redevelopment expertise and a responsive property management program.
|
•
|
Cultivate existing submarkets and long-term relationships with credit tenants.
In choosing locations for our properties, we have paid particular attention to transportation and commuting patterns, physical environment, adjacency to established business centers and amenities, proximity to sources of business growth and other local factors.
|
•
|
Directly manage our office properties to maximize the potential for tenant retention.
We provide property management services ourselves, rather than contracting for this service, to maintain awareness of and responsiveness to tenant needs. We and our properties also benefit from cost efficiencies produced by an experienced work force attentive to preventive maintenance and energy management and from our continuing programs to assure that our property management personnel at all levels remain aware of their important role in tenant relations. In addition, we reinvest in our properties by adding new services and amenities that are desirable to our tenants.
|
•
|
Replace tenants quickly at best available market terms and lowest possible transaction costs
. We believe that we are well-positioned to attract new tenants and achieve relatively high rental and occupancy rates as a result of our well-located, well-designed and well-maintained properties, our reputation for high-quality building services and responsiveness to tenants, and our ability to offer expansion and relocation alternatives within our submarkets.
|
•
|
Extend terms of existing leases to existing tenants prior to expiration
. We have also successfully structured early tenant renewals, which have reduced the cost associated with lease downtime while securing the tenancy of our highest quality credit-worthy tenants on a long-term basis and enhancing relationships.
|
Independent Director
|
|
Audit
|
|
Compensation
|
|
Nominating and
Corporate Governance
|
||||||
Bruce W. Duncan
|
|
|
|
|
|
|
X
|
|
|
|
|
|
Karen E. Dykstra
|
|
|
X
|
|
|
|
|
|
|
|
|
|
Carol B. Einiger
|
|
|
|
|
|
|
X
|
*
|
|
|
|
|
Dr. Jacob A. Frenkel
|
|
|
|
|
|
|
|
|
|
|
X
|
*
|
Joel I. Klein
**
|
|
|
|
|
|
|
|
|
|
|
X
|
|
Matthew J. Lustig
|
|
|
|
|
|
|
|
|
|
|
X
|
|
Alan J. Patricof
|
|
|
X
|
|
|
|
|
|
|
|
X
|
|
Martin Turchin
|
|
|
X
|
|
|
|
|
|
|
|
|
|
David A. Twardock
|
|
|
X
|
*
|
|
|
X
|
|
|
|
|
|
•
|
The Board of Directors has adopted charters for each of its Audit, Compensation and Nominating and Corporate Governance Committees. A copy of each of these charters is available on our website at http://www.bostonproperties.com under the heading “Corporate Governance” and subheading “Committees and Charters.”
|
•
|
The Board of Directors has adopted Corporate Governance Guidelines, a copy of which is available on our website at http://www.bostonproperties.com under the heading “Corporate Governance” and subheading “Governance Guidelines.”
|
•
|
The Board of Directors has adopted a Code of Business Conduct and Ethics, which governs business decisions made and actions taken by BXP’s directors, officers and employees. A copy of this code is available on our website at http://www.bostonproperties.com under the heading “Corporate Governance” and subheading “Code of Conduct and Ethics.” BXP intends to disclose on this website any amendment to, or waiver of, any provisions of this Code applicable to the directors and executive officers of BXP that would otherwise be required to be disclosed under the rules of the SEC or the New York Stock Exchange.
|
•
|
The Board of Directors has established an ethics reporting system that employees may use to anonymously report possible violations of the Code of Business Conduct and Ethics, including concerns regarding questionable accounting, internal accounting controls or auditing matters, by telephone or over the internet.
|
•
|
The Board of Directors has adopted a Policy on our Political Spending, a copy of which is available on our website at http://www.bostonproperties.com under the heading “Corporate Governance” and subheading “Policy on Political Spending.”
|
•
|
For tax years beginning before January 1, 2026, non-corporate taxpayers are permitted to take a deduction for certain pass-through business income, including dividends received from REITs that are not designated as capital gain dividends or qualified dividend income, subject to certain limitations.
|
•
|
The maximum U.S. federal income tax rate for corporations has been reduced from 35% to 21%, and corporate alternative minimum tax has been eliminated for corporations, which would generally reduce the amount of U.S. federal income tax payable by our taxable REIT subsidiaries and by us to the extent we were subject corporate U.S. federal income tax (for example, if we distributed less than 100% of our taxable income or recognized built-in gains in assets acquired from C corporations). In addition, the maximum withholding rate on distributions by us to non-U.S. stockholders that are treated as attributable to gain from the sale or exchange of a U.S. real property interest is reduced from 35% to 21%.
|
•
|
Certain new limitations on the deductibility of interest expense now apply, which limitations may affect the deductibility of interest paid or accrued by us or our taxable REIT subsidiaries. Alternatively, we may be able to avoid the new limitations on interest expense by irrevocably electing to treat an investment as an “electing real property trade or business.” As a consequence of making such election, we would be required to use an alternative depreciation system with generally longer recovery periods. We will determine whether to make such an election for any investment held through an entity we control.
|
•
|
Certain new limitations on net operating losses now apply, which limitations may affect net operating losses generated by us or our taxable REIT subsidiaries.
|
•
|
New accounting rules generally require us to recognize certain income items for federal income tax purposes no later than when we take the item into account for financial statement purposes, which may accelerate our recognition of certain income items.
|
•
|
downturns in the national, regional and local economic conditions (particularly increases in unemployment);
|
•
|
competition from other office, hotel, retail and residential buildings;
|
•
|
local real estate market conditions, such as oversupply or reduction in demand for office, hotel, retail or residential space;
|
•
|
changes in interest rates and availability of financing;
|
•
|
vacancies, changes in market rental rates and the need to periodically repair, renovate and re-let space;
|
•
|
changes in space utilization by our tenants due to technology, economic conditions and business culture;
|
•
|
increased operating costs, including insurance expense, utilities, real estate taxes, state and local taxes and heightened security costs;
|
•
|
civil disturbances, earthquakes and other natural disasters or terrorist acts or acts of war which may result in uninsured or underinsured losses or decrease the desirability to our tenants in impacted locations;
|
•
|
significant expenditures associated with each investment, such as debt service payments, real estate taxes, insurance and maintenance costs which are generally not reduced when circumstances cause a reduction in revenues from a property;
|
•
|
declines in the financial condition of our tenants and our ability to collect rents from our tenants; and
|
•
|
decreases in the underlying value of our real estate.
|
•
|
we may be unable to proceed with the development of properties because we cannot obtain financing on favorable terms or at all;
|
•
|
we may incur construction costs for a development project that exceed our original estimates due to increases in interest rates and increased materials, labor, leasing or other costs, which could make completion of the project less profitable because market rents may not increase sufficiently to compensate for the increase in construction costs;
|
•
|
we may be unable to obtain, or face delays in obtaining, required zoning, land-use, building, occupancy, and other governmental permits and authorizations, which could result in increased costs and could require us to abandon our activities entirely with respect to a project;
|
•
|
we may abandon development opportunities after we begin to explore them and as a result we may lose deposits or fail to recover expenses already incurred;
|
•
|
we may expend funds on and devote management’s time to projects that we do not complete;
|
•
|
we may be unable to complete construction and/or leasing of a property on schedule or at all; and
|
•
|
we may suspend development projects after construction has begun due to changes in economic conditions or other factors, and this may result in the write-off of costs, payment of additional costs or increases in overall costs when the development project is restarted.
|
•
|
we may lease developed properties at rental rates that are less than the rates projected at the time we decide to undertake the development;
|
•
|
operating expenses and construction costs may be greater than projected at the time of development, resulting in our investment being less profitable than we expected; and
|
•
|
occupancy rates and rents at newly developed properties may fluctuate depending on a number of factors, including market and economic conditions, and may result in our investments being less profitable than we expected or not profitable at all.
|
•
|
the financial condition of our tenants, many of which are media and technology, financial, legal and other professional firms, may be adversely affected, which may result in tenant defaults under leases due to bankruptcy, lack of liquidity, operational failures or for other reasons;
|
•
|
significant job losses in the financial and professional services industries may occur, which may decrease demand for our office space, causing market rental rates and property values to be negatively impacted;
|
•
|
our ability to borrow on terms and conditions that we find acceptable, or at all, may be limited, which could reduce our ability to pursue acquisition and development opportunities and refinance existing debt, reduce our returns from our acquisition and development activities and increase our future interest expense;
|
•
|
reduced values of our properties may limit our ability to dispose of assets at attractive prices or to obtain debt financing secured by our properties and may reduce the availability of unsecured loans;
|
•
|
the value and liquidity of our short-term investments and cash deposits could be reduced as a result of a deterioration of the financial condition of the institutions that hold our cash deposits or the institutions or assets in which we have made short-term investments, a dislocation of the markets for our short-term investments, increased volatility in market rates for such investments or other factors;
|
•
|
one or more lenders under our line of credit could refuse to fund their financing commitment to us or could fail and we may not be able to replace the financing commitment of any such lenders on favorable terms, or at all; and
|
•
|
to the extent we enter into derivative financial instruments, one or more counterparties to our derivative financial instruments could default on their obligations to us, or could fail, increasing the risk that we may not realize the benefits of these instruments.
|
(1)
|
Except for the Series B Cumulative Redeemable Preferred Stock, which have been valued at the liquidation preference of $2,500 per share, values based on the closing price per share of BXP’s Common Stock on
February 22, 2018
of $118.47.
|
(2)
|
Includes 1,042,247 LTIP Units (including 118,067 2012 OPP Units, 85,405 2013 MYLTIP Units, 25,107 2014 MYLTIP Units and 28,771 2015 MYLTIP Units), but excludes an aggregate of 1,216,019 MYLTIP Units granted between 2016 and 2018.
|
•
|
even if we enter into an acquisition agreement for a property, we may be unable to complete that acquisition after making a non-refundable deposit and incurring certain other acquisition-related costs;
|
•
|
we may be unable to obtain or assume financing for acquisitions on favorable terms or at all;
|
•
|
acquired properties may fail to perform as expected;
|
•
|
the actual costs of repositioning, redeveloping or maintaining acquired properties may be greater than our estimates;
|
•
|
the acquisition agreement will likely contain conditions to closing, including completion of due diligence investigations to our satisfaction or other conditions that are not within our control, which may not be satisfied;
|
•
|
acquired properties may be located in new markets, either within or outside the United States, where we may face risks associated with a lack of market knowledge or understanding of the local economy, lack of business relationships in the area, costs associated with opening a new regional office and unfamiliarity with local governmental and permitting procedures;
|
•
|
we may acquire real estate through the acquisition of the ownership entity subjecting us to the risks of that entity; and
|
•
|
we may be unable to quickly and efficiently integrate new acquisitions, particularly acquisitions of portfolios of properties, into our existing operations, and this could have an adverse effect on our results of operations and financial condition.
|
•
|
liabilities for clean-up of undisclosed environmental contamination;
|
•
|
claims by tenants, vendors or other persons against the former owners of the properties;
|
•
|
liabilities incurred in the ordinary course of business; and
|
•
|
claims for indemnification by general partners, directors, officers and others indemnified by the former owners of the properties.
|
•
|
we may be unable to acquire a desired property because of competition from other well-capitalized real estate investors, including publicly traded and private REITs, institutional investment funds and other real estate investors; and
|
•
|
even if we are able to acquire a desired property, competition from other real estate investors may significantly increase the purchase price.
|
•
|
we could become engaged in a dispute with any of our joint venture partners that might affect our ability to develop, finance or operate a property and could lead to the sale of either parties' ownership interest or the property;
|
•
|
some of our joint ventures are subject to debt and in the current credit markets the refinancing of such debt may require equity capital calls;
|
•
|
our joint venture partners may default on their obligations necessitating that we fulfill their obligation ourselves;
|
•
|
our joint venture partners may have different objectives than we have regarding the appropriate timing and terms of any sale or refinancing of properties or the commencement of development activities;
|
•
|
our joint venture partners may be structured differently than us for tax purposes and this could create conflicts of interest;
|
•
|
our joint venture partners may have competing interests in our markets that could create conflicts of interest;
|
•
|
our joint ventures may be unable to repay any amounts that we may loan to them; and
|
•
|
our joint venture agreements may contain provisions limiting the liquidity of our interest for sale.
|
•
|
our hotel property competes for guests with other hotels, a number of which may have greater marketing and financial resources than our hotel-operating business partners;
|
•
|
if there is an increase in operating costs resulting from inflation and other factors, our hotel-operating business partners may not be able to offset such increase by increasing room rates;
|
•
|
our hotel property is subject to the fluctuating and seasonal demands of business travelers and tourism; and
|
•
|
our hotel property is subject to general and local economic and social conditions that may affect demand for travel in general, including war and terrorism.
|
•
|
direct obligations issued by the U.S. Treasury;
|
•
|
obligations issued or guaranteed by the U.S. government or its agencies;
|
•
|
taxable municipal securities;
|
•
|
obligations (including certificates of deposit) of banks and thrifts;
|
•
|
commercial paper and other instruments consisting of short-term U.S. dollar denominated obligations issued by corporations and banks;
|
•
|
repurchase agreements collateralized by corporate and asset-backed obligations;
|
•
|
both registered and unregistered money market funds; and
|
•
|
other highly rated short-term securities.
|
•
|
properly manage and maintain the asbestos;
|
•
|
notify and train those who may come into contact with asbestos; and
|
•
|
undertake special precautions, including removal or other abatement, if asbestos would be disturbed during renovation or demolition of a building.
|
•
|
the environmental assessments and updates did not identify or properly address all potential environmental liabilities;
|
•
|
a prior owner created a material environmental condition that is not known to us or the independent consultants preparing the assessments;
|
•
|
new environmental liabilities have developed since the environmental assessments were conducted; and
|
•
|
future uses or conditions such as changes in applicable environmental laws and regulations could result in environmental liability for us.
|
•
|
disrupt the proper functioning of our networks and systems and therefore our operations and/or those of certain of our tenants;
|
•
|
result in misstated financial reports, violations of loan covenants, missed reporting deadlines and/or missed permitting deadlines;
|
•
|
result in our inability to properly monitor our compliance with the rules and regulations regarding BXP’s qualification as a REIT;
|
•
|
result in the unauthorized access to, and destruction, loss, theft, misappropriation or release of, proprietary, confidential, sensitive or otherwise valuable information of ours or others, which others could use to compete against us or which could expose us to damage claims by third-parties for disruptive, destructive or otherwise harmful purposes and outcomes;
|
•
|
result in our inability to maintain the building systems relied upon by our tenants for the efficient use of their leased space;
|
•
|
require significant management attention and resources to remedy any damages that result;
|
•
|
subject us to claims for breach of contract, damages, credits, penalties or termination of leases or other agreements; and
|
•
|
damage our reputation among our tenants and investors generally.
|
•
|
BXP would not be allowed a deduction for dividends paid to stockholders in computing its taxable income and would be subject to federal income tax at regular corporate rates;
|
•
|
BXP also could be subject to the federal alternative minimum tax for tax years ending before January 1, 2018 and possibly increased state and local taxes; and
|
•
|
unless BXP is entitled to relief under statutory provisions, BXP could not elect to be subject to tax as a REIT for four taxable years following the year during which it was disqualified.
|
•
|
delay or prevent a change of control over BXP or a tender offer, even if such action might be beneficial to BXP’s stockholders; and
|
•
|
limit BXP’s stockholders’ opportunity to receive a potential premium for their shares of common stock over then-prevailing market prices.
|
•
|
holders of partnership interests in BPLP, including BXP, must vote on the matter;
|
•
|
BXP must vote its partnership interests in the same proportion as its stockholders voted on the transaction; and
|
•
|
the result of the vote of holders of partnership interests in BPLP must be such that had such vote been a vote of stockholders, the business combination would have been approved.
|
•
|
the extent of investor interest in our securities;
|
•
|
the general reputation of REITs and the attractiveness of our equity securities in comparison to other equity securities, including securities issued by other real estate-based companies;
|
•
|
our underlying asset value;
|
•
|
investor confidence in the stock and bond markets, generally;
|
•
|
national economic conditions;
|
•
|
changes in tax laws;
|
•
|
our financial performance;
|
•
|
changes in our credit ratings; and
|
•
|
general stock and bond market conditions, including changes in interest rates.
|
Properties
|
|
Location
|
|
% Leased as of
December 31, 2017 (1) |
|
|
|
Number
of
Buildings
|
|
Net
Rentable
Square Feet
|
|
|
|||
Office
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
767 Fifth Avenue (the General Motors Building) (60% ownership)
|
|
New York, NY
|
|
90.6
|
%
|
|
|
|
1
|
|
|
1,855,282
|
|
|
|
200 Clarendon Street
|
|
Boston, MA
|
|
92.1
|
%
|
|
|
|
1
|
|
|
1,764,440
|
|
|
|
399 Park Avenue
|
|
New York, NY
|
|
75.8
|
%
|
|
|
|
1
|
|
|
1,723,871
|
|
|
|
601 Lexington Avenue (55% ownership) (2)
|
|
New York, NY
|
|
98.7
|
%
|
|
|
|
1
|
|
|
1,437,044
|
|
|
|
Times Square Tower (55% ownership)
|
|
New York, NY
|
|
95.8
|
%
|
|
|
|
1
|
|
|
1,252,109
|
|
|
|
100 Federal Street (55% ownership)
|
|
Boston, MA
|
|
93.5
|
%
|
|
|
|
1
|
|
|
1,247,849
|
|
|
|
800 Boylston Street - The Prudential Center
|
|
Boston, MA
|
|
95.2
|
%
|
|
|
|
1
|
|
|
1,235,538
|
|
|
|
Colorado Center (50% ownership) (3)
|
|
Santa Monica, CA
|
|
85.6
|
%
|
|
|
|
6
|
|
|
1,117,551
|
|
|
|
599 Lexington Avenue
|
|
New York, NY
|
|
94.5
|
%
|
|
|
|
1
|
|
|
1,062,601
|
|
|
|
Bay Colony Corporate Center
|
|
Waltham, MA
|
|
90.3
|
%
|
|
|
|
4
|
|
|
997,209
|
|
|
|
250 West 55th Street
|
|
New York, NY
|
|
89.2
|
%
|
|
|
|
1
|
|
|
981,143
|
|
|
|
Embarcadero Center Four
|
|
San Francisco, CA
|
|
87.8
|
%
|
|
|
|
1
|
|
|
938,749
|
|
|
|
111 Huntington Avenue - The Prudential Center
|
|
Boston, MA
|
|
97.3
|
%
|
|
|
|
1
|
|
|
860,455
|
|
|
|
Embarcadero Center One
|
|
San Francisco, CA
|
|
93.0
|
%
|
|
|
|
1
|
|
|
832,030
|
|
|
|
Atlantic Wharf Office (55% ownership)
|
|
Boston, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
793,827
|
|
|
|
Embarcadero Center Two
|
|
San Francisco, CA
|
|
94.6
|
%
|
|
|
|
1
|
|
|
789,114
|
|
|
|
Embarcadero Center Three
|
|
San Francisco, CA
|
|
89.7
|
%
|
|
|
|
1
|
|
|
781,475
|
|
|
|
Capital Gallery
|
|
Washington, DC
|
|
100.0
|
%
|
|
|
|
1
|
|
|
631,029
|
|
|
|
South of Market
|
|
Reston, VA
|
|
98.7
|
%
|
|
|
|
3
|
|
|
623,666
|
|
|
|
Metropolitan Square (20% ownership) (3)
|
|
Washington, DC
|
|
74.8
|
%
|
|
|
|
1
|
|
|
606,927
|
|
|
|
Mountain View Research Park
|
|
Mountain View, CA
|
|
94.3
|
%
|
|
|
|
15
|
|
|
540,433
|
|
|
|
901 New York Avenue (25% ownership) (3)
|
|
Washington, DC
|
|
90.9
|
%
|
|
|
|
1
|
|
|
539,435
|
|
|
|
Reservoir Place
|
|
Waltham, MA
|
|
99.0
|
%
|
|
|
|
1
|
|
|
526,985
|
|
|
|
680 Folsom Street
|
|
San Francisco, CA
|
|
98.9
|
%
|
|
|
|
2
|
|
|
524,793
|
|
|
|
Fountain Square
|
|
Reston, VA
|
|
88.0
|
%
|
|
|
|
2
|
|
|
518,345
|
|
|
|
601 and 651 Gateway
|
|
South San Francisco, CA
|
100.0
|
%
|
|
|
|
2
|
|
|
506,279
|
|
|
|
|
101 Huntington Avenue - The Prudential Center
|
|
Boston, MA
|
|
90.3
|
%
|
|
|
|
1
|
|
|
505,584
|
|
|
|
601 Massachusetts Avenue
|
|
Washington, DC
|
|
96.4
|
%
|
|
|
|
1
|
|
|
478,818
|
|
|
|
2200 Pennsylvania Avenue
|
|
Washington, DC
|
|
100.0
|
%
|
|
|
|
1
|
|
|
458,831
|
|
|
|
One Freedom Square
|
|
Reston, VA
|
|
92.8
|
%
|
|
|
|
1
|
|
|
432,585
|
|
|
|
Two Freedom Square
|
|
Reston, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
421,757
|
|
|
|
Properties
|
|
Location
|
|
% Leased as of
December 31, 2017 (1) |
|
|
|
Number
of
Buildings
|
|
Net
Rentable
Square Feet
|
|
|
|||
Market Square North (50% ownership) (3)
|
|
Washington, DC
|
|
76.6
|
%
|
|
|
|
1
|
|
|
416,043
|
|
|
|
One Tower Center
|
|
East Brunswick, NJ
|
|
37.3
|
%
|
|
|
|
1
|
|
|
412,997
|
|
|
|
140 Kendrick Street
|
|
Needham, MA
|
|
100.0
|
%
|
|
|
|
3
|
|
|
380,987
|
|
|
|
One and Two Discovery Square
|
|
Reston, VA
|
|
97.7
|
%
|
|
|
|
2
|
|
|
366,990
|
|
|
|
888 Boylston Street - The Prudential Center (4)
|
|
Boston, MA
|
|
88.7
|
%
|
|
|
|
1
|
|
|
363,320
|
|
|
|
Weston Corporate Center
|
|
Weston, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
356,995
|
|
|
|
510 Madison Avenue
|
|
New York, NY
|
|
96.9
|
%
|
|
|
|
1
|
|
|
355,598
|
|
|
|
One Reston Overlook
|
|
Reston, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
319,519
|
|
|
|
1333 New Hampshire Avenue
|
|
Washington, DC
|
|
100.0
|
%
|
|
|
|
1
|
|
|
315,371
|
|
|
|
535 Mission Street
|
|
San Francisco, CA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
307,235
|
|
|
|
Waltham Weston Corporate Center
|
|
Waltham, MA
|
|
93.4
|
%
|
|
|
|
1
|
|
|
301,667
|
|
|
|
Wisconsin Place Office
|
|
Chevy Chase, MD
|
|
100.0
|
%
|
|
|
|
1
|
|
|
299,186
|
|
|
|
230 CityPoint
|
|
Waltham, MA
|
|
92.2
|
%
|
|
|
|
1
|
|
|
298,890
|
|
|
|
540 Madison Avenue (60% ownership) (3)
|
|
New York, NY
|
|
88.9
|
%
|
|
|
|
1
|
|
|
283,715
|
|
|
|
Quorum Office Park
|
|
Chelmsford, MA
|
|
90.0
|
%
|
|
|
|
2
|
|
|
267,527
|
|
|
|
355 Main Street
|
|
Cambridge, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
265,342
|
|
|
|
500 E Street, S.W. (5)
|
|
Washington, DC
|
|
100.0
|
%
|
|
|
|
1
|
|
|
262,202
|
|
|
|
Reston Corporate Center
|
|
Reston, VA
|
|
100.0
|
%
|
|
|
|
2
|
|
|
261,046
|
|
|
|
611 Gateway
|
|
South San Francisco, CA
|
29.8
|
%
|
|
|
|
1
|
|
|
260,197
|
|
|
|
|
Democracy Tower
|
|
Reston, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
259,441
|
|
|
|
New Dominion Technology Park - Building Two
|
|
Herndon, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
257,400
|
|
|
|
200 West Street
|
|
Waltham, MA
|
|
94.7
|
%
|
|
|
|
1
|
|
|
256,245
|
|
|
|
1330 Connecticut Avenue
|
|
Washington, DC
|
|
86.8
|
%
|
|
|
|
1
|
|
|
253,145
|
|
|
|
10 CityPoint
|
|
Waltham, MA
|
|
96.8
|
%
|
|
|
|
1
|
|
|
241,199
|
|
|
|
New Dominion Technology Park - Building One
|
|
Herndon, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
235,201
|
|
|
|
510 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
234,160
|
|
|
|
500 North Capitol Street, N.W. (30% ownership) (3)
|
|
Washington, DC
|
|
100.0
|
%
|
|
|
|
1
|
|
|
230,860
|
|
|
|
90 Broadway
|
|
Cambridge, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
223,771
|
|
|
|
3625-3635 Peterson Way (6)
|
|
Santa Clara, CA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
218,366
|
|
|
|
255 Main Street
|
|
Cambridge, MA
|
|
98.8
|
%
|
|
|
|
1
|
|
|
215,629
|
|
|
|
77 CityPoint
|
|
Waltham, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
209,707
|
|
|
|
Sumner Square
|
|
Washington, DC
|
|
98.5
|
%
|
|
|
|
1
|
|
|
208,892
|
|
|
|
University Place
|
|
Cambridge, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
195,282
|
|
|
|
300 Binney Street
|
|
Cambridge, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
195,191
|
|
|
|
North First Business Park (6)
|
|
San Jose, CA
|
|
54.9
|
%
|
|
|
|
5
|
|
|
190,636
|
|
|
|
2600 Tower Oaks Boulevard
|
|
Rockville, MD
|
|
50.2
|
%
|
|
|
|
1
|
|
|
179,421
|
|
|
|
150 Broadway
|
|
Cambridge, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
177,226
|
|
|
|
Lexington Office Park
|
|
Lexington, MA
|
|
68.4
|
%
|
|
|
|
2
|
|
|
166,693
|
|
|
|
206 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
161,763
|
|
|
|
210 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
159,468
|
|
|
|
Kingstowne Two
|
|
Alexandria, VA
|
|
79.0
|
%
|
|
|
|
1
|
|
|
156,251
|
|
|
|
105 Broadway
|
|
Cambridge, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
152,664
|
|
|
|
212 Carnegie Center
|
|
Princeton, NJ
|
|
54.6
|
%
|
|
|
|
1
|
|
|
151,547
|
|
|
|
Properties
|
|
Location
|
|
% Leased as of
December 31, 2017 (1) |
|
|
|
Number
of
Buildings
|
|
Net
Rentable
Square Feet
|
|
|
|||
Kingstowne One
|
|
Alexandria, VA
|
|
78.3
|
%
|
|
|
|
1
|
|
|
151,483
|
|
|
|
214 Carnegie Center
|
|
Princeton, NJ
|
|
61.2
|
%
|
|
|
|
1
|
|
|
148,942
|
|
|
|
2440 West El Camino Real
|
|
Mountain View, CA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
141,392
|
|
|
|
506 Carnegie Center
|
|
Princeton, NJ
|
|
29.9
|
%
|
|
|
|
1
|
|
|
140,312
|
|
|
|
Two Reston Overlook
|
|
Reston, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
134,615
|
|
|
|
508 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
134,433
|
|
|
|
202 Carnegie Center
|
|
Princeton, NJ
|
|
82.5
|
%
|
|
|
|
1
|
|
|
134,381
|
|
|
|
804 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
130,000
|
|
|
|
Annapolis Junction Building Seven (50% ownership) (3)
|
|
Annapolis, MD
|
|
100.0
|
%
|
|
|
|
1
|
|
|
127,229
|
|
|
|
Annapolis Junction Building Eight (50% ownership) (3)
|
|
Annapolis, MD
|
|
—
|
%
|
|
|
|
1
|
|
|
125,685
|
|
|
|
504 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
121,990
|
|
|
|
101 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
121,620
|
|
|
|
502 Carnegie Center
|
|
Princeton, NJ
|
|
71.8
|
%
|
|
|
|
1
|
|
|
121,460
|
|
|
|
701 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
120,000
|
|
|
|
Annapolis Junction Building Six (50% ownership) (3)
|
|
Annapolis, MD
|
|
75.2
|
%
|
|
|
|
1
|
|
|
119,339
|
|
|
|
91 Hartwell Avenue
|
|
Lexington, MA
|
|
93.2
|
%
|
|
|
|
1
|
|
|
119,216
|
|
|
|
Annapolis Junction Building One (50% ownership) (3)
|
|
Annapolis, MD
|
|
34.6
|
%
|
|
|
|
1
|
|
|
117,599
|
|
|
|
325 Main Street
|
|
Cambridge, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
115,361
|
|
|
|
1265 Main Street (50% ownership) (3)
|
|
Waltham, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
114,969
|
|
|
|
7601 Boston Boulevard
|
|
Springfield, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
114,028
|
|
|
|
201 Spring Street
|
|
Lexington, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
106,300
|
|
|
|
7435 Boston Boulevard
|
|
Springfield, VA
|
|
83.4
|
%
|
|
|
|
1
|
|
|
103,557
|
|
|
|
104 Carnegie Center
|
|
Princeton, NJ
|
|
39.8
|
%
|
|
|
|
1
|
|
|
102,830
|
|
|
|
103 Carnegie Center
|
|
Princeton, NJ
|
|
77.7
|
%
|
|
|
|
1
|
|
|
96,332
|
|
|
|
8000 Grainger Court
|
|
Springfield, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
88,775
|
|
|
|
33 Hayden Avenue
|
|
Lexington, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
80,872
|
|
|
|
7500 Boston Boulevard
|
|
Springfield, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
79,971
|
|
|
|
7501 Boston Boulevard
|
|
Springfield VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
75,756
|
|
|
|
Reservoir Place North
|
|
Waltham, MA
|
|
—
|
%
|
|
|
|
1
|
|
|
73,258
|
|
|
|
105 Carnegie Center
|
|
Princeton, NJ
|
|
56.3
|
%
|
|
|
|
1
|
|
|
69,955
|
|
|
|
32 Hartwell Avenue
|
|
Lexington, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
69,154
|
|
|
|
250 Binney Street
|
|
Cambridge, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
67,362
|
|
|
|
302 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
64,926
|
|
|
|
164 Lexington Road
|
|
Billerica, MA
|
|
—
|
%
|
|
|
|
1
|
|
|
64,140
|
|
|
|
195 West Street
|
|
Waltham, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
63,500
|
|
|
|
7450 Boston Boulevard
|
|
Springfield, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
62,402
|
|
|
|
7374 Boston Boulevard
|
|
Springfield, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
57,321
|
|
|
|
100 Hayden Avenue
|
|
Lexington, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
55,924
|
|
|
|
181 Spring Street
|
|
Lexington, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
55,793
|
|
|
|
8000 Corporate Court
|
|
Springfield, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
52,539
|
|
|
|
211 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
1
|
|
|
47,025
|
|
|
|
7451 Boston Boulevard
|
|
Springfield, VA
|
|
67.4
|
%
|
|
|
|
1
|
|
|
45,615
|
|
|
|
7300 Boston Boulevard
|
|
Springfield, VA
|
|
—
|
%
|
|
|
|
1
|
|
|
32,000
|
|
|
|
92 Hayden Avenue
|
|
Lexington, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
31,100
|
|
|
|
Properties
|
|
Location
|
|
% Leased as of
December 31, 2017 (1) |
|
|
|
Number
of
Buildings
|
|
Net
Rentable
Square Feet
|
|
|
|||
17 Hartwell Avenue
|
|
Lexington, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
30,000
|
|
|
|
453 Ravendale Drive
|
|
Mountain View, CA
|
|
65.7
|
%
|
|
|
|
1
|
|
|
29,620
|
|
|
|
7375 Boston Boulevard
|
|
Springfield, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
26,865
|
|
|
|
690 Folsom Street
|
|
San Francisco, CA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
26,080
|
|
|
|
201 Carnegie Center
|
|
Princeton, NJ
|
|
100.0
|
%
|
|
|
|
—
|
|
|
6,500
|
|
|
|
Subtotal for Office Properties
|
|
90.5
|
%
|
|
|
|
159
|
|
|
42,330,265
|
|
|
|
||
Retail
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Prudential Center (retail shops)
|
|
Boston, MA
|
|
95.6
|
%
|
|
|
|
1
|
|
|
594,109
|
|
|
|
Fountain Square Retail
|
|
Reston, VA
|
|
96.6
|
%
|
|
|
|
1
|
|
|
237,209
|
|
|
|
Kingstowne Retail
|
|
Alexandria, VA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
88,288
|
|
|
|
Star Market at the Prudential Center
|
|
Boston, MA
|
|
100.0
|
%
|
|
|
|
1
|
|
|
57,235
|
|
|
|
The Point
|
|
Waltham, MA
|
|
84.7
|
%
|
|
|
|
1
|
|
|
16,300
|
|
|
|
Subtotal for Retail Properties
|
|
|
|
96.3
|
%
|
|
|
|
5
|
|
|
993,141
|
|
|
|
Residential Properties
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
The Avant at Reston Town Center (359 units)
|
|
Reston, VA
|
|
93.0
|
%
|
|
(7)
|
|
1
|
|
|
355,374
|
|
|
(8)
|
The Lofts at Atlantic Wharf (86 units)
|
|
Boston, MA
|
|
93.0
|
%
|
|
(7)
|
|
1
|
|
|
87,097
|
|
|
(9)
|
Subtotal for Residential Properties
|
|
93.0
|
%
|
|
|
|
2
|
|
|
442,471
|
|
|
|
||
Hotel Property
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Boston Marriott Cambridge (437 rooms)
|
|
Cambridge, MA
|
|
79.9
|
%
|
|
(10)
|
|
1
|
|
|
334,260
|
|
|
(11)
|
Subtotal for Hotel Property
|
|
|
|
79.9
|
%
|
|
|
|
1
|
|
|
334,260
|
|
|
|
Subtotal for In-Service Properties
|
|
90.7
|
%
|
|
|
|
167
|
|
|
44,100,137
|
|
|
|
||
Properties Under Construction/Redevelopment (12)
|
|
|
|
|
|
|
|
|
|
|
|||||
Office and Retail
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Salesforce Tower (95% ownership)
|
|
San Francisco, CA
|
|
97
|
%
|
|
|
|
1
|
|
|
1,400,000
|
|
|
|
The Hub on Causeway (50% ownership) (3)
|
|
Boston, MA
|
|
80
|
%
|
|
|
|
1
|
|
|
385,000
|
|
|
|
145 Broadway
|
|
Cambridge, MA
|
|
98
|
%
|
|
|
|
1
|
|
|
485,000
|
|
|
|
Dock 72 (50% ownership) (3)
|
|
Brooklyn, NY
|
|
33
|
%
|
|
|
|
1
|
|
|
670,000
|
|
|
|
20 CityPoint
|
|
Waltham, MA
|
|
52
|
%
|
|
|
|
1
|
|
|
211,000
|
|
|
|
6595 Springfield Center Drive (TSA Headquarters)
|
|
Springfield, VA
|
|
98
|
%
|
|
|
|
1
|
|
|
634,000
|
|
|
|
7750 Wisconsin Avenue (Marriott International Headquarters) (50% ownership) (3)
|
|
Bethesda, MD
|
|
100
|
%
|
|
|
|
1
|
|
|
740,000
|
|
|
(13)
|
Residential
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Proto Kendall Square (280 units)
|
|
Cambridge, MA
|
|
N/A
|
|
|
|
|
1
|
|
|
149,600
|
|
|
|
Proto Kendall Square - Retail
|
|
|
|
26
|
%
|
|
|
|
—
|
|
|
14,400
|
|
|
|
The Hub on Causeway - Residential (440 units) (50% ownership) (3)
|
|
Boston, MA
|
|
N/A
|
|
|
|
|
1
|
|
|
320,000
|
|
|
|
Signature at Reston (508 units)
|
|
Reston, VA
|
|
8
|
%
|
|
|
|
1
|
|
|
490,000
|
|
|
|
Signature at Reston - Retail
|
|
|
|
81
|
%
|
|
|
|
—
|
|
|
24,600
|
|
|
|
MacArthur Station Residences (402 units)
|
|
Oakland, CA
|
|
N/A
|
|
|
|
|
1
|
|
|
324,000
|
|
|
|
Redevelopment
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
191 Spring Street
|
|
Lexington, MA
|
|
88
|
%
|
|
|
|
1
|
|
|
171,000
|
|
|
|
Properties
|
|
Location
|
|
% Leased as of
December 31, 2017 (1) |
|
|
|
Number
of
Buildings
|
|
Net
Rentable
Square Feet
|
|
|
|||
One Five Nine East 53rd Street (55% ownership) (14)
|
|
New York, NY
|
|
—
|
%
|
|
|
|
—
|
|
|
220,000
|
|
|
|
Subtotal for Properties Under Construction/Redevelopment
|
|
81
|
%
|
|
(15)
|
|
12
|
|
|
6,238,600
|
|
|
|
||
Total Portfolio
|
|
|
|
|
|
|
|
179
|
|
|
50,338,737
|
|
|
|
(1)
|
Represents signed leases for in-service properties which revenue recognition has commenced in accordance with generally accepted accounting principles in the United States (“GAAP”).
|
(2)
|
Excludes the portion that was removed from the in-service portfolio during the third quarter of 2016 as part of a planned redevelopment.
|
(3)
|
Property is an unconsolidated joint venture.
|
(4)
|
Excludes approximately 54,000 square feet of retail space included in Prudential Center (retail shops).
|
(5)
|
On January 9, 2018, we completed the sale of this property (See Note
20
to the Consolidated Financial Statements).
|
(6)
|
Property is held for redevelopment.
|
(7)
|
Note that these amounts are not included in the calculation of the Total Portfolio occupancy rate for In-Service Properties as of
December 31, 2017
.
|
(8)
|
Includes 26,179 square feet of retail space which is 100% leased as of
December 31, 2017
. Note that this amount is not included in the calculation of the Total Portfolio occupancy rate for In-Service Properties as of
December 31, 2017
.
|
(9)
|
Includes 9,617 square feet of retail space which is 100% leased as of
December 31, 2017
. Note that this amount is not included in the calculation of the Total Portfolio occupancy rate for In-Service Properties as of
December 31, 2017
.
|
(10)
|
Represents the weighted-average room occupancy for the year ended
December 31, 2017
. Note that this amount is not included in the calculation of the Total Portfolio occupancy rate for In-Service Properties as of
December 31, 2017
.
|
(11)
|
Includes
4,260
square feet of retail space which is
100%
leased of
December 31, 2017
. Note that this amount is not included in the calculation of the Total Portfolio occupancy rate for In-Service Properties as of
December 31, 2017
.
|
(12)
|
Represents percentage leased as of
February 22, 2018
, including leases with future commencement dates.
|
(13)
|
Square footage represents an estimate based on current building design.
|
(14)
|
The low-rise portion of 601 Lexington Avenue.
|
(15)
|
Excludes residential units.
|
|
|
December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
Percentage leased (1)
|
|
90.7
|
%
|
|
90.2
|
%
|
|
91.4
|
%
|
|
91.7
|
%
|
|
93.4
|
%
|
|||||
Average annualized revenue per square foot (2)
|
|
|
$63.66
|
|
|
|
$62.54
|
|
|
|
$60.89
|
|
|
|
$58.97
|
|
|
|
$56.36
|
|
(1)
|
Represents signed leases, excluding hotel and residential properties, for which revenue recognition has commenced in accordance with GAAP.
|
(2)
|
Represents the monthly contractual base rents and recoveries from tenants under existing leases as of December 31,
2017
,
2016
,
2015
,
2014
and
2013
multiplied by twelve. These annualized amounts are before rent abatements and include expense reimbursements, which may be estimates as of such date. The aggregate amounts of rent abatements per square foot under existing leases as of December 31,
2017
,
2016
,
2015
,
2014
and
2013
for the succeeding twelve month period were $1.67, $1.18, $0.60, $1.05 and $0.58, respectively.
|
|
|
Tenant
|
|
Square Feet
|
|
|
|
% of In-Service Portfolio
|
||
1.
|
|
U.S. Government
|
|
1,706,503
|
|
|
(1)
|
|
3.87
|
%
|
2.
|
|
Arnold & Porter Kaye Scholer
|
|
890,578
|
|
|
|
|
2.02
|
%
|
3.
|
|
Biogen
|
|
772,212
|
|
|
|
|
1.75
|
%
|
4.
|
|
Kirkland & Ellis
|
|
767,749
|
|
|
(2)
|
|
1.74
|
%
|
5.
|
|
Bank of America
|
|
665,193
|
|
|
(3)
|
|
1.51
|
%
|
6.
|
|
Wellington Management
|
|
648,752
|
|
|
(4)
|
|
1.47
|
%
|
7.
|
|
Ropes & Gray
|
|
539,467
|
|
|
|
|
1.22
|
%
|
8.
|
|
O’Melveny & Myers
|
|
478,915
|
|
|
(5)
|
|
1.09
|
%
|
9.
|
|
Shearman & Sterling
|
|
466,360
|
|
|
(6)
|
|
1.06
|
%
|
10.
|
|
Google
|
|
456,953
|
|
|
|
|
1.04
|
%
|
11.
|
|
Weil Gotshal & Manges
|
|
393,195
|
|
|
(7)
|
|
0.89
|
%
|
12.
|
|
Genentech
|
|
392,540
|
|
|
|
|
0.89
|
%
|
13.
|
|
Bechtel Corporation
|
|
353,504
|
|
|
|
|
0.80
|
%
|
14.
|
|
Ann Inc. (fka Ann Taylor Corp.)
|
|
351,026
|
|
|
(8)
|
|
0.80
|
%
|
15.
|
|
Citibank
|
|
347,898
|
|
|
(9)
|
|
0.79
|
%
|
16.
|
|
Mass Financial Services
|
|
336,981
|
|
|
|
|
0.76
|
%
|
17.
|
|
Finnegan Henderson Farabow
|
|
321,798
|
|
|
(10)
|
|
0.73
|
%
|
18.
|
|
PTC
|
|
320,655
|
|
|
|
|
0.73
|
%
|
19.
|
|
Microsoft
|
|
319,354
|
|
|
|
|
0.72
|
%
|
20.
|
|
WeWork
|
|
313,377
|
|
|
(11)
|
|
0.71
|
%
|
(1)
|
Includes 157,029 and 1,980 square feet of space in properties in which we have a 50% and 20% interest, respectively.
|
(2)
|
Includes 484,443 and 223,424 square feet of space in properties in which we have a 55% and 20% interest, respectively.
|
(3)
|
Includes 597,282, 50,887 and 50 square feet of space in properties in which we have a 55%, 60% and 50% interest, respectively.
|
(4)
|
Includes 637,993 square feet of space in properties in which we have a 55% interest.
|
(5)
|
Includes 304,619 square feet of space in a property in which we have a 55% interest.
|
(6)
|
Includes 37,877 square feet of space in a property in which we have a 50% interest.
|
(7)
|
Includes 365,048 and 28,147 square feet of space in properties in which we have a 60% and 55% interest, respectively.
|
(8)
|
Includes 331,209 square feet of space in a property in which we have a 55% interest.
|
(9)
|
Includes 302,896 and 2,761 square feet of space in properties in which we have a 55% and 20% interest, respectively.
|
(10)
|
Includes 251,941 square feet of space in a property in which we have a 25% interest.
|
(11)
|
Includes 117,610 square feet of space in a property in which we have a 20% interest.
|
Sector
|
% of In-Service Portfolio
|
Media & Technology
|
26%
|
Legal Services
|
20%
|
Financial Services - all other
|
14%
|
Other
|
14%
|
Other Professional Services
|
8%
|
Financial Services - commercial and investment banking
|
7%
|
Government / Public Administration
|
6%
|
Retail
|
5%
|
Year of Lease Expiration
|
|
Rentable Square Feet Subject to Expiring Leases
|
|
Current Annualized Contractual Rent Under Expiring Leases Without Future Step-Ups (3)
|
|
Current Annualized Contractual Rent Under Expiring Leases Without Future Step-Ups p.s.f. (3)
|
|
Current Annualized Contractual Rent Under Expiring Leases With Future Step-Ups (4)
|
|
Current Annualized Contractual Rent Under Expiring Leases With Future Step-Ups p.s.f. (4)
|
|
Percentage of Total Square Feet
|
||||||||||
2017 (5)
|
|
241,693
|
|
|
|
$13,178,848
|
|
|
|
$54.53
|
|
|
|
$13,178,848
|
|
|
|
$54.53
|
|
|
0.6
|
%
|
2018
|
|
1,574,506
|
|
|
109,293,473
|
|
|
69.41
|
|
|
109,990,312
|
|
|
69.86
|
|
|
3.8
|
%
|
||||
2019
|
|
3,355,102
|
|
|
174,835,041
|
|
|
52.11
|
|
|
178,418,832
|
|
|
53.18
|
|
|
8.2
|
%
|
||||
2020
|
|
4,218,553
|
|
|
261,416,803
|
|
|
61.97
|
|
|
265,424,410
|
|
|
62.92
|
|
|
10.3
|
%
|
||||
2021
|
|
3,891,641
|
|
|
221,224,842
|
|
|
56.85
|
|
|
234,441,767
|
|
|
60.24
|
|
|
9.5
|
%
|
||||
2022
|
|
4,272,453
|
|
|
264,800,966
|
|
|
61.98
|
|
|
276,329,942
|
|
|
64.68
|
|
|
10.4
|
%
|
||||
2023
|
|
1,943,782
|
|
|
114,182,643
|
|
|
58.74
|
|
|
128,257,772
|
|
|
65.98
|
|
|
4.7
|
%
|
||||
2024
|
|
3,134,880
|
|
|
188,492,236
|
|
|
60.13
|
|
|
204,670,298
|
|
|
65.29
|
|
|
7.6
|
%
|
||||
2025
|
|
2,628,101
|
|
|
153,191,742
|
|
|
58.29
|
|
|
173,229,833
|
|
|
65.91
|
|
|
6.4
|
%
|
||||
2026
|
|
2,730,288
|
|
|
210,574,068
|
|
|
77.13
|
|
|
233,233,122
|
|
|
85.42
|
|
|
6.7
|
%
|
||||
Thereafter
|
|
10,864,197
|
|
|
759,168,283
|
|
|
69.88
|
|
|
994,758,653
|
|
|
91.56
|
|
|
26.5
|
%
|
(1)
|
Includes 100% of unconsolidated joint venture properties. Does not include residential units or the hotel.
|
(2)
|
Does not include data for leases expiring in a particular year when leases for the same space have already been signed with replacement tenants with future commencement dates. In those cases, the data is included in the year in which the future lease with the replacement tenant expires.
|
(3)
|
Represents the monthly contractual base rent and recoveries from tenants under existing leases as of
December 31, 2017
multiplied by twelve. This amount reflects total rent before any rent abatements and includes expense reimbursements, which may be estimates as of such date.
|
(4)
|
Represents the monthly contractual base rent under expiring leases with future contractual increases upon expiration and recoveries from tenants under existing leases as of
December 31, 2017
multiplied by twelve. This amount reflects total rent before any rent abatements and includes expense reimbursements, which may be estimates as of such date.
|
(5)
|
Represents leases that expired on
December 31, 2017
.
|
Quarter Ended
|
|
High
|
|
Low
|
|
Dividends
per common share
|
|
Distributions
per common unit
|
|
||||||||
December 31, 2017
|
|
$
|
132.00
|
|
|
$
|
119.74
|
|
|
$
|
0.80
|
|
(1)
|
$
|
0.80
|
|
(1)
|
September 30, 2017
|
|
125.09
|
|
|
116.77
|
|
|
0.75
|
|
|
0.75
|
|
|
||||
June 30, 2017
|
|
137.35
|
|
|
119.54
|
|
|
0.75
|
|
|
0.75
|
|
|
||||
March 31, 2017
|
|
140.13
|
|
|
125.99
|
|
|
0.75
|
|
|
0.75
|
|
|
||||
December 31, 2016
|
|
135.47
|
|
|
113.69
|
|
|
0.75
|
|
(2)
|
0.75
|
|
(2)
|
||||
September 30, 2016
|
|
144.02
|
|
|
129.49
|
|
|
0.65
|
|
|
0.65
|
|
|
||||
June 30, 2016
|
|
133.59
|
|
|
123.45
|
|
|
0.65
|
|
|
0.65
|
|
|
||||
March 31, 2016
|
|
127.77
|
|
|
107.28
|
|
|
0.65
|
|
|
0.65
|
|
|
(1)
|
On December 18, 2017, we increased our regular quarterly dividend/distribution to $0.80 per common share/unit.
|
(2)
|
On December 19, 2016, we increased our regular quarterly dividend/distribution to $0.75 per common share/unit.
|
|
|
As of the year ended December 31,
|
||||||||||||||||||||||
|
|
2012
|
|
2013
|
|
2014
|
|
2015
|
|
2016
|
|
2017
|
||||||||||||
Boston Properties, Inc.
|
|
$
|
100.00
|
|
|
$
|
99.45
|
|
|
$
|
134.78
|
|
|
$
|
137.66
|
|
|
$
|
138.63
|
|
|
$
|
146.80
|
|
S&P 500 Index
|
|
$
|
100.00
|
|
|
$
|
132.39
|
|
|
$
|
150.51
|
|
|
$
|
152.59
|
|
|
$
|
170.84
|
|
|
$
|
208.14
|
|
Equity REIT Index
|
|
$
|
100.00
|
|
|
$
|
102.86
|
|
|
$
|
131.68
|
|
|
$
|
135.40
|
|
|
$
|
147.09
|
|
|
$
|
159.85
|
|
Office REIT Index
|
|
$
|
100.00
|
|
|
$
|
105.57
|
|
|
$
|
132.87
|
|
|
$
|
133.25
|
|
|
$
|
150.80
|
|
|
$
|
158.71
|
|
|
|
For the year ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands, except per share data)
|
||||||||||||||||||
Statement of Operations Information:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
2,602,076
|
|
|
$
|
2,550,820
|
|
|
$
|
2,490,821
|
|
|
$
|
2,396,998
|
|
|
$
|
2,135,539
|
|
Expenses:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental operating
|
|
929,977
|
|
|
889,768
|
|
|
872,252
|
|
|
835,290
|
|
|
742,956
|
|
|||||
Hotel operating
|
|
32,059
|
|
|
31,466
|
|
|
32,084
|
|
|
29,236
|
|
|
28,447
|
|
|||||
General and administrative
|
|
113,715
|
|
|
105,229
|
|
|
96,319
|
|
|
98,937
|
|
|
115,329
|
|
|||||
Transaction costs
|
|
668
|
|
|
2,387
|
|
|
1,259
|
|
|
3,140
|
|
|
1,744
|
|
|||||
Impairment loss
|
|
—
|
|
|
1,783
|
|
|
—
|
|
|
—
|
|
|
8,306
|
|
|||||
Depreciation and amortization
|
|
617,547
|
|
|
694,403
|
|
|
639,542
|
|
|
628,573
|
|
|
560,637
|
|
|||||
Total expenses
|
|
1,693,966
|
|
|
1,725,036
|
|
|
1,641,456
|
|
|
1,595,176
|
|
|
1,457,419
|
|
|||||
Operating income
|
|
908,110
|
|
|
825,784
|
|
|
849,365
|
|
|
801,822
|
|
|
678,120
|
|
|||||
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from unconsolidated joint ventures
|
|
11,232
|
|
|
8,074
|
|
|
22,770
|
|
|
12,769
|
|
|
75,074
|
|
|||||
Gain on sale of investment in unconsolidated joint venture
|
|
—
|
|
|
59,370
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Gains on consolidation of joint ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
385,991
|
|
|||||
Interest and other income
|
|
5,783
|
|
|
7,230
|
|
|
6,777
|
|
|
8,765
|
|
|
8,310
|
|
|||||
Gains (losses) from investments in securities
|
|
3,678
|
|
|
2,273
|
|
|
(653
|
)
|
|
1,038
|
|
|
2,911
|
|
|||||
Interest expense
|
|
(374,481
|
)
|
|
(412,849
|
)
|
|
(432,196
|
)
|
|
(455,743
|
)
|
|
(446,880
|
)
|
|||||
Gains (losses) from early extinguishments of debt
|
|
496
|
|
|
(371
|
)
|
|
(22,040
|
)
|
|
(10,633
|
)
|
|
122
|
|
|||||
Losses from interest rate contracts
|
|
—
|
|
|
(140
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Income from continuing operations
|
|
554,818
|
|
|
489,371
|
|
|
424,023
|
|
|
358,018
|
|
|
703,648
|
|
|||||
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
137,792
|
|
|||||
Income before gains on sales of real estate
|
|
554,818
|
|
|
489,371
|
|
|
424,023
|
|
|
358,018
|
|
|
841,440
|
|
|||||
Gains on sales of real estate
|
|
7,663
|
|
|
80,606
|
|
|
375,895
|
|
|
168,039
|
|
|
—
|
|
|||||
Net income
|
|
562,481
|
|
|
569,977
|
|
|
799,918
|
|
|
526,057
|
|
|
841,440
|
|
|||||
Net income attributable to noncontrolling interests
|
|
(100,042
|
)
|
|
(57,192
|
)
|
|
(216,812
|
)
|
|
(82,446
|
)
|
|
(91,629
|
)
|
|||||
Net income attributable to Boston Properties, Inc.
|
|
462,439
|
|
|
512,785
|
|
|
583,106
|
|
|
443,611
|
|
|
749,811
|
|
|||||
Preferred dividends
|
|
(10,500
|
)
|
|
(10,500
|
)
|
|
(10,500
|
)
|
|
(10,500
|
)
|
|
(8,057
|
)
|
|||||
Net income attributable to Boston Properties, Inc. common shareholders
|
|
$
|
451,939
|
|
|
$
|
502,285
|
|
|
$
|
572,606
|
|
|
$
|
433,111
|
|
|
$
|
741,754
|
|
Basic earnings per common share attributable to Boston Properties, Inc.:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
|
$
|
2.93
|
|
|
$
|
3.27
|
|
|
$
|
3.73
|
|
|
$
|
2.83
|
|
|
$
|
4.06
|
|
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.81
|
|
|||||
Net income
|
|
$
|
2.93
|
|
|
$
|
3.27
|
|
|
$
|
3.73
|
|
|
$
|
2.83
|
|
|
$
|
4.87
|
|
Weighted average number of common shares outstanding
|
|
154,190
|
|
|
153,715
|
|
|
153,471
|
|
|
153,089
|
|
|
152,201
|
|
|||||
Diluted earnings per common share attributable to Boston Properties, Inc.:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
|
$
|
2.93
|
|
|
$
|
3.26
|
|
|
$
|
3.72
|
|
|
$
|
2.83
|
|
|
$
|
4.05
|
|
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.81
|
|
|||||
Net income
|
|
$
|
2.93
|
|
|
$
|
3.26
|
|
|
$
|
3.72
|
|
|
$
|
2.83
|
|
|
$
|
4.86
|
|
Weighted average number of common and common equivalent shares outstanding
|
|
154,390
|
|
|
153,977
|
|
|
153,844
|
|
|
153,308
|
|
|
152,521
|
|
|
|
December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
Balance Sheet information:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Real estate, gross
|
|
$
|
21,096,642
|
|
|
$
|
20,147,263
|
|
|
$
|
19,481,535
|
|
|
$
|
19,236,403
|
|
|
$
|
18,978,765
|
|
Real estate, net
|
|
16,507,008
|
|
|
15,925,028
|
|
|
15,555,641
|
|
|
15,688,744
|
|
|
15,817,194
|
|
|||||
Cash and cash equivalents
|
|
434,767
|
|
|
356,914
|
|
|
723,718
|
|
|
1,763,079
|
|
|
2,365,137
|
|
|||||
Total assets (1)
|
|
19,372,233
|
|
|
18,851,643
|
|
|
18,351,486
|
|
|
19,852,195
|
|
|
20,135,014
|
|
|||||
Total indebtedness (1)
|
|
10,271,611
|
|
|
9,796,133
|
|
|
9,188,543
|
|
|
10,052,412
|
|
|
11,480,258
|
|
|||||
Noncontrolling interests
|
|
—
|
|
|
—
|
|
|
—
|
|
|
105,325
|
|
|
150,921
|
|
|||||
Stockholders’ equity attributable to Boston Properties, Inc.
|
|
5,813,957
|
|
|
5,786,295
|
|
|
5,709,435
|
|
|
5,697,298
|
|
|
5,741,153
|
|
|||||
Equity noncontrolling interests
|
|
2,288,499
|
|
|
2,145,629
|
|
|
2,177,492
|
|
|
2,205,638
|
|
|
1,302,465
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
For the year ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands, except per share and percentage data)
|
||||||||||||||||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Funds from Operations attributable to Boston Properties, Inc. (2)
|
|
$
|
959,412
|
|
|
$
|
927,747
|
|
|
$
|
823,715
|
|
|
$
|
807,506
|
|
|
$
|
751,464
|
|
Dividends declared per share (3)
|
|
3.05
|
|
|
2.70
|
|
|
3.85
|
|
|
7.10
|
|
|
4.85
|
|
|||||
Cash flows provided by operating activities
|
|
907,445
|
|
|
1,036,874
|
|
|
799,411
|
|
|
695,553
|
|
|
777,926
|
|
|||||
Cash flows used in investing activities
|
|
(897,814
|
)
|
|
(1,329,057
|
)
|
|
(280,226
|
)
|
|
(665,124
|
)
|
|
(532,640
|
)
|
|||||
Cash flows provided by (used in) financing activities
|
|
68,222
|
|
|
(74,621
|
)
|
|
(1,558,546
|
)
|
|
(632,487
|
)
|
|
1,077,873
|
|
|||||
Total square feet at end of year (including development projects)
|
|
50,339
|
|
|
47,704
|
|
|
46,495
|
|
|
45,760
|
|
|
44,399
|
|
|||||
In-service percentage leased at end of year
|
|
90.7
|
%
|
|
90.2
|
%
|
|
91.4
|
%
|
|
91.7
|
%
|
|
93.4
|
%
|
(1)
|
On January 1, 2016, we adopted ASU 2015-03 and retrospectively applied the guidance to our Mortgage Notes Payable and Unsecured Senior Notes for all periods presented. Unamortized deferred financing costs, with the exception of December 31, 2017 and December 31, 2016, were previously included in Total Assets totaling approximately $28.0 million, $34.5 million and $41.2 million are now included in Total Indebtedness as of December 31, 2015, 2014 and 2013, respectively.
|
(2)
|
Pursuant to the revised definition of Funds from Operations adopted by the Board of Governors of
Nareit
, we calculate Funds from Operations, or “FFO,” for BXP by adjusting net income attributable to Boston Properties, Inc. common shareholders (computed in accordance with GAAP) for gains (or losses) from sales of properties, impairment losses on depreciable real estate consolidated on BXP’s balance sheet, impairment losses on our investments in unconsolidated joint ventures driven by a measurable decrease in the fair value of depreciable real estate held by the unconsolidated joint ventures and our share of real estate-related depreciation and amortization. FFO is a non-GAAP financial measure, but we believe the presentation of FFO, combined with the presentation of required GAAP financial measures, has improved the understanding of operating results of REITs among the investing public and has helped make comparisons of REIT operating results more meaningful. Management generally considers FFO to be a useful measure for understanding and comparing BXP’s operating results because, by excluding gains and losses related to sales of previously depreciated operating real estate assets, impairment losses and real estate asset depreciation and amortization (which can differ across owners of similar assets in similar condition based on historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a company’s real estate across reporting periods and to the operating performance of other companies. Amount represents BXP’s share, which was
89.82%
,
89.70%
,
89.68%
,
89.81%
and
89.99%
for the years ended December 31,
2017
,
2016
,
2015
,
2014
and
2013
, respectively, after allocation to the noncontrolling interests.
|
(3)
|
Includes the special dividends of $1.25 per share, $4.50 per share and $2.25 per share paid on January 28, 2016, January 28, 2015 and January 29, 2014, respectively, to shareholders of record as of the close of business on December 31, 2015, 2014 and 2013, respectively.
|
|
|
For the year ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands, except per unit data)
|
||||||||||||||||||
Statement of Operations Information:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Total revenue
|
|
$
|
2,602,076
|
|
|
$
|
2,550,820
|
|
|
$
|
2,490,821
|
|
|
$
|
2,396,998
|
|
|
$
|
2,135,539
|
|
Expenses:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Rental operating
|
|
929,977
|
|
|
889,768
|
|
|
872,252
|
|
|
835,290
|
|
|
742,956
|
|
|||||
Hotel operating
|
|
32,059
|
|
|
31,466
|
|
|
32,084
|
|
|
29,236
|
|
|
28,447
|
|
|||||
General and administrative
|
|
113,715
|
|
|
105,229
|
|
|
96,319
|
|
|
98,937
|
|
|
115,329
|
|
|||||
Transaction costs
|
|
668
|
|
|
2,387
|
|
|
1,259
|
|
|
3,140
|
|
|
1,744
|
|
|||||
Impairment loss
|
|
—
|
|
|
1,783
|
|
|
—
|
|
|
—
|
|
|
4,401
|
|
|||||
Depreciation and amortization
|
|
609,407
|
|
|
682,776
|
|
|
631,549
|
|
|
620,064
|
|
|
552,589
|
|
|||||
Total expenses
|
|
1,685,826
|
|
|
1,713,409
|
|
|
1,633,463
|
|
|
1,586,667
|
|
|
1,445,466
|
|
|||||
Operating income
|
|
916,250
|
|
|
837,411
|
|
|
857,358
|
|
|
810,331
|
|
|
690,073
|
|
|||||
Other income (expense):
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from unconsolidated joint ventures
|
|
11,232
|
|
|
8,074
|
|
|
22,770
|
|
|
12,769
|
|
|
75,074
|
|
|||||
Gain on sale of investment in unconsolidated joint venture
|
|
—
|
|
|
59,370
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Gains on consolidation of joint ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
385,991
|
|
|||||
Interest and other income
|
|
5,783
|
|
|
7,230
|
|
|
6,777
|
|
|
8,765
|
|
|
8,310
|
|
|||||
Gains (losses) from investments in securities
|
|
3,678
|
|
|
2,273
|
|
|
(653
|
)
|
|
1,038
|
|
|
2,911
|
|
|||||
Interest expense
|
|
(374,481
|
)
|
|
(412,849
|
)
|
|
(432,196
|
)
|
|
(455,743
|
)
|
|
(446,880
|
)
|
|||||
Gains (losses) from early extinguishments of debt
|
|
496
|
|
|
(371
|
)
|
|
(22,040
|
)
|
|
(10,633
|
)
|
|
122
|
|
|||||
Losses from interest rate contracts
|
|
—
|
|
|
(140
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Income from continuing operations
|
|
562,958
|
|
|
500,998
|
|
|
432,016
|
|
|
366,527
|
|
|
715,601
|
|
|||||
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
141,365
|
|
|||||
Income before gains on sales of real estate
|
|
562,958
|
|
|
500,998
|
|
|
432,016
|
|
|
366,527
|
|
|
856,966
|
|
|||||
Gains on sales of real estate
|
|
8,240
|
|
|
82,775
|
|
|
377,093
|
|
|
174,686
|
|
|
—
|
|
|||||
Net income
|
|
571,198
|
|
|
583,773
|
|
|
809,109
|
|
|
541,213
|
|
|
856,966
|
|
|||||
Net income attributable to noncontrolling interests:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Noncontrolling interests in property partnerships
|
|
(47,832
|
)
|
|
2,068
|
|
|
(149,855
|
)
|
|
(30,561
|
)
|
|
(1,347
|
)
|
|||||
Noncontrolling interest-redeemable preferred units
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
(1,023
|
)
|
|
(6,046
|
)
|
|||||
Net income attributable to Boston Properties Limited Partnership
|
|
523,366
|
|
|
585,841
|
|
|
659,248
|
|
|
509,629
|
|
|
849,573
|
|
|||||
Preferred distributions
|
|
(10,500
|
)
|
|
(10,500
|
)
|
|
(10,500
|
)
|
|
(10,500
|
)
|
|
(8,057
|
)
|
|||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
|
$
|
512,866
|
|
|
$
|
575,341
|
|
|
$
|
648,748
|
|
|
$
|
499,129
|
|
|
$
|
841,516
|
|
Basic earnings per common unit attributable to Boston Properties Limited Partnership:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
|
$
|
2.99
|
|
|
$
|
3.36
|
|
|
$
|
3.79
|
|
|
$
|
2.93
|
|
|
$
|
4.14
|
|
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.83
|
|
|||||
Net income
|
|
$
|
2.99
|
|
|
$
|
3.36
|
|
|
$
|
3.79
|
|
|
$
|
2.93
|
|
|
$
|
4.97
|
|
Weighted average number of common units outstanding
|
|
171,661
|
|
|
171,361
|
|
|
171,139
|
|
|
170,453
|
|
|
169,126
|
|
|||||
Diluted earnings per common unit attributable to Boston Properties Limited Partnership:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations
|
|
$
|
2.98
|
|
|
$
|
3.35
|
|
|
$
|
3.78
|
|
|
$
|
2.92
|
|
|
$
|
4.14
|
|
Discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.83
|
|
|||||
Net income
|
|
$
|
2.98
|
|
|
$
|
3.35
|
|
|
$
|
3.78
|
|
|
$
|
2.92
|
|
|
$
|
4.97
|
|
Weighted average number of common and common equivalent units outstanding
|
|
171,861
|
|
|
171,623
|
|
|
171,512
|
|
|
170,672
|
|
|
169,446
|
|
|
|
December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
Balance Sheet information:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Real estate, gross
|
|
$
|
20,685,164
|
|
|
$
|
19,733,872
|
|
|
$
|
19,061,141
|
|
|
$
|
18,814,558
|
|
|
$
|
18,548,441
|
|
Real estate, net
|
|
16,188,205
|
|
|
15,597,508
|
|
|
15,214,325
|
|
|
15,338,237
|
|
|
15,451,531
|
|
|||||
Cash and cash equivalents
|
|
434,767
|
|
|
356,914
|
|
|
723,718
|
|
|
1,763,079
|
|
|
2,365,137
|
|
|||||
Total assets (1)
|
|
19,053,430
|
|
|
18,524,123
|
|
|
18,010,170
|
|
|
19,501,688
|
|
|
19,769,351
|
|
|||||
Total indebtedness (1)
|
|
10,271,611
|
|
|
9,796,133
|
|
|
9,188,543
|
|
|
10,052,412
|
|
|
11,480,258
|
|
|||||
Noncontrolling interests
|
|
2,292,263
|
|
|
2,262,040
|
|
|
2,286,689
|
|
|
2,415,371
|
|
|
1,915,573
|
|
|||||
Boston Properties Limited Partnership partners’ capital
|
|
3,807,630
|
|
|
3,811,717
|
|
|
3,684,522
|
|
|
3,639,916
|
|
|
4,187,171
|
|
|||||
Noncontrolling interests in property partnerships
|
|
1,683,760
|
|
|
1,530,647
|
|
|
1,574,400
|
|
|
1,602,467
|
|
|
726,132
|
|
|||||
|
|
|
|
|
|
|
|
|
|
|
||||||||||
|
|
For the year ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands, except per unit and percentage data)
|
||||||||||||||||||
Other Information:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Funds from operations attributable to Boston Properties Limited Partnership common unitholders (2)
|
|
$
|
1,068,119
|
|
|
$
|
1,034,251
|
|
|
$
|
918,543
|
|
|
$
|
899,094
|
|
|
$
|
839,369
|
|
Distributions per common unit (3)
|
|
3.05
|
|
|
2.70
|
|
|
3.85
|
|
|
7.10
|
|
|
4.85
|
|
|||||
Cash flows provided by operating activities
|
|
907,445
|
|
|
1,036,874
|
|
|
799,411
|
|
|
695,553
|
|
|
777,926
|
|
|||||
Cash flows used in investing activities
|
|
(897,814
|
)
|
|
(1,329,057
|
)
|
|
(280,226
|
)
|
|
(665,124
|
)
|
|
(532,640
|
)
|
|||||
Cash flows provided by (used in) financing activities
|
|
68,222
|
|
|
(74,621
|
)
|
|
(1,558,546
|
)
|
|
(632,487
|
)
|
|
1,077,873
|
|
|||||
Total square feet at end of year (including development projects)
|
|
50,339
|
|
|
47,704
|
|
|
46,495
|
|
|
45,760
|
|
|
44,399
|
|
|||||
In-service percentage leased at end of year
|
|
90.7
|
%
|
|
90.2
|
%
|
|
91.4
|
%
|
|
91.7
|
%
|
|
93.4
|
%
|
(1)
|
On January 1, 2016, we adopted ASU 2015-03 and retrospectively applied the guidance to our Mortgage Notes Payable and Unsecured Senior Notes for all periods presented. Unamortized deferred financing costs, with the exception of December 31, 2017 and December 31, 2016, were previously included in Total Assets totaling approximately $28.0 million, $34.5 million and $41.2 million are now included in Total Indebtedness as of December 31, 2015, 2014 and 2013, respectively.
|
(2)
|
Pursuant to the revised definition of Funds from Operations adopted by the Board of Governors of Nareit, we calculate Funds from Operations, or “FFO,” for BPLP by adjusting net income attributable to Boston Properties Limited Partnership common unitholders (computed in accordance with GAAP) for gains (or losses) from sales of properties, impairment losses on depreciable real estate consolidated on BPLP’s balance sheet, impairment losses on our investments in unconsolidated joint ventures driven by a measurable decrease in the fair value of depreciable real estate held by the unconsolidated joint ventures and our share of real estate-related depreciation and amortization. FFO is a non-GAAP financial measure, but we believe the presentation of FFO, combined with the presentation of required GAAP financial measures, has improved the understanding of operating results of REITs among the investing public and has helped make comparisons of REIT operating results more meaningful. Management generally considers FFO to be useful measures for understanding and comparing BPLP’s operating results because, by excluding gains and losses related to sales of previously depreciated operating real estate assets, impairment losses and real estate asset depreciation and amortization (which can differ across owners of similar assets in similar condition based on historical cost accounting and useful life estimates), FFO can help investors compare the operating performance of a company’s real estate across reporting periods and to the operating performance of other companies.
|
(3)
|
Includes the special distributions of $1.25 per common unit, $4.50 per common unit and $2.25 per common unit paid on January 28, 2016, January 28, 2015 and January 29, 2014, respectively, to unitholders of record as of the close of business on December 31, 2015, 2014 and 2013, respectively.
|
•
|
if there is a negative change in the economy, including, but not limited to, a reversal of current job growth trends and an increase in unemployment, it could have a negative effect on the following, among other things:
|
•
|
the fundamentals of our business, including overall market occupancy, tenant space utilization, and rental rates;
|
•
|
the financial condition of our tenants, many of which are financial, legal, media/telecommunication, technology and other professional firms, our lenders, counterparties to our derivative financial instruments and institutions that hold our cash balances and short-term investments, which may expose us to increased risks of default by these parties; and
|
•
|
the value of our real estate assets, which may limit our ability to dispose of assets at attractive prices or obtain or maintain debt financing secured by our properties or on an unsecured basis;
|
•
|
volatile or adverse global economic and political conditions, and dislocations in the credit markets could adversely affect our access to cost-effective capital and have a resulting material adverse effect on our business opportunities, results of operations and financial condition;
|
•
|
general risks affecting the real estate industry (including, without limitation, the inability to enter into or renew leases, tenant space utilization, dependence on tenants’ financial condition, and competition from other developers, owners and operators of real estate);
|
•
|
failure to manage effectively our growth and expansion into new markets and sub-markets or to integrate acquisitions and developments successfully;
|
•
|
the ability of our joint venture partners to satisfy their obligations;
|
•
|
risks and uncertainties affecting property development and construction (including, without limitation, construction delays, increased construction costs, cost overruns, inability to obtain necessary permits, tenant accounting considerations that may result in negotiated lease provisions that limit a tenant’s liability during construction, and public opposition to such activities);
|
•
|
risks associated with the availability and terms of financing and the use of debt to fund acquisitions and developments or refinance existing indebtedness, including the impact of higher interest rates on the cost and/or availability of financing;
|
•
|
risks associated with forward interest rate contracts and the effectiveness of such arrangements;
|
•
|
risks associated with downturns in the national and local economies, increases in interest rates, and volatility in the securities markets;
|
•
|
risks associated with actual or threatened terrorist attacks;
|
•
|
costs of compliance with the Americans with Disabilities Act and other similar laws;
|
•
|
potential liability for uninsured losses and environmental contamination;
|
•
|
risks associated with security breaches through cyber attacks, cyber intrusions or otherwise, as well as other significant disruptions of our information technology (IT) networks and related systems, which support our operations and our buildings;
|
•
|
risks associated with BXP’s potential failure to qualify as a REIT under the Internal Revenue Code of 1986, as amended;
|
•
|
possible adverse changes in tax and environmental laws;
|
•
|
the impact of newly adopted accounting principles on our accounting policies and on period-to-period comparisons of financial results;
|
•
|
risks associated with possible state and local tax audits; and
|
•
|
risks associated with our dependence on key personnel whose continued service is not guaranteed.
|
•
|
ensuring tenant satisfaction;
|
•
|
leasing available space in our in-service and development properties, as well as focusing on sizable future lease expirations well in advance;
|
•
|
completing the construction of our development properties;
|
•
|
completing the redevelopment and repositioning of several key properties to increase future revenues and asset values over the long-term, despite the adverse impact on near-term revenue and earnings;
|
•
|
maintaining discipline in our underwriting of investment opportunities by (1) seeking significant pre-leasing commitments before beginning new construction, and (2) targeting acquisition activity in non-stabilized assets near innovation centers where we see the best prospects for overall growth and our operational expertise can create value; and
|
•
|
managing our near-term debt maturities and maintaining our conservative balance sheet.
|
|
|
Three Months Ended December 31, 2017
|
|
Twelve Months Ended December 31, 2017
|
||||
|
|
Total Square Feet
|
||||||
Vacant space available at the beginning of the period
|
|
4,257,942
|
|
|
4,196,275
|
|
||
Property dispositions/properties taken out of service
|
|
—
|
|
|
(115,289
|
)
|
||
Vacant space in properties acquired
|
|
—
|
|
|
15,944
|
|
||
Properties placed in-service
|
|
179,317
|
|
|
577,177
|
|
||
Leases expiring or terminated during the period
|
|
1,178,703
|
|
|
4,796,055
|
|
||
Total space available for lease
|
|
5,615,962
|
|
|
9,470,162
|
|
||
1
st
generation leases
|
|
238,716
|
|
|
541,294
|
|
||
2
nd
generation leases with new tenants
|
|
922,775
|
|
|
2,987,671
|
|
||
2
nd
generation lease renewals
|
|
414,943
|
|
|
1,901,669
|
|
||
Total space leased (1)
|
|
1,576,434
|
|
|
5,430,634
|
|
||
Vacant space available for lease at the end of the period
|
|
4,039,528
|
|
|
4,039,528
|
|
||
|
|
|
|
|
|
|||
Leases executed during the period, in square feet (2)
|
|
2,392,019
|
|
|
6,450,435
|
|
||
|
|
|
|
|
||||
Second generation leasing information
: (3)
|
|
|
|
|
||||
Leases commencing during the period, in square feet
|
|
1,337,718
|
|
|
4,889,340
|
|
||
Weighted Average Lease Term
|
|
113 Months
|
|
|
100 Months
|
|
||
Weighted Average Free Rent Period
|
|
79 Days
|
|
|
102 Days
|
|
||
Total Transaction Costs Per Square Foot (4)
|
|
|
$65.82
|
|
|
|
$57.58
|
|
Increase in Gross Rents (5)
|
|
0.50
|
%
|
|
7.61
|
%
|
||
Increase in Net Rents (6)
|
|
0.22
|
%
|
|
11.32
|
%
|
(1)
|
Represents leases for which rental revenue recognition has commenced in accordance to GAAP during the three and twelve months ended
December 31, 2017
.
|
(2)
|
Represents leases executed during the three and twelve months ended
December 31, 2017
for which we either (a) commenced rental revenue recognition in such period or (b) will commence rental revenue recognition in subsequent periods, in accordance with GAAP, and includes leases at properties currently under development. The total square feet of leases executed and recognized in the three and twelve months ended
December 31, 2017
is 317,507 and 990,562, respectively.
|
(3)
|
Second generation leases are defined as leases for space that had previously been under lease by us. Of the 1,337,718 and 4,889,340 square feet of second generation leases that commenced during the three and twelve months ended
December 31, 2017
, respectively, 1,024,217 and 3,902,784 square feet were signed in prior periods for the three and twelve months ended
December 31, 2017
, respectively.
|
(4)
|
Total transaction costs include tenant improvements and leasing commissions, but exclude free rent concessions and other inducements in accordance with GAAP.
|
(5)
|
Represents the increase in gross rent (base rent plus expense reimbursements) on the new versus expired leases on the
950,634
and
3,592,233
square feet of second generation leases that had been occupied within the prior 12 months for the three and twelve months ended
December 31, 2017
, respectively; excludes leases that management considers temporary because the tenant is not expected to occupy the space on a long-term basis.
|
(6)
|
Represents the increase in net rent (gross rent less operating expenses) on the new versus expired leases on the
950,634
and
3,592,233
square feet of second generation leases that had been occupied within the prior 12 months for the three and twelve months ended
December 31, 2017
, respectively; excludes leases that management considers temporary because the tenant is not expected to occupy the space on a long-term basis.
|
•
|
review relevant financial information, including:
|
•
|
financial ratios;
|
•
|
net worth;
|
•
|
revenue;
|
•
|
cash flows;
|
•
|
leverage; and
|
•
|
liquidity;
|
•
|
evaluate the depth and experience of the tenant’s management team; and
|
•
|
assess the strength/growth of the tenant’s industry.
|
(1)
|
acceptable-risk tenants;
|
(2)
|
the tenant’s credit is such that we may require collateral, in which case we:
|
•
|
may require a security deposit; and/or
|
•
|
may reduce upfront tenant improvement investments; or
|
(3)
|
the tenant’s credit is below our acceptable parameters.
|
•
|
payment history;
|
•
|
credit status and change in status (credit ratings for public companies are used as a primary metric);
|
•
|
change in tenant space needs (i.e., expansion/downsize);
|
•
|
tenant financial performance;
|
•
|
economic conditions in a specific geographic region; and
|
•
|
industry specific credit considerations.
|
|
|
Total Property Portfolio
|
|||||||||||||
|
|
2017
|
|
2016
|
|
Increase/
(Decrease) |
|
%
Change |
|||||||
Net Income Attributable to Boston Properties, Inc. Common Shareholders
|
|
$
|
451,939
|
|
|
$
|
502,285
|
|
|
$
|
(50,346
|
)
|
|
(10.02
|
)%
|
Preferred dividends
|
|
10,500
|
|
|
10,500
|
|
|
—
|
|
|
—
|
%
|
|||
Net Income Attributable to Boston Properties, Inc.
|
|
462,439
|
|
|
512,785
|
|
|
(50,346
|
)
|
|
(9.82
|
)%
|
|||
Net Income Attributable to Noncontrolling Interests:
|
|
|
|
|
|
|
|
|
|||||||
Noncontrolling interest—common units of the Operating Partnership
|
|
52,210
|
|
|
59,260
|
|
|
(7,050
|
)
|
|
(11.90
|
)%
|
|||
Noncontrolling interests in property partnerships
|
|
47,832
|
|
|
(2,068
|
)
|
|
49,900
|
|
|
2,412.96
|
%
|
|||
Net Income
|
|
562,481
|
|
|
569,977
|
|
|
(7,496
|
)
|
|
(1.32
|
)%
|
|||
Gains on sales of real estate
|
|
7,663
|
|
|
80,606
|
|
|
(72,943
|
)
|
|
(90.49
|
)%
|
|||
Income Before Gains on Sales of Real Estate
|
|
554,818
|
|
|
489,371
|
|
|
65,447
|
|
|
13.37
|
%
|
|||
Other Expenses:
|
|
|
|
|
|
|
|
|
|||||||
Add:
|
|
|
|
|
|
|
|
|
|||||||
Losses from interest rate contracts
|
|
—
|
|
|
140
|
|
|
(140
|
)
|
|
(100.00
|
)%
|
|||
Interest expense
|
|
374,481
|
|
|
412,849
|
|
|
(38,368
|
)
|
|
(9.29
|
)%
|
|||
Other Income:
|
|
|
|
|
|
|
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|||||||
Gains (losses) from early extinguishments of debt
|
|
496
|
|
|
(371
|
)
|
|
867
|
|
|
233.69
|
%
|
|||
Gains from investments in securities
|
|
3,678
|
|
|
2,273
|
|
|
1,405
|
|
|
61.81
|
%
|
|||
Interest and other income
|
|
5,783
|
|
|
7,230
|
|
|
(1,447
|
)
|
|
(20.01
|
)%
|
|||
Gain on sale of investment in unconsolidated joint venture
|
|
—
|
|
|
59,370
|
|
|
(59,370
|
)
|
|
(100.00
|
)%
|
|||
Income from unconsolidated joint ventures
|
|
11,232
|
|
|
8,074
|
|
|
3,158
|
|
|
39.11
|
%
|
|||
Operating Income
|
|
908,110
|
|
|
825,784
|
|
|
82,326
|
|
|
9.97
|
%
|
|||
Other Expenses:
|
|
|
|
|
|
|
|
|
|||||||
Add:
|
|
|
|
|
|
|
|
|
|||||||
Depreciation and amortization
|
|
617,547
|
|
|
694,403
|
|
|
(76,856
|
)
|
|
(11.07
|
)%
|
|||
Impairment loss
|
|
—
|
|
|
1,783
|
|
|
(1,783
|
)
|
|
(100.00
|
)%
|
|||
Transaction costs
|
|
668
|
|
|
2,387
|
|
|
(1,719
|
)
|
|
(72.02
|
)%
|
|||
General and administrative expense
|
|
113,715
|
|
|
105,229
|
|
|
8,486
|
|
|
8.06
|
%
|
|||
Other Revenue:
|
|
|
|
|
|
|
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|||||||
Development and management services
|
|
34,605
|
|
|
28,284
|
|
|
6,321
|
|
|
22.35
|
%
|
|||
Net Operating Income
|
|
$
|
1,605,435
|
|
|
$
|
1,601,302
|
|
|
$
|
4,133
|
|
|
0.26
|
%
|
|
|
Total Property Portfolio
|
|||||||||||||
|
|
2017
|
|
2016
|
|
Increase/
(Decrease) |
|
%
Change |
|||||||
Net Income Attributable to Boston Properties Limited Partnership Common Unitholders
|
|
$
|
512,866
|
|
|
$
|
575,341
|
|
|
$
|
(62,475
|
)
|
|
(10.86
|
)%
|
Preferred distributions
|
|
10,500
|
|
|
10,500
|
|
|
—
|
|
|
—
|
%
|
|||
Net Income Attributable to Boston Properties Limited Partnership
|
|
523,366
|
|
|
585,841
|
|
|
(62,475
|
)
|
|
(10.66
|
)%
|
|||
Net Income Attributable to Noncontrolling Interests:
|
|
|
|
|
|
|
|
|
|||||||
Noncontrolling interests in property partnerships
|
|
47,832
|
|
|
(2,068
|
)
|
|
49,900
|
|
|
2,412.96
|
%
|
|||
Net Income
|
|
571,198
|
|
|
583,773
|
|
|
(12,575
|
)
|
|
(2.15
|
)%
|
|||
Gains on sales of real estate
|
|
8,240
|
|
|
82,775
|
|
|
(74,535
|
)
|
|
(90.05
|
)%
|
|||
Income Before Gains on Sales of Real Estate
|
|
562,958
|
|
|
500,998
|
|
|
61,960
|
|
|
12.37
|
%
|
|||
Other Expenses:
|
|
|
|
|
|
|
|
|
|||||||
Add:
|
|
|
|
|
|
|
|
|
|||||||
Losses from interest rate contracts
|
|
—
|
|
|
140
|
|
|
(140
|
)
|
|
(100.00
|
)%
|
|||
Interest expense
|
|
374,481
|
|
|
412,849
|
|
|
(38,368
|
)
|
|
(9.29
|
)%
|
|||
Other Income:
|
|
|
|
|
|
|
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|||||||
Gains (losses) from early extinguishments of debt
|
|
496
|
|
|
(371
|
)
|
|
867
|
|
|
233.69
|
%
|
|||
Gains from investments in securities
|
|
3,678
|
|
|
2,273
|
|
|
1,405
|
|
|
61.81
|
%
|
|||
Interest and other income
|
|
5,783
|
|
|
7,230
|
|
|
(1,447
|
)
|
|
(20.01
|
)%
|
|||
Gain on sale of investment in unconsolidated joint venture
|
|
—
|
|
|
59,370
|
|
|
(59,370
|
)
|
|
(100.00
|
)%
|
|||
Income from unconsolidated joint ventures
|
|
11,232
|
|
|
8,074
|
|
|
3,158
|
|
|
39.11
|
%
|
|||
Operating Income
|
|
916,250
|
|
|
837,411
|
|
|
78,839
|
|
|
9.41
|
%
|
|||
Other Expenses:
|
|
|
|
|
|
|
|
|
|||||||
Add:
|
|
|
|
|
|
|
|
|
|||||||
Depreciation and amortization
|
|
609,407
|
|
|
682,776
|
|
|
(73,369
|
)
|
|
(10.75
|
)%
|
|||
Impairment loss
|
|
—
|
|
|
1,783
|
|
|
(1,783
|
)
|
|
(100.00
|
)%
|
|||
Transaction costs
|
|
668
|
|
|
2,387
|
|
|
(1,719
|
)
|
|
(72.02
|
)%
|
|||
General and administrative expense
|
|
113,715
|
|
|
105,229
|
|
|
8,486
|
|
|
8.06
|
%
|
|||
Other Revenue:
|
|
|
|
|
|
|
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|||||||
Development and management services
|
|
34,605
|
|
|
28,284
|
|
|
6,321
|
|
|
22.35
|
%
|
|||
Net Operating Income
|
|
$
|
1,605,435
|
|
|
$
|
1,601,302
|
|
|
$
|
4,133
|
|
|
0.26
|
%
|
|
Same Property Portfolio
|
|
Properties
Acquired Portfolio |
|
Properties
Placed In-Service Portfolio |
|
Properties in
Development or
Redevelopment
Portfolio
|
|
Properties Sold Portfolio
|
|
Total Property Portfolio
|
||||||||||||||||||||||||||||||||||||||||||||||||||
(dollars in thousands)
|
2017
|
|
2016
|
|
Increase/
(Decrease)
|
|
%
Change
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
|
Increase/
(Decrease) |
|
%
Change |
||||||||||||||||||||||||||||||
Rental Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Rental Revenue
|
$
|
2,395,910
|
|
|
$
|
2,329,295
|
|
|
$
|
66,615
|
|
|
2.86
|
%
|
|
$
|
7,669
|
|
|
$
|
3,929
|
|
|
$
|
73,414
|
|
|
$
|
45,814
|
|
|
$
|
4,375
|
|
|
$
|
18,913
|
|
|
$
|
846
|
|
|
$
|
3,709
|
|
|
$
|
2,482,214
|
|
|
$
|
2,401,660
|
|
|
$
|
80,554
|
|
|
3.35
|
%
|
Termination Income
|
24,467
|
|
|
60,183
|
|
|
(35,716
|
)
|
|
(59.35
|
)%
|
|
6
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,415
|
)
|
|
(890
|
)
|
|
—
|
|
|
—
|
|
|
23,058
|
|
|
59,293
|
|
|
(36,235
|
)
|
|
(61.11
|
)%
|
||||||||||||||
Total Rental Revenue
|
2,420,377
|
|
|
2,389,478
|
|
|
30,899
|
|
|
1.29
|
%
|
|
7,675
|
|
|
3,929
|
|
|
73,414
|
|
|
45,814
|
|
|
2,960
|
|
|
18,023
|
|
|
846
|
|
|
3,709
|
|
|
2,505,272
|
|
|
2,460,953
|
|
|
44,319
|
|
|
1.80
|
%
|
||||||||||||||
Real Estate Operating Expenses
|
887,538
|
|
|
856,637
|
|
|
30,901
|
|
|
3.61
|
%
|
|
2,065
|
|
|
857
|
|
|
21,996
|
|
|
11,564
|
|
|
11,387
|
|
|
11,745
|
|
|
689
|
|
|
1,889
|
|
|
923,675
|
|
|
882,692
|
|
|
40,983
|
|
|
4.64
|
%
|
||||||||||||||
Net Operating Income (Loss), Excluding Residential and Hotel (1)
|
1,532,839
|
|
|
1,532,841
|
|
|
(2
|
)
|
|
—
|
%
|
|
5,610
|
|
|
3,072
|
|
|
51,418
|
|
|
34,250
|
|
|
(8,427
|
)
|
|
6,278
|
|
|
157
|
|
|
1,820
|
|
|
1,581,597
|
|
|
1,578,261
|
|
|
3,336
|
|
|
0.21
|
%
|
||||||||||||||
Residential Net Operating Income (Loss) (2)
|
10,294
|
|
|
10,246
|
|
|
48
|
|
|
0.47
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(623
|
)
|
|
—
|
|
|
—
|
|
|
10,294
|
|
|
9,623
|
|
|
671
|
|
|
6.97
|
%
|
||||||||||||||
Hotel Net Operating Income (2)
|
13,544
|
|
|
13,418
|
|
|
126
|
|
|
0.94
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,544
|
|
|
13,418
|
|
|
126
|
|
|
0.94
|
%
|
||||||||||||||
Consolidated Net Operating Income (Loss) (1) (2)
|
$
|
1,556,677
|
|
|
$
|
1,556,505
|
|
|
$
|
172
|
|
|
0.01
|
%
|
|
$
|
5,610
|
|
|
$
|
3,072
|
|
|
$
|
51,418
|
|
|
$
|
34,250
|
|
|
$
|
(8,427
|
)
|
|
$
|
5,655
|
|
|
$
|
157
|
|
|
$
|
1,820
|
|
|
$
|
1,605,435
|
|
|
$
|
1,601,302
|
|
|
$
|
4,133
|
|
|
0.26
|
%
|
(1)
|
The change in the Same Property Portfolio was driven by the decrease in termination income. For additional information, see page 61.
|
(2)
|
For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page
59
. Residential Net Operating Income for the year ended
December 31, 2017
and
2016
are comprised of Residential Revenue of
$16,596
and
$16,699
less Residential Expenses of
$6,302
and
$7,076
, respectively. Hotel Net Operating Income for the year ended
December 31, 2017
and
2016
are comprised of Hotel Revenue of
$45,603
and
$44,884
less Hotel Expenses of
$32,059
and
$31,466
, respectively, per the Consolidated Statements of Operations.
|
|
|
|
|
|
|
Rental Revenue
|
|
Real Estate Operating Expenses
|
|||||||||||||||||||||
Name
|
|
Date acquired
|
|
Square Feet
|
|
2017
|
|
2016
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
|||||||||||||
|
|
|
|
|
|
(dollars in thousands)
|
|||||||||||||||||||||||
3625-3635 Peterson Way
|
|
April 22, 2016
|
|
218,366
|
|
|
$
|
5,936
|
|
|
$
|
3,929
|
|
|
$
|
2,007
|
|
|
$
|
1,227
|
|
|
$
|
857
|
|
|
$
|
370
|
|
103 Carnegie Center (1)
|
|
May 15, 2017
|
|
96,332
|
|
|
1,739
|
|
|
—
|
|
|
1,739
|
|
|
838
|
|
|
—
|
|
|
838
|
|
||||||
|
|
|
|
314,698
|
|
|
$
|
7,675
|
|
|
$
|
3,929
|
|
|
$
|
3,746
|
|
|
$
|
2,065
|
|
|
$
|
857
|
|
|
$
|
1,208
|
|
(1)
|
Rental revenue includes termination income of approximately $6,000 for the year ended December 31, 2017.
|
|
|
Quarter Initially Placed In-Service
|
|
Quarter Fully Placed In-Service
|
|
|
|
Rental Revenue
|
|
Real Estate Operating Expenses
|
|||||||||||||||||||||
Name
|
|
|
|
Square Feet
|
|
2017
|
|
2016
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
|||||||||||||||
|
|
|
|
|
|
|
|
(dollars in thousands)
|
|||||||||||||||||||||||
601 Massachusetts Avenue
|
|
Third Quarter, 2015
|
|
Second Quarter, 2016
|
|
478,818
|
|
|
$
|
37,987
|
|
|
$
|
34,050
|
|
|
$
|
3,937
|
|
|
$
|
9,827
|
|
|
$
|
7,919
|
|
|
$
|
1,908
|
|
804 Carnegie Center
|
|
Second Quarter, 2016
|
|
Second Quarter, 2016
|
|
130,000
|
|
|
5,584
|
|
|
3,947
|
|
|
1,637
|
|
|
1,400
|
|
|
1,385
|
|
|
15
|
|
||||||
10 CityPoint
|
|
Second Quarter, 2016
|
|
Second Quarter, 2016
|
|
241,199
|
|
|
11,657
|
|
|
5,540
|
|
|
6,117
|
|
|
3,480
|
|
|
1,334
|
|
|
2,146
|
|
||||||
Reservoir Place North
|
|
Second Quarter, 2016
|
|
Second Quarter, 2017
|
|
73,258
|
|
|
—
|
|
|
(8
|
)
|
|
8
|
|
|
346
|
|
|
116
|
|
|
230
|
|
||||||
888 Boylston Street
|
|
Third Quarter, 2016
|
|
Third Quarter, 2017
|
|
417,000
|
|
|
17,486
|
|
|
2,285
|
|
|
15,201
|
|
|
6,597
|
|
|
810
|
|
|
5,787
|
|
||||||
191 Spring Street
|
|
Fourth Quarter, 2017
|
|
N/A
|
|
171,000
|
|
|
29
|
|
|
—
|
|
|
29
|
|
|
55
|
|
|
—
|
|
|
55
|
|
||||||
Salesforce Tower
|
|
Fourth Quarter, 2017
|
|
N/A
|
|
1,400,000
|
|
|
671
|
|
|
—
|
|
|
671
|
|
|
291
|
|
|
—
|
|
|
291
|
|
||||||
|
|
|
|
|
|
2,911,275
|
|
|
$
|
73,414
|
|
|
$
|
45,814
|
|
|
$
|
27,600
|
|
|
$
|
21,996
|
|
|
$
|
11,564
|
|
|
$
|
10,432
|
|
|
|
|
|
|
|
Rental Revenue
|
|
Real Estate Operating Expenses
|
|||||||||||||||||||||
Name
|
|
Date Commenced Development / Redevelopment
|
|
Square Feet
|
|
2017
|
|
2016
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
|||||||||||||
|
|
|
|
|
|
(dollars in thousands)
|
|||||||||||||||||||||||
One Five Nine East 53rd Street (1)
|
|
August 19, 2016
|
|
220,000
|
|
|
$
|
2,218
|
|
|
$
|
11,530
|
|
|
$
|
(9,312
|
)
|
|
$
|
7,368
|
|
|
$
|
8,173
|
|
|
$
|
(805
|
)
|
191 Spring Street (2)
|
|
December 29, 2016
|
|
171,000
|
|
|
—
|
|
|
2,813
|
|
|
(2,813
|
)
|
|
2,843
|
|
|
2,025
|
|
|
818
|
|
||||||
145 Broadway (3)
|
|
April 6, 2017
|
|
79,616
|
|
|
742
|
|
|
3,680
|
|
|
(2,938
|
)
|
|
1,176
|
|
|
1,547
|
|
|
(371
|
)
|
||||||
|
|
|
|
470,616
|
|
|
$
|
2,960
|
|
|
$
|
18,023
|
|
|
$
|
(15,063
|
)
|
|
$
|
11,387
|
|
|
$
|
11,745
|
|
|
$
|
(358
|
)
|
(1)
|
This is the low-rise portion of 601 Lexington Avenue in New York City. Rental revenue includes termination income of approximately
$(1.4) million
and
$(0.9) million
for the years
ended
December 31, 2017
and
2016
, respectively.
In addition, real estate operating expense includes demolition costs of approximately $5.8 million and $2.3 million for the years ended
December 31, 2017
and
2016
, respectively.
|
(2)
|
Real estate operating expenses includes demolition costs of approximately $2.8 million and $0.3 million for the years ended December 31, 2017 and
2016
, respectively.
|
(3)
|
On April 6, 2017, we commenced the development of 145 Broadway, a build-to-suit Class A office project with approximately 485,000 net rentable square feet located in Cambridge, Massachusetts. Real estate operating expenses for the year ended
December 31, 2017
includes approximately $0.8 million of demolition costs.
|
|
|
|
|
|
|
|
|
Rental Revenue
|
|
Real Estate Operating Expenses
|
|||||||||||||||||||||
Name
|
|
Date Sold
|
|
Property Type
|
|
Square Feet
|
|
2017
|
|
2016
|
|
Change
|
|
2017
|
|
2016
|
|
Change
|
|||||||||||||
|
|
|
|
|
|
|
|
(dollars in thousands)
|
|||||||||||||||||||||||
415 Main Street
|
|
February 1, 2016
|
|
Office
|
|
231,000
|
|
|
$
|
—
|
|
|
$
|
1,675
|
|
|
$
|
(1,675
|
)
|
|
$
|
—
|
|
|
$
|
412
|
|
|
$
|
(412
|
)
|
30 Shattuck Road
|
|
April 19, 2017
|
|
Land
|
|
N/A
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14
|
|
|
46
|
|
|
(32
|
)
|
||||||
40 Shattuck Road
|
|
June 13, 2017
|
|
Office
|
|
122,000
|
|
|
846
|
|
|
2,034
|
|
|
(1,188
|
)
|
|
599
|
|
|
1,301
|
|
|
(702
|
)
|
||||||
Reston Eastgate
|
|
August 30, 2017
|
|
Land
|
|
N/A
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
76
|
|
|
130
|
|
|
(54
|
)
|
||||||
|
|
|
|
|
|
353,000
|
|
|
$
|
846
|
|
|
$
|
3,709
|
|
|
$
|
(2,863
|
)
|
|
$
|
689
|
|
|
$
|
1,889
|
|
|
$
|
(1,200
|
)
|
|
|
The Lofts at Atlantic Wharf
|
|
The Avant at Reston Town Center
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
Percentage
Change |
|
2017
|
|
2016
|
|
Percentage
Change |
||||||||||
Average Monthly Rental Rate (1)
|
|
$
|
4,245
|
|
|
$
|
4,154
|
|
|
2.2
|
%
|
|
$
|
2,391
|
|
|
$
|
2,385
|
|
|
0.3
|
%
|
Average Rental Rate Per Occupied Square Foot
|
|
$
|
4.70
|
|
|
$
|
4.61
|
|
|
2.0
|
%
|
|
$
|
2.64
|
|
|
$
|
2.62
|
|
|
0.8
|
%
|
Average Physical Occupancy (2)
|
|
94.3
|
%
|
|
95.6
|
%
|
|
(1.4
|
)%
|
|
93.8
|
%
|
|
93.6
|
%
|
|
0.2
|
%
|
||||
Average Economic Occupancy (3)
|
|
94.8
|
%
|
|
96.5
|
%
|
|
(1.8
|
)%
|
|
92.7
|
%
|
|
93.6
|
%
|
|
(1.0
|
)%
|
(1)
|
Average Monthly Rental Rate is calculated as the average of the quotients obtained by dividing (A) rental revenue as determined in accordance with GAAP, by (B) the number of occupied units for each month within the applicable fiscal period.
|
(2)
|
Average Physical Occupancy is defined as (1) the average number of occupied units divided by (2) the total number of units, expressed as a percentage.
|
(3)
|
Average Economic Occupancy is defined as (1) total possible revenue less vacancy loss divided by (2) total possible revenue, expressed as a percentage. Total possible revenue is determined by valuing average occupied units at contract rates and average vacant units at Market Rents. Vacancy loss is determined by valuing vacant units at current Market Rents. By measuring vacant units at their Market Rents, Average Economic Occupancy takes into account the fact that units of different sizes and locations within a residential property have different economic impacts on a residential property’s total possible gross revenue. Market Rents used by us in calculating Economic Occupancy are based on the current market rates set by the managers of our residential properties based on their experience in renting their residential property’s units and publicly available market data. Trends in market rents for a region as reported by others could vary. Market Rents for a period are based on the average Market Rents during that period and do not reflect any impact for cash concessions.
|
|
|
2017
|
|
2016
|
|
Percentage
Change
|
|||||
Occupancy
|
|
79.9
|
%
|
|
79.5
|
%
|
|
0.5
|
%
|
||
Average daily rate
|
|
$
|
276.67
|
|
|
$
|
271.38
|
|
|
1.9
|
%
|
REVPAR
|
|
$
|
221.17
|
|
|
$
|
215.71
|
|
|
2.5
|
%
|
Portfolio
|
|
Depreciation and Amortization for the year ended December 31,
|
||||||||||
2017
|
|
2016
|
|
Change
|
||||||||
|
|
(in thousands)
|
||||||||||
Same Property Portfolio (1)
|
|
$
|
593,366
|
|
|
$
|
624,716
|
|
|
$
|
(31,350
|
)
|
Properties Placed in-Service Portfolio
|
|
15,815
|
|
|
8,913
|
|
|
6,902
|
|
|||
Properties Acquired Portfolio
|
|
5,044
|
|
|
2,693
|
|
|
2,351
|
|
|||
Properties in Development or Redevelopment Portfolio (2)
|
|
3,050
|
|
|
57,184
|
|
|
(54,134
|
)
|
|||
Properties Sold Portfolio
|
|
272
|
|
|
897
|
|
|
(625
|
)
|
|||
|
|
$
|
617,547
|
|
|
$
|
694,403
|
|
|
$
|
(76,856
|
)
|
(1)
|
We commenced several repositioning and capital improvement projects during the year ended December 31, 2016 and as a result accelerated depreciation and amortization on the portion of the building that was being repositioned or undergoing capital improvements.
|
(2)
|
On August 19, 2016, the consolidated entity in which we have a 55% interest and that owns 601 Lexington Avenue located in New York City commenced the redevelopment of the six-story, low-rise office and retail building component of the complex. The redeveloped portion of the low-rise building will contain approximately 195,000 net rentable square feet of Class A office space and approximately 25,000 net rentable square feet of retail space. As a result, during the year ended December 31, 2016, we recorded approximately $50.8 million, including $3.2 million related to the step-up of real estate assets, of accelerated depreciation expense for the portion of the complex that was demolished.
|
Portfolio
|
|
Depreciation and Amortization for the year ended December 31,
|
||||||||||
2017
|
|
2016
|
|
Change
|
||||||||
|
|
(in thousands)
|
||||||||||
Same Property Portfolio (1)
|
|
$
|
585,226
|
|
|
$
|
616,669
|
|
|
$
|
(31,443
|
)
|
Properties Placed in-Service Portfolio
|
|
15,815
|
|
|
8,913
|
|
|
6,902
|
|
|||
Properties Acquired Portfolio
|
|
5,044
|
|
|
2,693
|
|
|
2,351
|
|
|||
Properties in Development or Redevelopment Portfolio (2)
|
|
3,050
|
|
|
53,604
|
|
|
(50,554
|
)
|
|||
Properties Sold Portfolio
|
|
272
|
|
|
897
|
|
|
(625
|
)
|
|||
|
|
$
|
609,407
|
|
|
$
|
682,776
|
|
|
$
|
(73,369
|
)
|
(1)
|
We commenced several repositioning and capital improvement projects during the year ended December 31, 2016 and as a result accelerated depreciation and amortization on the portion of the building that was being repositioned or undergoing capital improvements.
|
(2)
|
On August 19, 2016, the consolidated entity in which we have a 55% interest and that owns 601 Lexington Avenue located in New York City commenced the redevelopment of the six-story, low-rise office and retail building component of the complex. The redeveloped portion of the low-rise building will contain approximately 195,000 net rentable square feet of Class A office space and approximately 25,000 net rentable square feet of retail space. We recorded approximately $47.6 million of accelerated depreciation expense for the portion of the complex that was demolished.
|
Component
|
|
Change in interest
expense for the year ended December 31, 2017 compared to December 31, 2016 |
||
|
|
(in thousands)
|
||
Increases to interest expense due to:
|
|
|
||
Issuance of $1.0 billion in aggregate principal of 2.750% senior notes due 2026 on August 17, 2016
|
|
$
|
20,801
|
|
Refinancing of the debt collateralized by 767 Fifth Avenue (the General Motors Building) (1)
|
|
18,998
|
|
|
Utilization of the Unsecured Line of Credit as well as an increase in capacity due to the execution of the 2017 Credit Facility (2)
|
|
2,342
|
|
|
Issuance of $850 million in aggregate principal of 3.200% senior notes due 2025 on December 4, 2017
|
|
2,080
|
|
|
Issuance of $1.0 billion in aggregate principal of 3.650% senior notes due 2026 on January 20, 2016
|
|
1,956
|
|
|
Amortization of deferred financing fees for BPLP’s unsecured debt and credit facility
|
|
1,313
|
|
|
Other interest expense (excluding senior notes)
|
|
165
|
|
|
Total increases to interest expense
|
|
47,655
|
|
|
Decreases to interest expense due to:
|
|
|
||
Repayment of mortgage financings (3)
|
|
(44,900
|
)
|
|
Increase in capitalized interest (4)
|
|
(21,833
|
)
|
|
Decrease in the interest for the Outside Members’ Notes Payable for the 767 Fifth Avenue (the General Motors Building) (5)
|
|
(18,065
|
)
|
|
Redemption of $850 million in aggregate principal of 3.700% senior notes due 2018 on December 17, 2017
|
|
(1,225
|
)
|
|
Total decreases to interest expense
|
|
(86,023
|
)
|
|
Total change in interest expense
|
|
$
|
(38,368
|
)
|
(1)
|
See Note
6
to the Consolidated Financial Statements.
|
(2)
|
See Note 9 to the Consolidated Financial Statements
|
(3)
|
Includes the repayment of the mortgage loans collateralized Fountain Square, Embarcadero Center Four and 599 Lexington Avenue.
|
(4)
|
The increase was primarily due to the commencement and continuation of several development projects. For a list of development projects refer to
“Liquidity and Capital Resources” within “Item 2—Management’s Discussion and Analysis of Financial Condition and Results of Operations
.”
|
(5)
|
The related interest expense from the Outside Members’ Notes Payable totaled approximately
$16.3 million and $34.3 million
for the years ended
December 31, 2017
and
2016
, respectively. These amounts are allocated to the outside joint venture partners as an adjustment to Noncontrolling Interests in Property Partnerships in our Consolidated Statements of Operations. On June 7, 2017, a portion of the outside members’ notes payable was repaid and the remaining portion was contributed as equity in the consolidated entity (See Notes
6
and
11
to the Consolidated Financial Statements).
|
Name
|
|
Date sold
|
|
Property Type
|
|
Square Feet
|
|
Sale Price
|
|
Cash Proceeds
|
|
Gain on Sale of Real Estate
|
|
||||||
|
|
|
|
|
|
|
|
(dollars in millions)
|
|
||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
30 Shattuck Road
|
|
April 19, 2017
|
|
Land
|
|
N/A
|
|
$
|
5.0
|
|
|
$
|
5.0
|
|
|
$
|
3.7
|
|
|
40 Shattuck Road
|
|
June 13, 2017
|
|
Office
|
|
122,000
|
|
12.0
|
|
|
11.9
|
|
|
—
|
|
(1)
|
|||
Reston Eastgate
|
|
August 30, 2017
|
|
Land
|
|
N/A
|
|
14.0
|
|
|
13.2
|
|
|
2.8
|
|
|
|||
|
|
|
|
$
|
31.0
|
|
|
$
|
30.1
|
|
|
$
|
6.5
|
|
(2)
|
||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
415 Main Street
|
|
February 1, 2016
|
|
Office
|
|
231,000
|
|
$
|
105.4
|
|
|
$
|
104.9
|
|
|
$
|
60.8
|
|
|
Broad Run Business Park
|
|
August 16, 2016
|
|
Land
|
|
N/A
|
|
18.0
|
|
|
17.9
|
|
|
13.0
|
|
|
|||
|
|
|
|
|
|
|
|
$
|
123.4
|
|
|
$
|
122.8
|
|
|
$
|
73.8
|
|
(3)
|
(1)
|
The gain on sale of real estate for this property was $28,000.
|
(2)
|
Excludes approximately $1.1 million of gains on sale of real estate recognized during the year ended
December 31, 2017
related to a previously deferred gain amount from sales of real estate occurring in prior years.
|
(3)
|
Excludes approximately $6.8 million of a gain on sale of real estate recognized during the year ended December 31, 2016 related to a previously deferred gain amount from the 2014 sale of Patriots Park located in Reston, Virginia.
|
Name
|
|
Date sold
|
|
Property Type
|
|
Square Feet
|
|
Sale Price
|
|
Cash Proceeds
|
|
Gain on Sale of Real Estate
|
|
||||||
|
|
|
|
|
|
|
|
(dollars in millions)
|
|
||||||||||
2017
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
30 Shattuck Road
|
|
April 19, 2017
|
|
Land
|
|
N/A
|
|
$
|
5.0
|
|
|
$
|
5.0
|
|
|
$
|
3.7
|
|
|
40 Shattuck Road
|
|
June 13, 2017
|
|
Office
|
|
122,000
|
|
12.0
|
|
|
11.9
|
|
|
0.6
|
|
|
|||
Reston Eastgate
|
|
August 30, 2017
|
|
Land
|
|
N/A
|
|
14.0
|
|
|
13.2
|
|
|
2.8
|
|
|
|||
|
|
|
|
$
|
31.0
|
|
|
$
|
30.1
|
|
|
$
|
7.1
|
|
(1)
|
||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
415 Main Street
|
|
February 1, 2016
|
|
Office
|
|
231,000
|
|
$
|
105.4
|
|
|
$
|
104.9
|
|
|
$
|
63.0
|
|
|
Broad Run Business Park
|
|
August 16, 2016
|
|
Land
|
|
N/A
|
|
18.0
|
|
|
17.9
|
|
|
13.0
|
|
|
|||
|
|
|
|
|
|
|
|
$
|
123.4
|
|
|
$
|
122.8
|
|
|
$
|
76.0
|
|
(2)
|
(1)
|
Excludes approximately $1.1 million of gains on sale of real estate recognized during the year ended
December 31, 2017
related to a previously deferred gain amount from sales of real estate occurring in prior years.
|
(2)
|
Excludes approximately $6.8 million of a gain on sale of real estate recognized during the year ended December 31, 2016 related to a previously deferred gain amount from the 2014 sale of Patriots Park located in Reston, Virginia.
|
Property
|
|
Noncontrolling Interests in Property Partnerships for the year ended December 31,
|
||||||||||
2017
|
|
2016
|
|
Change
|
||||||||
|
|
(in thousands)
|
||||||||||
Salesforce Tower (1)
|
|
$
|
(528
|
)
|
|
$
|
(34
|
)
|
|
$
|
(494
|
)
|
767 Fifth Avenue (the General Motors Building) (2)
|
|
(1,913
|
)
|
|
(26,777
|
)
|
|
24,864
|
|
|||
Times Square Tower
|
|
26,808
|
|
|
26,777
|
|
|
31
|
|
|||
601 Lexington Avenue (3)
|
|
10,317
|
|
|
(12,462
|
)
|
|
22,779
|
|
|||
100 Federal Street
|
|
3,722
|
|
|
1,119
|
|
|
2,603
|
|
|||
Atlantic Wharf Office Building
|
|
9,426
|
|
|
9,309
|
|
|
117
|
|
|||
|
|
$
|
47,832
|
|
|
$
|
(2,068
|
)
|
|
$
|
49,900
|
|
(1)
|
Under the joint venture agreement, (a) from and after the stabilization date, the partner has the right to cause us to purchase all (but not less than all) of the partner’s interest and (b) from and after the third anniversary of the stabilization date, we have the right to acquire all (but not less than all) of the partner’s interest, in each case at an agreed upon purchase price or appraised value. In addition, if certain threshold returns are achieved the partner will be entitled to receive an additional promoted interest. The term stabilization date is defined in the agreement to generally mean the first date after completion upon which Salesforce Tower is (1) at least 90% leased and (2) 50% occupied by tenants that are paying rent. We expect the stabilization date to occur in the second half of 2018.
|
(2)
|
On June 7, 2017, our consolidated entity in which we have a 60% interest completed the refinancing of indebtedness that had been secured by direct and indirect interests in 767 Fifth Avenue. The net loss allocation was primarily due to the partners’ share of the interest expense for the outside members’ notes payable which was
$16.3 million and $34.3 million
for the years ended December 31, 2017 and 2016, respectively.
On June 7, 2017, a portion of the outside members’ notes payable was repaid and the remaining portion was contributed as equity in the consolidated entity (See Notes
6
and
11
to the Consolidated Financial Statements).
|
(3)
|
On August 19, 2016, the consolidated entity in which we have a 55% interest and that owns this property commenced the redevelopment of the six-story low-rise office and retail building component of the complex. The redeveloped portion of the low-rise building will contain approximately 195,000 net rentable square feet of Class A office space and approximately 25,000 net rentable square feet of retail space. We will capitalize incremental costs during the redevelopment. BXP and BPLP recognized approximately $50.8 million and $47.6 million, respectively, of depreciation expense associated with the acceleration of depreciation on the assets being removed from service and demolished as part of the redevelopment of the property. Approximately $21.4 million of those amounts was allocated to the outside partners.
|
|
|
Total Property Portfolio
|
|||||||||||||
|
|
2016
|
|
2015
|
|
Increase/
(Decrease) |
|
%
Change |
|||||||
Net Income Attributable to Boston Properties, Inc. Common Shareholders
|
|
$
|
502,285
|
|
|
$
|
572,606
|
|
|
$
|
(70,321
|
)
|
|
(12.28
|
)%
|
Preferred dividends
|
|
10,500
|
|
|
10,500
|
|
|
—
|
|
|
—
|
%
|
|||
Net Income Attributable to Boston Properties, Inc.
|
|
512,785
|
|
|
583,106
|
|
|
(70,321
|
)
|
|
(12.06
|
)%
|
|||
Net Income Attributable to Noncontrolling Interests:
|
|
|
|
|
|
|
|
|
|||||||
Noncontrolling interest—common units of the Operating Partnership
|
|
59,260
|
|
|
66,951
|
|
|
(7,691
|
)
|
|
(11.49
|
)%
|
|||
Noncontrolling interest—redeemable preferred units of the Operating Partnership
|
|
—
|
|
|
6
|
|
|
(6
|
)
|
|
(100.00
|
)%
|
|||
Noncontrolling interests in property partnerships
|
|
(2,068
|
)
|
|
149,855
|
|
|
(151,923
|
)
|
|
(101.38
|
)%
|
|||
Net Income
|
|
569,977
|
|
|
799,918
|
|
|
(229,941
|
)
|
|
(28.75
|
)%
|
|||
Gains on sales of real estate
|
|
80,606
|
|
|
375,895
|
|
|
(295,289
|
)
|
|
(78.56
|
)%
|
|||
Income Before Gains on Sales of Real Estate
|
|
489,371
|
|
|
424,023
|
|
|
65,348
|
|
|
15.41
|
%
|
|||
Other Expenses:
|
|
|
|
|
|
|
|
|
|||||||
Add:
|
|
|
|
|
|
|
|
|
|||||||
Losses from interest rate contracts
|
|
140
|
|
|
—
|
|
|
140
|
|
|
100.00
|
%
|
|||
Losses from early extinguishments of debt
|
|
371
|
|
|
22,040
|
|
|
(21,669
|
)
|
|
(98.32
|
)%
|
|||
Interest expense
|
|
412,849
|
|
|
432,196
|
|
|
(19,347
|
)
|
|
(4.48
|
)%
|
|||
Other Income:
|
|
|
|
|
|
|
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|||||||
Gains (losses) from investments in securities
|
|
2,273
|
|
|
(653
|
)
|
|
2,926
|
|
|
448.09
|
%
|
|||
Interest and other income
|
|
7,230
|
|
|
6,777
|
|
|
453
|
|
|
6.68
|
%
|
|||
Gain on sale of investment in unconsolidated joint venture
|
|
59,370
|
|
|
—
|
|
|
59,370
|
|
|
100.00
|
%
|
|||
Income from unconsolidated joint ventures
|
|
8,074
|
|
|
22,770
|
|
|
(14,696
|
)
|
|
(64.54
|
)%
|
|||
Operating Income
|
|
825,784
|
|
|
849,365
|
|
|
(23,581
|
)
|
|
(2.78
|
)%
|
|||
Other Expenses:
|
|
|
|
|
|
|
|
|
|||||||
Add:
|
|
|
|
|
|
|
|
|
|||||||
Depreciation and amortization
|
|
694,403
|
|
|
639,542
|
|
|
54,861
|
|
|
8.58
|
%
|
|||
Impairment loss
|
|
1,783
|
|
|
—
|
|
|
1,783
|
|
|
100.00
|
%
|
|||
Transaction costs
|
|
2,387
|
|
|
1,259
|
|
|
1,128
|
|
|
89.59
|
%
|
|||
General and administrative expense
|
|
105,229
|
|
|
96,319
|
|
|
8,910
|
|
|
9.25
|
%
|
|||
Other Revenue:
|
|
|
|
|
|
|
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|||||||
Development and management services
|
|
28,284
|
|
|
22,554
|
|
|
5,730
|
|
|
25.41
|
%
|
|||
Net Operating Income
|
|
$
|
1,601,302
|
|
|
$
|
1,563,931
|
|
|
$
|
37,371
|
|
|
2.39
|
%
|
|
|
Total Property Portfolio
|
|||||||||||||
|
|
2016
|
|
2015
|
|
Increase/
(Decrease) |
|
%
Change |
|||||||
Net Income Attributable to Boston Properties Limited Partnership Common Unitholders
|
|
$
|
575,341
|
|
|
$
|
648,748
|
|
|
$
|
(73,407
|
)
|
|
(11.32
|
)%
|
Preferred distributions
|
|
10,500
|
|
|
10,500
|
|
|
—
|
|
|
—
|
%
|
|||
Net Income Attributable to Boston Properties Limited Partnership
|
|
585,841
|
|
|
659,248
|
|
|
(73,407
|
)
|
|
(11.13
|
)%
|
|||
Net Income Attributable to Noncontrolling Interests:
|
|
|
|
|
|
|
|
|
|||||||
Noncontrolling interest—redeemable preferred units of the Operating Partnership
|
|
—
|
|
|
6
|
|
|
(6
|
)
|
|
(100.00
|
)%
|
|||
Noncontrolling interests in property partnerships
|
|
(2,068
|
)
|
|
149,855
|
|
|
(151,923
|
)
|
|
(101.38
|
)%
|
|||
Net Income
|
|
583,773
|
|
|
809,109
|
|
|
(225,336
|
)
|
|
(27.85
|
)%
|
|||
Gains on sales of real estate
|
|
82,775
|
|
|
377,093
|
|
|
(294,318
|
)
|
|
(78.05
|
)%
|
|||
Income Before Gains on Sales of Real Estate
|
|
500,998
|
|
|
432,016
|
|
|
68,982
|
|
|
15.97
|
%
|
|||
Other Expenses:
|
|
|
|
|
|
|
|
|
|||||||
Add:
|
|
|
|
|
|
|
|
|
|||||||
Losses from interest rate contracts
|
|
140
|
|
|
—
|
|
|
140
|
|
|
100.00
|
%
|
|||
Losses from early extinguishments of debt
|
|
371
|
|
|
22,040
|
|
|
(21,669
|
)
|
|
(98.32
|
)%
|
|||
Interest expense
|
|
412,849
|
|
|
432,196
|
|
|
(19,347
|
)
|
|
(4.48
|
)%
|
|||
Other Income:
|
|
|
|
|
|
|
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|||||||
Gains (losses) from investments in securities
|
|
2,273
|
|
|
(653
|
)
|
|
2,926
|
|
|
448.09
|
%
|
|||
Interest and other income
|
|
7,230
|
|
|
6,777
|
|
|
453
|
|
|
6.68
|
%
|
|||
Gain on sale of investment in unconsolidated joint venture
|
|
59,370
|
|
|
—
|
|
|
59,370
|
|
|
100.00
|
%
|
|||
Income from unconsolidated joint ventures
|
|
8,074
|
|
|
22,770
|
|
|
(14,696
|
)
|
|
(64.54
|
)%
|
|||
Operating Income
|
|
837,411
|
|
|
857,358
|
|
|
(19,947
|
)
|
|
(2.33
|
)%
|
|||
Other Expenses:
|
|
|
|
|
|
|
|
|
|||||||
Add:
|
|
|
|
|
|
|
|
|
|||||||
Depreciation and amortization
|
|
682,776
|
|
|
631,549
|
|
|
51,227
|
|
|
8.11
|
%
|
|||
Impairment loss
|
|
1,783
|
|
|
—
|
|
|
1,783
|
|
|
100.00
|
%
|
|||
Transaction costs
|
|
2,387
|
|
|
1,259
|
|
|
1,128
|
|
|
89.59
|
%
|
|||
General and administrative expense
|
|
105,229
|
|
|
96,319
|
|
|
8,910
|
|
|
9.25
|
%
|
|||
Other Revenue:
|
|
|
|
|
|
|
|
|
|||||||
Less:
|
|
|
|
|
|
|
|
|
|||||||
Development and management services
|
|
28,284
|
|
|
22,554
|
|
|
5,730
|
|
|
25.41
|
%
|
|||
Net Operating Income
|
|
$
|
1,601,302
|
|
|
$
|
1,563,931
|
|
|
$
|
37,371
|
|
|
2.39
|
%
|
|
Same Property Portfolio
|
|
Properties
Acquired Portfolio |
|
Properties
Placed In-Service Portfolio |
|
Properties in
Development or Redevelopment Portfolio |
|
Properties Sold Portfolio
|
Total Property Portfolio
|
|||||||||||||||||||||||||||||||||||||||||||||||||||
(dollars in thousands)
|
2016
|
|
2015
|
|
Increase/
(Decrease)
|
|
%
Change
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
2016
|
|
2015
|
|
Increase/
(Decrease) |
|
%
Change |
||||||||||||||||||||||||||||||
Rental Revenue:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||||||||||||||||
Rental Revenue
|
$
|
2,309,060
|
|
|
$
|
2,273,432
|
|
|
$
|
35,628
|
|
|
1.57
|
%
|
|
$
|
3,929
|
|
|
$
|
—
|
|
|
$
|
71,763
|
|
|
$
|
21,865
|
|
|
$
|
15,233
|
|
|
$
|
28,209
|
|
|
$
|
1,675
|
|
|
$
|
40,938
|
|
|
$
|
2,401,660
|
|
|
$
|
2,364,444
|
|
|
$
|
37,216
|
|
|
1.57
|
%
|
Termination Income
|
60,183
|
|
|
40,635
|
|
|
19,548
|
|
|
48.11
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(890
|
)
|
|
(1,741
|
)
|
|
—
|
|
|
—
|
|
|
59,293
|
|
|
38,894
|
|
|
20,399
|
|
|
52.45
|
%
|
||||||||||||||
Total Rental Revenue
|
2,369,243
|
|
|
2,314,067
|
|
|
55,176
|
|
|
2.38
|
%
|
|
3,929
|
|
|
—
|
|
|
71,763
|
|
|
21,865
|
|
|
14,343
|
|
|
26,468
|
|
|
1,675
|
|
|
40,938
|
|
|
2,460,953
|
|
|
2,403,338
|
|
|
57,615
|
|
|
2.40
|
%
|
||||||||||||||
Real Estate Operating Expenses
|
852,230
|
|
|
832,164
|
|
|
20,066
|
|
|
2.41
|
%
|
|
857
|
|
|
—
|
|
|
18,995
|
|
|
6,342
|
|
|
10,198
|
|
|
10,491
|
|
|
412
|
|
|
15,028
|
|
|
882,692
|
|
|
864,025
|
|
|
18,667
|
|
|
2.16
|
%
|
||||||||||||||
Net Operating Income, excluding residential and hotel
|
1,517,013
|
|
|
1,481,903
|
|
|
35,110
|
|
|
2.37
|
%
|
|
3,072
|
|
|
—
|
|
|
52,768
|
|
|
15,523
|
|
|
4,145
|
|
|
15,977
|
|
|
1,263
|
|
|
25,910
|
|
|
1,578,261
|
|
|
1,539,313
|
|
|
38,948
|
|
|
2.53
|
%
|
||||||||||||||
Residential Net Operating Income (loss) (1)
|
10,246
|
|
|
9,446
|
|
|
800
|
|
|
8.47
|
%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(623
|
)
|
|
—
|
|
|
—
|
|
|
1,210
|
|
|
9,623
|
|
|
10,656
|
|
|
(1,033
|
)
|
|
(9.69
|
)%
|
||||||||||||||
Hotel Net Operating Income (1)
|
13,418
|
|
|
13,962
|
|
|
(544
|
)
|
|
(3.90
|
)%
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
13,418
|
|
|
13,962
|
|
|
(544
|
)
|
|
(3.90
|
)%
|
||||||||||||||
Consolidated Net Operating Income (1)
|
$
|
1,540,677
|
|
|
$
|
1,505,311
|
|
|
$
|
35,366
|
|
|
2.35
|
%
|
|
$
|
3,072
|
|
|
$
|
—
|
|
|
$
|
52,768
|
|
|
$
|
15,523
|
|
|
$
|
3,522
|
|
|
$
|
15,977
|
|
|
$
|
1,263
|
|
|
$
|
27,120
|
|
|
$
|
1,601,302
|
|
|
$
|
1,563,931
|
|
|
$
|
37,371
|
|
|
2.39
|
%
|
(1)
|
For a detailed discussion of NOI, including the reasons management believes NOI is useful to investors, see page
59
. Residential Net Operating Income for the year ended
December 31, 2016
and
2015
are comprised of Residential Revenue of
$16,699
and
$18,883
less Residential Expenses of
$7,076
and
$8,227
, respectively. Hotel Net Operating Income for the year ended
December 31, 2016
and
2015
are comprised of Hotel Revenue of
$44,884
and
$46,046
less Hotel Expenses of
$31,466
and
$32,084
, respectively, per the Consolidated Statements of Operations.
|
|
|
Quarter Initially Placed In-Service
|
|
Quarter Fully Placed In-Service
|
|
|
|
Rental Revenue
|
|
Real Estate Operating Expenses
|
|||||||||||||||||||||
Name
|
|
|
|
Square Feet
|
|
2016
|
|
2015
|
|
Change
|
|
2016
|
|
2015
|
|
Change
|
|||||||||||||||
|
|
|
|
|
|
|
|
(dollars in thousands)
|
|||||||||||||||||||||||
535 Mission Street
|
|
Fourth Quarter, 2014
|
|
Fourth Quarter, 2015
|
|
307,235
|
|
|
$
|
23,248
|
|
|
$
|
11,962
|
|
|
$
|
11,286
|
|
|
$
|
6,765
|
|
|
$
|
4,013
|
|
|
$
|
2,752
|
|
690 Folsom Street
|
|
Fourth Quarter, 2014
|
|
Fourth Quarter, 2015
|
|
26,080
|
|
|
1,866
|
|
|
963
|
|
|
903
|
|
|
377
|
|
|
237
|
|
|
140
|
|
||||||
The Point (1)
|
|
Third Quarter, 2015
|
|
Fourth Quarter, 2015
|
|
16,300
|
|
|
835
|
|
|
154
|
|
|
681
|
|
|
289
|
|
|
67
|
|
|
222
|
|
||||||
601 Massachusetts Avenue
|
|
Third Quarter, 2015
|
|
Second Quarter, 2016
|
|
478,818
|
|
|
34,050
|
|
|
8,786
|
|
|
25,264
|
|
|
7,919
|
|
|
2,025
|
|
|
5,894
|
|
||||||
804 Carnegie Center
|
|
Second Quarter, 2016
|
|
Second Quarter, 2016
|
|
130,000
|
|
|
3,947
|
|
|
—
|
|
|
3,947
|
|
|
1,385
|
|
|
—
|
|
|
1,385
|
|
||||||
10 CityPoint
|
|
Second Quarter, 2016
|
|
Second Quarter, 2016
|
|
241,199
|
|
|
5,540
|
|
|
—
|
|
|
5,540
|
|
|
1,334
|
|
|
—
|
|
|
1,334
|
|
||||||
Reservoir Place North
|
|
Second Quarter, 2016
|
|
N/A
|
|
73,258
|
|
|
(8
|
)
|
|
—
|
|
|
(8
|
)
|
|
116
|
|
|
—
|
|
|
116
|
|
||||||
888 Boylston Street
|
|
Third Quarter, 2016
|
|
N/A
|
|
417,000
|
|
|
2,285
|
|
|
—
|
|
|
2,285
|
|
|
810
|
|
|
—
|
|
|
810
|
|
||||||
|
|
|
|
|
|
1,689,890
|
|
|
$
|
71,763
|
|
|
$
|
21,865
|
|
|
$
|
49,898
|
|
|
$
|
18,995
|
|
|
$
|
6,342
|
|
|
$
|
12,653
|
|
(1)
|
This is a retail property.
|
|
|
|
|
|
|
Rental Revenue
|
|
Real Estate Operating Expenses
|
|||||||||||||||||||||
Name
|
|
Date Commenced Development / Redevelopment
|
|
Square Feet
|
|
2016
|
|
2015
|
|
Change
|
|
2016
|
|
2015
|
|
Change
|
|||||||||||||
|
|
|
|
|
|
(dollars in thousands)
|
|||||||||||||||||||||||
Reservoir Place North
|
|
May 1, 2015
|
|
73,000
|
|
|
$
|
—
|
|
|
$
|
661
|
|
|
$
|
(661
|
)
|
|
$
|
—
|
|
|
$
|
254
|
|
|
$
|
(254
|
)
|
One Five Nine East 53rd Street
(1)
|
|
August 19, 2016
|
|
220,000
|
|
|
11,530
|
|
|
20,700
|
|
|
(9,170
|
)
|
|
8,173
|
|
|
7,889
|
|
|
284
|
|
||||||
191 Spring Street (2)
|
|
December 29, 2016
|
|
171,000
|
|
|
2,813
|
|
|
5,107
|
|
|
(2,294
|
)
|
|
2,025
|
|
|
2,348
|
|
|
(323
|
)
|
||||||
|
|
|
|
464,000
|
|
|
$
|
14,343
|
|
|
$
|
26,468
|
|
|
$
|
(12,125
|
)
|
|
$
|
10,198
|
|
|
$
|
10,491
|
|
|
$
|
(293
|
)
|
(1)
|
This is the low-rise portion of 601 Lexington Avenue in New York City. Rental revenue includes approximately $(0.9) million and
$(1.7) million
of termination income for the years ended December 31, 2016 and 2015, respectively. In addition, real estate operating expenses for the year ended December 31, 2016 includes approximately
$2.3 million of demolition costs
.
|
(2)
|
Real estate operating expenses for the year ended December 31, 2016 includes approximately
$0.3 million of demolition costs
.
|
|
|
|
|
|
|
|
|
Rental Revenue
|
|
Real Estate Operating Expenses
|
|||||||||||||||||||||
Name
|
|
Date Sold
|
|
Property Type
|
|
Square Feet
|
|
2016
|
|
2015
|
|
Change
|
|
2016
|
|
2015
|
|
Change
|
|||||||||||||
|
|
|
|
|
|
|
|
(dollars in thousands)
|
|||||||||||||||||||||||
Office
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||
505 9th Street, N.W. (1)
|
|
September 18, 2015
|
|
Office
|
|
322,000
|
|
|
$
|
—
|
|
|
$
|
18,072
|
|
|
$
|
(18,072
|
)
|
|
$
|
—
|
|
|
$
|
6,334
|
|
|
$
|
(6,334
|
)
|
Innovation Place (2)
|
|
December 17, 2015
|
|
Office
|
|
574,000
|
|
|
—
|
|
|
2,415
|
|
|
(2,415
|
)
|
|
—
|
|
|
2,609
|
|
|
(2,609
|
)
|
||||||
415 Main Street
|
|
February 1, 2016
|
|
Office
|
|
231,000
|
|
|
1,675
|
|
|
20,451
|
|
|
(18,776
|
)
|
|
412
|
|
|
6,085
|
|
|
(5,673
|
)
|
||||||
|
|
|
|
|
|
1,127,000
|
|
|
1,675
|
|
|
40,938
|
|
|
(39,263
|
)
|
|
412
|
|
|
15,028
|
|
|
(14,616
|
)
|
||||||
Residential
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Residences on The Avenue (3)
|
|
March 17, 2015
|
|
Residential
|
|
323,050
|
|
|
—
|
|
|
3,230
|
|
|
(3,230
|
)
|
|
—
|
|
|
2,020
|
|
|
(2,020
|
)
|
||||||
|
|
|
|
|
|
1,450,050
|
|
|
$
|
1,675
|
|
|
$
|
44,168
|
|
|
$
|
(42,493
|
)
|
|
$
|
412
|
|
|
$
|
17,048
|
|
|
$
|
(16,636
|
)
|
(1)
|
This property was owned by a consolidated entity in which we had a 50% interest.
|
(2)
|
This is a 26-acre site with one occupied and three vacant office buildings.
|
(3)
|
This property has 335 apartment units and approximately 50,000 net rentable square feet of retail space.
|
|
|
The Lofts at Atlantic Wharf
|
|
The Avant at Reston Town Center
|
||||||||||||||||||
|
|
2016
|
|
2015
|
|
Percentage
Change |
|
2016
|
|
2015
|
|
Percentage
Change |
||||||||||
Average Monthly Rental Rate (1)
|
|
$
|
4,154
|
|
|
$
|
4,052
|
|
|
2.5
|
%
|
|
$
|
2,385
|
|
|
$
|
2,268
|
|
|
5.2
|
%
|
Average Rental Rate Per Occupied Square Foot
|
|
$
|
4.61
|
|
|
$
|
4.50
|
|
|
2.4
|
%
|
|
$
|
2.62
|
|
|
$
|
2.46
|
|
|
6.5
|
%
|
Average Physical Occupancy (2)
|
|
95.6
|
%
|
|
96.4
|
%
|
|
(0.8
|
)%
|
|
93.6
|
%
|
|
90.8
|
%
|
|
3.1
|
%
|
||||
Average Economic Occupancy (3)
|
|
96.5
|
%
|
|
97.4
|
%
|
|
(0.9
|
)%
|
|
93.6
|
%
|
|
89.2
|
%
|
|
4.9
|
%
|
(1)
|
Average Monthly Rental Rate is calculated as the average of the quotients obtained by dividing (A) rental revenue as determined in accordance with GAAP, by (B) the number of occupied units for each month within the applicable fiscal period.
|
(2)
|
Average Physical Occupancy is defined as (1) the average number of occupied units divided by (2) the total number of units, expressed as a percentage.
|
(3)
|
Average Economic Occupancy is defined as (1) total possible revenue less vacancy loss divided by (2) total possible revenue, expressed as a percentage. Total possible revenue is determined by valuing average occupied units at contract rates and average vacant units at Market Rents. Vacancy loss is determined by valuing vacant units at current Market Rents. By measuring vacant units at their Market Rents, Average Economic Occupancy takes into account the fact that units of different sizes and locations within a residential property have different economic impacts on a residential property’s total possible gross revenue. Market Rents used by us in calculating Economic Occupancy are
|
|
|
2016
|
|
2015
|
|
Percentage
Change
|
|||||
Occupancy
|
|
79.5
|
%
|
|
80.8
|
%
|
|
(1.6
|
)%
|
||
Average daily rate
|
|
$
|
271.38
|
|
|
$
|
275.43
|
|
|
(1.5
|
)%
|
REVPAR
|
|
$
|
215.71
|
|
|
$
|
222.47
|
|
|
(3.0
|
)%
|
Portfolio
|
|
Depreciation and Amortization for the year ended December 31,
|
||||||||||
2016
|
|
2015
|
|
Change
|
||||||||
|
|
(in thousands)
|
||||||||||
Same Property Portfolio
|
|
$
|
615,432
|
|
|
$
|
618,043
|
|
|
$
|
(2,611
|
)
|
Properties Placed in-Service Portfolio
|
|
16,156
|
|
|
5,561
|
|
|
10,595
|
|
|||
Properties Acquired Portfolio
|
|
2,693
|
|
|
—
|
|
|
2,693
|
|
|||
Properties in Development or Redevelopment Portfolio (1)
|
|
60,014
|
|
|
4,402
|
|
|
55,612
|
|
|||
Properties Sold Portfolio
|
|
108
|
|
|
11,536
|
|
|
(11,428
|
)
|
|||
|
|
$
|
694,403
|
|
|
$
|
639,542
|
|
|
$
|
54,861
|
|
(1)
|
On August 19, 2016, the consolidated entity in which we have a 55% interest and that owns 601 Lexington Avenue located in New York City commenced the redevelopment of the six-story, low-rise office and retail building component of the complex. The redeveloped portion of the low-rise building will contain approximately 195,000 net rentable square feet of Class A office space and approximately 25,000 net rentable square feet of retail space. As a result, during the year ended December 31, 2016, we recorded approximately $50.8 million, including $3.2 million related to the step-up of real estate assets, of accelerated depreciation expense for the portion of the complex that was demolished.
|
Portfolio
|
|
Depreciation and Amortization for the year ended December 31,
|
||||||||||
2016
|
|
2015
|
|
Change
|
||||||||
|
|
(in thousands)
|
||||||||||
Same Property Portfolio
|
|
$
|
607,385
|
|
|
$
|
610,050
|
|
|
$
|
(2,665
|
)
|
Properties Placed in-Service Portfolio
|
|
16,156
|
|
|
5,561
|
|
|
10,595
|
|
|||
Properties Acquired Portfolio
|
|
2,693
|
|
|
—
|
|
|
2,693
|
|
|||
Properties in Development or Redevelopment Portfolio (1)
|
|
56,434
|
|
|
4,402
|
|
|
52,032
|
|
|||
Properties Sold Portfolio
|
|
108
|
|
|
11,536
|
|
|
(11,428
|
)
|
|||
|
|
$
|
682,776
|
|
|
$
|
631,549
|
|
|
$
|
51,227
|
|
(1)
|
On August 19, 2016, the consolidated entity in which we have a 55% interest and that owns 601 Lexington Avenue located in New York City commenced the redevelopment of the six-story, low-rise office and retail building component of
|
Component
|
|
Change in interest expense for the year ended
December 31, 2016 compared to December 31, 2015 |
||
|
|
(in thousands)
|
||
Increases to interest expense due to:
|
|
|
||
Issuance of $1.0 billion in aggregate principal of 3.650% senior notes due 2026 on January 20, 2016
|
|
$
|
34,800
|
|
Issuance of $1.0 billion in aggregate principal of 2.750% senior notes due 2026 on August 17, 2016
|
|
10,442
|
|
|
Increase in interest expense for the Outside Members’ Notes Payable for 767 Fifth Avenue (the General Motors Building) (1)
|
|
3,529
|
|
|
Other interest expense (excluding senior notes)
|
|
96
|
|
|
Increase in the fair value interest adjustment for 767 Fifth Avenue (the General Motors Building)
|
|
1,136
|
|
|
Total increases to interest expense
|
|
50,003
|
|
|
Decreases to interest expense due to:
|
|
|
||
Defeasance of the mortgage loan collateralized by 100 & 200 Clarendon Street on December 15, 2015
|
|
(31,457
|
)
|
|
Repayment of mortgage financings (2)
|
|
(27,936
|
)
|
|
Increase in capitalized interest (3)
|
|
(5,023
|
)
|
|
Sale of 505 9th Street, N.W. on September 18, 2015
|
|
(4,934
|
)
|
|
Total decreases to interest expense
|
|
(69,350
|
)
|
|
Total change in interest expense
|
|
$
|
(19,347
|
)
|
(1)
|
The related interest expense from the Outside Members’ Notes Payable totaled approximately $34.3 million and $30.8 million for the year ended December 31, 2016 and 2015, respectively. These amounts are allocated to the outside joint venture partners as an adjustment to Noncontrolling Interests in Property Partnerships in our Consolidated Statements of Operations.
|
(2)
|
Includes the repayment of Kingstowne Two and Kingstowne Retail, Fountain Square, Embarcadero Center Four and 599 Lexington Avenue.
|
(3)
|
The increase was primarily due to the commencement and continuation of several development projects. For a list of development projects refer to
“Liquidity and Capital Resources” within “Item 7—Management’s Discussion and Analysis of Financial Condition and Results of Operations
.”
|
Name
|
|
Date sold
|
|
Property Type
|
|
Square Feet
|
|
Sale Price
|
|
Cash Proceeds
|
|
Gain on Sale of Real Estate
|
|
||||||
|
|
|
|
|
|
|
|
(dollars in millions)
|
|
||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
415 Main Street
|
|
February 1, 2016
|
|
Office
|
|
231,000
|
|
$
|
105.4
|
|
|
$
|
104.9
|
|
|
$
|
60.8
|
|
|
Broad Run Business Park
|
|
August 16, 2016
|
|
Land
|
|
N/A
|
|
18.0
|
|
|
17.9
|
|
|
13.0
|
|
|
|||
|
|
|
|
$
|
123.4
|
|
|
$
|
122.8
|
|
|
$
|
73.8
|
|
(1)
|
||||
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Washingtonian North
|
|
February 19, 2015
|
|
Land
|
|
N/A
|
|
$
|
8.7
|
|
|
$
|
8.4
|
|
|
$
|
3.5
|
|
|
Residences on The Avenue (2)
|
|
March 17, 2015
|
|
Residential
|
|
323,050
|
|
196.0
|
|
|
192.5
|
|
|
91.4
|
|
|
|||
505 9th Street (3)
|
|
September 15, 2015
|
|
Office
|
|
322,000
|
|
318.0
|
|
|
194.6
|
|
|
199.5
|
|
|
|||
Washingtonian North
|
|
October 1, 2015
|
|
Land
|
|
N/A
|
|
13.3
|
|
|
13.8
|
|
|
2.0
|
|
|
|||
Innovation Place (4)
|
|
December 17, 2015
|
|
Office
|
|
574,000
|
|
207.0
|
|
|
199.3
|
|
|
79.1
|
|
|
|||
|
|
|
|
|
|
|
|
$
|
743.0
|
|
|
$
|
608.6
|
|
|
$
|
375.5
|
|
(5)
|
(1)
|
Excludes approximately $6.8 million of a gain on sale of real estate recognized during the year ended December 31, 2016 related to a previously deferred gain amount from the 2014 sale of Patriots Park located in Reston, Virginia.
|
(2)
|
This property has 335 apartment units and approximately 50,000 net rentable square feet of retail space. We have agreed to provide net operating income support of up to $6.0 million should the property’s net operating income fail to achieve certain thresholds. As of December 31, 2016, we have a remaining obligation of approximately $2.8 million. This amount has been recorded as a reduction to the gain on sale. This property is subject to a ground lease that expires on February 1, 2068.
|
(3)
|
This property was owned by a consolidated entity in which we had a 50% interest. The buyer assumed the mortgage loan which had a balance of $117.0 million. Approximately $101.1 million of the gain on sale of real estate was allocated to the outside partners and is included within Noncontrolling Interests in Property Partnerships in our Consolidated Statements of Operations.
|
(4)
|
This is a 26-acre site with one occupied and three vacant existing office buildings. The remainder of the site is currently used for 1,699 surface parking spaces, but the land supports an additional 537,000 square feet of office/R&D development and two parking structures with a total of approximately 3,000 parking spaces.
|
(5)
|
Excludes approximately $0.4 million of gain on sale of real estate recognized during the three months ended December 31, 2015 related to previously deferred gain amounts from a 2014 sale of real estate.
|
Name
|
|
Date sold
|
|
Property Type
|
|
Square Feet
|
|
Sale Price
|
|
Cash Proceeds
|
|
Gain on Sale of Real Estate
|
|
||||||
|
|
|
|
|
|
|
|
(dollars in millions)
|
|
||||||||||
2016
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
415 Main Street
|
|
February 1, 2016
|
|
Office
|
|
231,000
|
|
$
|
105.4
|
|
|
$
|
104.9
|
|
|
$
|
63.0
|
|
|
Broad Run Business Park
|
|
August 16, 2016
|
|
Land
|
|
N/A
|
|
18.0
|
|
|
17.9
|
|
|
13.0
|
|
|
|||
|
|
|
|
$
|
123.4
|
|
|
$
|
122.8
|
|
|
$
|
76.0
|
|
(1)
|
||||
2015
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Washingtonian North
|
|
February 19, 2015
|
|
Land
|
|
N/A
|
|
$
|
8.7
|
|
|
$
|
8.4
|
|
|
$
|
3.5
|
|
|
Residences on The Avenue (2)
|
|
March 17, 2015
|
|
Residential
|
|
323,050
|
|
196.0
|
|
|
192.5
|
|
|
91.4
|
|
|
|||
505 9th Street (3)
|
|
September 15, 2015
|
|
Office
|
|
322,000
|
|
318.0
|
|
|
194.6
|
|
|
199.7
|
|
|
|||
Washingtonian North
|
|
October 1, 2015
|
|
Land
|
|
N/A
|
|
13.3
|
|
|
13.8
|
|
|
2.0
|
|
|
|||
Innovation Place (4)
|
|
December 17, 2015
|
|
Office
|
|
574,000
|
|
207.0
|
|
|
199.3
|
|
|
80.1
|
|
|
|||
|
|
|
|
|
|
|
|
$
|
743.0
|
|
|
$
|
608.6
|
|
|
$
|
376.7
|
|
(5)
|
(1)
|
Excludes approximately $6.8 million of a gain on sale of real estate recognized during the year ended December 31, 2016 related to a previously deferred gain amount from the 2014 sale of Patriots Park located in Reston, Virginia.
|
(2)
|
This property has 335 apartment units and approximately 50,000 net rentable square feet of retail space. We have agreed to provide net operating income support of up to $6.0 million should the property’s net operating income fail to achieve certain thresholds. As of December 31, 2016, we have a remaining obligation of approximately $2.8 million. This amount has been recorded as a reduction to the gain on sale. This property is subject to a ground lease that expires on February 1, 2068.
|
(3)
|
This property was owned by a consolidated entity in which we had a 50% interest. The buyer assumed the mortgage loan which had a balance of $117.0 million. Approximately $101.1 million of the gain on sale of real estate was allocated to the outside partners and is included within Noncontrolling Interests in Property Partnerships in our Consolidated Statements of Operations.
|
(4)
|
This is a 26-acre site with one occupied and three vacant existing office buildings. The remainder of the site is currently used for 1,699 surface parking spaces, but the land supports an additional 537,000 square feet of office/R&D development and two parking structures with a total of approximately 3,000 parking spaces.
|
(5)
|
Excludes approximately $0.4 million of gain on sale of real estate recognized during the three months ended December 31, 2015 related to previously deferred gain amounts from a 2014 sale of real estate.
|
Property
|
|
Noncontrolling Interests in Property Partnerships for the year ended December 31,
|
||||||||||
2016
|
|
2015
|
|
Change
|
||||||||
|
|
(in thousands)
|
||||||||||
505 9th Street (1)
|
|
$
|
—
|
|
|
$
|
103,507
|
|
|
$
|
(103,507
|
)
|
Fountain Square (2)
|
|
—
|
|
|
5,121
|
|
|
(5,121
|
)
|
|||
Salesforce Tower
|
|
(34
|
)
|
|
—
|
|
|
(34
|
)
|
|||
767 Fifth Avenue (the General Motors Building) (3)
|
|
(26,777
|
)
|
|
(20,784
|
)
|
|
(5,993
|
)
|
|||
Times Square Tower
|
|
26,777
|
|
|
26,858
|
|
|
(81
|
)
|
|||
601 Lexington Avenue (4)
|
|
(12,462
|
)
|
|
21,763
|
|
|
(34,225
|
)
|
|||
100 Federal Street
|
|
1,119
|
|
|
3,986
|
|
|
(2,867
|
)
|
|||
Atlantic Wharf Office Building
|
|
9,309
|
|
|
9,404
|
|
|
(95
|
)
|
|||
|
|
$
|
(2,068
|
)
|
|
$
|
149,855
|
|
|
$
|
(151,923
|
)
|
(1)
|
On September 18, 2015, we sold this property and approximately $101.1 million of the gain was allocated to the outside partners (See Note
11
to the Consolidated Financial Statements).
|
(2)
|
On September 15, 2015, we acquired our partners’ nominal 50% interest (See Note
11
to the Consolidated Financial Statements).
|
(3)
|
The net loss allocation is primarily due to the partners’ share of the interest expense for the outside members’ notes payable which was $34.3 million and $30.8 million for the year ended December 31, 2016 and 2015, respectively.
|
(4)
|
On August 19, 2016, the consolidated entity in which we have a 55% interest and that owns this property commenced the redevelopment of the six-story, low-rise office and retail building component of the complex. The redeveloped portion of the low-rise building will contain approximately 195,000 net rentable square feet of Class A office space and approximately 25,000 net rentable square feet of retail space. We will capitalize incremental costs during the redevelopment. BXP and BPLP recognized approximately $50.8 million and $47.6 million, respectively, of depreciation expense associated with the acceleration of depreciation on the assets being removed from service and demolished as part of the redevelopment of the property. Approximately $21.4 million of those amounts was allocated to the outside partners.
|
•
|
normal recurring expenses;
|
•
|
meet debt service and principal repayment obligations, including balloon payments on maturing debt;
|
•
|
capital expenditures, including major renovations, tenant improvements and leasing costs;
|
•
|
development costs;
|
•
|
dividend requirements on BXP’s Series B Preferred Stock;
|
•
|
possible acquisitions of properties, either directly or indirectly through the acquisition of equity interests therein; and
|
•
|
make the minimum distribution required to enable BXP to maintain its REIT qualification under the Internal Revenue Code of 1986, as amended.
|
•
|
cash flow from operations;
|
•
|
distribution of cash flows from joint ventures;
|
•
|
cash and cash equivalent balances;
|
•
|
issuances of BXP equity securities and/or additional preferred or common units of partnership interest in BPLP;
|
•
|
BPLP’s 2017 Credit Facility and other short-term bridge facilities;
|
•
|
construction loans;
|
•
|
long-term secured and unsecured indebtedness (including unsecured exchangeable indebtedness); and
|
•
|
sales of real estate.
|
Construction
Properties
|
|
Estimated
Stabilization Date
|
|
Location
|
|
# of
Buildings
|
|
Square
Feet
|
|
Investment
to Date (1)
|
|
Estimated
Total
Investment (1)
|
|
Estimated
Future
Equity
Requirement (1)
|
|
Percentage
Leased (2)
|
|
|||||||||
Office
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Salesforce Tower (95% ownership) (3)
|
|
Third Quarter, 2019
|
|
San Francisco, CA
|
|
1
|
|
|
1,400,000
|
|
|
$
|
941,872
|
|
|
$
|
1,073,500
|
|
|
$
|
140,632
|
|
|
97
|
%
|
(4)
|
The Hub on Causeway (50% ownership)
|
|
Fourth Quarter, 2019
|
|
Boston, MA
|
|
1
|
|
|
385,000
|
|
|
58,699
|
|
|
141,870
|
|
|
—
|
|
|
80
|
%
|
(5)
|
|||
145 Broadway
|
|
Fourth Quarter, 2019
|
|
Cambridge, MA
|
|
1
|
|
|
485,000
|
|
|
90,960
|
|
|
375,000
|
|
|
284,039
|
|
|
98
|
%
|
|
|||
Dock 72 (50% ownership)
|
|
First Quarter, 2020
|
|
Brooklyn, NY
|
|
1
|
|
|
670,000
|
|
|
98,594
|
|
|
204,900
|
|
|
—
|
|
|
33
|
%
|
(6)
|
|||
6595 Springfield Center Drive (TSA Headquarters)
|
|
Fourth Quarter, 2020
|
|
Springfield, VA
|
|
1
|
|
|
634,000
|
|
|
43,240
|
|
|
313,700
|
|
|
270,460
|
|
|
98
|
%
|
|
|||
20 CityPoint
|
|
First Quarter, 2021
|
|
Waltham, MA
|
|
1
|
|
|
211,000
|
|
|
15,073
|
|
|
97,000
|
|
|
81,927
|
|
|
52
|
%
|
|
|||
7750 Wisconsin Avenue (Marriott International Headquarters) (50% ownership)
|
|
Third Quarter, 2022
|
|
Bethesda, MD
|
|
1
|
|
|
740,000
|
|
|
21,416
|
|
|
211,100
|
|
|
189,684
|
|
|
100
|
%
|
(7)
|
|||
Total Office Properties under Construction
|
|
|
|
7
|
|
|
4,525,000
|
|
|
1,269,854
|
|
|
2,417,070
|
|
|
966,742
|
|
|
85
|
%
|
|
|||||
Residential
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Proto Kendall Square (280 units)
|
|
Second Quarter, 2019
|
|
Cambridge, MA
|
|
1
|
|
|
149,600
|
|
|
83,670
|
|
|
140,170
|
|
|
56,500
|
|
|
N/A
|
|
|
|||
Proto Kendall Square - Retail
|
|
|
|
|
|
—
|
|
|
14,400
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
26
|
%
|
|
|||
The Hub on Causeway - Residential (440 units) (50% ownership)
|
|
Fourth Quarter, 2021
|
|
Boston, MA
|
|
1
|
|
|
320,000
|
|
|
32,588
|
|
|
153,500
|
|
|
120,912
|
|
|
N/A
|
|
|
|||
Signature at Reston (508 units)
|
|
Second Quarter, 2020
|
|
Reston, VA
|
|
1
|
|
|
490,000
|
|
|
194,242
|
|
|
234,854
|
|
|
40,612
|
|
|
8
|
%
|
(8)
|
|||
Signature at Reston - Retail
|
|
|
|
|
|
—
|
|
|
24,600
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
81
|
%
|
|
|||
MacArthur Station Residences (402 units)
|
|
Fourth Quarter, 2021
|
|
Oakland, CA
|
|
1
|
|
|
324,000
|
|
|
8,687
|
|
|
263,600
|
|
|
254,913
|
|
|
N/A
|
|
(9)
|
|||
Total Residential Properties under Construction
|
|
|
|
4
|
|
|
1,322,600
|
|
|
319,187
|
|
|
792,124
|
|
|
472,937
|
|
|
61
|
%
|
|
|||||
Redevelopment Properties
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||
191 Spring Street
|
|
Fourth Quarter, 2018
|
|
Lexington, MA
|
|
1
|
|
|
171,000
|
|
|
42,813
|
|
|
53,920
|
|
|
11,107
|
|
|
88
|
%
|
(10)
|
|||
One Five Nine East 53rd Street (55% ownership)
|
|
Fourth Quarter, 2019
|
|
New York, NY
|
|
—
|
|
|
220,000
|
|
|
65,232
|
|
|
106,000
|
|
|
40,768
|
|
|
—
|
%
|
|
|||
Total Redevelopment Properties under Construction
|
|
1
|
|
|
391,000
|
|
|
108,045
|
|
|
159,920
|
|
|
51,875
|
|
|
38
|
%
|
|
|||||||
Total Properties under Construction and Redevelopment
|
|
12
|
|
|
6,238,600
|
|
|
$
|
1,697,086
|
|
|
$
|
3,369,114
|
|
|
$
|
1,491,554
|
|
|
81
|
%
|
(11)
|
(1)
|
Represents our share. Includes net revenue during lease up period, acquisition expenses and approximately $61.5 million of construction cost and leasing commission accruals.
|
(2)
|
Represents percentage leased as of
February 22, 2018
, including leases with future commencement dates.
|
(3)
|
See Note 11 to the Consolidated Financial Statements.
|
(4)
|
Under the joint venture agreement, if the project is funded with 100% equity, we have agreed to fund 50% of our partner’s equity requirement, structured as preferred equity. We expect to fund approximately $25.4 million at a rate of LIBOR plus 3.0% per annum and receive priority distributions from all distributions to our partner until the principal and interest are repaid. As of
December 31, 2017
, we had contributed an aggregate of approximately
$16.4 million
of preferred equity to the venture. This property was 7% placed in-service.
|
(5)
|
This development has a $102.3 million (our share) construction facility. As of
December 31, 2017
, approximately $0.4 million have been drawn under this facility.
|
(6)
|
This development has a $125 million (our share) construction facility. As of
December 31, 2017
, approximately $18.5 million have been drawn under this facility.
|
(7)
|
Rentable square feet is an estimate based on current building design.
|
(8)
|
Investment amounts include approximately $17 million for overbuilding parking structure to support future development requirements and excludes $10 million of the purchase price for the site that is allocated to rights for future development in Reston Town Center. See Note
20
to the Consolidated Financial Statements.
|
(9)
|
This development is subject to a 99-year ground lease (including extension options) with an option to purchase in the future.
|
(10)
|
This property was 46% placed in-service.
|
(11)
|
Percentage leased excludes residential units.
|
|
Year ended December 31,
|
||||||||||
2017
|
|
2016
|
|
Increase
(Decrease) |
|||||||
(in thousands)
|
|||||||||||
Net cash provided by operating activities
|
$
|
907,445
|
|
|
$
|
1,036,874
|
|
|
$
|
(129,429
|
)
|
Net cash used in investing activities
|
(897,814
|
)
|
|
(1,329,057
|
)
|
|
431,243
|
|
|||
Net cash provided by (used in) financing activities
|
68,222
|
|
|
(74,621
|
)
|
|
142,843
|
|
|
Year ended December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
(in thousands)
|
||||||
Acquisition of real estate (1)
|
$
|
(15,953
|
)
|
|
$
|
(78,000
|
)
|
Construction in progress (2)
|
(608,404
|
)
|
|
(500,350
|
)
|
||
Building and other capital improvements
|
(222,482
|
)
|
|
(150,640
|
)
|
||
Tenant improvements
|
(205,331
|
)
|
|
(230,298
|
)
|
||
Proceeds from sales of real estate (3)
|
29,810
|
|
|
122,750
|
|
||
Proceeds from sales of real estate placed in escrow (3)
|
(29,810
|
)
|
|
(122,647
|
)
|
||
Proceeds from sales of real estate released from escrow (3)
|
29,810
|
|
|
122,647
|
|
||
Cash released from escrow for land sale contracts
|
—
|
|
|
1,596
|
|
||
Cash released from escrow for investing activities
|
9,230
|
|
|
6,694
|
|
||
Cash placed in escrow for investment in unconsolidated joint venture (4)
|
(25,000
|
)
|
|
—
|
|
||
Capital contributions to unconsolidated joint ventures (5)
|
(109,015
|
)
|
|
(575,795
|
)
|
||
Capital distributions from unconsolidated joint ventures (6)
|
251,000
|
|
|
20,440
|
|
||
Proceeds from sale of investment in unconsolidated joint venture (7)
|
—
|
|
|
55,707
|
|
||
Investments in securities, net
|
(1,669
|
)
|
|
(1,161
|
)
|
||
Net cash used in investing activities
|
$
|
(897,814
|
)
|
|
$
|
(1,329,057
|
)
|
(1)
|
On May 15, 2017, we acquired 103 Carnegie Center located in Princeton, New Jersey for a purchase price of approximately $16.0 million in cash, including transaction costs.
|
(2)
|
Construction in progress for the year ended December 31, 2017 includes ongoing expenditures associated with Reservoir Place North, 888 Boylston Street and the Prudential Center retail expansion, which were fully placed in-service during the year ended December 31, 2017. In addition, we incurred costs associated with our continued development/redevelopment of Salesforce Tower, One Five Nine East 53rd Street (the low-rise portion of 601 Lexington Avenue), 191 Spring Street, 145 Broadway, 6595 Springfield Center Drive, 20 CityPoint and MacArthur Station Residences, Proto Kendall Square and Signature at Reston residential projects.
|
(3)
|
On April 19, 2017, we completed the sale of an approximately 9.5-acre parcel of land at 30 Shattuck Road located in Andover, Massachusetts for a gross sale price of $5.0 million. Net cash proceeds totaled approximately $5.0 million.
|
(4)
|
On August 7, 2017, we deposited $25.0 million into an escrow account to be contributed by us to the unconsolidated joint venture that is developing 7750 Wisconsin Avenue to fund future development costs.
|
(5)
|
Capital contributions to unconsolidated joint ventures for the year ended December 31, 2017 consisted primarily of cash contributions of approximately $38.4 million, $45.4 million and $21.6 million to our Dock 72, Hub on Causeway and 7750 Wisconsin Avenue joint ventures, respectively.
|
(6)
|
Capital distributions from unconsolidated joint ventures for the year ended December 31, 2017 consisted of a cash distribution of $251.0 million from our Colorado Center joint venture resulting from the proceeds of the new mortgage financing.
|
(7)
|
On October 20, 2016, we and our partner in the unconsolidated joint venture that owns Metropolitan Square located in Washington, DC, completed the sale of an 80% interest in the joint venture for a gross sale price of approximately $282.4 million, including the assumption by the buyer of its pro rata share of the mortgage loan collateralized by the property totaling approximately $133.4 million. In addition, the buyer agreed to assume certain unfunded leasing costs totaling approximately $14.2 million. Net proceeds to us totaled approximately $58.2 million, resulting in a gain on sale of investment totaling approximately $59.4 million. Prior to the sale, we owned a 51% interest and our partner owned a 49% interest in the joint venture. Following the sale, we continue to own a 20% interest in the joint venture with the buyer owning the remaining 80%. Metropolitan Square is an approximately 607,000 net rentable square foot Class A office property.
|
|
|
December 31, 2017
|
|
||||||||
|
|
Shares / Units Outstanding
|
|
Common Stock Equivalent
|
|
Equivalent Value (1)
|
|
||||
Common Stock
|
|
154,325,286
|
|
|
154,325,286
|
|
|
$
|
20,066,917
|
|
|
Common Operating Partnership Units
|
|
17,628,721
|
|
|
17,628,721
|
|
|
2,292,263
|
|
(2)
|
|
5.25% Series B Cumulative Redeemable Preferred Stock
|
|
80,000
|
|
|
—
|
|
|
200,000
|
|
|
|
Total Equity
|
|
|
|
171,954,007
|
|
|
$
|
22,559,180
|
|
|
|
|
|
|
|
|
|
|
|
||||
Consolidated Debt
|
|
|
|
|
|
$
|
10,271,611
|
|
|
||
Add:
|
|
|
|
|
|
|
|
||||
BXP’s share of unconsolidated joint venture debt (3)
|
|
|
|
|
|
604,845
|
|
|
|||
Subtract:
|
|
|
|
|
|
|
|
||||
Partners’ share of Consolidated Debt (4)
|
|
|
|
|
|
(1,209,280
|
)
|
|
|||
BXP’s Share of Debt
|
|
|
|
|
|
$
|
9,667,176
|
|
|
||
|
|
|
|
|
|
|
|
||||
Consolidated Market Capitalization
|
|
|
|
|
|
$
|
32,830,791
|
|
|
||
BXP’s Share of Market Capitalization
|
|
|
|
|
|
$
|
32,226,356
|
|
|
||
Consolidated Debt/Consolidated Market Capitalization
|
|
|
|
|
|
31.29
|
%
|
|
|||
BXP’s Share of Debt/BXP’s Share of Market Capitalization
|
|
|
|
|
|
30.00
|
%
|
|
(1)
|
Except for the Series B Cumulative Redeemable Preferred Stock, which have been valued at the liquidation preference of $2,500 per share, values are based on the closing price per share of BXP’s Common Stock on December 29, 2017 of
$130.03
.
|
(2)
|
Includes
818,343
long-term incentive plan units (including
118,067
2012 OPP Units,
85,405
2013 MYLTIP Units and
25,107
2014 MYLTIP Units), but excludes an aggregate of
1,239,978
MYLTIP Units granted between 2015 and 2017.
|
(3)
|
See page
107
for additional information.
|
(4)
|
See page
95
for additional information.
|
(i)
|
the number of outstanding shares of common stock of BXP,
|
(ii)
|
the number of outstanding OP Units in BPLP (excluding OP Units held by BXP),
|
(iii)
|
the number of OP Units issuable upon conversion of all outstanding LTIP Units, assuming all conditions have been met for the conversion of the LTIP Units, and
|
(iv)
|
the number of OP Units issuable upon conversion of 2012 OPP Units, 2013 MYLTIP Units and 2014 MYLTIP Units that were issued in the form of LTIP Units; plus
|
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
|
(Dollars in thousands)
|
||||||
Debt Summary:
|
|
|
|
||||
Balance
|
|
|
|
||||
Fixed rate mortgage notes payable, net
|
$
|
2,979,281
|
|
|
$
|
2,063,087
|
|
Variable rate mortgage notes payable
|
—
|
|
|
—
|
|
||
Unsecured senior notes, net of discount
|
7,247,330
|
|
|
7,245,953
|
|
||
Unsecured line of credit
|
45,000
|
|
|
—
|
|
||
Unsecured term loan
|
—
|
|
|
—
|
|
||
Mezzanine notes payable
|
—
|
|
|
307,093
|
|
||
Outside members' notes payable
|
—
|
|
|
180,000
|
|
||
Consolidated Debt
|
10,271,611
|
|
|
9,796,133
|
|
||
Add:
|
|
|
|
||||
BXP's share of unconsolidated joint venture debt, net (1)
|
604,845
|
|
|
318,193
|
|
||
Subtract:
|
|
|
|
||||
Partners’ share of consolidated mortgage notes payable, net (2)
|
(1,209,280
|
)
|
|
(841,636
|
)
|
||
Partners’ share of consolidated mezzanine notes payable
|
—
|
|
|
(122,837
|
)
|
||
Outside members' notes payable
|
—
|
|
|
(180,000
|
)
|
||
BXP’s Share of Debt
|
$
|
9,667,176
|
|
|
$
|
8,969,853
|
|
|
|
|
|
||||
|
December 31,
|
||||||
|
2017
|
|
2016
|
||||
Consolidated Debt Financing Statistics:
|
|
|
|
||||
Percent of total debt:
|
|
|
|
||||
Fixed rate
|
99.56
|
%
|
|
100.00
|
%
|
||
Variable rate
|
0.44
|
%
|
|
—
|
%
|
||
Total
|
100.00
|
%
|
|
100.00
|
%
|
||
GAAP Weighted-average interest rate at end of period:
|
|
|
|
||||
Fixed rate
|
4.09
|
%
|
|
4.06
|
%
|
||
Variable rate
|
2.46
|
%
|
|
—
|
%
|
||
Total
|
4.08
|
%
|
|
4.06
|
%
|
||
Coupon/Stated Weighted-average interest rate at end of period:
|
|
|
|
||||
Fixed rate
|
3.98
|
%
|
|
4.50
|
%
|
||
Variable rate
|
2.35
|
%
|
|
—
|
%
|
||
Total
|
3.98
|
%
|
|
4.50
|
%
|
||
Weighted-average maturity at end of period (in years):
|
|
|
|
||||
Fixed rate
|
6.4
|
|
|
5.0
|
|
||
Variable rate
|
4.3
|
|
|
—
|
|
||
Total
|
6.4
|
|
|
5.0
|
|
(1)
|
See page
107
for additional information.
|
(2)
|
See page
95
for additional information.
|
Properties
|
|
Stated
Interest Rate
|
|
GAAP
Interest Rate (1)
|
|
Stated
Principal
Amount
|
|
Deferred Financing Costs, Net
|
|
Carrying
Amount
|
|
Carrying Amount (Partners
’
Share)
|
|
|
|
Maturity Date
|
||||||||||
|
|
(dollars in thousands)
|
||||||||||||||||||||||||
Wholly-owned
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
New Dominion Tech Park, Bldg. One
|
|
7.69
|
%
|
|
7.84
|
%
|
|
$
|
32,944
|
|
|
$
|
(253
|
)
|
|
$
|
32,691
|
|
|
N/A
|
|
|
|
|
January 15, 2021
|
|
University Place
|
|
6.94
|
%
|
|
6.99
|
%
|
|
7,453
|
|
|
(46
|
)
|
|
7,407
|
|
|
N/A
|
|
|
|
|
August 1, 2021
|
||||
|
|
|
|
|
|
40,397
|
|
|
(299
|
)
|
|
40,098
|
|
|
N/A
|
|
|
|
|
|
||||||
Consolidated Joint Ventures
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
767 Fifth Avenue (the General Motors Building)
|
|
3.43
|
%
|
|
3.64
|
%
|
|
2,300,000
|
|
|
(32,959
|
)
|
|
2,267,041
|
|
|
$
|
906,816
|
|
|
(2)(3)(4)
|
|
June 9, 2027
|
|||
601 Lexington Avenue
|
|
4.75
|
%
|
|
4.79
|
%
|
|
673,564
|
|
|
(1,422
|
)
|
|
672,142
|
|
|
302,464
|
|
|
(5)
|
|
April 10, 2022
|
||||
|
|
|
|
|
|
2,973,564
|
|
|
(34,381
|
)
|
|
2,939,183
|
|
|
1,209,280
|
|
|
|
|
|
||||||
Total
|
|
|
|
|
|
$
|
3,013,961
|
|
|
$
|
(34,680
|
)
|
|
$
|
2,979,281
|
|
|
$
|
1,209,280
|
|
|
|
|
|
(1)
|
GAAP interest rate differs from the stated interest rate due to the inclusion of the amortization of financing charges and the effects of hedging transactions.
|
(2)
|
The mortgage loan requires interest only payments with a balloon payment due at maturity.
|
(3)
|
This property is owned by a consolidated entity in which we have a 60% interest.
|
(4)
|
In connection with the refinancing of the loan, we guaranteed the consolidated entity’s obligation to fund various reserves for tenant improvement costs and allowances, leasing commissions and free rent obligations in lieu of cash deposits. As of
December 31, 2017
, the maximum funding obligation under the guarantee was approximately
$193.4 million
. We earn a fee from the joint venture for providing the guarantee and have an agreement with the outside partners to reimburse the joint venture for their share of any payments made under the guarantee (See Notes
6
and
10
to the Consolidated Financial Statements).
|
(5)
|
This property is owned by a consolidated entity in which we have a 55% interest.
|
|
Principal Payments
|
||
Year
|
(in thousands)
|
||
2018
|
$
|
18,633
|
|
2019
|
19,670
|
|
|
2020
|
20,766
|
|
|
2021
|
40,182
|
|
|
2022
|
614,710
|
|
|
Thereafter
|
2,300,000
|
|
|
|
$
|
3,013,961
|
|
|
|
Year ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
Net income attributable to Boston Properties, Inc. common shareholders
|
|
$
|
451,939
|
|
|
$
|
502,285
|
|
|
$
|
572,606
|
|
|
$
|
433,111
|
|
|
$
|
741,754
|
|
Add:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Preferred dividends
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
8,057
|
|
|||||
Noncontrolling interest in discontinued operations—common units of the Operating Partnership
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,151
|
|
|||||
Noncontrolling interest—common units of the Operating Partnership
|
|
52,210
|
|
|
59,260
|
|
|
66,951
|
|
|
50,862
|
|
|
70,085
|
|
|||||
Noncontrolling interest—redeemable preferred units of the Operating Partnership
|
|
—
|
|
|
—
|
|
|
6
|
|
|
1,023
|
|
|
6,046
|
|
|||||
Noncontrolling interests in property partnerships
|
|
47,832
|
|
|
(2,068
|
)
|
|
149,855
|
|
|
30,561
|
|
|
1,347
|
|
|||||
Impairment loss from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,241
|
|
|||||
Less:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gain on forgiveness of debt from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,182
|
|
|||||
Gains on sales of real estate from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
112,829
|
|
|||||
Income from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,022
|
|
|||||
Gains on sales of real estate
|
|
7,663
|
|
|
80,606
|
|
|
375,895
|
|
|
168,039
|
|
|
—
|
|
|||||
Income from continuing operations
|
|
554,818
|
|
|
489,371
|
|
|
424,023
|
|
|
358,018
|
|
|
703,648
|
|
|||||
Add:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Depreciation and amortization
|
|
617,547
|
|
|
694,403
|
|
|
639,542
|
|
|
628,573
|
|
|
560,637
|
|
|||||
Noncontrolling interests in property partnerships’ share of depreciation and amortization
|
|
(78,190
|
)
|
|
(107,087
|
)
|
|
(90,832
|
)
|
|
(63,303
|
)
|
|
(32,583
|
)
|
|||||
BXP’s share of depreciation and amortization from unconsolidated joint ventures
|
|
34,262
|
|
|
26,934
|
|
|
6,556
|
|
|
19,251
|
|
|
46,214
|
|
|||||
Corporate-related depreciation and amortization
|
|
(1,986
|
)
|
|
(1,568
|
)
|
|
(1,503
|
)
|
|
(1,361
|
)
|
|
(1,259
|
)
|
|||||
Depreciation and amortization from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,760
|
|
|||||
Income from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,022
|
|
|||||
Less:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gain on sale of investment in unconsolidated joint venture (1)
|
|
—
|
|
|
59,370
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Gains on sales of real estate included within income from unconsolidated joint ventures (2)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
54,501
|
|
|||||
Gains on consolidation of joint ventures (3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
385,991
|
|
|||||
Noncontrolling interests in property partnerships (4)
|
|
47,832
|
|
|
(2,068
|
)
|
|
48,737
|
|
|
30,561
|
|
|
1,347
|
|
|||||
Noncontrolling interest—redeemable preferred units of the Operating Partnership (5)
|
|
—
|
|
|
—
|
|
|
6
|
|
|
1,023
|
|
|
4,079
|
|
|||||
Preferred dividends
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
8,057
|
|
|||||
Funds from Operations (FFO) attributable to the Operating Partnership common unitholders (including Boston Properties, Inc.)
|
|
1,068,119
|
|
|
1,034,251
|
|
|
918,543
|
|
|
899,094
|
|
|
835,464
|
|
|||||
Less:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Noncontrolling interest—common units of the Operating Partnership’s share of funds from operations
|
|
108,707
|
|
|
106,504
|
|
|
94,828
|
|
|
91,588
|
|
|
84,000
|
|
|||||
Funds from Operations attributable to Boston Properties, Inc. common shareholders
|
|
$
|
959,412
|
|
|
$
|
927,747
|
|
|
$
|
823,715
|
|
|
$
|
807,506
|
|
|
$
|
751,464
|
|
Our percentage share of Funds from Operations—basic
|
|
89.82
|
%
|
|
89.70
|
%
|
|
89.68
|
%
|
|
89.81
|
%
|
|
89.99
|
%
|
|||||
Weighted average shares outstanding—basic
|
|
154,190
|
|
|
153,715
|
|
|
153,471
|
|
|
153,089
|
|
|
152,201
|
|
(1)
|
The gain on sale of investment in unconsolidated joint venture consists of the gain on sale of a 31% interest in Metropolitan Square. We continue to own a 20% interest in the joint venture.
|
(2)
|
Consists of the portion of income from unconsolidated joint ventures related to (1) the gain on sale of Eighth Avenue and 46th Street totaling approximately $11.3 million and (2) the gain on sale of 125 West 55th Street totaling approximately $43.2 million.
|
(3)
|
The gains on consolidation of joint ventures consisted of (1) 767 Fifth Avenue (the General Motors Building) totaling approximately $359.5 million and (2) our Value-Added Fund’s Mountain View properties totaling approximately $26.5 million.
|
(4)
|
For the year ended December 31, 2015, excludes the noncontrolling interests in property partnerships’ share of a gain on sale of real estate totaling approximately $101.1 million.
|
(5)
|
Excludes approximately $2.0 million for the year ended December 31, 2013 of income allocated to the holders of Series Two Preferred Units to account for their right to participate on an as-converted basis in the special dividend that was primarily the result of the sale of a 45% interest in our Times Square Tower property.
|
|
|
For the years ended December 31,
|
|||||||||||||||||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|||||||||||||||||||||||||
|
|
(Dollars in thousands)
|
|||||||||||||||||||||||||||||||||
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|||||||||||||||
Basic Funds from Operations
|
|
$
|
1,068,119
|
|
|
171,661
|
|
|
$
|
1,034,251
|
|
|
171,361
|
|
|
$
|
918,543
|
|
|
171,139
|
|
|
$
|
899,094
|
|
|
170,453
|
|
|
$
|
835,464
|
|
|
169,126
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Convertible Preferred Units (1)
|
|
—
|
|
|
200
|
|
|
—
|
|
|
262
|
|
|
—
|
|
|
373
|
|
|
760
|
|
|
312
|
|
|
3,150
|
|
|
1,221
|
|
|||||
Stock based compensation and exchangeable senior notes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
219
|
|
|
—
|
|
|
320
|
|
|||||
Diluted Funds from Operations
|
|
$
|
1,068,119
|
|
|
171,861
|
|
|
$
|
1,034,251
|
|
|
171,623
|
|
|
$
|
918,543
|
|
|
171,512
|
|
|
$
|
899,854
|
|
|
170,984
|
|
|
$
|
838,614
|
|
|
170,667
|
|
Less: Noncontrolling interest—common units of the Operating Partnership’s share of diluted Funds from Operations
|
|
108,580
|
|
|
17,471
|
|
|
106,341
|
|
|
17,646
|
|
|
94,622
|
|
|
17,668
|
|
|
91,381
|
|
|
17,364
|
|
|
83,167
|
|
|
16,925
|
|
|||||
Diluted Funds from Operations attributable to Boston Properties, Inc. (2)
|
|
$
|
959,539
|
|
|
154,390
|
|
|
$
|
927,910
|
|
|
153,977
|
|
|
$
|
823,921
|
|
|
153,844
|
|
|
$
|
808,473
|
|
|
153,620
|
|
|
$
|
755,447
|
|
|
153,742
|
|
(1)
|
Excludes approximately $2.0 million for the year ended December 31, 2013 of income allocated to the holders of Series Two Preferred Units to account for their right to participate on an as-converted basis in the special dividend that was primarily the result of the sale of a 45% interest in our Times Square Tower property.
|
(2)
|
BXP’s share of diluted Funds from Operations was 89.83%, 89.72%, 89.70%, 89.84% and 90.08% for the years ended December 31,
2017
,
2016
,
2015
,
2014
and
2013
, respectively.
|
|
|
Year ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
|
$
|
512,866
|
|
|
$
|
575,341
|
|
|
$
|
648,748
|
|
|
$
|
499,129
|
|
|
$
|
841,516
|
|
Add:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Preferred distributions
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
8,057
|
|
|||||
Noncontrolling interest—redeemable preferred units
|
|
—
|
|
|
—
|
|
|
6
|
|
|
1,023
|
|
|
6,046
|
|
|||||
Noncontrolling interests in property partnerships
|
|
47,832
|
|
|
(2,068
|
)
|
|
149,855
|
|
|
30,561
|
|
|
1,347
|
|
|||||
Impairment loss from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,852
|
|
|||||
Less:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gain on forgiveness of debt from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,736
|
|
|||||
Gains on sales of real estate from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
115,459
|
|
|||||
Income from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,022
|
|
|||||
Gains on sales of real estate
|
|
8,240
|
|
|
82,775
|
|
|
377,093
|
|
|
174,686
|
|
|
—
|
|
|||||
Income from continuing operations
|
|
562,958
|
|
|
500,998
|
|
|
432,016
|
|
|
366,527
|
|
|
715,601
|
|
|||||
Add:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Real estate depreciation and amortization
|
|
609,407
|
|
|
682,776
|
|
|
631,549
|
|
|
620,064
|
|
|
552,589
|
|
|||||
Noncontrolling interests in property partnerships’ share of depreciation and amortization
|
|
(78,190
|
)
|
|
(107,087
|
)
|
|
(90,832
|
)
|
|
(63,303
|
)
|
|
(32,583
|
)
|
|||||
BPLP’s share of depreciation and amortization from unconsolidated joint ventures
|
|
34,262
|
|
|
26,934
|
|
|
6,556
|
|
|
19,251
|
|
|
46,214
|
|
|||||
Corporate-related depreciation and amortization
|
|
(1,986
|
)
|
|
(1,568
|
)
|
|
(1,503
|
)
|
|
(1,361
|
)
|
|
(1,259
|
)
|
|||||
Depreciation and amortization from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
4,760
|
|
|||||
Income from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,022
|
|
|||||
Less:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gain on sale of investment in unconsolidated joint venture (1)
|
|
—
|
|
|
59,370
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Gains on sales of real estate included within income from unconsolidated joint ventures (2)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
54,501
|
|
|||||
Gains on consolidation of joint ventures (3)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
385,991
|
|
|||||
Noncontrolling interests in property partnerships (4)
|
|
47,832
|
|
|
(2,068
|
)
|
|
48,737
|
|
|
30,561
|
|
|
1,347
|
|
|||||
Noncontrolling interest—redeemable preferred units (5)
|
|
—
|
|
|
—
|
|
|
6
|
|
|
1,023
|
|
|
4,079
|
|
|||||
Preferred distributions
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
8,057
|
|
|||||
Funds from operations attributable to Boston Properties Limited Partnership common unitholders (6)
|
|
$
|
1,068,119
|
|
|
$
|
1,034,251
|
|
|
$
|
918,543
|
|
|
$
|
899,094
|
|
|
$
|
839,369
|
|
Weighted average units outstanding—basic
|
|
171,661
|
|
|
171,361
|
|
|
171,139
|
|
|
170,453
|
|
|
169,126
|
|
(1)
|
The gain on sale of investment in unconsolidated joint venture consists of the gain on sale of a 31% interest in Metropolitan Square. We continue to own a 20% interest in the joint venture.
|
(2)
|
Consists of the portion of income from unconsolidated joint ventures related to (1) the gain on sale of Eighth Avenue and 46th Street totaling approximately $11.3 million and (2) the gain on sale of 125 West 55th Street totaling approximately $43.2 million.
|
(3)
|
The gains on consolidation of joint ventures consisted of (1) 767 Fifth Avenue (the General Motors Building) totaling approximately $359.5 million and (2) our Value-Added Fund’s Mountain View properties totaling approximately $26.5 million.
|
(4)
|
For the year ended December 31, 2015, excludes the noncontrolling interests in property partnerships’ share of a gain on sale of real estate totaling approximately $101.1 million.
|
(5)
|
Excludes approximately $2.0 million for the year ended December 31, 2013 of income allocated to the holders of Series Two Preferred Units to account for their right to participate on an as-converted basis in the special distribution that was primarily the result of the sale of a 45% interest in our Times Square Tower property.
|
(6)
|
Our calculation includes OP Units and vested LTIP Units (including vested 2012 OPP Units, vested 2013 MYLTIP Units and vested 2014 MYLTIP Units).
|
|
|
For the years ended December 31,
|
|||||||||||||||||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|||||||||||||||||||||||||
|
|
(Dollars in thousands)
|
|||||||||||||||||||||||||||||||||
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|
Income
(Numerator)
|
|
Shares/Units
(Denominator)
|
|||||||||||||||
Basic Funds from Operations
|
|
$
|
1,068,119
|
|
|
171,661
|
|
|
$
|
1,034,251
|
|
|
171,361
|
|
|
$
|
918,543
|
|
|
171,139
|
|
|
$
|
899,094
|
|
|
170,453
|
|
|
$
|
839,369
|
|
|
169,126
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||
Convertible Preferred Units (1)
|
|
—
|
|
|
200
|
|
|
—
|
|
|
262
|
|
|
—
|
|
|
373
|
|
|
760
|
|
|
312
|
|
|
3,150
|
|
|
1,221
|
|
|||||
Stock based compensation and exchangeable senior notes
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
219
|
|
|
—
|
|
|
320
|
|
|||||
Diluted Funds from Operations
|
|
$
|
1,068,119
|
|
|
171,861
|
|
|
$
|
1,034,251
|
|
|
171,623
|
|
|
$
|
918,543
|
|
|
171,512
|
|
|
$
|
899,854
|
|
|
170,984
|
|
|
$
|
842,519
|
|
|
170,667
|
|
(1)
|
Excludes approximately $2.0 million for the year ended December 31, 2013 of income allocated to the holders of Series Two Preferred Units to account for their right to participate on an as-converted basis in the special distribution that was primarily the result of the sale of a 45% interest in our Times Square Tower property.
|
|
|
Year ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
Net income attributable to Boston Properties, Inc. common shareholders
|
|
$
|
451,939
|
|
|
$
|
502,285
|
|
|
$
|
572,606
|
|
|
$
|
433,111
|
|
|
$
|
741,754
|
|
Add:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Preferred dividends
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
8,057
|
|
|||||
Noncontrolling interest in discontinued operations—common units of the Operating Partnership
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,151
|
|
|||||
Noncontrolling interest—common units of the Operating Partnership
|
|
52,210
|
|
|
59,260
|
|
|
66,951
|
|
|
50,862
|
|
|
70,085
|
|
|||||
Noncontrolling interest—redeemable preferred units of the Operating Partnership
|
|
—
|
|
|
—
|
|
|
6
|
|
|
1,023
|
|
|
6,046
|
|
|||||
Noncontrolling interest in property partnerships
|
|
47,832
|
|
|
(2,068
|
)
|
|
149,855
|
|
|
30,561
|
|
|
1,347
|
|
|||||
Impairment loss from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,241
|
|
|||||
Losses from interest rate contracts
|
|
—
|
|
|
140
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Interest expense
|
|
374,481
|
|
|
412,849
|
|
|
432,196
|
|
|
455,743
|
|
|
446,880
|
|
|||||
Depreciation and amortization expense
|
|
617,547
|
|
|
694,403
|
|
|
639,542
|
|
|
628,573
|
|
|
560,637
|
|
|||||
Impairment loss
|
|
—
|
|
|
1,783
|
|
|
—
|
|
|
—
|
|
|
8,306
|
|
|||||
Transaction costs
|
|
668
|
|
|
2,387
|
|
|
1,259
|
|
|
3,140
|
|
|
1,744
|
|
|||||
General and administrative expense
|
|
113,715
|
|
|
105,229
|
|
|
96,319
|
|
|
98,937
|
|
|
115,329
|
|
|||||
Less:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gain on forgiveness of debt from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,182
|
|
|||||
Gains on sales of real estate from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
112,829
|
|
|||||
Income from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,022
|
|
|||||
Gains on sales of real estate
|
|
7,663
|
|
|
80,606
|
|
|
375,895
|
|
|
168,039
|
|
|
—
|
|
|||||
Gains (losses) from early extinguishments of debt
|
|
496
|
|
|
(371
|
)
|
|
(22,040
|
)
|
|
(10,633
|
)
|
|
122
|
|
|||||
Gains (losses) from investments in securities
|
|
3,678
|
|
|
2,273
|
|
|
(653
|
)
|
|
1,038
|
|
|
2,911
|
|
|||||
Interest and other income
|
|
5,783
|
|
|
7,230
|
|
|
6,777
|
|
|
8,765
|
|
|
8,310
|
|
|||||
Gains on consolidation of joint ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
385,991
|
|
|||||
Gain on sale of investment in unconsolidated joint venture
|
|
—
|
|
|
59,370
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Income from unconsolidated joint ventures
|
|
11,232
|
|
|
8,074
|
|
|
22,770
|
|
|
12,769
|
|
|
75,074
|
|
|||||
Development and management services income
|
|
34,605
|
|
|
28,284
|
|
|
22,554
|
|
|
25,316
|
|
|
29,695
|
|
|||||
Net Operating Income
|
|
$
|
1,605,435
|
|
|
$
|
1,601,302
|
|
|
$
|
1,563,931
|
|
|
$
|
1,507,156
|
|
|
$
|
1,334,441
|
|
|
|
Year ended December 31,
|
||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
||||||||||
|
|
(in thousands)
|
||||||||||||||||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
|
$
|
512,866
|
|
|
$
|
575,341
|
|
|
$
|
648,748
|
|
|
$
|
499,129
|
|
|
$
|
841,516
|
|
Add:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Preferred dividends
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
8,057
|
|
|||||
Noncontrolling interest—redeemable preferred units
|
|
—
|
|
|
—
|
|
|
6
|
|
|
1,023
|
|
|
6,046
|
|
|||||
Noncontrolling interest in property partnerships
|
|
47,832
|
|
|
(2,068
|
)
|
|
149,855
|
|
|
30,561
|
|
|
1,347
|
|
|||||
Impairment loss from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,852
|
|
|||||
Losses from interest rate contracts
|
|
—
|
|
|
140
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Interest expense
|
|
374,481
|
|
|
412,849
|
|
|
432,196
|
|
|
455,743
|
|
|
446,880
|
|
|||||
Depreciation and amortization expense
|
|
609,407
|
|
|
682,776
|
|
|
631,549
|
|
|
620,064
|
|
|
552,589
|
|
|||||
Impairment loss
|
|
—
|
|
|
1,783
|
|
|
—
|
|
|
—
|
|
|
4,401
|
|
|||||
Transaction costs
|
|
668
|
|
|
2,387
|
|
|
1,259
|
|
|
3,140
|
|
|
1,744
|
|
|||||
General and administrative expense
|
|
113,715
|
|
|
105,229
|
|
|
96,319
|
|
|
98,937
|
|
|
115,329
|
|
|||||
Less:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Gain on forgiveness of debt from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20,736
|
|
|||||
Gains on sales of real estate from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
115,459
|
|
|||||
Income from discontinued operations
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
8,022
|
|
|||||
Gains on sales of real estate
|
|
8,240
|
|
|
82,775
|
|
|
377,093
|
|
|
174,686
|
|
|
—
|
|
|||||
Gains (losses) from early extinguishments of debt
|
|
496
|
|
|
(371
|
)
|
|
(22,040
|
)
|
|
(10,633
|
)
|
|
122
|
|
|||||
Gains (losses) from investments in securities
|
|
3,678
|
|
|
2,273
|
|
|
(653
|
)
|
|
1,038
|
|
|
2,911
|
|
|||||
Interest and other income
|
|
5,783
|
|
|
7,230
|
|
|
6,777
|
|
|
8,765
|
|
|
8,310
|
|
|||||
Gains on consolidation of joint ventures
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
385,991
|
|
|||||
Gain on sale of investment in unconsolidated joint venture
|
|
—
|
|
|
59,370
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Income from unconsolidated joint ventures
|
|
11,232
|
|
|
8,074
|
|
|
22,770
|
|
|
12,769
|
|
|
75,074
|
|
|||||
Development and management services income
|
|
34,605
|
|
|
28,284
|
|
|
22,554
|
|
|
25,316
|
|
|
29,695
|
|
|||||
Net Operating Income
|
|
$
|
1,605,435
|
|
|
$
|
1,601,302
|
|
|
$
|
1,563,931
|
|
|
$
|
1,507,156
|
|
|
$
|
1,334,441
|
|
|
|
Payments Due by Period
|
||||||||||||||||||||||||||
|
|
Total
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
Thereafter
|
||||||||||||||
|
|
(Dollars in thousands)
|
||||||||||||||||||||||||||
Contractual Obligations:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Long-term debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
Mortgage debt (1)
|
|
$
|
3,899,513
|
|
|
$
|
132,161
|
|
|
$
|
132,157
|
|
|
$
|
132,153
|
|
|
$
|
149,599
|
|
|
$
|
703,301
|
|
|
$
|
2,650,142
|
|
Unsecured senior notes (1)
|
|
8,821,456
|
|
|
287,488
|
|
|
987,488
|
|
|
946,363
|
|
|
1,039,456
|
|
|
171,925
|
|
|
5,388,736
|
|
|||||||
Unsecured line of credit (1) (2)
|
|
49,552
|
|
|
1,057
|
|
|
1,057
|
|
|
1,057
|
|
|
1,057
|
|
|
45,324
|
|
|
—
|
|
|||||||
Ground leases
|
|
650,284
|
|
|
11,349
|
|
|
16,360
|
|
|
25,552
|
|
|
11,814
|
|
|
8,894
|
|
|
576,315
|
|
|||||||
Tenant obligations (3) (4)
|
|
374,103
|
|
|
267,936
|
|
|
59,890
|
|
|
33,574
|
|
|
9,289
|
|
|
1,774
|
|
|
1,640
|
|
|||||||
Construction contracts on development projects (4)
|
|
1,688,312
|
|
|
864,387
|
|
|
605,152
|
|
|
192,139
|
|
|
25,872
|
|
|
762
|
|
|
—
|
|
|||||||
Capital lease obligations (1)
|
|
51,596
|
|
|
(1,449
|
)
|
|
(1,030
|
)
|
|
(369
|
)
|
|
(1,135
|
)
|
|
(1,647
|
)
|
|
57,226
|
|
|||||||
Other obligations
|
|
1,698
|
|
|
1,529
|
|
|
81
|
|
|
81
|
|
|
7
|
|
|
—
|
|
|
—
|
|
|||||||
Total Contractual Obligations
|
|
$
|
15,536,514
|
|
|
$
|
1,564,458
|
|
|
$
|
1,801,155
|
|
|
$
|
1,330,550
|
|
|
$
|
1,235,959
|
|
|
$
|
930,333
|
|
|
$
|
8,674,059
|
|
(1)
|
Amounts include principal and interest payments.
|
(2)
|
Interest payments are calculated using the December 31, 2017 interest rate of 2.35%.
|
(3)
|
Committed tenant-related obligations based on executed leases as of
December 31, 2017
(tenant improvements and lease commissions).
|
(4)
|
Includes 100% of the obligations for our consolidated entities and only our share for the unconsolidated joint ventures.
|
Properties
|
|
Our Venture
Ownership
%
|
|
Stated
Interest
Rate
|
|
GAAP
Interest
Rate (1)
|
|
Stated
Principal
Amount
|
|
Deferred Financing Costs, Net
|
|
Carrying amount
|
|
Carrying amount (Our share)
|
|
|
|
Maturity Date
|
|||||||||||
|
|
(Dollars in thousands)
|
|||||||||||||||||||||||||||
540 Madison Avenue
|
|
60
|
%
|
|
2.78
|
%
|
|
2.95
|
%
|
|
$
|
120,000
|
|
|
$
|
(85
|
)
|
|
$
|
119,915
|
|
|
$
|
71,949
|
|
|
(2)(3)
|
|
June 5, 2018
|
Market Square North
|
|
50
|
%
|
|
4.85
|
%
|
|
4.91
|
%
|
|
121,122
|
|
|
(231
|
)
|
|
120,891
|
|
|
60,446
|
|
|
|
|
October 1, 2020
|
||||
Annapolis Junction Building One
|
|
50
|
%
|
|
7.03
|
%
|
|
7.20
|
%
|
|
39,549
|
|
|
(21
|
)
|
|
39,528
|
|
|
19,763
|
|
|
(4)
|
|
March 31, 2018
|
||||
Annapolis Junction Building Six
|
|
50
|
%
|
|
3.64
|
%
|
|
3.81
|
%
|
|
13,616
|
|
|
(31
|
)
|
|
13,585
|
|
|
6,793
|
|
|
(5)
|
|
November 17, 2018
|
||||
Annapolis Junction Building Seven and Eight
|
|
50
|
%
|
|
3.63
|
%
|
|
3.96
|
%
|
|
36,097
|
|
|
(197
|
)
|
|
35,900
|
|
|
17,950
|
|
|
(6)
|
|
December 7, 2019
|
||||
1265 Main Street
|
|
50
|
%
|
|
3.77
|
%
|
|
3.83
|
%
|
|
39,722
|
|
|
(389
|
)
|
|
39,333
|
|
|
19,667
|
|
|
|
|
January 1, 2032
|
||||
Colorado Center
|
|
50
|
%
|
|
3.56
|
%
|
|
3.58
|
%
|
|
550,000
|
|
|
(989
|
)
|
|
549,011
|
|
|
274,505
|
|
|
(2)
|
|
August 9, 2027
|
||||
Dock 72
|
|
50
|
%
|
|
3.67
|
%
|
|
3.96
|
%
|
|
36,907
|
|
|
(10,224
|
)
|
|
26,683
|
|
|
13,341
|
|
|
(2)(7)
|
|
December 18, 2020
|
||||
The Hub on Causeway - Podium
|
|
50
|
%
|
|
3.81
|
%
|
|
4.17
|
%
|
|
863
|
|
|
—
|
|
|
863
|
|
|
431
|
|
|
(2)(8)
|
|
September 6, 2021
|
||||
500 North Capitol Street
|
|
30
|
%
|
|
4.15
|
%
|
|
4.19
|
%
|
|
105,000
|
|
|
(321
|
)
|
|
104,679
|
|
|
31,404
|
|
|
(2)
|
|
June 6, 2023
|
||||
901 New York Avenue
|
|
25
|
%
|
|
3.61
|
%
|
|
3.68
|
%
|
|
225,000
|
|
|
(1,251
|
)
|
|
223,749
|
|
|
55,937
|
|
|
|
|
January 5, 2025
|
||||
Metropolitan Square
|
|
20
|
%
|
|
5.75
|
%
|
|
5.81
|
%
|
|
163,534
|
|
|
(231
|
)
|
|
163,303
|
|
|
32,659
|
|
|
|
|
May 5, 2020
|
||||
Total
|
|
|
|
|
|
|
|
$
|
1,451,410
|
|
|
$
|
(13,970
|
)
|
|
$
|
1,437,440
|
|
|
$
|
604,845
|
|
|
|
|
|
(1)
|
GAAP interest rate differs from the stated interest rate due to the inclusion of the amortization of financing charges.
|
(2)
|
The loan requires interest only payments with a balloon payment due at maturity.
|
(3)
|
Mortgage loan bears interest at a variable rate equal to LIBOR plus 1.50% per annum.
|
(4)
|
On April 11, 2016, a notice of event of default was received from the lender because the loan to value ratio was not in compliance with the applicable covenant in the loan agreement. On October 17, 2016, the lender notified the joint venture that it has elected to charge the default rate on the loan. The default rate is defined as LIBOR plus 5.75% per annum. Subsequently, the cash flows generated from the property have become insufficient to fund debt service payments and capital improvements necessary to lease and operate the property and the joint venture is not prepared to fund additional cash shortfalls at this time. Consequently, the
|
(5)
|
The loan bears interest at a variable rate equal to LIBOR plus 2.25% per annum.
|
(6)
|
The loan bears interest at a variable rate equal to LIBOR plus 2.35% per annum and matures on December 7, 2019, with three, one-year extension options, subject to certain conditions.
|
(7)
|
The construction financing bears interest at a variable rate equal to LIBOR plus 2.25% per annum and matures on December 18, 2020 with two, one-year extension option, subject to certain conditions.
|
(8)
|
The construction financing bears interest at a variable rate equal to LIBOR plus 2.25% per annum and matures on September 6, 2021, with two, one-year extension options, subject to certain conditions. In connection with the construction financing, we obtained the right to complete the construction of the garage underneath the project being developed by an affiliate of our joint venture partner and obtain funding from the garage construction lender. We agreed to guarantee completion of the garage to the construction lender and an affiliate of our partner agreed to reimburse us for our partner’s share of any payments under the guarantee.
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
2022
|
|
2023+
|
|
Total
|
|
Estimated
Fair Value
|
||||||||||||||||
|
(Dollars in thousands)
Mortgage debt
|
||||||||||||||||||||||||||||||
Fixed Rate
|
$
|
14,708
|
|
|
$
|
15,745
|
|
|
$
|
16,841
|
|
|
$
|
36,346
|
|
|
$
|
611,132
|
|
|
$
|
2,284,509
|
|
|
$
|
2,979,281
|
|
|
$
|
3,042,920
|
|
GAAP Average Interest Rate
|
5.52
|
%
|
|
5.53
|
%
|
|
5.55
|
%
|
|
6.61
|
%
|
|
4.79
|
%
|
|
3.64
|
%
|
|
3.95
|
%
|
|
|
|||||||||
Variable Rate
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
|
Unsecured debt
|
||||||||||||||||||||||||||||||
Fixed Rate
|
$
|
(8,800
|
)
|
|
$
|
691,255
|
|
|
$
|
691,748
|
|
|
$
|
843,065
|
|
|
$
|
(6,454
|
)
|
|
$
|
5,036,516
|
|
|
$
|
7,247,330
|
|
|
$
|
7,461,615
|
|
GAAP Average Interest Rate
|
—
|
|
|
5.97
|
%
|
|
5.71
|
%
|
|
4.29
|
%
|
|
—
|
|
|
3.65
|
%
|
|
4.15
|
%
|
|
|
|||||||||
Variable Rate
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45,000
|
|
|
—
|
|
|
45,000
|
|
|
45,000
|
|
||||||||
Total Debt
|
$
|
5,908
|
|
|
$
|
707,000
|
|
|
$
|
708,589
|
|
|
$
|
879,411
|
|
|
$
|
649,678
|
|
|
$
|
7,321,025
|
|
|
$
|
10,271,611
|
|
|
$
|
10,549,535
|
|
|
|
|
|
|
Page
|
|
|
|
Boston Properties, Inc.
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
|
Boston Properties Limited Partnership
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
|
|
||
|
|
|
Boston Properties, Inc.
|
|
|
|
||
|
|
|
Boston Properties Limited Partnership
|
|
|
|
|
December 31,
2017 |
|
December 31,
2016 |
||||
ASSETS
|
|
|
|
||||
Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $7,172,718 and $6,760,078 at December 31, 2017 and 2016, respectively )
|
$
|
21,096,642
|
|
|
$
|
20,147,263
|
|
Less: accumulated depreciation (amounts related to VIEs of $(854,172) and $(758,640) at December 31, 2017 and 2016, respectively
|
(4,589,634
|
)
|
|
(4,222,235
|
)
|
||
Total real estate
|
16,507,008
|
|
|
15,925,028
|
|
||
Cash and cash equivalents (amounts related to VIEs of $304,955 and $253,999 at December 31, 2017 and 2016, respectively)
|
434,767
|
|
|
356,914
|
|
||
Cash held in escrows (amounts related to VIEs of $6,135 and $4,955 at December 31, 2017 and 2016, respectively)
|
70,602
|
|
|
63,174
|
|
||
Investments in securities
|
29,161
|
|
|
23,814
|
|
||
Tenant and other receivables, net (amounts related to VIEs of $27,057 and $23,525 at December 31, 2017 and 2016, respectively)
|
92,186
|
|
|
92,548
|
|
||
Accrued rental income, net (amounts related to VIEs of $242,589 and $224,185 at December 31, 2017 and 2016, respectively)
|
861,575
|
|
|
799,138
|
|
||
Deferred charges, net (amounts related to VIEs of $281,678 and $290,436 at December 31, 2017 and 2016, respectively)
|
679,038
|
|
|
686,163
|
|
||
Prepaid expenses and other assets (amounts related to VIEs of $33,666 and $42,718 at December 31, 2017 and 2016, respectively)
|
77,971
|
|
|
129,666
|
|
||
Investments in unconsolidated joint ventures
|
619,925
|
|
|
775,198
|
|
||
Total assets
|
$
|
19,372,233
|
|
|
$
|
18,851,643
|
|
LIABILITIES AND EQUITY
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Mortgage notes payable, net (amounts related to VIEs of $2,939,183 and $2,018,483 at December 31, 2017 and 2016, respectively)
|
$
|
2,979,281
|
|
|
$
|
2,063,087
|
|
Unsecured senior notes, net
|
7,247,330
|
|
|
7,245,953
|
|
||
Unsecured line of credit
|
45,000
|
|
|
—
|
|
||
Unsecured term loan
|
—
|
|
|
—
|
|
||
Mezzanine notes payable (amounts related to VIEs of $0 and $307,093 at December 31, 2017 and 2016, respectively)
|
—
|
|
|
307,093
|
|
||
Outside members’ notes payable (amounts related to VIEs of $0 and $180,000 at December 31, 2017 and 2016, respectively)
|
—
|
|
|
180,000
|
|
||
Accounts payable and accrued expenses (amounts related to VIEs of $106,683 and $110,457 at December 31, 2017 and 2016, respectively)
|
331,500
|
|
|
298,524
|
|
||
Dividends and distributions payable
|
139,040
|
|
|
130,308
|
|
||
Accrued interest payable (amounts related to VIEs of $6,907 and $162,226 at December 31, 2017 and 2016, respectively)
|
83,646
|
|
|
243,933
|
|
||
Other liabilities (amounts related to VIEs of $164,806 and $175,146 at December 31, 2017 and 2016, respectively)
|
443,980
|
|
|
450,821
|
|
||
Total liabilities
|
11,269,777
|
|
|
10,919,719
|
|
||
Commitments and contingencies
|
—
|
|
|
—
|
|
||
Equity:
|
|
|
|
||||
Stockholders’ equity attributable to Boston Properties, Inc.:
|
|
|
|
||||
Excess stock, $0.01 par value, 150,000,000 shares authorized, none issued or outstanding
|
—
|
|
|
—
|
|
||
Preferred stock, $0.01 par value, 50,000,000 shares authorized;
|
|
|
|
||||
5.25% Series B cumulative redeemable preferred stock, $0.01 par value, liquidation preference $2,500 per share, 92,000 shares authorized, 80,000 shares issued and outstanding at December 31, 2017 and December 31, 2016
|
200,000
|
|
|
200,000
|
|
||
Common stock, $0.01 par value, 250,000,000 shares authorized,154,404,186 and 153,869,075 issued and 154,325,286 and 153,790,175 outstanding at December 31, 2017 and December 31, 2016, respectively
|
1,543
|
|
|
1,538
|
|
||
Additional paid-in capital
|
6,377,908
|
|
|
6,333,424
|
|
||
Dividends in excess of earnings
|
(712,343
|
)
|
|
(693,694
|
)
|
||
Treasury common stock at cost, 78,900 shares at December 31, 2017 and December 31, 2016
|
(2,722
|
)
|
|
(2,722
|
)
|
||
Accumulated other comprehensive loss
|
(50,429
|
)
|
|
(52,251
|
)
|
||
Total stockholders’ equity attributable to Boston Properties, Inc.
|
5,813,957
|
|
|
5,786,295
|
|
||
Noncontrolling interests:
|
|
|
|
||||
Common units of the Operating Partnership
|
604,739
|
|
|
614,982
|
|
||
Property partnerships
|
1,683,760
|
|
|
1,530,647
|
|
||
Total equity
|
8,102,456
|
|
|
7,931,924
|
|
||
Total liabilities and equity
|
$
|
19,372,233
|
|
|
$
|
18,851,643
|
|
|
For the year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
(in thousands, except for per share amounts)
|
||||||||||
Revenue
|
|
|
|
|
|
||||||
Rental
|
|
|
|
|
|
||||||
Base rent
|
$
|
2,049,368
|
|
|
$
|
2,017,767
|
|
|
$
|
1,964,732
|
|
Recoveries from tenants
|
367,500
|
|
|
358,975
|
|
|
355,508
|
|
|||
Parking and other
|
105,000
|
|
|
100,910
|
|
|
101,981
|
|
|||
Total rental revenue
|
2,521,868
|
|
|
2,477,652
|
|
|
2,422,221
|
|
|||
Hotel revenue
|
45,603
|
|
|
44,884
|
|
|
46,046
|
|
|||
Development and management services
|
34,605
|
|
|
28,284
|
|
|
22,554
|
|
|||
Total revenue
|
2,602,076
|
|
|
2,550,820
|
|
|
2,490,821
|
|
|||
Expenses
|
|
|
|
|
|
||||||
Operating
|
|
|
|
|
|
||||||
Rental
|
929,977
|
|
|
889,768
|
|
|
872,252
|
|
|||
Hotel
|
32,059
|
|
|
31,466
|
|
|
32,084
|
|
|||
General and administrative
|
113,715
|
|
|
105,229
|
|
|
96,319
|
|
|||
Transaction costs
|
668
|
|
|
2,387
|
|
|
1,259
|
|
|||
Impairment loss
|
—
|
|
|
1,783
|
|
|
—
|
|
|||
Depreciation and amortization
|
617,547
|
|
|
694,403
|
|
|
639,542
|
|
|||
Total expenses
|
1,693,966
|
|
|
1,725,036
|
|
|
1,641,456
|
|
|||
Operating income
|
908,110
|
|
|
825,784
|
|
|
849,365
|
|
|||
Other income (expense)
|
|
|
|
|
|
||||||
Income from unconsolidated joint ventures
|
11,232
|
|
|
8,074
|
|
|
22,770
|
|
|||
Gain on sale of investment in unconsolidated joint venture
|
—
|
|
|
59,370
|
|
|
—
|
|
|||
Interest and other income
|
5,783
|
|
|
7,230
|
|
|
6,777
|
|
|||
Gains (losses) from investments in securities
|
3,678
|
|
|
2,273
|
|
|
(653
|
)
|
|||
Interest expense
|
(374,481
|
)
|
|
(412,849
|
)
|
|
(432,196
|
)
|
|||
Gains (losses) from early extinguishments of debt
|
496
|
|
|
(371
|
)
|
|
(22,040
|
)
|
|||
Losses from interest rate contracts
|
—
|
|
|
(140
|
)
|
|
—
|
|
|||
Income before gains on sales of real estate
|
554,818
|
|
|
489,371
|
|
|
424,023
|
|
|||
Gains on sales of real estate
|
7,663
|
|
|
80,606
|
|
|
375,895
|
|
|||
Net income
|
562,481
|
|
|
569,977
|
|
|
799,918
|
|
|||
Net income attributable to noncontrolling interests
|
|
|
|
|
|
||||||
Noncontrolling interests in property partnerships
|
(47,832
|
)
|
|
2,068
|
|
|
(149,855
|
)
|
|||
Noncontrolling interest—redeemable preferred units of the Operating Partnership
|
—
|
|
|
—
|
|
|
(6
|
)
|
|||
Noncontrolling interest—common units of the Operating Partnership
|
(52,210
|
)
|
|
(59,260
|
)
|
|
(66,951
|
)
|
|||
Net income attributable to Boston Properties, Inc.
|
462,439
|
|
|
512,785
|
|
|
583,106
|
|
|||
Preferred dividends
|
(10,500
|
)
|
|
(10,500
|
)
|
|
(10,500
|
)
|
|||
Net income attributable to Boston Properties, Inc. common shareholders
|
$
|
451,939
|
|
|
$
|
502,285
|
|
|
$
|
572,606
|
|
Basic earnings per common share attributable to Boston Properties, Inc. common shareholders:
|
|
|
|
|
|
||||||
Net income
|
$
|
2.93
|
|
|
$
|
3.27
|
|
|
$
|
3.73
|
|
Weighted average number of common shares outstanding
|
154,190
|
|
|
153,715
|
|
|
153,471
|
|
|||
Diluted earnings per common share attributable to Boston Properties, Inc. common shareholders:
|
|
|
|
|
|
||||||
Net income
|
$
|
2.93
|
|
|
$
|
3.26
|
|
|
$
|
3.72
|
|
Weighted average number of common and common equivalent shares outstanding
|
154,390
|
|
|
153,977
|
|
|
153,844
|
|
|||
|
|
|
|
|
|
||||||
Dividends per common share
|
$
|
3.05
|
|
|
$
|
2.70
|
|
|
$
|
3.85
|
|
|
|
For the year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(in thousands)
|
||||||||||
Net income
|
|
$
|
562,481
|
|
|
$
|
569,977
|
|
|
$
|
799,918
|
|
Other comprehensive loss:
|
|
|
|
|
|
|
||||||
Effective portion of interest rate contracts
|
|
(6,133
|
)
|
|
(47,144
|
)
|
|
(10,302
|
)
|
|||
Amortization of interest rate contracts (1)
|
|
6,033
|
|
|
3,751
|
|
|
2,510
|
|
|||
Other comprehensive loss
|
|
(100
|
)
|
|
(43,393
|
)
|
|
(7,792
|
)
|
|||
Comprehensive income
|
|
562,381
|
|
|
526,584
|
|
|
792,126
|
|
|||
Net income attributable to noncontrolling interests
|
|
(100,042
|
)
|
|
(57,192
|
)
|
|
(216,812
|
)
|
|||
Other comprehensive income (loss) attributable to noncontrolling interests
|
|
1,922
|
|
|
5,256
|
|
|
2,982
|
|
|||
Comprehensive income attributable to Boston Properties, Inc.
|
|
$
|
464,261
|
|
|
$
|
474,648
|
|
|
$
|
578,296
|
|
(1)
|
Amounts reclassified from comprehensive income primarily to interest expense within Boston Properties, Inc.’s Consolidated Statements of Operations.
|
|
Common Stock
|
|
Preferred Stock
|
|
Additional
Paid-in
Capital
|
|
Dividends in
Excess of
Earnings
|
|
Treasury
Stock,
at cost
|
|
Accumulated
Other
Comprehensive
Loss
|
|
Noncontrolling
Interests
|
|
Total
|
|||||||||||||||||||
|
Shares
|
|
Amount
|
|
|
|||||||||||||||||||||||||||||
Equity, December 31, 2014
|
153,114
|
|
|
$
|
1,531
|
|
|
$
|
200,000
|
|
|
$
|
6,270,257
|
|
|
$
|
(762,464
|
)
|
|
$
|
(2,722
|
)
|
|
$
|
(9,304
|
)
|
|
$
|
2,205,638
|
|
|
$
|
7,902,936
|
|
Redemption of operating partnership units to common stock
|
424
|
|
|
5
|
|
|
—
|
|
|
14,338
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(14,343
|
)
|
|
—
|
|
||||||||
Allocated net income for the year
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
583,106
|
|
|
—
|
|
|
—
|
|
|
211,685
|
|
|
794,791
|
|
||||||||
Dividends/distributions declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(601,594
|
)
|
|
—
|
|
|
—
|
|
|
(69,447
|
)
|
|
(671,041
|
)
|
||||||||
Shares issued pursuant to stock purchase plan
|
6
|
|
|
—
|
|
|
—
|
|
|
780
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
780
|
|
||||||||
Net activity from stock option and incentive plan
|
36
|
|
|
—
|
|
|
—
|
|
|
5,814
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
34,451
|
|
|
40,265
|
|
||||||||
Acquisition of redeemable noncontrolling interest in property partnership
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,586
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,586
|
)
|
||||||||
Sale of interests in property partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,053
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,053
|
|
|
—
|
|
||||||||
Contributions from noncontrolling interests in property partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,705
|
|
|
2,705
|
|
||||||||
Distributions to noncontrolling interests in property partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(170,049
|
)
|
|
(170,049
|
)
|
||||||||
Dissolution of property partnership
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(4,082
|
)
|
|
(4,082
|
)
|
||||||||
Effective portion of interest rate contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(7,061
|
)
|
|
(3,241
|
)
|
|
(10,302
|
)
|
||||||||
Amortization of interest rate contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,251
|
|
|
259
|
|
|
2,510
|
|
||||||||
Reallocation of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
17,137
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(17,137
|
)
|
|
—
|
|
||||||||
Equity, December 31, 2015
|
153,580
|
|
|
1,536
|
|
|
200,000
|
|
|
6,305,687
|
|
|
(780,952
|
)
|
|
(2,722
|
)
|
|
(14,114
|
)
|
|
2,177,492
|
|
|
7,886,927
|
|
||||||||
Redemption of operating partnership units to common stock
|
191
|
|
|
2
|
|
|
—
|
|
|
6,459
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(6,461
|
)
|
|
—
|
|
||||||||
Allocated net income for the year
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
512,785
|
|
|
—
|
|
|
—
|
|
|
57,192
|
|
|
569,977
|
|
||||||||
Dividends/distributions declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(425,527
|
)
|
|
—
|
|
|
—
|
|
|
(49,087
|
)
|
|
(474,614
|
)
|
||||||||
Shares issued pursuant to stock purchase plan
|
6
|
|
|
—
|
|
|
—
|
|
|
730
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
730
|
|
||||||||
Net activity from stock option and incentive plan
|
13
|
|
|
—
|
|
|
—
|
|
|
3,979
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27,931
|
|
|
31,910
|
|
||||||||
Sale of interests in property partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
1,195
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,195
|
)
|
|
—
|
|
||||||||
Contributions from noncontrolling interests in property partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,951
|
|
|
11,951
|
|
||||||||
Distributions to noncontrolling interests in property partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(51,564
|
)
|
|
(51,564
|
)
|
||||||||
Effective portion of interest rate contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(41,502
|
)
|
|
(5,642
|
)
|
|
(47,144
|
)
|
||||||||
Amortization of interest rate contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,365
|
|
|
386
|
|
|
3,751
|
|
||||||||
Reallocation of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
15,374
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(15,374
|
)
|
|
—
|
|
||||||||
Equity, December 31, 2016
|
153,790
|
|
|
1,538
|
|
|
200,000
|
|
|
6,333,424
|
|
|
(693,694
|
)
|
|
(2,722
|
)
|
|
(52,251
|
)
|
|
2,145,629
|
|
|
7,931,924
|
|
||||||||
Redemption of operating partnership units to common stock
|
495
|
|
|
5
|
|
|
—
|
|
|
16,911
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(16,916
|
)
|
|
—
|
|
||||||||
Allocated net income for the year
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
462,439
|
|
|
—
|
|
|
—
|
|
|
100,042
|
|
|
562,481
|
|
||||||||
Dividends/distributions declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(480,816
|
)
|
|
—
|
|
|
—
|
|
|
(54,494
|
)
|
|
(535,310
|
)
|
||||||||
Shares issued pursuant to stock purchase plan
|
6
|
|
|
—
|
|
|
—
|
|
|
795
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
795
|
|
||||||||
Net activity from stock option and incentive plan
|
34
|
|
|
—
|
|
|
—
|
|
|
3,899
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
33,393
|
|
|
37,292
|
|
||||||||
Cumulative effect of a change in accounting principle
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(272
|
)
|
|
—
|
|
|
—
|
|
|
(1,763
|
)
|
|
(2,035
|
)
|
||||||||
Contributions from noncontrolling interests in property partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
161,585
|
|
|
161,585
|
|
||||||||
Distributions to noncontrolling interests in property partnerships
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(54,176
|
)
|
|
(54,176
|
)
|
||||||||
Effective portion of interest rate contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,305
|
)
|
|
(2,828
|
)
|
|
(6,133
|
)
|
||||||||
Amortization of interest rate contracts
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5,127
|
|
|
906
|
|
|
6,033
|
|
||||||||
Reallocation of noncontrolling interest
|
—
|
|
|
—
|
|
|
—
|
|
|
22,879
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(22,879
|
)
|
|
—
|
|
||||||||
Equity, December 31, 2017
|
154,325
|
|
|
$
|
1,543
|
|
|
$
|
200,000
|
|
|
$
|
6,377,908
|
|
|
$
|
(712,343
|
)
|
|
$
|
(2,722
|
)
|
|
$
|
(50,429
|
)
|
|
$
|
2,288,499
|
|
|
$
|
8,102,456
|
|
|
For the year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
(in thousands)
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
562,481
|
|
|
$
|
569,977
|
|
|
$
|
799,918
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
617,547
|
|
|
694,403
|
|
|
639,542
|
|
|||
Impairment loss
|
—
|
|
|
1,783
|
|
|
—
|
|
|||
Non-cash compensation expense
|
35,361
|
|
|
32,911
|
|
|
29,183
|
|
|||
Income from unconsolidated joint ventures
|
(11,232
|
)
|
|
(8,074
|
)
|
|
(22,770
|
)
|
|||
Gain on sale of investment in unconsolidated joint venture
|
—
|
|
|
(59,370
|
)
|
|
—
|
|
|||
Distributions of net cash flow from operations of unconsolidated joint ventures
|
26,858
|
|
|
24,955
|
|
|
8,469
|
|
|||
(Gains) losses from investments in securities
|
(3,678
|
)
|
|
(2,273
|
)
|
|
653
|
|
|||
Non-cash portion of interest expense
|
(1,284
|
)
|
|
(35,052
|
)
|
|
(42,271
|
)
|
|||
Settlement of accreted debt discount on redemption of unsecured senior notes
|
(1,980
|
)
|
|
—
|
|
|
—
|
|
|||
(Gains) losses from early extinguishments of debt
|
(13,280
|
)
|
|
371
|
|
|
21,837
|
|
|||
Gains on sales of real estate
|
(7,663
|
)
|
|
(80,606
|
)
|
|
(375,895
|
)
|
|||
Change in assets and liabilities:
|
|
|
|
|
|
||||||
Cash held in escrows
|
8,194
|
|
|
2,277
|
|
|
(18,284
|
)
|
|||
Tenant and other receivables, net
|
2,433
|
|
|
3,688
|
|
|
(46,326
|
)
|
|||
Accrued rental income, net
|
(58,355
|
)
|
|
(28,127
|
)
|
|
(73,911
|
)
|
|||
Prepaid expenses and other assets
|
51,425
|
|
|
52,923
|
|
|
(16,877
|
)
|
|||
Accounts payable and accrued expenses
|
10,482
|
|
|
15,666
|
|
|
(6,310
|
)
|
|||
Accrued interest payable
|
(160,521
|
)
|
|
53,547
|
|
|
26,854
|
|
|||
Other liabilities
|
(44,914
|
)
|
|
(106,022
|
)
|
|
(34,005
|
)
|
|||
Tenant leasing costs
|
(104,429
|
)
|
|
(96,103
|
)
|
|
(90,396
|
)
|
|||
Total adjustments
|
344,964
|
|
|
466,897
|
|
|
(507
|
)
|
|||
Net cash provided by operating activities
|
907,445
|
|
|
1,036,874
|
|
|
799,411
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Acquisitions of real estate
|
(15,953
|
)
|
|
(78,000
|
)
|
|
—
|
|
|||
Construction in progress
|
(608,404
|
)
|
|
(500,350
|
)
|
|
(374,664
|
)
|
|||
Building and other capital improvements
|
(222,482
|
)
|
|
(150,640
|
)
|
|
(112,755
|
)
|
|||
Tenant improvements
|
(205,331
|
)
|
|
(230,298
|
)
|
|
(144,572
|
)
|
|||
Proceeds from sales of real estate
|
29,810
|
|
|
122,750
|
|
|
602,600
|
|
|||
Proceeds from sales of real estate placed in escrow
|
(29,810
|
)
|
|
(122,647
|
)
|
|
(200,612
|
)
|
|||
Proceeds from sales of real estate released from escrow
|
29,810
|
|
|
122,647
|
|
|
634,165
|
|
|||
Cash placed in escrow for land sale contracts
|
—
|
|
|
—
|
|
|
(7,111
|
)
|
|||
Cash released from escrow for land sale contracts
|
—
|
|
|
1,596
|
|
|
5,312
|
|
|||
Cash released from escrow for investing activities
|
9,230
|
|
|
6,694
|
|
|
—
|
|
|||
Cash placed in escrow for investment in unconsolidated joint venture
|
(25,000
|
)
|
|
—
|
|
|
—
|
|
|||
Capital contributions to unconsolidated joint ventures
|
(109,015
|
)
|
|
(575,795
|
)
|
|
(38,207
|
)
|
|||
Capital distributions from unconsolidated joint ventures
|
251,000
|
|
|
20,440
|
|
|
24,527
|
|
|||
Proceeds from sale of investment in unconsolidated joint venture
|
—
|
|
|
55,707
|
|
|
—
|
|
|||
Investments in marketable securities
|
—
|
|
|
—
|
|
|
(667,335
|
)
|
|||
Investments in securities, net
|
(1,669
|
)
|
|
(1,161
|
)
|
|
(1,574
|
)
|
|||
Net cash used in investing activities
|
(897,814
|
)
|
|
(1,329,057
|
)
|
|
(280,226
|
)
|
|||
|
BOSTON PROPERTIES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|||||||||||
|
For the year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
(in thousands)
|
||||||||||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from mortgage notes payable
|
2,300,000
|
|
|
—
|
|
|
—
|
|
|||
Repayments of mortgage notes payable
|
(1,317,653
|
)
|
|
(1,326,865
|
)
|
|
(54,801
|
)
|
|||
Proceeds from unsecured senior notes
|
847,935
|
|
|
1,989,790
|
|
|
—
|
|
|||
Redemption of unsecured senior notes
|
(848,020
|
)
|
|
—
|
|
|
—
|
|
|||
Borrowings on unsecured line of credit
|
580,000
|
|
|
25,000
|
|
|
—
|
|
|||
Repayments of unsecured line of credit
|
(535,000
|
)
|
|
(25,000
|
)
|
|
—
|
|
|||
Repayments of mezzanine notes payable
|
(306,000
|
)
|
|
—
|
|
|
—
|
|
|||
Repayments of outside members’ notes payable
|
(70,424
|
)
|
|
—
|
|
|
—
|
|
|||
Payments on capital lease obligations
|
(401
|
)
|
|
(745
|
)
|
|
(356
|
)
|
|||
Proceeds from real estate financing transaction
|
—
|
|
|
—
|
|
|
6,000
|
|
|||
Payments on real estate financing transactions
|
(2,840
|
)
|
|
(5,260
|
)
|
|
(3,103
|
)
|
|||
Deposit on mortgage note payable interest rate lock
|
(23,200
|
)
|
|
—
|
|
|
—
|
|
|||
Return of deposit on mortgage note payable interest rate lock
|
23,200
|
|
|
—
|
|
|
—
|
|
|||
Deferred financing costs
|
(50,705
|
)
|
|
(16,121
|
)
|
|
(1,510
|
)
|
|||
Net proceeds from equity transactions
|
241
|
|
|
(271
|
)
|
|
799
|
|
|||
Redemption of preferred units
|
—
|
|
|
—
|
|
|
(633
|
)
|
|||
Dividends and distributions
|
(526,578
|
)
|
|
(671,626
|
)
|
|
(1,226,199
|
)
|
|||
Contributions from noncontrolling interests in property partnerships
|
52,009
|
|
|
11,951
|
|
|
2,705
|
|
|||
Acquisition of noncontrolling interest in property partnership
|
—
|
|
|
—
|
|
|
(108,499
|
)
|
|||
Distributions to noncontrolling interests in property partnerships
|
(54,342
|
)
|
|
(55,474
|
)
|
|
(172,949
|
)
|
|||
Net cash provided by (used in) financing activities
|
68,222
|
|
|
(74,621
|
)
|
|
(1,558,546
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
77,853
|
|
|
(366,804
|
)
|
|
(1,039,361
|
)
|
|||
Cash and cash equivalents, beginning of year
|
356,914
|
|
|
723,718
|
|
|
1,763,079
|
|
|||
Cash and cash equivalents, end of year
|
$
|
434,767
|
|
|
$
|
356,914
|
|
|
$
|
723,718
|
|
Supplemental disclosures:
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
598,486
|
|
|
$
|
433,591
|
|
|
$
|
481,826
|
|
Interest capitalized
|
$
|
61,070
|
|
|
$
|
39,237
|
|
|
$
|
34,213
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
||||||
Write-off of fully depreciated real estate
|
$
|
(124,891
|
)
|
|
$
|
(206,721
|
)
|
|
$
|
(45,455
|
)
|
Change in real estate included in accounts payable and accrued expenses
|
$
|
27,978
|
|
|
$
|
(1,481
|
)
|
|
$
|
74,985
|
|
Real estate acquired through capital lease
|
$
|
28,962
|
|
|
$
|
21,000
|
|
|
$
|
—
|
|
Outside members’ notes payable contributed to noncontrolling interests in property partnerships
|
$
|
109,576
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Marketable securities transferred in connection with the legal defeasance of mortgage note payable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
667,335
|
|
Mortgage note payable legally defeased
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
640,500
|
|
Mortgage note payable assigned in connection with the sale of real estate
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
116,993
|
|
Dividends and distributions declared but not paid
|
$
|
139,040
|
|
|
$
|
130,308
|
|
|
$
|
327,320
|
|
Conversions of noncontrolling interests to stockholders’ equity
|
$
|
16,916
|
|
|
$
|
6,461
|
|
|
$
|
14,343
|
|
Issuance of restricted securities to employees and directors
|
$
|
35,989
|
|
|
$
|
33,615
|
|
|
$
|
43,355
|
|
|
|
|
|
|
|
BOSTON PROPERTIES LIMITED PARTNERSHIP
CONSOLIDATED BALANCE SHEETS
(in thousands, except for unit amounts)
|
|||||||
|
December 31,
2017 |
|
December 31,
2016 |
||||
ASSETS
|
|
|
|
||||
Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $7,172,718 and $6,760,078 at December 31, 2017 and 2016, respectively)
|
$
|
20,685,164
|
|
|
$
|
19,733,872
|
|
Less: accumulated depreciation (amounts related to VIEs of $(854,172) and $(758,640) at December 31, 2017 and 2016, respectively)
|
(4,496,959
|
)
|
|
(4,136,364
|
)
|
||
Total real estate
|
16,188,205
|
|
|
15,597,508
|
|
||
Cash and cash equivalents (amounts related to VIEs of $304,955 and $253,999 at December 31, 2017 and 2016, respectively)
|
434,767
|
|
|
356,914
|
|
||
Cash held in escrows (amounts related to VIEs of $6,135 and $4,955 at December 31, 2017 and 2016, respectively)
|
70,602
|
|
|
63,174
|
|
||
Investments in securities
|
29,161
|
|
|
23,814
|
|
||
Tenant and other receivables, net (amounts related to VIEs of $27,057 and $23,525 at December 31, 2017 and 2016, respectively)
|
92,186
|
|
|
92,548
|
|
||
Accrued rental income, net (amounts related to VIEs of $242,589 and $224,185 at December 31, 2017 and 2016, respectively)
|
861,575
|
|
|
799,138
|
|
||
Deferred charges, net (amounts related to VIEs of $281,678 and $290,436 at December 31, 2017 and 2016, respectively)
|
679,038
|
|
|
686,163
|
|
||
Prepaid expenses and other assets (amounts related to VIEs of $33,666 and $42,718 at December 31, 2017 and 2016, respectively)
|
77,971
|
|
|
129,666
|
|
||
Investments in unconsolidated joint ventures
|
619,925
|
|
|
775,198
|
|
||
Total assets
|
$
|
19,053,430
|
|
|
$
|
18,524,123
|
|
LIABILITIES AND CAPITAL
|
|
|
|
||||
Liabilities:
|
|
|
|
||||
Mortgage notes payable, net (amounts related to VIEs of $2,939,183 and $2,018,483 at December 31, 2017 and 2016, respectively)
|
$
|
2,979,281
|
|
|
$
|
2,063,087
|
|
Unsecured senior notes, net
|
7,247,330
|
|
|
7,245,953
|
|
||
Unsecured line of credit
|
45,000
|
|
|
—
|
|
||
Unsecured term loan
|
—
|
|
|
—
|
|
||
Mezzanine notes payable (amounts related to VIEs of $0 and $307,093 at December 31, 2017 and 2016, respectively)
|
—
|
|
|
307,093
|
|
||
Outside members’ notes payable (amounts related to VIEs of $0 and $180,000 at December 31, 2017 and 2016, respectively)
|
—
|
|
|
180,000
|
|
||
Accounts payable and accrued expenses (amounts related to VIEs of $106,683 and $110,457 at December 31, 2017 and 2016, respectively)
|
331,500
|
|
|
298,524
|
|
||
Dividends and distributions payable
|
139,040
|
|
|
130,308
|
|
||
Accrued interest payable (amounts related to VIEs of $6,907 and $162,226 at December 31, 2017 and 2016, respectively)
|
83,646
|
|
|
243,933
|
|
||
Other liabilities (amounts related to VIEs of $164,806 and $175,146 at December 31, 2017 and 2016, respectively)
|
443,980
|
|
|
450,821
|
|
||
Total liabilities
|
11,269,777
|
|
|
10,919,719
|
|
||
Commitments and contingencies
|
—
|
|
|
—
|
|
||
Noncontrolling interests:
|
|
|
|
||||
Redeemable partnership units—16,810,378 and 17,079,511 common units and 818,343 and 904,588 long term incentive units outstanding at redemption value at December 31, 2017 and December 31, 2016, respectively
|
2,292,263
|
|
|
2,262,040
|
|
||
Capital:
|
|
|
|
||||
5.25% Series B cumulative redeemable preferred units, liquidation preference $2,500 per unit, 80,000 units issued and outstanding at December 31, 2017 and December 31, 2016
|
193,623
|
|
|
193,623
|
|
||
Boston Properties Limited Partnership partners’ capital—1,719,540 and 1,717,743 general partner units and 152,605,746 and 152,072,432 limited partner units outstanding at December 31, 2017 and December 31, 2016, respectively
|
3,614,007
|
|
|
3,618,094
|
|
||
Noncontrolling interests in property partnerships
|
1,683,760
|
|
|
1,530,647
|
|
||
Total capital
|
5,491,390
|
|
|
5,342,364
|
|
||
Total liabilities and capital
|
$
|
19,053,430
|
|
|
$
|
18,524,123
|
|
BOSTON PROPERTIES LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF OPERATIONS
|
|||||||||||
|
For the year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
(in thousands, except for per unit amounts)
|
||||||||||
Revenue
|
|
|
|
|
|
||||||
Rental
|
|
|
|
|
|
||||||
Base rent
|
$
|
2,049,368
|
|
|
$
|
2,017,767
|
|
|
$
|
1,964,732
|
|
Recoveries from tenants
|
367,500
|
|
|
358,975
|
|
|
355,508
|
|
|||
Parking and other
|
105,000
|
|
|
100,910
|
|
|
101,981
|
|
|||
Total rental revenue
|
2,521,868
|
|
|
2,477,652
|
|
|
2,422,221
|
|
|||
Hotel revenue
|
45,603
|
|
|
44,884
|
|
|
46,046
|
|
|||
Development and management services
|
34,605
|
|
|
28,284
|
|
|
22,554
|
|
|||
Total revenue
|
2,602,076
|
|
|
2,550,820
|
|
|
2,490,821
|
|
|||
Expenses
|
|
|
|
|
|
||||||
Operating
|
|
|
|
|
|
||||||
Rental
|
929,977
|
|
|
889,768
|
|
|
872,252
|
|
|||
Hotel
|
32,059
|
|
|
31,466
|
|
|
32,084
|
|
|||
General and administrative
|
113,715
|
|
|
105,229
|
|
|
96,319
|
|
|||
Transaction costs
|
668
|
|
|
2,387
|
|
|
1,259
|
|
|||
Impairment loss
|
—
|
|
|
1,783
|
|
|
—
|
|
|||
Depreciation and amortization
|
609,407
|
|
|
682,776
|
|
|
631,549
|
|
|||
Total expenses
|
1,685,826
|
|
|
1,713,409
|
|
|
1,633,463
|
|
|||
Operating income
|
916,250
|
|
|
837,411
|
|
|
857,358
|
|
|||
Other income (expense)
|
|
|
|
|
|
||||||
Income from unconsolidated joint ventures
|
11,232
|
|
|
8,074
|
|
|
22,770
|
|
|||
Gain on sale of investment in unconsolidated joint venture
|
—
|
|
|
59,370
|
|
|
—
|
|
|||
Interest and other income
|
5,783
|
|
|
7,230
|
|
|
6,777
|
|
|||
Gains (losses) from investments in securities
|
3,678
|
|
|
2,273
|
|
|
(653
|
)
|
|||
Interest expense
|
(374,481
|
)
|
|
(412,849
|
)
|
|
(432,196
|
)
|
|||
Gains (losses) from early extinguishments of debt
|
496
|
|
|
(371
|
)
|
|
(22,040
|
)
|
|||
Losses from interest rate contracts
|
—
|
|
|
(140
|
)
|
|
—
|
|
|||
Income before gains on sales of real estate
|
562,958
|
|
|
500,998
|
|
|
432,016
|
|
|||
Gains on sales of real estate
|
8,240
|
|
|
82,775
|
|
|
377,093
|
|
|||
Net income
|
571,198
|
|
|
583,773
|
|
|
809,109
|
|
|||
Net income attributable to noncontrolling interests
|
|
|
|
|
|
||||||
Noncontrolling interests in property partnerships
|
(47,832
|
)
|
|
2,068
|
|
|
(149,855
|
)
|
|||
Noncontrolling interest—redeemable preferred units
|
—
|
|
|
—
|
|
|
(6
|
)
|
|||
Net income attributable to Boston Properties Limited Partnership
|
523,366
|
|
|
585,841
|
|
|
659,248
|
|
|||
Preferred distributions
|
(10,500
|
)
|
|
(10,500
|
)
|
|
(10,500
|
)
|
|||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
$
|
512,866
|
|
|
$
|
575,341
|
|
|
$
|
648,748
|
|
Basic earnings per common unit attributable to Boston Properties Limited Partnership
|
|
|
|
|
|
||||||
Net income
|
$
|
2.99
|
|
|
$
|
3.36
|
|
|
$
|
3.79
|
|
Weighted average number of common units outstanding
|
171,661
|
|
|
171,361
|
|
|
171,139
|
|
|||
Diluted earnings per common unit attributable to Boston Properties Limited Partnership
|
|
|
|
|
|
||||||
Net income
|
$
|
2.98
|
|
|
$
|
3.35
|
|
|
$
|
3.78
|
|
Weighted average number of common and common equivalent units outstanding
|
171,861
|
|
|
171,623
|
|
|
171,512
|
|
|||
|
|
|
|
|
|
||||||
Distributions per common unit
|
$
|
3.05
|
|
|
$
|
2.70
|
|
|
$
|
3.85
|
|
|
|
For the year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
(in thousands)
|
|||||||||||
Net income
|
|
$
|
571,198
|
|
|
$
|
583,773
|
|
|
$
|
809,109
|
|
Other comprehensive loss:
|
|
|
|
|
|
|
||||||
Effective portion of interest rate contracts
|
|
(6,133
|
)
|
|
(47,144
|
)
|
|
(10,302
|
)
|
|||
Amortization of interest rate contracts (1)
|
|
6,033
|
|
|
3,751
|
|
|
2,510
|
|
|||
Other comprehensive loss
|
|
(100
|
)
|
|
(43,393
|
)
|
|
(7,792
|
)
|
|||
Comprehensive income
|
|
571,098
|
|
|
540,380
|
|
|
801,317
|
|
|||
Comprehensive income attributable to noncontrolling interests
|
|
(45,704
|
)
|
|
2,945
|
|
|
(147,433
|
)
|
|||
Comprehensive income attributable to Boston Properties Limited Partnership
|
|
$
|
525,394
|
|
|
$
|
543,325
|
|
|
$
|
653,884
|
|
(1)
|
Amounts reclassified from comprehensive income primarily to interest expense within Boston Properties Limited Partnership's Consolidated Statements of Operations.
|
|
Total Partners’ Capital
|
||
|
|
||
Balance at December 31, 2014
|
$
|
3,639,916
|
|
Contributions
|
4,071
|
|
|
Acquisition of redeemable noncontrolling interest in property partnership
|
(1,586
|
)
|
|
Net income allocable to general and limited partner units
|
592,297
|
|
|
Distributions
|
(601,594
|
)
|
|
Other comprehensive loss
|
(4,810
|
)
|
|
Unearned compensation
|
1,470
|
|
|
Conversion of redeemable partnership units
|
14,343
|
|
|
Adjustment to reflect redeemable partnership units at redemption value
|
40,415
|
|
|
Balance at December 31, 2015
|
3,684,522
|
|
|
Contributions
|
3,144
|
|
|
Net income allocable to general and limited partner units
|
526,581
|
|
|
Distributions
|
(425,527
|
)
|
|
Other comprehensive loss
|
(38,137
|
)
|
|
Unearned compensation
|
2,760
|
|
|
Conversion of redeemable partnership units
|
6,461
|
|
|
Adjustment to reflect redeemable partnership units at redemption value
|
51,913
|
|
|
Balance at December 31, 2016
|
3,811,717
|
|
|
Contributions
|
4,937
|
|
|
Net income allocable to general and limited partner units
|
471,156
|
|
|
Distributions
|
(480,816
|
)
|
|
Other comprehensive income
|
1,822
|
|
|
Cumulative effect of a change in accounting principle
|
(272
|
)
|
|
Unearned compensation
|
(243
|
)
|
|
Conversion of redeemable partnership units
|
16,916
|
|
|
Adjustment to reflect redeemable partnership units at redemption value
|
(17,587
|
)
|
|
Balance at December 31, 2017
|
$
|
3,807,630
|
|
BOSTON PROPERTIES LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|||||||||||
|
For the year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
(in thousands)
|
||||||||||
Cash flows from operating activities:
|
|
|
|
|
|
||||||
Net income
|
$
|
571,198
|
|
|
$
|
583,773
|
|
|
$
|
809,109
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
|
||||||
Depreciation and amortization
|
609,407
|
|
|
682,776
|
|
|
631,549
|
|
|||
Impairment loss
|
—
|
|
|
1,783
|
|
|
—
|
|
|||
Non-cash compensation expense
|
35,361
|
|
|
32,911
|
|
|
29,183
|
|
|||
Income from unconsolidated joint ventures
|
(11,232
|
)
|
|
(8,074
|
)
|
|
(22,770
|
)
|
|||
Gain on sale of investment in unconsolidated joint venture
|
—
|
|
|
(59,370
|
)
|
|
—
|
|
|||
Distributions of net cash flow from operations of unconsolidated joint ventures
|
26,858
|
|
|
24,955
|
|
|
8,469
|
|
|||
(Gains) losses from investments in securities
|
(3,678
|
)
|
|
(2,273
|
)
|
|
653
|
|
|||
Non-cash portion of interest expense
|
(1,284
|
)
|
|
(35,052
|
)
|
|
(42,271
|
)
|
|||
Settlement of accreted debt discount on redemption of unsecured senior notes
|
(1,980
|
)
|
|
—
|
|
|
—
|
|
|||
(Gains) losses from early extinguishments of debt
|
(13,280
|
)
|
|
371
|
|
|
21,837
|
|
|||
Gains on sales of real estate
|
(8,240
|
)
|
|
(82,775
|
)
|
|
(377,093
|
)
|
|||
Change in assets and liabilities:
|
|
|
|
|
|
||||||
Cash held in escrows
|
8,194
|
|
|
2,277
|
|
|
(18,284
|
)
|
|||
Tenant and other receivables, net
|
2,433
|
|
|
3,688
|
|
|
(46,326
|
)
|
|||
Accrued rental income, net
|
(58,355
|
)
|
|
(28,127
|
)
|
|
(73,911
|
)
|
|||
Prepaid expenses and other assets
|
51,425
|
|
|
52,923
|
|
|
(16,877
|
)
|
|||
Accounts payable and accrued expenses
|
10,482
|
|
|
15,666
|
|
|
(6,310
|
)
|
|||
Accrued interest payable
|
(160,521
|
)
|
|
53,547
|
|
|
26,854
|
|
|||
Other liabilities
|
(44,914
|
)
|
|
(106,022
|
)
|
|
(34,005
|
)
|
|||
Tenant leasing costs
|
(104,429
|
)
|
|
(96,103
|
)
|
|
(90,396
|
)
|
|||
Total adjustments
|
336,247
|
|
|
453,101
|
|
|
(9,698
|
)
|
|||
Net cash provided by operating activities
|
907,445
|
|
|
1,036,874
|
|
|
799,411
|
|
|||
Cash flows from investing activities:
|
|
|
|
|
|
||||||
Acquisitions of real estate
|
(15,953
|
)
|
|
(78,000
|
)
|
|
—
|
|
|||
Construction in progress
|
(608,404
|
)
|
|
(500,350
|
)
|
|
(374,664
|
)
|
|||
Building and other capital improvements
|
(222,482
|
)
|
|
(150,640
|
)
|
|
(112,755
|
)
|
|||
Tenant improvements
|
(205,331
|
)
|
|
(230,298
|
)
|
|
(144,572
|
)
|
|||
Proceeds from sales of real estate
|
29,810
|
|
|
122,750
|
|
|
602,600
|
|
|||
Proceeds from sales of real estate placed in escrow
|
(29,810
|
)
|
|
(122,647
|
)
|
|
(200,612
|
)
|
|||
Proceeds from sales of real estate released from escrow
|
29,810
|
|
|
122,647
|
|
|
634,165
|
|
|||
Cash placed in escrow for land sale contracts
|
—
|
|
|
—
|
|
|
(7,111
|
)
|
|||
Cash released from escrow for land sale contracts
|
—
|
|
|
1,596
|
|
|
5,312
|
|
|||
Cash released from escrow for investing activities
|
9,230
|
|
|
6,694
|
|
|
—
|
|
|||
Cash placed in escrow for investment in unconsolidated joint venture
|
(25,000
|
)
|
|
—
|
|
|
—
|
|
|||
Capital contributions to unconsolidated joint ventures
|
(109,015
|
)
|
|
(575,795
|
)
|
|
(38,207
|
)
|
|||
Capital distributions from unconsolidated joint ventures
|
251,000
|
|
|
20,440
|
|
|
24,527
|
|
|||
Proceeds from sale of investment in unconsolidated joint venture
|
—
|
|
|
55,707
|
|
|
—
|
|
|||
Investments in marketable securities
|
—
|
|
|
—
|
|
|
(667,335
|
)
|
|||
Investments in securities, net
|
(1,669
|
)
|
|
(1,161
|
)
|
|
(1,574
|
)
|
|||
Net cash used in investing activities
|
(897,814
|
)
|
|
(1,329,057
|
)
|
|
(280,226
|
)
|
|||
|
|
|
|
|
|
BOSTON PROPERTIES LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CASH FLOWS
|
|||||||||||
|
For the year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
(in thousands)
|
||||||||||
Cash flows from financing activities:
|
|
|
|
|
|
||||||
Proceeds from mortgage notes payable
|
2,300,000
|
|
|
—
|
|
|
—
|
|
|||
Repayments of mortgage notes payable
|
(1,317,653
|
)
|
|
(1,326,865
|
)
|
|
(54,801
|
)
|
|||
Proceeds from unsecured senior notes
|
847,935
|
|
|
1,989,790
|
|
|
—
|
|
|||
Redemption/repurchase of unsecured senior notes
|
(848,020
|
)
|
|
—
|
|
|
—
|
|
|||
Borrowings on unsecured line of credit
|
580,000
|
|
|
25,000
|
|
|
—
|
|
|||
Repayments of unsecured line of credit
|
(535,000
|
)
|
|
(25,000
|
)
|
|
—
|
|
|||
Repayments of mezzanine notes payable
|
(306,000
|
)
|
|
—
|
|
|
—
|
|
|||
Repayments of outside members’ notes payable
|
(70,424
|
)
|
|
—
|
|
|
—
|
|
|||
Payments on capital lease obligations
|
(401
|
)
|
|
(745
|
)
|
|
(356
|
)
|
|||
Proceeds from real estate financing transaction
|
—
|
|
|
—
|
|
|
6,000
|
|
|||
Payments on real estate financing transactions
|
(2,840
|
)
|
|
(5,260
|
)
|
|
(3,103
|
)
|
|||
Deposit on mortgage note payable interest rate lock
|
(23,200
|
)
|
|
—
|
|
|
—
|
|
|||
Return of deposit on mortgage note payable interest rate lock
|
23,200
|
|
|
—
|
|
|
—
|
|
|||
Deferred financing costs
|
(50,705
|
)
|
|
(16,121
|
)
|
|
(1,510
|
)
|
|||
Net proceeds from equity transactions
|
241
|
|
|
(271
|
)
|
|
799
|
|
|||
Redemption of preferred units
|
—
|
|
|
—
|
|
|
(633
|
)
|
|||
Distributions
|
(526,578
|
)
|
|
(671,626
|
)
|
|
(1,226,199
|
)
|
|||
Contributions from noncontrolling interests in property partnerships
|
52,009
|
|
|
11,951
|
|
|
2,705
|
|
|||
Acquisition of noncontrolling interest in property partnership
|
—
|
|
|
—
|
|
|
(108,499
|
)
|
|||
Distributions to noncontrolling interests in property partnerships
|
(54,342
|
)
|
|
(55,474
|
)
|
|
(172,949
|
)
|
|||
Net cash provided by (used in) financing activities
|
68,222
|
|
|
(74,621
|
)
|
|
(1,558,546
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
77,853
|
|
|
(366,804
|
)
|
|
(1,039,361
|
)
|
|||
Cash and cash equivalents, beginning of year
|
356,914
|
|
|
723,718
|
|
|
1,763,079
|
|
|||
Cash and cash equivalents, end of year
|
$
|
434,767
|
|
|
$
|
356,914
|
|
|
$
|
723,718
|
|
Supplemental disclosures:
|
|
|
|
|
|
||||||
Cash paid for interest
|
$
|
598,486
|
|
|
$
|
433,591
|
|
|
$
|
481,826
|
|
Interest capitalized
|
$
|
61,070
|
|
|
$
|
39,237
|
|
|
$
|
34,213
|
|
Non-cash investing and financing activities:
|
|
|
|
|
|
||||||
Write-off of fully depreciated real estate
|
$
|
(123,714
|
)
|
|
$
|
(202,388
|
)
|
|
$
|
(45,455
|
)
|
Change in real estate included in accounts payable and accrued expenses
|
$
|
27,978
|
|
|
$
|
(1,481
|
)
|
|
$
|
74,985
|
|
Real estate acquired through capital lease
|
$
|
28,962
|
|
|
$
|
21,000
|
|
|
$
|
—
|
|
Outside members’ notes payable contributed to noncontrolling interests in property partnerships
|
$
|
109,576
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Marketable securities transferred in connection with the legal defeasance of mortgage note payable
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
667,335
|
|
Mortgage note payable legally defeased
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
640,500
|
|
Mortgage note payable assigned in connection with the sale of real estate
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
116,993
|
|
Distributions declared but not paid
|
$
|
139,040
|
|
|
$
|
130,308
|
|
|
$
|
327,320
|
|
Conversions of redeemable partnership units to partners’ capital
|
$
|
16,916
|
|
|
$
|
6,461
|
|
|
$
|
14,343
|
|
Issuance of restricted securities to employees and directors
|
$
|
35,989
|
|
|
$
|
33,615
|
|
|
$
|
43,355
|
|
•
|
common units of partnership interest (also referred to as “OP Units”),
|
•
|
long term incentive units of partnership interest (also referred to as “LTIP Units”), and
|
•
|
preferred units of partnership interest (also referred to as “Preferred Units”).
|
•
|
167
office properties (including
eight
properties under construction/redevelopment);
|
•
|
six
residential properties (including
four
properties under construction);
|
•
|
five
retail properties; and
|
•
|
one
hotel.
|
Land improvements
|
|
25 to 40 years
|
Buildings and improvements
|
|
10 to 40 years
|
Tenant improvements
|
|
Shorter of useful life or terms of related lease
|
Furniture, fixtures, and equipment
|
|
3 to 7 years
|
|
|
Acquired Above-Market Lease Intangibles
|
|
Acquired Below-Market Lease Intangibles
|
||||
2018
|
|
$
|
8,614
|
|
|
$
|
32,152
|
|
2019
|
|
7,106
|
|
|
27,281
|
|
||
2020
|
|
5,394
|
|
|
10,736
|
|
||
2021
|
|
2,988
|
|
|
6,399
|
|
||
2022
|
|
315
|
|
|
5,669
|
|
Years Ending December 31,
|
(in thousands)
|
||
2018
|
$
|
11,349
|
|
2019
|
16,360
|
|
|
2020
|
25,552
|
|
|
2021
|
11,814
|
|
|
2022
|
8,894
|
|
|
Thereafter
|
576,315
|
|
|
|
December 31,
|
||||||
|
|
2017
|
|
2016
|
||||
Buildings and improvements
|
|
$
|
23,636
|
|
|
$
|
23,636
|
|
Construction in progress
|
|
28,962
|
|
|
—
|
|
||
Total
|
|
$
|
52,598
|
|
|
$
|
23,636
|
|
Years Ending December 31,
|
(in thousands)
|
||
2018
|
$
|
913
|
|
2019
|
1,392
|
|
|
2020
|
2,097
|
|
|
2021
|
1,375
|
|
|
2022
|
930
|
|
|
Thereafter
|
74,185
|
|
|
Total expected minimum lease payments
|
80,892
|
|
|
Interest portion
|
(29,296
|
)
|
|
Present value of expected net minimum lease payments
|
$
|
51,596
|
|
|
December 31, 2017
|
|
December 31, 2016
|
||||||||||||
|
Carrying
Amount
|
|
Estimated
Fair Value
|
|
Carrying
Amount
|
|
Estimated
Fair Value
|
||||||||
Mortgage notes payable, net
|
$
|
2,979,281
|
|
|
$
|
3,042,920
|
|
|
$
|
2,063,087
|
|
|
$
|
2,092,237
|
|
Mezzanine notes payable
|
—
|
|
|
—
|
|
|
307,093
|
|
|
308,344
|
|
||||
Unsecured senior notes, net
|
7,247,330
|
|
|
7,461,615
|
|
|
7,245,953
|
|
|
7,428,077
|
|
||||
Unsecured line of credit
|
45,000
|
|
|
45,000
|
|
|
—
|
|
|
—
|
|
||||
Total
|
$
|
10,271,611
|
|
|
$
|
10,549,535
|
|
|
$
|
9,616,133
|
|
|
$
|
9,828,658
|
|
|
|
For the year ended December 31,
|
|||||||||||||||||||
|
|
2017
|
|
2016
|
|
2015
|
|||||||||||||||
|
|
Per Share
|
|
%
|
|
Per Share
|
|
%
|
|
Per Share
|
|
%
|
|||||||||
Ordinary income
|
|
$
|
2.86
|
|
|
98.29
|
%
|
|
$
|
2.76
|
|
|
90.51
|
%
|
|
$
|
2.34
|
|
|
57.97
|
%
|
Capital gain income
|
|
0.05
|
|
|
1.71
|
%
|
|
0.29
|
|
|
9.49
|
%
|
|
1.70
|
|
|
42.03
|
%
|
|||
Total
|
|
$
|
2.91
|
|
(1)
|
100.00
|
%
|
|
$
|
3.05
|
|
(2)
|
100.00
|
%
|
|
$
|
4.04
|
|
(3)
|
100.00
|
%
|
(1)
|
The fourth quarter 2017 regular quarterly dividend was
$0.80
per common share of which approximately
$0.47
per common share was allocable to 2017 and approximately
$0.33
per common share is allocable to 2018.
|
(2)
|
The fourth quarter 2016 regular quarterly dividend was
$0.75
per common share of which approximately
$0.56
per common share was allocable to 2016 and approximately
$0.19
per common share is allocable to 2017.
|
(3)
|
The fourth quarter 2015 dividend of
$1.90
per common share consists of a
$1.25
per common share special dividend and a
$0.65
per common share regular quarterly dividend. Approximately
$1.35
per common share was allocable to 2015 and approximately
$0.55
per common share is allocable to 2016.
|
|
|
For the year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(in thousands)
|
||||||||||
Net income attributable to Boston Properties, Inc.
|
|
$
|
462,439
|
|
|
$
|
512,785
|
|
|
$
|
583,106
|
|
Straight-line rent and net “above-” and “below-market” rent adjustments
|
|
(77,801
|
)
|
|
(65,861
|
)
|
|
(92,483
|
)
|
|||
Book/Tax differences from depreciation and amortization
|
|
142,234
|
|
|
235,819
|
|
|
307,115
|
|
|||
Book/Tax differences from interest expense
|
|
(18,136
|
)
|
|
(36,223
|
)
|
|
(43,349
|
)
|
|||
Book/Tax differences on gains/(losses) from capital transactions
|
|
1,123
|
|
|
(70,880
|
)
|
|
(74,482
|
)
|
|||
Book/Tax differences from stock-based compensation
|
|
37,990
|
|
|
33,463
|
|
|
22,008
|
|
|||
Tangible Property Regulations
|
|
(116,265
|
)
|
|
(104,783
|
)
|
|
(74,887
|
)
|
|||
Other book/tax differences, net
|
|
33,411
|
|
|
(6,121
|
)
|
|
(15,259
|
)
|
|||
Taxable income
|
|
$
|
464,995
|
|
|
$
|
498,199
|
|
|
$
|
611,769
|
|
|
|
For the year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(in thousands)
|
||||||||||
Net income attributable to Boston Properties Limited Partnership
|
|
$
|
523,366
|
|
|
$
|
585,841
|
|
|
$
|
659,248
|
|
Straight-line rent and net “above-” and “below-market” rent adjustments
|
|
(86,773
|
)
|
|
(73,604
|
)
|
|
(103,227
|
)
|
|||
Book/Tax differences from depreciation and amortization
|
|
144,436
|
|
|
245,239
|
|
|
329,629
|
|
|||
Book/Tax differences from interest expense
|
|
(20,227
|
)
|
|
(40,481
|
)
|
|
(48,385
|
)
|
|||
Book/Tax differences on gains/(losses) from capital transactions
|
|
784
|
|
|
(69,683
|
)
|
|
(67,602
|
)
|
|||
Book/Tax differences from stock-based compensation
|
|
42,371
|
|
|
37,397
|
|
|
24,565
|
|
|||
Tangible Property Regulations
|
|
(129,673
|
)
|
|
(117,102
|
)
|
|
(83,587
|
)
|
|||
Other book/tax differences, net
|
|
37,607
|
|
|
(3,387
|
)
|
|
(14,561
|
)
|
|||
Taxable income
|
|
$
|
511,891
|
|
|
$
|
564,220
|
|
|
$
|
696,080
|
|
|
|
2017
|
|
2016
|
||||
Land
|
|
$
|
5,080,679
|
|
|
$
|
4,879,020
|
|
Land held for future development (1)
|
|
204,925
|
|
|
246,656
|
|
||
Buildings and improvements
|
|
12,284,164
|
|
|
11,890,626
|
|
||
Tenant improvements
|
|
2,219,608
|
|
|
2,060,315
|
|
||
Furniture, fixtures and equipment
|
|
37,928
|
|
|
32,687
|
|
||
Construction in progress
|
|
1,269,338
|
|
|
1,037,959
|
|
||
Total
|
|
21,096,642
|
|
|
20,147,263
|
|
||
Less: Accumulated depreciation
|
|
(4,589,634
|
)
|
|
(4,222,235
|
)
|
||
|
|
$
|
16,507,008
|
|
|
$
|
15,925,028
|
|
(1)
|
Includes pre-development costs.
|
|
|
2017
|
|
2016
|
||||
Land
|
|
$
|
4,976,303
|
|
|
$
|
4,774,460
|
|
Land held for future development (1)
|
|
204,925
|
|
|
246,656
|
|
||
Buildings and improvements
|
|
11,977,062
|
|
|
11,581,795
|
|
||
Tenant improvements
|
|
2,219,608
|
|
|
2,060,315
|
|
||
Furniture, fixtures and equipment
|
|
37,928
|
|
|
32,687
|
|
||
Construction in progress
|
|
1,269,338
|
|
|
1,037,959
|
|
||
Total
|
|
20,685,164
|
|
|
19,733,872
|
|
||
Less: Accumulated depreciation
|
|
(4,496,959
|
)
|
|
(4,136,364
|
)
|
||
|
|
$
|
16,188,205
|
|
|
$
|
15,597,508
|
|
(1)
|
Includes pre-development costs.
|
Period from June 29, 2017 through December 31, 2017
|
$
|
5
|
|
2018
|
10
|
|
|
2019
|
10
|
|
|
2020
|
10
|
|
|
2021
|
13
|
|
|
Thereafter
|
38,778
|
|
|
Total expected minimum lease payments
|
38,826
|
|
|
Interest portion
|
(9,864
|
)
|
|
Present value of expected net minimum lease payments
|
$
|
28,962
|
|
Land
|
$
|
2,890
|
|
Building and improvements
|
11,229
|
|
|
Tenant improvements
|
871
|
|
|
In-place lease intangibles
|
2,389
|
|
|
Below-market lease intangible
|
(1,426
|
)
|
|
Net assets acquired
|
$
|
15,953
|
|
|
Acquired In-Place
Lease Intangibles
|
|
Acquired Below-
Market Lease Intangibles
|
||||
Period from May 15, 2017 through December 31, 2017
|
$
|
660
|
|
|
$
|
(248
|
)
|
2018
|
590
|
|
|
(363
|
)
|
||
2019
|
367
|
|
|
(337
|
)
|
||
2020
|
243
|
|
|
(308
|
)
|
||
2021
|
96
|
|
|
(105
|
)
|
|
|
2017
|
|
2016
|
||||
Leasing costs, including lease related intangibles
|
|
$
|
1,147,181
|
|
|
$
|
1,132,092
|
|
Financing costs
|
|
14,991
|
|
|
6,094
|
|
||
|
|
1,162,172
|
|
|
1,138,186
|
|
||
Less: Accumulated amortization
|
|
(483,134
|
)
|
|
(452,023
|
)
|
||
|
|
$
|
679,038
|
|
|
$
|
686,163
|
|
|
|
|
|
|
|
Carrying Value of Investment (1)
|
|||||||
Entity
|
|
Properties
|
|
Nominal %
Ownership
|
|
December 31,
2017 |
|
December 31,
2016 |
|||||
|
|
|
|
|
|
(in thousands)
|
|||||||
Square 407 Limited Partnership
|
|
Market Square North
|
|
50.0
|
%
|
|
$
|
(8,258
|
)
|
|
$
|
(8,134
|
)
|
The Metropolitan Square Associates LLC
|
|
Metropolitan Square
|
|
20.0
|
%
|
|
3,339
|
|
|
2,004
|
|
||
BP/CRF 901 New York Avenue LLC
|
|
901 New York Avenue
|
|
25.0
|
%
|
(2)
|
(13,811
|
)
|
|
(10,564
|
)
|
||
WP Project Developer LLC
|
|
Wisconsin Place Land and Infrastructure
|
|
33.3
|
%
|
(3)
|
39,710
|
|
|
41,605
|
|
||
Annapolis Junction NFM, LLC
|
|
Annapolis Junction
|
|
50.0
|
%
|
(4)
|
18,381
|
|
|
20,539
|
|
||
540 Madison Venture LLC
|
|
540 Madison Avenue
|
|
60.0
|
%
|
|
66,179
|
|
|
67,816
|
|
||
500 North Capitol Venture LLC
|
|
500 North Capitol Street, NW
|
|
30.0
|
%
|
|
(3,876
|
)
|
|
(3,389
|
)
|
||
501 K Street LLC
|
|
1001 6th Street
|
|
50.0
|
%
|
(5)
|
42,657
|
|
|
42,528
|
|
||
Podium Developer LLC
|
|
The Hub on Causeway
|
|
50.0
|
%
|
|
67,120
|
|
|
29,869
|
|
||
Residential Tower Developer LLC
|
|
The Hub on Causeway - Residential
|
|
50.0
|
%
|
(6)
|
28,212
|
|
|
20,803
|
|
||
Hotel Tower Developer LLC
|
|
The Hub on Causeway - Hotel
|
|
50.0
|
%
|
|
1,690
|
|
|
933
|
|
||
1265 Main Office JV LLC
|
|
1265 Main Street
|
|
50.0
|
%
|
|
4,641
|
|
|
4,779
|
|
||
BNY Tower Holdings LLC
|
|
Dock 72 at the Brooklyn Navy Yard
|
|
50.0
|
%
|
|
72,104
|
|
|
33,699
|
|
||
CA-Colorado Center Limited Partnership
|
|
Colorado Center
|
|
50.0
|
%
|
|
254,440
|
|
|
510,623
|
|
||
7750 Wisconsin Avenue LLC
|
|
7750 Wisconsin Avenue
|
|
50.0
|
%
|
(6)
|
21,452
|
|
|
N/A
|
|
||
|
|
|
|
|
|
$
|
593,980
|
|
|
$
|
753,111
|
|
(1)
|
Investments with deficit balances aggregating approximately
$25.9 million
and
$22.1 million
at
December 31, 2017
and
2016
, respectively, have been reflected within Other Liabilities in the Company’s Consolidated Balance Sheets.
|
(2)
|
The Company’s economic ownership has increased based on the achievement of certain return thresholds.
|
(3)
|
The Company’s wholly-owned subsidiary that owns Wisconsin Place Office also owns a
33.3%
interest in the joint venture entity that owns the land, parking garage and infrastructure of the project.
|
(4)
|
The joint venture owns
four
in-service buildings and
two
undeveloped land parcels.
|
(5)
|
Under the joint venture agreement for this land parcel, the partner will be entitled to up to
two
additional payments from the venture based on increases in total entitled square footage of the project above
520,000
square feet and achieving certain project returns at stabilization.
|
(6)
|
This entity is a VIE (See Note
2
).
|
|
December 31,
2017 |
|
December 31,
2016 |
||||
|
(in thousands)
|
||||||
ASSETS
|
|
|
|
||||
Real estate and development in process, net
|
$
|
1,768,996
|
|
|
$
|
1,519,217
|
|
Other assets
|
367,743
|
|
|
297,263
|
|
||
Total assets
|
$
|
2,136,739
|
|
|
$
|
1,816,480
|
|
LIABILITIES AND MEMBERS’/PARTNERS’ EQUITY
|
|
|
|
||||
Mortgage and notes payable, net
|
$
|
1,437,440
|
|
|
$
|
865,665
|
|
Other liabilities
|
99,215
|
|
|
67,167
|
|
||
Members’/Partners’ equity
|
600,084
|
|
|
883,648
|
|
||
Total liabilities and members’/partners’ equity
|
$
|
2,136,739
|
|
|
$
|
1,816,480
|
|
Company’s share of equity
|
$
|
286,495
|
|
|
$
|
450,662
|
|
Basis differentials (1)
|
307,485
|
|
|
302,449
|
|
||
Carrying value of the Company’s investments in unconsolidated joint ventures (2)
|
$
|
593,980
|
|
|
$
|
753,111
|
|
(1)
|
This amount represents the aggregate difference between the Company’s historical cost basis and the basis reflected at the joint venture level, which is typically amortized over the life of the related assets and liabilities. Basis differentials result from impairments of investments, acquisitions through joint ventures with no change in control and upon the transfer of assets that were previously owned by the Company into a joint venture. In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the joint venture level. At December 31, 2017 and
2016
, there was an aggregate basis differential of approximately
$322.5 million
and
$328.8 million
, respectively, between the carrying value of the Company’s investment in the joint venture that owns Colorado Center and the joint venture’s basis in the assets and liabilities, which differential (excluding land) shall be amortized over the remaining lives of the related assets and liabilities.
|
(2)
|
Investments with deficit balances aggregating approximately
$25.9 million
and
$22.1 million
at
December 31, 2017
and
2016
, respectively, have been reflected within Other Liabilities in the Company’s Consolidated Balance Sheets.
|
|
For the year ended December 31,
|
||||||||||
|
2017
|
|
2016
|
|
2015
|
||||||
|
(in thousands)
|
||||||||||
Total revenue (1)
|
$
|
222,517
|
|
|
$
|
177,182
|
|
|
$
|
155,642
|
|
Expenses
|
|
|
|
|
|
||||||
Operating
|
90,542
|
|
|
76,741
|
|
|
65,093
|
|
|||
Depreciation and amortization
|
57,079
|
|
|
44,989
|
|
|
36,057
|
|
|||
Total expenses
|
147,621
|
|
|
121,730
|
|
|
101,150
|
|
|||
Operating income
|
74,896
|
|
|
55,452
|
|
|
54,492
|
|
|||
Other expense
|
|
|
|
|
|
||||||
Interest expense
|
(46,371
|
)
|
|
(34,016
|
)
|
|
(32,176
|
)
|
|||
Net income
|
$
|
28,525
|
|
|
$
|
21,436
|
|
|
$
|
22,316
|
|
|
|
|
|
|
|
||||||
Company’s share of net income (2)
|
$
|
18,439
|
|
|
$
|
9,873
|
|
|
$
|
22,031
|
|
Basis differential (3)
|
(7,207
|
)
|
|
(1,799
|
)
|
|
739
|
|
|||
Income from unconsolidated joint ventures
|
$
|
11,232
|
|
|
$
|
8,074
|
|
|
$
|
22,770
|
|
|
|
|
|
|
|
||||||
Gain on sale of investment in unconsolidated joint venture
|
$
|
—
|
|
|
$
|
59,370
|
|
|
$
|
—
|
|
(1)
|
Includes straight-line rent adjustments of approximately
$21.7 million
,
$18.1 million
and
$3.9 million
for the years ended
December 31, 2017
,
2016
and
2015
, respectively.
|
(2)
|
During the year ended December 31, 2015, the Company received a distribution of approximately
$24.5 million
, which was generated from the excess loan proceeds from the refinancing of 901 New York Avenue’s mortgage loan to a new
10
-year mortgage loan totaling
$225.0 million
. The Company’s allocation of income and distributions for the year ended December 31, 2015 was not proportionate to its nominal ownership interest as a result of the achievement of specified investment return thresholds, as provided for in the joint venture agreement.
|
(3)
|
Includes straight-line rent adjustments of approximately
$1.9 million
and
$1.4 million
for the years ended December 31, 2017 and 2016, respectively. Also includes net above-/below-market rent adjustments of approximately
$2.9 million
and
$0.9 million
for the years ended December 31, 2017 and 2016, respectively.
|
|
Principal Payments
|
||
|
(in thousands)
|
||
2018
|
$
|
18,633
|
|
2019
|
19,670
|
|
|
2020
|
20,766
|
|
|
2021
|
40,182
|
|
|
2022
|
614,710
|
|
|
Thereafter
|
2,300,000
|
|
|
Total aggregate principal payments
|
3,013,961
|
|
|
Deferred financing costs, net
|
(34,680
|
)
|
|
Total carrying value of mortgage notes payable, net
|
$
|
2,979,281
|
|
Derivative Instrument
|
|
Aggregate Notional Amount
|
|
Effective Date
|
|
Maturity Date
|
|
Strike Rate Range
|
|
Balance Sheet Location
|
|
Fair Value
|
||||||||
|
|
|
|
Low
|
|
High
|
|
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest Rate Swaps
|
|
$
|
350,000
|
|
|
June 7, 2017
|
|
June 7, 2027
|
|
2.418
|
%
|
-
|
2.950
|
%
|
|
Other Liabilities
|
|
$
|
(8,773
|
)
|
Interest Rate Swaps
|
|
100,000
|
|
|
June 7, 2017
|
|
June 7, 2027
|
|
2.336
|
%
|
-
|
2.388
|
%
|
|
Prepaid Expenses and Other Assets
|
|
509
|
|
||
|
|
$
|
450,000
|
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(8,264
|
)
|
|
|
Year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(in thousands)
|
||||||||||
Amount of loss related to the effective portion recognized in other comprehensive loss
|
|
$
|
(6,133
|
)
|
|
$
|
(47,144
|
)
|
|
$
|
(10,302
|
)
|
Amount of loss related to the effective portion subsequently reclassified to earnings (1)
|
|
$
|
(6,033
|
)
|
|
$
|
(3,751
|
)
|
|
$
|
(2,510
|
)
|
Amount of loss related to the ineffective portion and amount excluded from effectiveness testing
|
|
$
|
—
|
|
|
$
|
(140
|
)
|
|
$
|
—
|
|
(1)
|
During the year ended December 31, 2016, the Company accelerated the reclassification of amounts in other comprehensive loss to earnings as a result of the hedged forecasted transactions becoming probable not to occur. The accelerated amounts were a loss of approximately
$0.2 million
and are included in the table above.
|
Balance at December 31, 2014
|
|
$
|
(9,304
|
)
|
Effective portion of interest rate contracts
|
|
(10,302
|
)
|
|
Amortization of interest rate contracts
|
|
2,510
|
|
|
Other comprehensive loss attributable to noncontrolling interests
|
|
2,982
|
|
|
Balance at December 31, 2015
|
|
(14,114
|
)
|
|
Effective portion of interest rate contracts
|
|
(47,144
|
)
|
|
Amortization of interest rate contracts
|
|
3,751
|
|
|
Other comprehensive loss attributable to noncontrolling interests
|
|
5,256
|
|
|
Balance at December 31, 2016
|
|
(52,251
|
)
|
|
Effective portion of interest rate contracts
|
|
(6,133
|
)
|
|
Amortization of interest rate contracts
|
|
6,033
|
|
|
Other comprehensive loss attributable to noncontrolling interests
|
|
1,922
|
|
|
Balance at December 31, 2017
|
|
$
|
(50,429
|
)
|
Balance at December 31, 2014
|
|
$
|
(12,973
|
)
|
Effective portion of interest rate contracts
|
|
(10,302
|
)
|
|
Amortization of interest rate contracts
|
|
2,510
|
|
|
Other comprehensive loss attributable to noncontrolling interests in property partnership
|
|
2,428
|
|
|
Balance at December 31, 2015
|
|
(18,337
|
)
|
|
Effective portion of interest rate contracts
|
|
(47,144
|
)
|
|
Amortization of interest rate contracts
|
|
3,751
|
|
|
Other comprehensive loss attributable to noncontrolling interests in property partnership
|
|
877
|
|
|
Balance at December 31, 2016
|
|
(60,853
|
)
|
|
Effective portion of interest rate contracts
|
|
(6,133
|
)
|
|
Amortization of interest rate contracts
|
|
6,033
|
|
|
Other comprehensive loss attributable to noncontrolling interests in property partnership
|
|
2,128
|
|
|
Balance at December 31, 2017
|
|
$
|
(58,825
|
)
|
|
Coupon/
Stated Rate
|
|
Effective
Rate(1)
|
|
Principal
Amount
|
|
Maturity Date(2)
|
||||
10 Year Unsecured Senior Notes
|
5.875
|
%
|
|
5.967
|
%
|
|
$
|
700,000
|
|
|
October 15, 2019
|
10 Year Unsecured Senior Notes
|
5.625
|
%
|
|
5.708
|
%
|
|
700,000
|
|
|
November 15, 2020
|
|
10 Year Unsecured Senior Notes
|
4.125
|
%
|
|
4.289
|
%
|
|
850,000
|
|
|
May 15, 2021
|
|
11 Year Unsecured Senior Notes
|
3.850
|
%
|
|
3.954
|
%
|
|
1,000,000
|
|
|
February 1, 2023
|
|
10.5 Year Unsecured Senior Notes
|
3.125
|
%
|
|
3.279
|
%
|
|
500,000
|
|
|
September 1, 2023
|
|
10.5 Year Unsecured Senior Notes
|
3.800
|
%
|
|
3.916
|
%
|
|
700,000
|
|
|
February 1, 2024
|
|
7 Year Unsecured Senior Notes
|
3.200
|
%
|
|
3.350
|
%
|
|
850,000
|
|
|
January 15, 2025
|
|
10 Year Unsecured Senior Notes
|
3.650
|
%
|
|
3.766
|
%
|
|
1,000,000
|
|
|
February 1, 2026
|
|
10 Year Unsecured Senior Notes
|
2.750
|
%
|
|
3.495
|
%
|
|
1,000,000
|
|
|
October 1, 2026
|
|
Total principal
|
|
|
|
|
7,300,000
|
|
|
|
|||
Net unamortized discount
|
|
|
|
|
(17,894
|
)
|
|
|
|||
Deferred financing costs, net
|
|
|
|
|
(34,776
|
)
|
|
|
|||
Total
|
|
|
|
|
$
|
7,247,330
|
|
|
|
(1)
|
Yield on issuance date including the effects of discounts on the notes, settlements of interest rate contracts and the amortization of financing costs.
|
(2)
|
No
principal amounts are due prior to maturity.
|
Balance at December 31, 2014
|
$
|
633
|
|
Net income
|
6
|
|
|
Distributions
|
(6
|
)
|
|
Redemption of redeemable preferred units (Series Four Preferred Units)
|
(633
|
)
|
|
Balance at December 31, 2015
|
$
|
—
|
|
Balance at December 31, 2014
|
$
|
104,692
|
|
Net loss
|
(7
|
)
|
|
Distributions
|
(2,900
|
)
|
|
Adjustment to reflect redeemable interest at redemption value
|
5,128
|
|
|
Acquisition of interest
|
(106,913
|
)
|
|
Balance at December 31, 2015
|
$
|
—
|
|
Record Date
|
|
Payment Date
|
|
Distributions per OP Unit and LTIP Unit
|
|
Distributions per MYLTIP Unit
|
||||
December 29, 2017
|
|
January 30, 2018
|
|
|
$0.80
|
|
|
|
$0.080
|
|
September 29, 2017
|
|
October 31, 2017
|
|
|
$0.75
|
|
|
|
$0.075
|
|
June 30, 2017
|
|
July 31, 2017
|
|
|
$0.75
|
|
|
|
$0.075
|
|
March 31, 2017
|
|
April 28, 2017
|
|
|
$0.75
|
|
|
|
$0.075
|
|
December 31, 2016
|
|
January 30, 2017
|
|
|
$0.75
|
|
|
|
$0.075
|
|
Balance at December 31, 2014
|
$
|
2,310,046
|
|
Contributions
|
39,030
|
|
|
Net income
|
66,951
|
|
|
Distributions
|
(69,447
|
)
|
|
Conversion of redeemable partnership units
|
(14,343
|
)
|
|
Unearned compensation
|
(4,579
|
)
|
|
Other comprehensive loss
|
(554
|
)
|
|
Adjustment to reflect redeemable partnership units at redemption value
|
(40,415
|
)
|
|
Balance at December 31, 2015
|
2,286,689
|
|
|
Contributions
|
31,395
|
|
|
Net income
|
59,260
|
|
|
Distributions
|
(49,087
|
)
|
|
Conversion of redeemable partnership units
|
(6,461
|
)
|
|
Unearned compensation
|
(3,464
|
)
|
|
Other comprehensive loss
|
(4,379
|
)
|
|
Adjustment to reflect redeemable partnership units at redemption value
|
(51,913
|
)
|
|
Balance at December 31, 2016
|
2,262,040
|
|
|
Contributions
|
31,743
|
|
|
Net income
|
52,210
|
|
|
Distributions
|
(54,494
|
)
|
|
Conversion of redeemable partnership units
|
(16,916
|
)
|
|
Unearned compensation
|
1,650
|
|
|
Cumulative effect of a change in accounting principle
|
(1,763
|
)
|
|
Other comprehensive income
|
206
|
|
|
Adjustment to reflect redeemable partnership units at redemption value
|
17,587
|
|
|
Balance at December 31, 2017
|
$
|
2,292,263
|
|
Balance at December 31, 2014
|
$
|
1,602,467
|
|
Capital contributions
|
3,758
|
|
|
Dissolution
|
(4,082
|
)
|
|
Net income
|
144,734
|
|
|
Accumulated other comprehensive loss
|
(2,428
|
)
|
|
Distributions
|
(170,049
|
)
|
|
Balance at December 31, 2015
|
1,574,400
|
|
|
Capital contributions
|
10,756
|
|
|
Net loss
|
(2,068
|
)
|
|
Accumulated other comprehensive loss
|
(877
|
)
|
|
Distributions
|
(51,564
|
)
|
|
Balance at December 31, 2016
|
1,530,647
|
|
|
Capital contributions (1)
|
161,585
|
|
|
Net loss
|
47,832
|
|
|
Accumulated other comprehensive loss
|
(2,128
|
)
|
|
Distributions
|
(54,176
|
)
|
|
Balance at December 31, 2017
|
$
|
1,683,760
|
|
(1)
|
Includes the contribution of the remaining unpaid principal balance of the members’ notes payable totaling
$109,576
to equity in the consolidated entity that owns 767 Fifth Avenue (the General Motors Building).
|
Record Date
|
|
Payment Date
|
|
Dividend (Per Share)
|
|
|
Distribution (Per Unit)
|
|
||
December 29, 2017
|
|
January 30, 2018
|
|
|
$0.80
|
|
|
|
$0.80
|
|
September 29, 2017
|
|
October 31, 2017
|
|
0.75
|
|
|
0.75
|
|
||
June 30, 2017
|
|
July 31, 2017
|
|
0.75
|
|
|
0.75
|
|
||
March 31, 2017
|
|
April 28, 2017
|
|
0.75
|
|
|
0.75
|
|
||
December 31, 2016
|
|
January 30, 2017
|
|
0.75
|
|
|
0.75
|
|
Record Date
|
|
Payment Date
|
|
Dividend (Per Share)
|
|
|
February 2, 2018
|
|
February 15, 2018
|
|
|
$32.8125
|
|
November 3, 2017
|
|
November 15, 2017
|
|
32.8125
|
|
|
August 4, 2017
|
|
August 15, 2017
|
|
32.8125
|
|
|
May 5, 2017
|
|
May 15, 2017
|
|
32.8125
|
|
|
February 3, 2017
|
|
February 15, 2017
|
|
32.8125
|
|
|
|
General
Partner Units
|
|
Limited
Partner Units
|
|
Total Partners’
Capital Units |
|||
Outstanding at December 31, 2014
|
|
1,710,644
|
|
|
151,403,301
|
|
|
153,113,945
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued under the Employee Stock Purchase Plan
|
|
59
|
|
|
6,140
|
|
|
6,199
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued under the Stock Option and Incentive Plan, net
|
|
340
|
|
|
35,246
|
|
|
35,586
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued in exchange for OP Units
|
|
4,049
|
|
|
420,187
|
|
|
424,236
|
|
Outstanding at December 31, 2015
|
|
1,715,092
|
|
|
151,864,874
|
|
|
153,579,966
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued under the Employee Stock Purchase Plan
|
|
72
|
|
|
5,623
|
|
|
5,695
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued under the Stock Option and Incentive Plan, net
|
|
172
|
|
|
13,485
|
|
|
13,657
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued in exchange for OP Units
|
|
2,407
|
|
|
188,450
|
|
|
190,857
|
|
Outstanding at December 31, 2016
|
|
1,717,743
|
|
|
152,072,432
|
|
|
153,790,175
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued under the Employee Stock Purchase Plan
|
|
21
|
|
|
6,296
|
|
|
6,317
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued under the Stock Option and Incentive Plan, net
|
|
111
|
|
|
33,046
|
|
|
33,157
|
|
Units issued to Boston Properties, Inc. related to Common Stock issued in exchange for OP Units
|
|
1,665
|
|
|
493,972
|
|
|
495,637
|
|
Outstanding at December 31, 2017
|
|
1,719,540
|
|
|
152,605,746
|
|
|
154,325,286
|
|
Balance at December 31, 2014
|
$
|
193,623
|
|
Net income
|
10,500
|
|
|
Distributions
|
(10,500
|
)
|
|
Balance at December 31, 2015
|
193,623
|
|
|
Net income
|
10,500
|
|
|
Distributions
|
(10,500
|
)
|
|
Balance at December 31, 2016
|
193,623
|
|
|
Net income
|
10,500
|
|
|
Distributions
|
(10,500
|
)
|
|
Balance at December 31, 2017
|
$
|
193,623
|
|
Years Ending December 31,
|
(in thousands)
|
||
2018
|
$
|
1,962,841
|
|
2019
|
1,998,102
|
|
|
2020
|
1,920,002
|
|
|
2021
|
1,783,066
|
|
|
2022
|
1,596,719
|
|
|
Thereafter
|
11,160,780
|
|
|
|
Year ended December 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(in thousands)
|
||||||||||
Net income attributable to Boston Properties, Inc. common shareholders
|
|
$
|
451,939
|
|
|
$
|
502,285
|
|
|
$
|
572,606
|
|
Add:
|
|
|
|
|
|
|
||||||
Preferred dividends
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|||
Noncontrolling interest—common units of the Operating Partnership
|
|
52,210
|
|
|
59,260
|
|
|
66,951
|
|
|||
Noncontrolling interest—redeemable preferred units of the Operating Partnership
|
|
—
|
|
|
—
|
|
|
6
|
|
|||
Noncontrolling interest in property partnerships
|
|
47,832
|
|
|
(2,068
|
)
|
|
149,855
|
|
|||
Losses from interest rate contracts
|
|
—
|
|
|
140
|
|
|
—
|
|
|||
Interest expense
|
|
374,481
|
|
|
412,849
|
|
|
432,196
|
|
|||
Depreciation and amortization expense
|
|
617,547
|
|
|
694,403
|
|
|
639,542
|
|
|||
Impairment loss
|
|
—
|
|
|
1,783
|
|
|
—
|
|
|||
Transaction costs
|
|
668
|
|
|
2,387
|
|
|
1,259
|
|
|||
General and administrative expense
|
|
113,715
|
|
|
105,229
|
|
|
96,319
|
|
|||
Less:
|
|
|
|
|
|
|
||||||
Gains on sales of real estate
|
|
7,663
|
|
|
80,606
|
|
|
375,895
|
|
|||
Gains (losses) from early extinguishments of debt
|
|
496
|
|
|
(371
|
)
|
|
(22,040
|
)
|
|||
Gains (losses) from investments in securities
|
|
3,678
|
|
|
2,273
|
|
|
(653
|
)
|
|||
Interest and other income
|
|
5,783
|
|
|
7,230
|
|
|
6,777
|
|
|||
Gain on sale of investment in unconsolidated joint venture
|
|
—
|
|
|
59,370
|
|
|
—
|
|
|||
Income from unconsolidated joint ventures
|
|
11,232
|
|
|
8,074
|
|
|
22,770
|
|
|||
Development and management services income
|
|
34,605
|
|
|
28,284
|
|
|
22,554
|
|
|||
Net Operating Income
|
|
$
|
1,605,435
|
|
|
$
|
1,601,302
|
|
|
$
|
1,563,931
|
|
|
Year ended December 31,
|
|||||||||||
|
|
2017
|
|
2016
|
|
2015
|
||||||
|
|
(in thousands)
|
||||||||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
|
$
|
512,866
|
|
|
$
|
575,341
|
|
|
$
|
648,748
|
|
Add:
|
|
|
|
|
|
|
||||||
Preferred distributions
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|||
Noncontrolling interest—redeemable preferred units
|
|
—
|
|
|
—
|
|
|
6
|
|
|||
Noncontrolling interest in property partnerships
|
|
47,832
|
|
|
(2,068
|
)
|
|
149,855
|
|
|||
Losses from interest rate contracts
|
|
—
|
|
|
140
|
|
|
—
|
|
|||
Interest expense
|
|
374,481
|
|
|
412,849
|
|
|
432,196
|
|
|||
Depreciation and amortization expense
|
|
609,407
|
|
|
682,776
|
|
|
631,549
|
|
|||
Impairment loss
|
|
—
|
|
|
1,783
|
|
|
—
|
|
|||
Transaction costs
|
|
668
|
|
|
2,387
|
|
|
1,259
|
|
|||
General and administrative expense
|
|
113,715
|
|
|
105,229
|
|
|
96,319
|
|
|||
Less:
|
|
|
|
|
|
|
||||||
Gains on sales of real estate
|
|
8,240
|
|
|
82,775
|
|
|
377,093
|
|
|||
Gains (losses) from early extinguishments of debt
|
|
496
|
|
|
(371
|
)
|
|
(22,040
|
)
|
|||
Gains (losses) from investments in securities
|
|
3,678
|
|
|
2,273
|
|
|
(653
|
)
|
|||
Interest and other income
|
|
5,783
|
|
|
7,230
|
|
|
6,777
|
|
|||
Gain on sale of investment in unconsolidated joint venture
|
|
—
|
|
|
59,370
|
|
|
—
|
|
|||
Income from unconsolidated joint ventures
|
|
11,232
|
|
|
8,074
|
|
|
22,770
|
|
|||
Development and management services income
|
|
34,605
|
|
|
28,284
|
|
|
22,554
|
|
|||
Net Operating Income
|
|
$
|
1,605,435
|
|
|
$
|
1,601,302
|
|
|
$
|
1,563,931
|
|
|
Boston
|
|
New York
|
|
San Francisco
|
|
Washington, DC
|
|
Total
|
||||||||||
Rental Revenue:
|
|
|
|
|
|
|
|
|
|
||||||||||
Office
|
$
|
776,279
|
|
|
$
|
969,371
|
|
|
$
|
345,519
|
|
|
$
|
414,103
|
|
|
$
|
2,505,272
|
|
Residential
|
4,745
|
|
|
—
|
|
|
—
|
|
|
11,851
|
|
|
16,596
|
|
|||||
Hotel
|
45,603
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
45,603
|
|
|||||
Total
|
826,627
|
|
|
969,371
|
|
|
345,519
|
|
|
425,954
|
|
|
2,567,471
|
|
|||||
% of Grand Totals
|
32.20
|
%
|
|
37.75
|
%
|
|
13.46
|
%
|
|
16.59
|
%
|
|
100.00
|
%
|
|||||
Rental Expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Office
|
301,097
|
|
|
372,810
|
|
|
105,253
|
|
|
144,515
|
|
|
923,675
|
|
|||||
Residential
|
2,044
|
|
|
—
|
|
|
—
|
|
|
4,258
|
|
|
6,302
|
|
|||||
Hotel
|
32,059
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,059
|
|
|||||
Total
|
335,200
|
|
|
372,810
|
|
|
105,253
|
|
|
148,773
|
|
|
962,036
|
|
|||||
% of Grand Totals
|
34.84
|
%
|
|
38.76
|
%
|
|
10.94
|
%
|
|
15.46
|
%
|
|
100.00
|
%
|
|||||
Net operating income
|
$
|
491,427
|
|
|
$
|
596,561
|
|
|
$
|
240,266
|
|
|
$
|
277,181
|
|
|
$
|
1,605,435
|
|
% of Grand Totals
|
30.61
|
%
|
|
37.15
|
%
|
|
14.97
|
%
|
|
17.27
|
%
|
|
100.00
|
%
|
|
Boston
|
|
New York
|
|
San Francisco
|
|
Washington, DC
|
|
Total
|
||||||||||
Rental Revenue:
|
|
|
|
|
|
|
|
|
|
||||||||||
Office
|
$
|
727,265
|
|
|
$
|
1,012,518
|
|
|
$
|
318,609
|
|
|
$
|
402,561
|
|
|
$
|
2,460,953
|
|
Residential
|
4,812
|
|
|
—
|
|
|
—
|
|
|
11,887
|
|
|
16,699
|
|
|||||
Hotel
|
44,884
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
44,884
|
|
|||||
Total
|
776,961
|
|
|
1,012,518
|
|
|
318,609
|
|
|
414,448
|
|
|
2,522,536
|
|
|||||
% of Grand Totals
|
30.80
|
%
|
|
40.14
|
%
|
|
12.63
|
%
|
|
16.43
|
%
|
|
100.00
|
%
|
|||||
Rental Expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Office
|
282,827
|
|
|
363,188
|
|
|
100,787
|
|
|
135,890
|
|
|
882,692
|
|
|||||
Residential
|
2,708
|
|
|
—
|
|
|
—
|
|
|
4,368
|
|
|
7,076
|
|
|||||
Hotel
|
31,466
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
31,466
|
|
|||||
Total
|
317,001
|
|
|
363,188
|
|
|
100,787
|
|
|
140,258
|
|
|
921,234
|
|
|||||
% of Grand Totals
|
34.41
|
%
|
|
39.42
|
%
|
|
10.94
|
%
|
|
15.23
|
%
|
|
100.00
|
%
|
|||||
Net operating income
|
$
|
459,960
|
|
|
$
|
649,330
|
|
|
$
|
217,822
|
|
|
$
|
274,190
|
|
|
$
|
1,601,302
|
|
% of Grand Totals
|
28.73
|
%
|
|
40.55
|
%
|
|
13.60
|
%
|
|
17.12
|
%
|
|
100.00
|
%
|
|
Boston
|
|
New York
|
|
San Francisco
|
|
Washington, DC
|
|
Total
|
||||||||||
Rental Revenue:
|
|
|
|
|
|
|
|
|
|
||||||||||
Office
|
$
|
716,246
|
|
|
$
|
1,000,030
|
|
|
$
|
302,434
|
|
|
$
|
384,628
|
|
|
$
|
2,403,338
|
|
Residential
|
4,801
|
|
|
—
|
|
|
—
|
|
|
14,082
|
|
|
18,883
|
|
|||||
Hotel
|
46,046
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
46,046
|
|
|||||
Total
|
767,093
|
|
|
1,000,030
|
|
|
302,434
|
|
|
398,710
|
|
|
2,468,267
|
|
|||||
% of Grand Totals
|
31.08
|
%
|
|
40.52
|
%
|
|
12.25
|
%
|
|
16.15
|
%
|
|
100.00
|
%
|
|||||
Rental Expenses:
|
|
|
|
|
|
|
|
|
|
||||||||||
Office
|
287,341
|
|
|
346,897
|
|
|
98,206
|
|
|
131,581
|
|
|
864,025
|
|
|||||
Residential
|
2,006
|
|
|
—
|
|
|
—
|
|
|
6,221
|
|
|
8,227
|
|
|||||
Hotel
|
32,084
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
32,084
|
|
|||||
Total
|
321,431
|
|
|
346,897
|
|
|
98,206
|
|
|
137,802
|
|
|
904,336
|
|
|||||
% of Grand Totals
|
35.54
|
%
|
|
38.36
|
%
|
|
10.86
|
%
|
|
15.24
|
%
|
|
100.00
|
%
|
|||||
Net operating income
|
$
|
445,662
|
|
|
$
|
653,133
|
|
|
$
|
204,228
|
|
|
$
|
260,908
|
|
|
$
|
1,563,931
|
|
% of Grand Totals
|
28.50
|
%
|
|
41.76
|
%
|
|
13.06
|
%
|
|
16.68
|
%
|
|
100.00
|
%
|
|
For the Year Ended December 31, 2017
|
|||||||||
|
Income
(Numerator)
|
|
Shares
(Denominator)
|
|
Per Share
Amount
|
|||||
|
(in thousands, except for per share amounts)
|
|||||||||
Basic Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties, Inc. common shareholders
|
$
|
451,939
|
|
|
154,190
|
|
|
$
|
2.93
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|||||
Stock Based Compensation
|
—
|
|
|
200
|
|
|
—
|
|
||
Diluted Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties, Inc. common shareholders
|
$
|
451,939
|
|
|
154,390
|
|
|
$
|
2.93
|
|
|
|
|
|
|
|
|||||
|
For the Year Ended December 31, 2016
|
|||||||||
|
Income
(Numerator)
|
|
Shares
(Denominator)
|
|
Per Share
Amount
|
|||||
|
(in thousands, except for per share amounts)
|
|||||||||
Basic Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties, Inc. common shareholders
|
$
|
502,285
|
|
|
153,715
|
|
|
$
|
3.27
|
|
Allocation of undistributed earnings to participating securities
|
(283
|
)
|
|
—
|
|
|
—
|
|
||
Net income attributable to Boston Properties, Inc. common shareholders
|
$
|
502,002
|
|
|
153,715
|
|
|
$
|
3.27
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|||||
Stock Based Compensation
|
—
|
|
|
262
|
|
|
(0.01
|
)
|
||
Diluted Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties, Inc. common shareholders
|
$
|
502,002
|
|
|
153,977
|
|
|
$
|
3.26
|
|
|
|
|
|
|
|
|||||
|
For the Year Ended December 31, 2015
|
|||||||||
|
Income
(Numerator)
|
|
Shares
(Denominator)
|
|
Per Share
Amount
|
|||||
|
(in thousands, except for per share amounts)
|
|||||||||
Basic Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties, Inc. common shareholders
|
$
|
572,606
|
|
|
153,471
|
|
|
$
|
3.73
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|||||
Stock Based Compensation
|
—
|
|
|
373
|
|
|
(0.01
|
)
|
||
Diluted Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties, Inc. common shareholders
|
$
|
572,606
|
|
|
153,844
|
|
|
$
|
3.72
|
|
|
|
|
|
|
|
|
For the Year Ended December 31, 2017
|
|||||||||
|
Income
(Numerator)
|
|
Units
(Denominator)
|
|
Per Unit
Amount
|
|||||
|
(in thousands, except for per unit amounts)
|
|||||||||
Basic Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
$
|
512,866
|
|
|
171,661
|
|
|
$
|
2.99
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|||||
Stock Based Compensation
|
—
|
|
|
200
|
|
|
(0.01
|
)
|
||
Diluted Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
$
|
512,866
|
|
|
171,861
|
|
|
$
|
2.98
|
|
|
For the Year Ended December 31, 2016
|
|||||||||
|
Income
(Numerator)
|
|
Units
(Denominator)
|
|
Per Unit
Amount
|
|||||
|
(in thousands, except for per unit amounts)
|
|||||||||
Basic Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
$
|
575,341
|
|
|
171,361
|
|
|
$
|
3.36
|
|
Allocation of undistributed earnings to participating securities
|
(316
|
)
|
|
—
|
|
|
—
|
|
||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
$
|
575,025
|
|
|
171,361
|
|
|
$
|
3.36
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|||||
Stock Based Compensation
|
—
|
|
|
262
|
|
|
(0.01
|
)
|
||
Diluted Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
$
|
575,025
|
|
|
171,623
|
|
|
$
|
3.35
|
|
|
|
|
|
|
|
|||||
|
For the Year Ended December 31, 2015
|
|||||||||
|
Income
(Numerator)
|
|
Units
(Denominator)
|
|
Per Unit
Amount
|
|||||
|
(in thousands, except for per unit amounts)
|
|||||||||
Basic Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
$
|
648,748
|
|
|
171,139
|
|
|
$
|
3.79
|
|
Effect of Dilutive Securities:
|
|
|
|
|
|
|||||
Stock Based Compensation
|
—
|
|
|
373
|
|
|
(0.01
|
)
|
||
Diluted Earnings:
|
|
|
|
|
|
|||||
Net income attributable to Boston Properties Limited Partnership common unitholders
|
$
|
648,748
|
|
|
171,512
|
|
|
$
|
3.78
|
|
|
|
|
|
|
|
|
|
Shares
|
|
Weighted-Average
Exercise Price
|
|||
Outstanding at December 31, 2014
|
|
553,312
|
|
|
$
|
97.21
|
|
Exercised
|
|
(11,447
|
)
|
|
$
|
92.50
|
|
Special dividend adjustment
|
|
5,264
|
|
|
$
|
96.38
|
|
Outstanding at December 31, 2015
|
|
547,129
|
|
|
$
|
96.38
|
|
Exercised
|
|
—
|
|
|
$
|
—
|
|
Outstanding at December 31, 2016
|
|
547,129
|
|
|
$
|
96.38
|
|
Exercised
|
|
(6,688
|
)
|
|
$
|
99.15
|
|
Outstanding at December 31, 2017
|
|
540,441
|
|
|
$
|
96.35
|
|
Options Outstanding
|
|
Options Exercisable
|
||||||||||||
Number Outstanding at
12/31/17
|
|
Weighted-Average Remaining
Contractual Life
|
|
Exercise Price
|
|
Number Exercisable at 12/31/17
|
|
Exercise Price
|
||||||
118,502
|
|
|
3.1 years
|
|
$
|
86.86
|
|
|
118,502
|
|
|
$
|
86.86
|
|
54,282
|
|
|
5.3 years
|
|
$
|
95.69
|
|
|
54,282
|
|
|
$
|
95.69
|
|
202,030
|
|
|
5.1 years
|
|
$
|
98.46
|
|
|
202,030
|
|
|
$
|
98.46
|
|
165,627
|
|
|
4.1 years
|
|
$
|
100.77
|
|
|
165,627
|
|
|
$
|
100.77
|
|
|
|
2017 Quarter Ended
|
||||||||||||||
|
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||
|
|
(in thousands, except for per share amounts)
|
||||||||||||||
Total revenue
|
|
$
|
632,228
|
|
|
$
|
656,907
|
|
|
$
|
657,712
|
|
|
$
|
655,229
|
|
Income before gains on sales of real estate
|
|
$
|
115,431
|
|
|
$
|
163,243
|
|
|
$
|
144,813
|
|
|
$
|
131,331
|
|
Net income attributable to Boston Properties, Inc. common shareholders
|
|
$
|
97,083
|
|
|
$
|
133,709
|
|
|
$
|
117,337
|
|
|
$
|
103,829
|
|
Income attributable to Boston Properties, Inc. per share—basic
|
|
$
|
0.63
|
|
|
$
|
0.87
|
|
|
$
|
0.76
|
|
|
$
|
0.67
|
|
Income attributable to Boston Properties, Inc. per share—diluted
|
|
$
|
0.63
|
|
|
$
|
0.87
|
|
|
$
|
0.76
|
|
|
$
|
0.67
|
|
|
|
2016 Quarter Ended
|
||||||||||||||
|
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||
|
|
(in thousands, except for per share amounts)
|
||||||||||||||
Total revenue
|
|
$
|
665,985
|
|
|
$
|
623,546
|
|
|
$
|
625,228
|
|
|
$
|
636,061
|
|
Income before gains on sales of real estate
|
|
$
|
148,599
|
|
|
$
|
117,357
|
|
|
$
|
58,521
|
|
|
$
|
164,894
|
|
Net income attributable to Boston Properties, Inc. common shareholders
|
|
$
|
181,747
|
|
|
$
|
96,597
|
|
|
$
|
76,753
|
|
|
$
|
147,214
|
|
Income attributable to Boston Properties, Inc. per share—basic
|
|
$
|
1.18
|
|
|
$
|
0.63
|
|
|
$
|
0.50
|
|
|
$
|
0.96
|
|
Income attributable to Boston Properties, Inc. per share—diluted
|
|
$
|
1.18
|
|
|
$
|
0.63
|
|
|
$
|
0.50
|
|
|
$
|
0.96
|
|
|
|
2017 Quarter Ended
|
||||||||||||||
|
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||
|
|
(in thousands, except for per unit amounts)
|
||||||||||||||
Total revenue
|
|
$
|
632,228
|
|
|
$
|
656,907
|
|
|
$
|
657,712
|
|
|
$
|
655,229
|
|
Income before gains on sales of real estate
|
|
$
|
117,578
|
|
|
$
|
165,328
|
|
|
$
|
146,767
|
|
|
$
|
133,285
|
|
Net income attributable to Boston Properties Limited Partnership common unitholders
|
|
$
|
110,662
|
|
|
$
|
151,844
|
|
|
$
|
132,693
|
|
|
$
|
117,667
|
|
Income attributable to Boston Properties Limited Partnership per unit—basic
|
|
$
|
0.64
|
|
|
$
|
0.88
|
|
|
$
|
0.77
|
|
|
$
|
0.69
|
|
Income attributable to Boston Properties Limited Partnership per unit—diluted
|
|
$
|
0.64
|
|
|
$
|
0.88
|
|
|
$
|
0.77
|
|
|
$
|
0.68
|
|
|
|
2016 Quarter Ended
|
||||||||||||||
|
|
March 31,
|
|
June 30,
|
|
September 30,
|
|
December 31,
|
||||||||
|
|
(in thousands, except for per unit amounts)
|
||||||||||||||
Total revenue
|
|
$
|
665,985
|
|
|
$
|
623,546
|
|
|
$
|
625,228
|
|
|
$
|
636,061
|
|
Income before gains on sales of real estate
|
|
$
|
150,586
|
|
|
$
|
119,341
|
|
|
$
|
63,687
|
|
|
$
|
167,384
|
|
Net income attributable to Boston Properties Limited Partnership common unitholders
|
|
$
|
207,296
|
|
|
$
|
109,938
|
|
|
$
|
91,306
|
|
|
$
|
166,801
|
|
Income attributable to Boston Properties Limited Partnership per unit—basic
|
|
$
|
1.21
|
|
|
$
|
0.64
|
|
|
$
|
0.53
|
|
|
$
|
0.97
|
|
Income attributable to Boston Properties Limited Partnership per unit—diluted
|
|
$
|
1.21
|
|
|
$
|
0.64
|
|
|
$
|
0.53
|
|
|
$
|
0.97
|
|
Plan category
|
|
Number of securities to be issued upon exercise of outstanding options, warrants and rights
|
|
|
Weighted-average exercise price of outstanding options, warrants and rights
|
|
|
Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column (a))
|
|
||||||||
|
|
(a)
|
|
|
(b)
|
|
|
(c)
|
|
||||||||
Equity compensation plans approved by security holders (1)
|
|
3,989,048
|
|
|
(2)
|
$
|
96.35
|
|
|
(2)
|
9,107,022
|
|
(3)
|
||||
Equity compensation plans not approved by security holders (4)
|
|
N/A
|
|
|
|
N/A
|
|
|
|
97,477
|
|
|
|||||
Total
|
|
3,989,048
|
|
|
|
$
|
96.35
|
|
|
|
9,204,499
|
|
|
(1)
|
Includes information related to BXP’s 1997 Plan and 2012 Plan.
|
(2)
|
Includes (a) 540,441 shares of common stock issuable upon the exercise of outstanding options (all of which are vested and exercisable), (b) 818,343 long term incentive units (LTIP units) (522,531 of which are vested) that, upon the satisfaction of certain conditions, are convertible into common units, which may be presented to BPLP for redemption and acquired by BXP for shares of its common stock, (c) 1,284,807 common units issued upon conversion of LTIP units, which may be presented to BPLP for redemption and acquired by BXP for shares of its common stock, (d) 366,618 2015 MYLTIP Units that, upon the satisfaction of certain conditions, are convertible into common units, which may be presented to BPLP for redemption and acquired by BXP for shares of its common stock, (e) 473,360 2016 MYLTIP Units that, upon the satisfaction of certain conditions, are convertible into common units, which may be presented to BPLP for redemption and acquired by BXP for shares of its common stock, (f) 400,000 2017 MYLTIP Units that, upon the satisfaction of certain conditions, are convertible into common units, which may be presented to BPLP for redemption and acquired by BXP for shares of its common stock and (g) 105,479 deferred stock units which were granted pursuant to elections by certain of BXP’s non-employee directors to defer all cash compensation to be paid to such directors and to receive their deferred cash compensation in shares of BXP’s common stock upon their retirement from its Board of Directors. Does not include 66,098 shares of restricted stock, as they have been reflected in BXP’s total shares outstanding. Because there is no exercise price associated with LTIP units, 2015 MYLTIP Units, 2016 MYLTIP Units, 2017 MYLTIP Units or deferred stock units, such shares are not included in the weighed-average exercise price calculation.
|
(3)
|
Represents awards available for issuance under BXP’s 2012 Plan at a 1.0 conversion ratio. “Full-value” awards (i.e., awards other than stock options) are multiplied by a 2.32 conversion ratio to calculate the number of shares available under the 2012 Plan that are used for each full-value award, as opposed to a 1.0 conversion ratio for each stock option awarded under the 2012 Plan.
|
(4)
|
Includes information related to the 1999 Non-Qualified Employee Stock Purchase Plan (ESPP). The ESPP was adopted by the Board of Directors of BXP on October 29, 1998. The ESPP has not been approved by BXP’s stockholders. The ESPP is available to all our employees that are employed on the first day of the purchase period. Under the ESPP, each eligible employee may purchase shares of our common stock at semi-annual intervals each year at a purchase price equal to 85% of the average closing prices of our common stock on the New York Stock Exchange during the last ten business days of the purchase period. Each eligible employee may contribute no more than $10,000 per year to purchase our common stock under the ESPP.
|
Boston Properties, Inc.
Schedule III - Real Estate and Accumulated Depreciation
December 31, 2017
(dollars in thousands)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||
Property Name
|
|
Type
|
|
Location
|
|
Encumbrances
|
|
Original
|
|
Costs
Capitalized
Subsequent
to
Acquisition
|
|
Land and Improvements
|
|
Building and
Improvements
|
|
Land
Held for
Development
|
|
Development
and
Construction
in Progress
|
|
Total
|
|
Accumulated
Depreciation
|
|
Year(s) Built/
Renovated
|
|
Year(s) Acquired
|
|
Depreciable
Lives (Years)
|
||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||||||||||||||
Land
|
|
Building
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||||
One Freedom Square
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
9,929
|
|
|
84,504
|
|
|
32,618
|
|
|
11,293
|
|
|
115,758
|
|
|
—
|
|
|
—
|
|
|
127,051
|
|
|
50,313
|
|
|
2000
|
|
2003
|
|
(1)
|
||||||||||||
Capital Gallery
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
4,725
|
|
|
29,565
|
|
|
89,514
|
|
|
8,662
|
|
|
115,142
|
|
|
—
|
|
|
—
|
|
|
123,804
|
|
|
66,009
|
|
|
1981/2006
|
|
2007
|
|
(1)
|
||||||||||||
Weston Corporate Center
|
|
Office
|
|
Weston, MA
|
|
—
|
|
|
25,753
|
|
|
92,312
|
|
|
(123
|
)
|
|
25,854
|
|
|
92,088
|
|
|
—
|
|
|
—
|
|
|
117,942
|
|
|
23,125
|
|
|
2010
|
|
2001
|
|
(1)
|
||||||||||||
Two Freedom Square
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
13,930
|
|
|
77,739
|
|
|
23,379
|
|
|
15,420
|
|
|
99,628
|
|
|
—
|
|
|
—
|
|
|
115,048
|
|
|
47,936
|
|
|
2001
|
|
2003
|
|
(1)
|
||||||||||||
One and Two Reston Overlook
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
16,456
|
|
|
66,192
|
|
|
25,111
|
|
|
16,179
|
|
|
91,580
|
|
|
—
|
|
|
—
|
|
|
107,759
|
|
|
44,626
|
|
|
1999
|
|
2000
|
|
(1)
|
||||||||||||
Discovery Square
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
11,198
|
|
|
71,782
|
|
|
24,414
|
|
|
12,533
|
|
|
94,861
|
|
|
—
|
|
|
—
|
|
|
107,394
|
|
|
43,184
|
|
|
2001
|
|
2003
|
|
(1)
|
||||||||||||
140 Kendrick Street
|
|
Office
|
|
Needham, MA
|
|
—
|
|
|
18,095
|
|
|
66,905
|
|
|
17,492
|
|
|
19,092
|
|
|
83,400
|
|
|
—
|
|
|
—
|
|
|
102,492
|
|
|
29,013
|
|
|
2000
|
|
2004
|
|
(1)
|
||||||||||||
355 Main Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
18,863
|
|
|
53,346
|
|
|
27,450
|
|
|
21,173
|
|
|
78,486
|
|
|
—
|
|
|
—
|
|
|
99,659
|
|
|
26,915
|
|
|
1981/1996/2013
|
|
2006
|
|
(1)
|
||||||||||||
10 CityPoint
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
1,953
|
|
|
85,752
|
|
|
2,833
|
|
|
2,116
|
|
|
88,422
|
|
|
—
|
|
|
—
|
|
|
90,538
|
|
|
4,673
|
|
|
2016
|
|
1997
|
|
(1)
|
||||||||||||
90 Broadway
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
19,104
|
|
|
52,078
|
|
|
17,180
|
|
|
20,785
|
|
|
67,577
|
|
|
—
|
|
|
—
|
|
|
88,362
|
|
|
19,254
|
|
|
1983/1998/2013
|
|
2006
|
|
(1)
|
||||||||||||
230 CityPoint
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
13,189
|
|
|
49,823
|
|
|
25,236
|
|
|
13,593
|
|
|
74,655
|
|
|
—
|
|
|
—
|
|
|
88,248
|
|
|
26,562
|
|
|
1992
|
|
2005
|
|
(1)
|
||||||||||||
Waltham Weston Corporate Center
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
10,385
|
|
|
60,694
|
|
|
11,030
|
|
|
11,097
|
|
|
71,012
|
|
|
—
|
|
|
—
|
|
|
82,109
|
|
|
30,036
|
|
|
2003
|
|
1999
|
|
(1)
|
||||||||||||
77 CityPoint
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
13,847
|
|
|
60,383
|
|
|
5,703
|
|
|
13,873
|
|
|
66,060
|
|
|
—
|
|
|
—
|
|
|
79,933
|
|
|
23,044
|
|
|
2008
|
|
2001
|
|
(1)
|
||||||||||||
3625-3635 Peterson Way
|
|
Office
|
|
Santa Clara, CA
|
|
—
|
|
|
63,206
|
|
|
14,879
|
|
|
138
|
|
|
63,206
|
|
|
14,879
|
|
|
138
|
|
|
—
|
|
|
78,223
|
|
|
5,120
|
|
|
1979
|
|
2016
|
|
(1)
|
||||||||||||
North First Business Park
|
|
Office
|
|
San Jose, CA
|
|
—
|
|
|
58,402
|
|
|
13,069
|
|
|
4,416
|
|
|
23,377
|
|
|
16,600
|
|
|
35,910
|
|
|
—
|
|
|
75,887
|
|
|
15,839
|
|
|
1981
|
|
2007
|
|
(1)
|
||||||||||||
300 Binney Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
18,080
|
|
|
51,262
|
|
|
140
|
|
|
18,080
|
|
|
51,402
|
|
|
—
|
|
|
—
|
|
|
69,482
|
|
|
7,755
|
|
|
2013
|
|
2009
|
|
(1)
|
||||||||||||
2440 West El Camino Real
|
|
Office
|
|
Mountain View, CA
|
|
—
|
|
|
16,741
|
|
|
51,285
|
|
|
1,287
|
|
|
16,741
|
|
|
52,572
|
|
|
—
|
|
|
—
|
|
|
69,313
|
|
|
10,790
|
|
|
1987/2003
|
|
2011
|
|
(1)
|
||||||||||||
Wisconsin Place
|
|
Office
|
|
Chevy Chase, MD
|
|
—
|
|
|
—
|
|
|
53,349
|
|
|
14,907
|
|
|
—
|
|
|
68,256
|
|
|
—
|
|
|
—
|
|
|
68,256
|
|
|
19,775
|
|
|
2009
|
|
2004
|
|
(1)
|
||||||||||||
Reston Corporate Center
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
9,135
|
|
|
50,857
|
|
|
6,236
|
|
|
10,148
|
|
|
56,080
|
|
|
—
|
|
|
—
|
|
|
66,228
|
|
|
26,769
|
|
|
1984
|
|
1998
|
|
(1)
|
||||||||||||
New Dominion Technology Park, Bldg. Two
|
|
Office
|
|
Herndon, VA
|
|
—
|
|
|
5,584
|
|
|
51,868
|
|
|
4,157
|
|
|
6,510
|
|
|
55,099
|
|
|
—
|
|
|
—
|
|
|
61,609
|
|
|
23,652
|
|
|
2004
|
|
1998
|
|
(1)
|
||||||||||||
200 West Street
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
16,148
|
|
|
24,983
|
|
|
10,673
|
|
|
16,813
|
|
|
34,991
|
|
|
—
|
|
|
—
|
|
|
51,804
|
|
|
21,140
|
|
|
1999
|
|
1997
|
|
(1)
|
||||||||||||
New Dominion Technology Park, Bldg. One
|
|
Office
|
|
Herndon, VA
|
|
32,691
|
|
|
3,880
|
|
|
43,227
|
|
|
3,882
|
|
|
4,583
|
|
|
46,406
|
|
|
—
|
|
|
—
|
|
|
50,989
|
|
|
25,940
|
|
|
2001
|
|
1998
|
|
(1)
|
||||||||||||
Sumner Square
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
624
|
|
|
28,745
|
|
|
19,000
|
|
|
1,478
|
|
|
46,891
|
|
|
—
|
|
|
—
|
|
|
48,369
|
|
|
23,570
|
|
|
1985
|
|
1999
|
|
(1)
|
||||||||||||
255 Main Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
134
|
|
|
25,110
|
|
|
21,583
|
|
|
548
|
|
|
46,279
|
|
|
—
|
|
|
—
|
|
|
46,827
|
|
|
28,250
|
|
|
1987
|
|
1997
|
|
(1)
|
||||||||||||
University Place
|
|
Office
|
|
Cambridge, MA
|
|
7,407
|
|
|
—
|
|
|
37,091
|
|
|
9,007
|
|
|
390
|
|
|
45,708
|
|
|
—
|
|
|
—
|
|
|
46,098
|
|
|
26,295
|
|
|
1985
|
|
1998
|
|
(1)
|
||||||||||||
2600 Tower Oaks Boulevard
|
|
Office
|
|
Rockville, MD
|
|
—
|
|
|
4,243
|
|
|
31,125
|
|
|
9,867
|
|
|
4,785
|
|
|
40,450
|
|
|
—
|
|
|
—
|
|
|
45,235
|
|
|
21,020
|
|
|
2001
|
|
1998
|
|
(1)
|
||||||||||||
Quorum Office Park
|
|
Office
|
|
Chelmsford, MA
|
|
—
|
|
|
3,750
|
|
|
32,454
|
|
|
5,813
|
|
|
5,187
|
|
|
36,830
|
|
|
—
|
|
|
—
|
|
|
42,017
|
|
|
16,594
|
|
|
2001
|
|
2000
|
|
(1)
|
||||||||||||
500 E Street
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
109
|
|
|
22,420
|
|
|
14,743
|
|
|
2,379
|
|
|
34,893
|
|
|
—
|
|
|
—
|
|
|
37,272
|
|
|
23,781
|
|
|
1987
|
|
1997
|
|
(1)
|
||||||||||||
150 Broadway
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
850
|
|
|
25,042
|
|
|
8,540
|
|
|
1,323
|
|
|
33,109
|
|
|
—
|
|
|
—
|
|
|
34,432
|
|
|
16,933
|
|
|
1999
|
|
1997
|
|
(1)
|
||||||||||||
325 Main Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
174
|
|
|
12,200
|
|
|
11,963
|
|
|
965
|
|
|
23,372
|
|
|
—
|
|
|
—
|
|
|
24,337
|
|
|
12,852
|
|
|
1987/2013
|
|
1997
|
|
(1)
|
||||||||||||
105 Broadway
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
1,299
|
|
|
12,943
|
|
|
8,214
|
|
|
2,395
|
|
|
20,061
|
|
|
—
|
|
|
—
|
|
|
22,456
|
|
|
13,493
|
|
|
1990
|
|
1997
|
|
(1)
|
||||||||||||
Lexington Office Park
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
998
|
|
|
1,426
|
|
|
18,219
|
|
|
1,264
|
|
|
19,379
|
|
|
—
|
|
|
—
|
|
|
20,643
|
|
|
13,404
|
|
|
1982
|
|
1997
|
|
(1)
|
||||||||||||
201 Spring Street
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
2,849
|
|
|
15,303
|
|
|
694
|
|
|
3,124
|
|
|
15,722
|
|
|
—
|
|
|
—
|
|
|
18,846
|
|
|
7,931
|
|
|
1997
|
|
1997
|
|
(1)
|
||||||||||||
The Point
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
6,395
|
|
|
10,040
|
|
|
409
|
|
|
6,480
|
|
|
10,364
|
|
|
—
|
|
|
—
|
|
|
16,844
|
|
|
714
|
|
|
2015
|
|
2007
|
|
(1)
|
||||||||||||
92-100 Hayden Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
594
|
|
|
6,748
|
|
|
8,181
|
|
|
802
|
|
|
14,721
|
|
|
—
|
|
|
—
|
|
|
15,523
|
|
|
12,495
|
|
|
1985
|
|
1997
|
|
(1)
|
||||||||||||
91 Hartwell Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
784
|
|
|
6,464
|
|
|
8,269
|
|
|
941
|
|
|
14,576
|
|
|
—
|
|
|
—
|
|
|
15,517
|
|
|
9,849
|
|
|
1985
|
|
1997
|
|
(1)
|
Boston Properties, Inc.
Schedule III - Real Estate and Accumulated Depreciation
December 31, 2017
(dollars in thousands)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||
Property Name
|
|
Type
|
|
Location
|
|
Encumbrances
|
|
Original
|
|
Costs
Capitalized
Subsequent
to
Acquisition
|
|
Land and Improvements
|
|
Building and
Improvements
|
|
Land
Held for
Development
|
|
Development
and
Construction
in Progress
|
|
Total
|
|
Accumulated
Depreciation
|
|
Year(s) Built/
Renovated
|
|
Year(s) Acquired
|
|
Depreciable
Lives (Years)
|
||||||||||||||||||||||||
|
||||||||||||||||||||||||||||||||||||||||||||||||||||
Land
|
|
Building
|
|
|
||||||||||||||||||||||||||||||||||||||||||||||||
690 Folsom Street
|
|
Office
|
|
San Francisco, CA
|
|
—
|
|
|
3,219
|
|
|
11,038
|
|
|
1,157
|
|
|
3,219
|
|
|
12,195
|
|
|
—
|
|
|
—
|
|
|
15,414
|
|
|
1,295
|
|
|
2015
|
|
2012
|
|
(1)
|
||||||||||||
181 Spring Street
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
1,066
|
|
|
9,520
|
|
|
2,318
|
|
|
1,160
|
|
|
11,744
|
|
|
—
|
|
|
—
|
|
|
12,904
|
|
|
5,194
|
|
|
1999
|
|
1997
|
|
(1)
|
||||||||||||
195 West Street
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
1,611
|
|
|
6,652
|
|
|
4,340
|
|
|
1,858
|
|
|
10,745
|
|
|
—
|
|
|
—
|
|
|
12,603
|
|
|
7,963
|
|
|
1990
|
|
1997
|
|
(1)
|
||||||||||||
33 Hayden Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
266
|
|
|
3,234
|
|
|
8,381
|
|
|
425
|
|
|
11,456
|
|
|
—
|
|
|
—
|
|
|
11,881
|
|
|
8,211
|
|
|
1979
|
|
1997
|
|
(1)
|
||||||||||||
7501 Boston Boulevard, Building Seven
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
665
|
|
|
9,273
|
|
|
819
|
|
|
791
|
|
|
9,966
|
|
|
—
|
|
|
—
|
|
|
10,757
|
|
|
4,848
|
|
|
1997
|
|
1997
|
|
(1)
|
||||||||||||
7435 Boston Boulevard, Building One
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
392
|
|
|
3,822
|
|
|
3,997
|
|
|
659
|
|
|
7,552
|
|
|
—
|
|
|
—
|
|
|
8,211
|
|
|
5,510
|
|
|
1982
|
|
1997
|
|
(1)
|
||||||||||||
250 Binney Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
110
|
|
|
4,483
|
|
|
3,593
|
|
|
273
|
|
|
7,913
|
|
|
—
|
|
|
—
|
|
|
8,186
|
|
|
5,066
|
|
|
1983
|
|
1997
|
|
(1)
|
||||||||||||
8000 Grainger Court, Building Five
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
366
|
|
|
4,282
|
|
|
3,375
|
|
|
601
|
|
|
7,422
|
|
|
—
|
|
|
—
|
|
|
8,023
|
|
|
5,644
|
|
|
1984
|
|
1997
|
|
(1)
|
||||||||||||
7450 Boston Boulevard, Building Three
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
1,165
|
|
|
4,681
|
|
|
1,773
|
|
|
1,430
|
|
|
6,189
|
|
|
—
|
|
|
—
|
|
|
7,619
|
|
|
3,451
|
|
|
1987
|
|
1998
|
|
(1)
|
||||||||||||
453 Ravendale Drive
|
|
Office
|
|
Mountain View, CA
|
|
—
|
|
|
5,477
|
|
|
1,090
|
|
|
408
|
|
|
5,477
|
|
|
1,498
|
|
|
—
|
|
|
—
|
|
|
6,975
|
|
|
472
|
|
|
1977
|
|
2012
|
|
(1)
|
||||||||||||
17 Hartwell Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
26
|
|
|
150
|
|
|
6,252
|
|
|
65
|
|
|
6,363
|
|
|
—
|
|
|
—
|
|
|
6,428
|
|
|
1,098
|
|
|
1968
|
|
1997
|
|
(1)
|
||||||||||||
7601 Boston Boulevard, Building Eight
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
200
|
|
|
878
|
|
|
5,052
|
|
|
551
|
|
|
5,579
|
|
|
—
|
|
|
—
|
|
|
6,130
|
|
|
4,263
|
|
|
1986
|
|
1997
|
|
(1)
|
||||||||||||
7300 Boston Boulevard, Building Thirteen
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
608
|
|
|
4,773
|
|
|
709
|
|
|
661
|
|
|
5,429
|
|
|
—
|
|
|
—
|
|
|
6,090
|
|
|
2,785
|
|
|
2002
|
|
1997
|
|
(1)
|
||||||||||||
7500 Boston Boulevard, Building Six
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
138
|
|
|
3,749
|
|
|
1,655
|
|
|
406
|
|
|
5,136
|
|
|
—
|
|
|
—
|
|
|
5,542
|
|
|
3,965
|
|
|
1985
|
|
1997
|
|
(1)
|
||||||||||||
8000 Corporate Court, Building Eleven
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
136
|
|
|
3,071
|
|
|
1,596
|
|
|
774
|
|
|
4,029
|
|
|
—
|
|
|
—
|
|
|
4,803
|
|
|
2,909
|
|
|
1989
|
|
1997
|
|
(1)
|
||||||||||||
7374 Boston Boulevard, Building Four
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
241
|
|
|
1,605
|
|
|
1,913
|
|
|
398
|
|
|
3,361
|
|
|
—
|
|
|
—
|
|
|
3,759
|
|
|
2,578
|
|
|
1984
|
|
1997
|
|
(1)
|
||||||||||||
7375 Boston Boulevard, Building Ten
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
23
|
|
|
2,685
|
|
|
938
|
|
|
93
|
|
|
3,553
|
|
|
—
|
|
|
—
|
|
|
3,646
|
|
|
2,570
|
|
|
1988
|
|
1997
|
|
(1)
|
||||||||||||
7451 Boston Boulevard, Building Two
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
249
|
|
|
1,542
|
|
|
1,659
|
|
|
613
|
|
|
2,837
|
|
|
—
|
|
|
—
|
|
|
3,450
|
|
|
2,429
|
|
|
1982
|
|
1997
|
|
(1)
|
||||||||||||
32 Hartwell Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
168
|
|
|
1,943
|
|
|
1,012
|
|
|
314
|
|
|
2,809
|
|
|
—
|
|
|
—
|
|
|
3,123
|
|
|
1,974
|
|
|
1968/1979/1987
|
|
1997
|
|
(1)
|
||||||||||||
164 Lexington Road
|
|
Office
|
|
Billerica, MA
|
|
—
|
|
|
592
|
|
|
1,370
|
|
|
319
|
|
|
643
|
|
|
1,638
|
|
|
—
|
|
|
—
|
|
|
2,281
|
|
|
868
|
|
|
1982
|
|
1997
|
|
(1)
|
||||||||||||
The Avant at Reston Town Center
|
|
Residential
|
|
Reston, VA
|
|
—
|
|
|
20,350
|
|
|
91,995
|
|
|
830
|
|
|
20,350
|
|
|
92,825
|
|
|
—
|
|
|
—
|
|
|
113,175
|
|
|
9,780
|
|
|
2014
|
|
2010
|
|
(1)
|
||||||||||||
The Lofts at Atlantic Wharf
|
|
Residential
|
|
Boston, MA
|
|
—
|
|
|
3,529
|
|
|
54,891
|
|
|
1,768
|
|
|
3,529
|
|
|
56,659
|
|
|
—
|
|
|
—
|
|
|
60,188
|
|
|
9,622
|
|
|
2011
|
|
2007
|
|
(1)
|
||||||||||||
Boston Marriott Cambridge
|
|
Hotel
|
|
Cambridge, MA
|
|
—
|
|
|
478
|
|
|
37,918
|
|
|
38,799
|
|
|
1,201
|
|
|
75,994
|
|
|
—
|
|
|
—
|
|
|
77,195
|
|
|
47,753
|
|
|
1986
|
|
1997
|
|
(1)
|
||||||||||||
Kendall Center Green Garage
|
|
Garage
|
|
Cambridge, MA
|
|
—
|
|
|
—
|
|
|
35,035
|
|
|
7,448
|
|
|
103
|
|
|
42,380
|
|
|
—
|
|
|
—
|
|
|
42,483
|
|
|
10,779
|
|
|
1984
|
|
2006
|
|
(1)
|
||||||||||||
Kendall Center Yellow Garage
|
|
Garage
|
|
Cambridge, MA
|
|
—
|
|
|
1,256
|
|
|
15,697
|
|
|
1,621
|
|
|
1,434
|
|
|
17,140
|
|
|
—
|
|
|
—
|
|
|
18,574
|
|
|
5,181
|
|
|
2006
|
|
2004
|
|
(1)
|
||||||||||||
Kendall Center Blue Garage
|
|
Garage
|
|
Cambridge, MA
|
|
—
|
|
|
1,163
|
|
|
11,633
|
|
|
2,283
|
|
|
1,579
|
|
|
13,500
|
|
|
—
|
|
|
—
|
|
|
15,079
|
|
|
9,209
|
|
|
1990
|
|
1997
|
|
(1)
|
||||||||||||
Salesforce Tower
|
|
Development
|
|
San Francisco, CA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
947,106
|
|
|
200,349
|
|
|
55,318
|
|
|
—
|
|
|
691,439
|
|
|
947,106
|
|
|
116
|
|
|
N/A
|
|
2013
|
|
N/A
|
||||||||||||
Signature at Reston
|
|
Development
|
|
Reston, VA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
203,650
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
203,650
|
|
|
203,650
|
|
|
—
|
|
|
N/A
|
|
2013
|
|
N/A
|
||||||||||||
Proto Kendall Square
|
|
Development
|
|
Cambridge, MA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
82,905
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
82,905
|
|
|
82,905
|
|
|
—
|
|
|
N/A
|
|
2015
|
|
N/A
|
||||||||||||
145 Broadway
|
|
Development
|
|
Cambridge, MA
|
|
—
|
|
|
121
|
|
|
—
|
|
|
79,979
|
|
|
324
|
|
|
—
|
|
|
—
|
|
|
79,776
|
|
|
80,100
|
|
|
—
|
|
|
NA
|
|
1997
|
|
N/A
|
||||||||||||
191 Spring Street
|
|
Development
|
|
Lexington, MA
|
|
—
|
|
|
2,850
|
|
|
27,166
|
|
|
35,174
|
|
|
3,151
|
|
|
46,288
|
|
|
—
|
|
|
15,751
|
|
|
65,190
|
|
|
19,034
|
|
|
1971/1995
|
|
1997
|
|
(1)
|
(1)
|
Depreciation of the buildings and improvements are calculated over lives ranging from the life of the lease to 40 years.
|
(2)
|
Includes unamortized deferred financing costs totaling approximately
$(34.7) million
.
|
(3)
|
Includes pre-development costs.
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
Real Estate:
|
|
|
|
|
|
|
||||||
Balance at the beginning of the year
|
|
$
|
20,114,576
|
|
|
$
|
19,451,683
|
|
|
$
|
19,208,417
|
|
Additions to/improvements of real estate
|
|
1,099,286
|
|
|
977,287
|
|
|
700,792
|
|
|||
Assets sold/written-off
|
|
(155,148
|
)
|
|
(314,394
|
)
|
|
$
|
(457,526
|
)
|
||
Balance at the end of the year
|
|
$
|
21,058,714
|
|
|
$
|
20,114,576
|
|
|
$
|
19,451,683
|
|
Accumulated Depreciation:
|
|
|
|
|
|
|
||||||
Balance at the beginning of the year
|
|
$
|
4,201,891
|
|
|
$
|
3,905,940
|
|
|
$
|
3,529,978
|
|
Depreciation expense
|
|
497,059
|
|
|
560,024
|
|
|
486,450
|
|
|||
Assets sold/written-off
|
|
(132,380
|
)
|
|
(264,073
|
)
|
|
(110,488
|
)
|
|||
Balance at the end of the year
|
|
$
|
4,566,570
|
|
|
$
|
4,201,891
|
|
|
$
|
3,905,940
|
|
Boston Properties Limited Partnership
Schedule III—Real Estate and Accumulated Depreciation
December 31, 2017
(dollars in thousands)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
Original
|
|
Costs
Capitalized
Subsequent
to
Acquisition
|
|
Land and
Improvements
|
|
Building
and
Improvements
|
|
Land Held
for Development
|
|
Development
and
Construction
in Progress
|
|
Total
|
|
Accumulated
Depreciation
|
|
Year(s) Built/
Renovated
|
|
Year(s) Acquired
|
|
Depreciable
Lives
(Years)
|
||||||||||||||||||||||||
Property Name
|
|
Type
|
|
Location
|
|
Encumbrances
|
|
Land
|
|
Building
|
|
|||||||||||||||||||||||||||||||||||||||||
767 Fifth Avenue (the General Motors Building)
|
|
Office
|
|
New York, NY
|
|
$
|
2,267,041
|
|
|
$
|
1,796,252
|
|
|
$
|
1,532,654
|
|
|
$
|
135,559
|
|
|
$
|
1,796,252
|
|
|
$
|
1,668,213
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,464,465
|
|
|
$
|
222,981
|
|
|
1968
|
|
2013
|
|
(1)
|
||
Prudential Center
|
|
Office
|
|
Boston, MA
|
|
—
|
|
|
92,077
|
|
|
948,357
|
|
|
441,339
|
|
|
100,540
|
|
|
1,381,233
|
|
|
—
|
|
|
—
|
|
|
1,481,773
|
|
|
497,960
|
|
|
1965/1993/2002/2016-2017
|
|
1998/1999/2000
|
|
(1)
|
||||||||||||
Embarcadero Center
|
|
Office
|
|
San Francisco, CA
|
|
—
|
|
|
179,697
|
|
|
847,410
|
|
|
304,399
|
|
|
180,420
|
|
|
1,151,086
|
|
|
—
|
|
|
—
|
|
|
1,331,506
|
|
|
581,932
|
|
|
1970/1989
|
|
1998-1999
|
|
(1)
|
||||||||||||
399 Park Avenue
|
|
Office
|
|
New York, NY
|
|
—
|
|
|
339,200
|
|
|
700,358
|
|
|
121,810
|
|
|
339,200
|
|
|
822,168
|
|
|
—
|
|
|
—
|
|
|
1,161,368
|
|
|
296,763
|
|
|
1961
|
|
2002
|
|
(1)
|
||||||||||||
200 Clarendon Street and Garage
|
|
Office
|
|
Boston, MA
|
|
—
|
|
|
219,543
|
|
|
667,884
|
|
|
139,189
|
|
|
219,616
|
|
|
799,991
|
|
|
7,009
|
|
|
—
|
|
|
1,026,616
|
|
|
161,471
|
|
|
1976
|
|
2010
|
|
(1)
|
||||||||||||
601 Lexington Avenue
|
|
Office
|
|
New York, NY
|
|
672,142
|
|
|
241,600
|
|
|
494,782
|
|
|
253,504
|
|
|
279,281
|
|
|
607,406
|
|
|
—
|
|
|
103,199
|
|
|
989,886
|
|
|
246,814
|
|
|
1977/1997
|
|
2001
|
|
(1)
|
||||||||||||
250 West 55th Street
|
|
Office
|
|
New York, NY
|
|
—
|
|
|
285,263
|
|
|
603,167
|
|
|
43,296
|
|
|
285,263
|
|
|
646,463
|
|
|
—
|
|
|
—
|
|
|
931,726
|
|
|
72,058
|
|
|
2014
|
|
2007
|
|
(1)
|
||||||||||||
100 Federal Street
|
|
Office
|
|
Boston, MA
|
|
—
|
|
|
131,067
|
|
|
435,954
|
|
|
79,035
|
|
|
131,067
|
|
|
514,989
|
|
|
—
|
|
|
—
|
|
|
646,056
|
|
|
97,630
|
|
|
1971-1975/2017
|
|
2012
|
|
(1)
|
||||||||||||
Carnegie Center
|
|
Office
|
|
Princeton, NJ
|
|
—
|
|
|
107,997
|
|
|
389,359
|
|
|
140,642
|
|
|
104,617
|
|
|
530,527
|
|
|
2,854
|
|
|
—
|
|
|
637,998
|
|
|
224,256
|
|
|
1983-2016
|
|
1998/1999/2000/2007/2014/2017
|
|
(1)
|
||||||||||||
Times Square Tower
|
|
Office
|
|
New York, NY
|
|
—
|
|
|
165,413
|
|
|
380,438
|
|
|
49,071
|
|
|
159,694
|
|
|
435,228
|
|
|
—
|
|
|
—
|
|
|
594,922
|
|
|
182,850
|
|
|
2004
|
|
2000
|
|
(1)
|
||||||||||||
Atlantic Wharf
|
|
Office
|
|
Boston, MA
|
|
—
|
|
|
63,988
|
|
|
454,537
|
|
|
17,473
|
|
|
63,988
|
|
|
472,010
|
|
|
—
|
|
|
—
|
|
|
535,998
|
|
|
101,525
|
|
|
2011
|
|
2007
|
|
(1)
|
||||||||||||
Fountain Square
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
56,853
|
|
|
306,298
|
|
|
17,834
|
|
|
56,853
|
|
|
320,474
|
|
|
3,658
|
|
|
—
|
|
|
380,985
|
|
|
60,098
|
|
|
1986-1990
|
|
2012
|
|
(1)
|
||||||||||||
510 Madison Avenue
|
|
Office
|
|
New York, NY
|
|
—
|
|
|
103,000
|
|
|
253,665
|
|
|
23,875
|
|
|
103,000
|
|
|
277,540
|
|
|
—
|
|
|
—
|
|
|
380,540
|
|
|
54,056
|
|
|
2012
|
|
2010
|
|
(1)
|
||||||||||||
599 Lexington Avenue
|
|
Office
|
|
New York, NY
|
|
—
|
|
|
81,040
|
|
|
100,507
|
|
|
138,108
|
|
|
81,040
|
|
|
238,615
|
|
|
—
|
|
|
—
|
|
|
319,655
|
|
|
159,586
|
|
|
1986
|
|
1997
|
|
(1)
|
||||||||||||
680 Folsom Street
|
|
Office
|
|
San Francisco, CA
|
|
—
|
|
|
72,545
|
|
|
219,766
|
|
|
7,545
|
|
|
72,545
|
|
|
227,311
|
|
|
—
|
|
|
—
|
|
|
299,856
|
|
|
30,577
|
|
|
2014
|
|
2012
|
|
(1)
|
||||||||||||
South of Market and Democracy Tower
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
13,603
|
|
|
237,479
|
|
|
14,655
|
|
|
13,603
|
|
|
252,134
|
|
|
—
|
|
|
—
|
|
|
265,737
|
|
|
87,651
|
|
|
2008-2009
|
|
2003
|
|
(1)
|
||||||||||||
601 Massachusetts Avenue
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
95,310
|
|
|
165,173
|
|
|
2,341
|
|
|
95,310
|
|
|
167,514
|
|
|
—
|
|
|
—
|
|
|
262,824
|
|
|
12,177
|
|
|
2016
|
|
2008
|
|
(1)
|
||||||||||||
Bay Colony Corporate Center
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
18,789
|
|
|
148,451
|
|
|
73,418
|
|
|
18,789
|
|
|
221,869
|
|
|
—
|
|
|
—
|
|
|
240,658
|
|
|
57,320
|
|
|
1985-1989
|
|
2011
|
|
(1)
|
||||||||||||
Gateway Center
|
|
Office
|
|
San Francisco, CA
|
|
—
|
|
|
28,255
|
|
|
139,245
|
|
|
52,630
|
|
|
29,029
|
|
|
191,101
|
|
|
—
|
|
|
—
|
|
|
220,130
|
|
|
101,191
|
|
|
1984/1986/2002
|
|
1999
|
|
(1)
|
||||||||||||
535 Mission Street
|
|
Office
|
|
San Francisco, CA
|
|
—
|
|
|
40,933
|
|
|
148,378
|
|
|
3,259
|
|
|
40,933
|
|
|
151,637
|
|
|
—
|
|
|
—
|
|
|
192,570
|
|
|
14,637
|
|
|
2015
|
|
2013
|
|
(1)
|
||||||||||||
2200 Pennsylvania Avenue
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
—
|
|
|
183,541
|
|
|
4,907
|
|
|
—
|
|
|
188,448
|
|
|
—
|
|
|
—
|
|
|
188,448
|
|
|
46,780
|
|
|
2011
|
|
2008
|
|
(1)
|
||||||||||||
Mountain View Research Park
|
|
Office
|
|
Mountain View, CA
|
|
—
|
|
|
95,066
|
|
|
68,373
|
|
|
8,136
|
|
|
95,066
|
|
|
76,509
|
|
|
—
|
|
|
—
|
|
|
171,575
|
|
|
15,146
|
|
|
1977-1981/2007-2013
|
|
2013
|
|
(1)
|
||||||||||||
Reservoir Place
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
18,605
|
|
|
104,124
|
|
|
39,180
|
|
|
19,089
|
|
|
142,820
|
|
|
—
|
|
|
—
|
|
|
161,909
|
|
|
65,309
|
|
|
1955/1987/2017
|
|
1997/1998
|
|
(1)
|
||||||||||||
1330 Connecticut Avenue
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
25,982
|
|
|
82,311
|
|
|
28,226
|
|
|
25,982
|
|
|
110,537
|
|
|
—
|
|
|
—
|
|
|
136,519
|
|
|
21,484
|
|
|
1984
|
|
2004
|
|
(1)
|
||||||||||||
Kingstowne Towne Center
|
|
Office
|
|
Alexandria, VA
|
|
—
|
|
|
18,021
|
|
|
109,038
|
|
|
1,207
|
|
|
18,021
|
|
|
110,245
|
|
|
—
|
|
|
—
|
|
|
128,266
|
|
|
39,018
|
|
|
2003-2006
|
|
2007
|
|
(1)
|
||||||||||||
1333 New Hampshire Avenue
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
34,032
|
|
|
85,660
|
|
|
6,079
|
|
|
34,032
|
|
|
91,739
|
|
|
—
|
|
|
—
|
|
|
125,771
|
|
|
39,279
|
|
|
1996
|
|
2003
|
|
(1)
|
||||||||||||
One Freedom Square
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
9,929
|
|
|
84,504
|
|
|
26,981
|
|
|
9,883
|
|
|
111,531
|
|
|
—
|
|
|
—
|
|
|
121,414
|
|
|
49,037
|
|
|
2000
|
|
2003
|
|
(1)
|
||||||||||||
Weston Corporate Center
|
|
Office
|
|
Weston, MA
|
|
—
|
|
|
25,753
|
|
|
92,312
|
|
|
(123
|
)
|
|
25,854
|
|
|
92,088
|
|
|
—
|
|
|
—
|
|
|
117,942
|
|
|
23,125
|
|
|
2010
|
|
2001
|
|
(1)
|
||||||||||||
Capital Gallery
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
4,725
|
|
|
29,565
|
|
|
79,383
|
|
|
6,128
|
|
|
107,545
|
|
|
—
|
|
|
—
|
|
|
113,673
|
|
|
63,717
|
|
|
1981/2006
|
|
2007
|
|
(1)
|
||||||||||||
Two Freedom Square
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
13,930
|
|
|
77,739
|
|
|
17,167
|
|
|
13,866
|
|
|
94,970
|
|
|
—
|
|
|
—
|
|
|
108,836
|
|
|
46,532
|
|
|
2001
|
|
2003
|
|
(1)
|
||||||||||||
One and Two Reston Overlook
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
16,456
|
|
|
66,192
|
|
|
20,693
|
|
|
15,074
|
|
|
88,267
|
|
|
—
|
|
|
—
|
|
|
103,341
|
|
|
43,627
|
|
|
1999
|
|
2000
|
|
(1)
|
Boston Properties Limited Partnership
Schedule 3—Real Estate and Accumulated Depreciation
December 31, 2017
(dollars in thousands)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
Original
|
|
Costs
Capitalized
Subsequent
to
Acquisition
|
|
Land and
Improvements
|
|
Building
and
Improvements
|
|
Land Held
for Development
|
|
Development
and
Construction
in Progress
|
|
Total
|
|
Accumulated
Depreciation
|
|
Year(s) Built/
Renovated
|
|
Year(s) Acquired
|
|
Depreciable
Lives
(Years)
|
||||||||||||||||||||||||
Property Name
|
|
Type
|
|
Location
|
|
Encumbrances
|
|
Land
|
|
Building
|
|
|||||||||||||||||||||||||||||||||||||||||
Discovery Square
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
11,198
|
|
|
71,782
|
|
|
18,869
|
|
|
11,146
|
|
|
90,703
|
|
|
—
|
|
|
—
|
|
|
101,849
|
|
|
41,928
|
|
|
2001
|
|
2003
|
|
(1)
|
||||||||||||
355 Main Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
18,863
|
|
|
53,346
|
|
|
27,152
|
|
|
21,098
|
|
|
78,263
|
|
|
—
|
|
|
—
|
|
|
99,361
|
|
|
26,850
|
|
|
1981/1996/2013
|
|
2006
|
|
(1)
|
||||||||||||
140 Kendrick Street
|
|
Office
|
|
Needham, MA
|
|
—
|
|
|
18,095
|
|
|
66,905
|
|
|
13,502
|
|
|
18,095
|
|
|
80,407
|
|
|
—
|
|
|
—
|
|
|
98,502
|
|
|
28,111
|
|
|
2000
|
|
2004
|
|
(1)
|
||||||||||||
10 CityPoint
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
1,953
|
|
|
85,752
|
|
|
2,670
|
|
|
1,953
|
|
|
88,422
|
|
|
—
|
|
|
—
|
|
|
90,375
|
|
|
4,673
|
|
|
2016
|
|
1997
|
|
(1)
|
||||||||||||
90 Broadway
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
19,104
|
|
|
52,078
|
|
|
17,001
|
|
|
20,741
|
|
|
67,442
|
|
|
—
|
|
|
—
|
|
|
88,183
|
|
|
19,220
|
|
|
1983/1998/2013
|
|
2006
|
|
(1)
|
||||||||||||
230 CityPoint
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
13,189
|
|
|
49,823
|
|
|
23,619
|
|
|
13,189
|
|
|
73,442
|
|
|
—
|
|
|
—
|
|
|
86,631
|
|
|
26,200
|
|
|
1992
|
|
2005
|
|
(1)
|
||||||||||||
77 CityPoint
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
13,847
|
|
|
60,383
|
|
|
5,598
|
|
|
13,847
|
|
|
65,981
|
|
|
—
|
|
|
—
|
|
|
79,828
|
|
|
23,024
|
|
|
2008
|
|
2001
|
|
(1)
|
||||||||||||
Waltham Weston Corporate Center
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
10,385
|
|
|
60,694
|
|
|
8,043
|
|
|
10,350
|
|
|
68,772
|
|
|
—
|
|
|
—
|
|
|
79,122
|
|
|
29,359
|
|
|
2003
|
|
1999
|
|
(1)
|
||||||||||||
3625-3635 Peterson Way
|
|
Office
|
|
Santa Clara, CA
|
|
—
|
|
|
63,206
|
|
|
14,879
|
|
|
138
|
|
|
63,206
|
|
|
14,879
|
|
|
138
|
|
|
—
|
|
|
78,223
|
|
|
5,120
|
|
|
1979
|
|
2016
|
|
(1)
|
||||||||||||
North First Business Park
|
|
Office
|
|
San Jose, CA
|
|
—
|
|
|
58,402
|
|
|
13,069
|
|
|
4,393
|
|
|
23,371
|
|
|
16,583
|
|
|
35,910
|
|
|
—
|
|
|
75,864
|
|
|
15,839
|
|
|
1981
|
|
2007
|
|
(1)
|
||||||||||||
300 Binney Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
18,080
|
|
|
51,262
|
|
|
140
|
|
|
18,080
|
|
|
51,402
|
|
|
—
|
|
|
—
|
|
|
69,482
|
|
|
7,755
|
|
|
2013
|
|
2009
|
|
(1)
|
||||||||||||
2440 West El Camino Real
|
|
Office
|
|
Mountain View, CA
|
|
—
|
|
|
16,741
|
|
|
51,285
|
|
|
1,287
|
|
|
16,741
|
|
|
52,572
|
|
|
—
|
|
|
—
|
|
|
69,313
|
|
|
10,790
|
|
|
1987/2003
|
|
2011
|
|
(1)
|
||||||||||||
Wisconsin Place
|
|
Office
|
|
Chevy Chase, MD
|
|
—
|
|
|
—
|
|
|
53,349
|
|
|
14,907
|
|
|
—
|
|
|
68,256
|
|
|
—
|
|
|
—
|
|
|
68,256
|
|
|
19,775
|
|
|
2009
|
|
2004
|
|
(1)
|
||||||||||||
Reston Corporate Center
|
|
Office
|
|
Reston, VA
|
|
—
|
|
|
9,135
|
|
|
50,857
|
|
|
3,625
|
|
|
9,496
|
|
|
54,121
|
|
|
—
|
|
|
—
|
|
|
63,617
|
|
|
26,178
|
|
|
1984
|
|
1998
|
|
(1)
|
||||||||||||
New Dominion Technology Park, Bldg. Two
|
|
Office
|
|
Herndon, VA
|
|
—
|
|
|
5,584
|
|
|
51,868
|
|
|
412
|
|
|
5,574
|
|
|
52,290
|
|
|
—
|
|
|
—
|
|
|
57,864
|
|
|
22,801
|
|
|
2004
|
|
1998
|
|
(1)
|
||||||||||||
200 West Street
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
16,148
|
|
|
24,983
|
|
|
8,012
|
|
|
16,148
|
|
|
32,995
|
|
|
—
|
|
|
—
|
|
|
49,143
|
|
|
20,538
|
|
|
1999
|
|
1997
|
|
(1)
|
||||||||||||
New Dominion Technology Park, Bldg. One
|
|
Office
|
|
Herndon, VA
|
|
32,691
|
|
|
3,880
|
|
|
43,227
|
|
|
1,072
|
|
|
3,880
|
|
|
44,299
|
|
|
—
|
|
|
—
|
|
|
48,179
|
|
|
25,304
|
|
|
2001
|
|
1998
|
|
(1)
|
||||||||||||
Sumner Square
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
624
|
|
|
28,745
|
|
|
16,920
|
|
|
958
|
|
|
45,331
|
|
|
—
|
|
|
—
|
|
|
46,289
|
|
|
23,103
|
|
|
1985
|
|
1999
|
|
(1)
|
||||||||||||
255 Main Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
134
|
|
|
25,110
|
|
|
19,927
|
|
|
134
|
|
|
45,037
|
|
|
—
|
|
|
—
|
|
|
45,171
|
|
|
27,878
|
|
|
1987
|
|
1997
|
|
(1)
|
||||||||||||
University Place
|
|
Office
|
|
Cambridge, MA
|
|
7,407
|
|
|
—
|
|
|
37,091
|
|
|
7,557
|
|
|
27
|
|
|
44,621
|
|
|
—
|
|
|
—
|
|
|
44,648
|
|
|
25,971
|
|
|
1985
|
|
1998
|
|
(1)
|
||||||||||||
2600 Tower Oaks Boulevard
|
|
Office
|
|
Rockville, MD
|
|
—
|
|
|
4,243
|
|
|
31,125
|
|
|
7,704
|
|
|
4,244
|
|
|
38,828
|
|
|
—
|
|
|
—
|
|
|
43,072
|
|
|
20,529
|
|
|
2001
|
|
1998
|
|
(1)
|
||||||||||||
Quorum Office Park
|
|
Office
|
|
Chelmsford, MA
|
|
—
|
|
|
3,750
|
|
|
32,454
|
|
|
4,115
|
|
|
4,762
|
|
|
35,557
|
|
|
—
|
|
|
—
|
|
|
40,319
|
|
|
16,211
|
|
|
2001
|
|
2000
|
|
(1)
|
||||||||||||
500 E Street
|
|
Office
|
|
Washington, DC
|
|
—
|
|
|
109
|
|
|
22,420
|
|
|
11,503
|
|
|
1,569
|
|
|
32,463
|
|
|
—
|
|
|
—
|
|
|
34,032
|
|
|
23,051
|
|
|
1987
|
|
1997
|
|
(1)
|
||||||||||||
150 Broadway
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
850
|
|
|
25,042
|
|
|
6,535
|
|
|
822
|
|
|
31,605
|
|
|
—
|
|
|
—
|
|
|
32,427
|
|
|
16,477
|
|
|
1999
|
|
1997
|
|
(1)
|
||||||||||||
325 Main Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
174
|
|
|
12,200
|
|
|
11,192
|
|
|
772
|
|
|
22,794
|
|
|
—
|
|
|
—
|
|
|
23,566
|
|
|
12,675
|
|
|
1987/2013
|
|
1997
|
|
(1)
|
||||||||||||
105 Broadway
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
1,299
|
|
|
12,943
|
|
|
6,108
|
|
|
1,868
|
|
|
18,482
|
|
|
—
|
|
|
—
|
|
|
20,350
|
|
|
13,015
|
|
|
1990
|
|
1997
|
|
(1)
|
||||||||||||
Lexington Office Park
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
998
|
|
|
1,426
|
|
|
17,455
|
|
|
1,073
|
|
|
18,806
|
|
|
—
|
|
|
—
|
|
|
19,879
|
|
|
13,235
|
|
|
1982
|
|
1997
|
|
(1)
|
||||||||||||
201 Spring Street
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
2,849
|
|
|
15,303
|
|
|
(405
|
)
|
|
2,849
|
|
|
14,898
|
|
|
—
|
|
|
—
|
|
|
17,747
|
|
|
7,681
|
|
|
1997
|
|
1997
|
|
(1)
|
||||||||||||
The Point
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
6,395
|
|
|
10,040
|
|
|
409
|
|
|
6,480
|
|
|
10,364
|
|
|
—
|
|
|
—
|
|
|
16,844
|
|
|
714
|
|
|
2015
|
|
2007
|
|
(1)
|
||||||||||||
690 Folsom Street
|
|
Office
|
|
San Francisco, CA
|
|
—
|
|
|
3,219
|
|
|
11,038
|
|
|
1,157
|
|
|
3,219
|
|
|
12,195
|
|
|
—
|
|
|
—
|
|
|
15,414
|
|
|
1,295
|
|
|
2015
|
|
2012
|
|
(1)
|
||||||||||||
91 Hartwell Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
784
|
|
|
6,464
|
|
|
7,642
|
|
|
784
|
|
|
14,106
|
|
|
—
|
|
|
—
|
|
|
14,890
|
|
|
9,705
|
|
|
1985
|
|
1997
|
|
(1)
|
||||||||||||
92-100 Hayden Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
594
|
|
|
6,748
|
|
|
7,452
|
|
|
619
|
|
|
14,175
|
|
|
—
|
|
|
—
|
|
|
14,794
|
|
|
12,329
|
|
|
1985
|
|
1997
|
|
(1)
|
||||||||||||
181 Spring Street
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
1,066
|
|
|
9,520
|
|
|
1,941
|
|
|
1,066
|
|
|
11,461
|
|
|
—
|
|
|
—
|
|
|
12,527
|
|
|
5,109
|
|
|
1999
|
|
1997
|
|
(1)
|
||||||||||||
195 West Street
|
|
Office
|
|
Waltham, MA
|
|
—
|
|
|
1,611
|
|
|
6,652
|
|
|
3,351
|
|
|
1,611
|
|
|
10,003
|
|
|
—
|
|
|
—
|
|
|
11,614
|
|
|
7,736
|
|
|
1990
|
|
1997
|
|
(1)
|
||||||||||||
33 Hayden Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
266
|
|
|
3,234
|
|
|
7,744
|
|
|
266
|
|
|
10,978
|
|
|
—
|
|
|
—
|
|
|
11,244
|
|
|
8,067
|
|
|
1979
|
|
1997
|
|
(1)
|
Boston Properties Limited Partnership
Schedule 3—Real Estate and Accumulated Depreciation
December 31, 2017
(dollars in thousands)
|
||||||||||||||||||||||||||||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
Original
|
|
Costs
Capitalized
Subsequent
to
Acquisition
|
|
Land and
Improvements
|
|
Building
and
Improvements
|
|
Land Held
for Development
|
|
Development
and
Construction
in Progress
|
|
Total
|
|
Accumulated
Depreciation
|
|
Year(s) Built/
Renovated
|
|
Year(s) Acquired
|
|
Depreciable
Lives
(Years)
|
||||||||||||||||||||||||
Property Name
|
|
Type
|
|
Location
|
|
Encumbrances
|
|
Land
|
|
Building
|
|
|||||||||||||||||||||||||||||||||||||||||
7501 Boston Boulevard, Building Seven
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
665
|
|
|
9,273
|
|
|
314
|
|
|
665
|
|
|
9,587
|
|
|
—
|
|
|
—
|
|
|
10,252
|
|
|
4,732
|
|
|
1997
|
|
1997
|
|
(1)
|
||||||||||||
250 Binney Street
|
|
Office
|
|
Cambridge, MA
|
|
—
|
|
|
110
|
|
|
4,483
|
|
|
2,939
|
|
|
110
|
|
|
7,422
|
|
|
—
|
|
|
—
|
|
|
7,532
|
|
|
4,922
|
|
|
1983
|
|
1997
|
|
(1)
|
||||||||||||
7435 Boston Boulevard, Building One
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
392
|
|
|
3,822
|
|
|
3,304
|
|
|
486
|
|
|
7,032
|
|
|
—
|
|
|
—
|
|
|
7,518
|
|
|
5,354
|
|
|
1982
|
|
1997
|
|
(1)
|
||||||||||||
8000 Grainger Court, Building Five
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
366
|
|
|
4,282
|
|
|
2,781
|
|
|
453
|
|
|
6,976
|
|
|
—
|
|
|
—
|
|
|
7,429
|
|
|
5,511
|
|
|
1984
|
|
1997
|
|
(1)
|
||||||||||||
7450 Boston Boulevard, Building Three
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
1,165
|
|
|
4,681
|
|
|
1,359
|
|
|
1,327
|
|
|
5,878
|
|
|
—
|
|
|
—
|
|
|
7,205
|
|
|
3,354
|
|
|
1987
|
|
1998
|
|
(1)
|
||||||||||||
453 Ravendale Drive
|
|
Office
|
|
Mountain View, CA
|
|
—
|
|
|
5,477
|
|
|
1,090
|
|
|
408
|
|
|
5,477
|
|
|
1,498
|
|
|
—
|
|
|
—
|
|
|
6,975
|
|
|
472
|
|
|
1977
|
|
2012
|
|
(1)
|
||||||||||||
17 Hartwell Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
26
|
|
|
150
|
|
|
6,095
|
|
|
26
|
|
|
6,245
|
|
|
—
|
|
|
—
|
|
|
6,271
|
|
|
1,062
|
|
|
1968
|
|
1997
|
|
(1)
|
||||||||||||
7300 Boston Boulevard, Building Thirteen
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
608
|
|
|
4,773
|
|
|
497
|
|
|
608
|
|
|
5,270
|
|
|
—
|
|
|
—
|
|
|
5,878
|
|
|
2,737
|
|
|
2002
|
|
1997
|
|
(1)
|
||||||||||||
7601 Boston Boulevard, Building Eight
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
200
|
|
|
878
|
|
|
4,359
|
|
|
378
|
|
|
5,059
|
|
|
—
|
|
|
—
|
|
|
5,437
|
|
|
4,107
|
|
|
1986
|
|
1997
|
|
(1)
|
||||||||||||
7500 Boston Boulevard, Building Six
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
138
|
|
|
3,749
|
|
|
1,122
|
|
|
273
|
|
|
4,736
|
|
|
—
|
|
|
—
|
|
|
5,009
|
|
|
3,845
|
|
|
1985
|
|
1997
|
|
(1)
|
||||||||||||
8000 Corporate Court, Building Eleven
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
136
|
|
|
3,071
|
|
|
1,245
|
|
|
686
|
|
|
3,766
|
|
|
—
|
|
|
—
|
|
|
4,452
|
|
|
2,826
|
|
|
1989
|
|
1997
|
|
(1)
|
||||||||||||
7375 Boston Boulevard, Building Ten
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
23
|
|
|
2,685
|
|
|
757
|
|
|
47
|
|
|
3,418
|
|
|
—
|
|
|
—
|
|
|
3,465
|
|
|
2,532
|
|
|
1988
|
|
1997
|
|
(1)
|
||||||||||||
7374 Boston Boulevard, Building Four
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
241
|
|
|
1,605
|
|
|
1,530
|
|
|
303
|
|
|
3,073
|
|
|
—
|
|
|
—
|
|
|
3,376
|
|
|
2,494
|
|
|
1984
|
|
1997
|
|
(1)
|
||||||||||||
7451 Boston Boulevard, Building Two
|
|
Office
|
|
Springfield, VA
|
|
—
|
|
|
249
|
|
|
1,542
|
|
|
1,346
|
|
|
535
|
|
|
2,602
|
|
|
—
|
|
|
—
|
|
|
3,137
|
|
|
2,357
|
|
|
1982
|
|
1997
|
|
(1)
|
||||||||||||
32 Hartwell Avenue
|
|
Office
|
|
Lexington, MA
|
|
—
|
|
|
168
|
|
|
1,943
|
|
|
426
|
|
|
168
|
|
|
2,369
|
|
|
—
|
|
|
—
|
|
|
2,537
|
|
|
1,840
|
|
|
1968/1979/1987
|
|
1997
|
|
(1)
|
||||||||||||
164 Lexington Road
|
|
Office
|
|
Billerica, MA
|
|
—
|
|
|
592
|
|
|
1,370
|
|
|
117
|
|
|
592
|
|
|
1,487
|
|
|
—
|
|
|
—
|
|
|
2,079
|
|
|
819
|
|
|
1982
|
|
1997
|
|
(1)
|
||||||||||||
The Avant at Reston Town Center
|
|
Residential
|
|
Reston, VA
|
|
—
|
|
|
20,350
|
|
|
91,995
|
|
|
830
|
|
|
20,350
|
|
|
92,825
|
|
|
—
|
|
|
—
|
|
|
113,175
|
|
|
9,780
|
|
|
2014
|
|
2010
|
|
(1)
|
||||||||||||
The Lofts at Atlantic Wharf
|
|
Residential
|
|
Boston, MA
|
|
—
|
|
|
3,529
|
|
|
54,891
|
|
|
1,768
|
|
|
3,529
|
|
|
56,659
|
|
|
—
|
|
|
—
|
|
|
60,188
|
|
|
9,622
|
|
|
2011
|
|
2007
|
|
(1)
|
||||||||||||
Boston Marriott Cambridge
|
|
Hotel
|
|
Cambridge, MA
|
|
—
|
|
|
478
|
|
|
37,918
|
|
|
35,908
|
|
|
478
|
|
|
73,826
|
|
|
—
|
|
|
—
|
|
|
74,304
|
|
|
47,101
|
|
|
1986
|
|
1997
|
|
(1)
|
||||||||||||
Kendall Center Green Garage
|
|
Garage
|
|
Cambridge, MA
|
|
—
|
|
|
—
|
|
|
35,035
|
|
|
7,034
|
|
|
—
|
|
|
42,069
|
|
|
—
|
|
|
—
|
|
|
42,069
|
|
|
10,687
|
|
|
1984
|
|
2006
|
|
(1)
|
||||||||||||
Kendall Center Yellow Garage
|
|
Garage
|
|
Cambridge, MA
|
|
—
|
|
|
1,256
|
|
|
15,697
|
|
|
909
|
|
|
1,256
|
|
|
16,606
|
|
|
—
|
|
|
—
|
|
|
17,862
|
|
|
5,024
|
|
|
2006
|
|
2004
|
|
(1)
|
||||||||||||
Kendall Center Blue Garage
|
|
Garage
|
|
Cambridge, MA
|
|
—
|
|
|
1,163
|
|
|
11,633
|
|
|
618
|
|
|
1,163
|
|
|
12,251
|
|
|
—
|
|
|
—
|
|
|
13,414
|
|
|
8,834
|
|
|
1990
|
|
1997
|
|
(1)
|
||||||||||||
Salesforce Tower
|
|
Development
|
|
San Francisco, CA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
947,106
|
|
|
200,349
|
|
|
55,318
|
|
|
—
|
|
|
691,439
|
|
|
947,106
|
|
|
116
|
|
|
N/A
|
|
2013
|
|
N/A
|
||||||||||||
Signature at Reston
|
|
Development
|
|
Reston, VA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
203,650
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
203,650
|
|
|
203,650
|
|
|
—
|
|
|
N/A
|
|
2013
|
|
N/A
|
||||||||||||
Proto Kendall Square
|
|
Development
|
|
Cambridge, MA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
82,905
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
82,905
|
|
|
82,905
|
|
|
—
|
|
|
N/A
|
|
2015
|
|
N/A
|
||||||||||||
145 Broadway
|
|
Development
|
|
Cambridge, MA
|
|
—
|
|
|
121
|
|
|
—
|
|
|
79,776
|
|
|
121
|
|
|
—
|
|
|
—
|
|
|
79,776
|
|
|
79,897
|
|
|
—
|
|
|
NA
|
|
1997
|
|
N/A
|
||||||||||||
191 Spring Street
|
|
Development
|
|
Lexington, MA
|
|
—
|
|
|
2,850
|
|
|
27,166
|
|
|
34,542
|
|
|
2,850
|
|
|
45,957
|
|
|
—
|
|
|
15,751
|
|
|
64,558
|
|
|
18,934
|
|
|
1971/1995
|
|
1997
|
|
(1)
|
||||||||||||
6595 Springfield Center Drive (TSA Headquarters)
|
|
Development
|
|
Springfield, VA
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,918
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,918
|
|
|
41,918
|
|
|
—
|
|
|
N/A
|
|
2007
|
|
N/A
|
(1)
|
Depreciation of the buildings and improvements are calculated over lives ranging from the life of the lease to
40
years.
|
(2)
|
Includes unamortized deferred financing costs totaling approximately
$(34.7) million
.
|
(3)
|
Includes pre-development costs.
|
|
|
2017
|
|
2016
|
|
2015
|
||||||
Real Estate:
|
|
|
|
|
|
|
||||||
Balance at the beginning of the year
|
|
$
|
19,701,185
|
|
|
$
|
19,031,289
|
|
|
$
|
18,786,572
|
|
Additions to/improvements of real estate
|
|
1,099,286
|
|
|
977,287
|
|
|
700,792
|
|
|||
Assets sold/written-off
|
|
(153,235
|
)
|
|
(307,391
|
)
|
|
(456,075
|
)
|
|||
Balance at the end of the year
|
|
$
|
20,647,236
|
|
|
$
|
19,701,185
|
|
|
$
|
19,031,289
|
|
Accumulated Depreciation:
|
|
|
|
|
|
|
||||||
Balance at the beginning of the year
|
|
$
|
4,116,020
|
|
|
$
|
3,826,862
|
|
|
$
|
3,458,640
|
|
Depreciation expense
|
|
488,919
|
|
|
548,397
|
|
|
478,457
|
|
|||
Assets sold/written-off
|
|
(131,044
|
)
|
|
(259,239
|
)
|
|
(110,235
|
)
|
|||
Balance at the end of the year
|
|
$
|
4,473,895
|
|
|
$
|
4,116,020
|
|
|
$
|
3,826,862
|
|
|
|||
2.1
|
|
—
|
|
2.2
|
|
—
|
|
3.1
|
|
—
|
|
3.2
|
|
—
|
|
3.3
|
|
—
|
|
3.4
|
|
—
|
|
3.5
|
|
—
|
|
3.6
|
|
—
|
|
4.1
|
|
—
|
|
4.2
|
|
—
|
|
4.3
|
|
—
|
|
4.4
|
|
—
|
|
4.5
|
|
—
|
|
4.6
|
|
—
|
|
4.7
|
|
—
|
|
|||
4.8
|
|
—
|
|
4.9
|
|
—
|
|
4.10
|
|
—
|
|
4.11
|
|
—
|
|
4.12
|
|
—
|
|
10.1
|
|
—
|
|
10.2
|
|
—
|
|
10.3
|
|
—
|
|
10.4*
|
|
—
|
|
10.5*
|
|
—
|
|
10.6
|
|
—
|
|
10.7
|
|
|
|
10.8*
|
|
—
|
|
10.9*
|
|
—
|
|
10.10*
|
|
—
|
|
|||
10.11*
|
|
—
|
|
10.12*
|
|
—
|
|
10.13*
|
|
—
|
|
10.14*
|
|
—
|
|
10.15*
|
|
—
|
|
10.16*
|
|
—
|
|
10.17*
|
|
—
|
|
10.18*
|
|
—
|
|
10.19*
|
|
—
|
|
10.20*
|
|
—
|
|
10.21*
|
|
—
|
|
10.22*
|
|
—
|
|
10.23*
|
|
—
|
|
10.24*
|
|
—
|
|
10.25*
|
|
—
|
|
10.26*
|
|
—
|
|
10.27*
|
|
—
|
|
|||
10.28*
|
|
—
|
|
10.29*
|
|
—
|
|
10.30*
|
|
—
|
|
10.31*
|
|
—
|
|
10.32*
|
|
—
|
|
10.33*
|
|
—
|
|
10.34*
|
|
—
|
|
10.35*
|
|
—
|
|
10.36*
|
|
—
|
|
10.37*
|
|
—
|
|
10.38*
|
|
—
|
|
10.39*
|
|
—
|
|
10.40*
|
|
—
|
|
10.41*
|
|
—
|
|
10.42*
|
|
—
|
|
10.43
|
|
—
|
|
10.44*
|
|
—
|
|
10.45
|
|
—
|
|
12.1
|
|
—
|
|
|
|
|
|
BOSTON PROPERTIES, INC.
|
|
|
|
February 28, 2018
|
|
/s/ M
ICHAEL
E. L
A
B
ELLE
|
|
|
Michael E. LaBelle
|
|
|
Chief Financial Officer
|
|
|
(duly authorized officer and principal financial officer)
|
|
|
|
|
|
February 28, 2018
|
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ O
WEN
D. T
HOMAS
|
|
|
|
|
Owen D. Thomas
Director, Chief Executive Officer and Principal Executive Officer
|
|
|
|
||
|
|
By:
|
|
/s/ D
OUGLAS
T. L
INDE
|
|
|
|
|
Douglas T. Linde
Director and President
|
|
|
|
|
|
|
|
By:
|
|
/s/ B
RUCE
W
.
D
UNCAN
|
|
|
|
|
Bruce W. Duncan
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ K
AREN
E
.
D
YKSTRA
|
|
|
|
|
Karen E. Dykstra
Director
|
|
|
|
||
|
|
By:
|
|
/s/ C
AROL
B. E
INIGER
|
|
|
|
|
Carol B. Einiger
Director
|
|
|
|
||
|
|
By:
|
|
/s/ D
R
. J
ACOB
A. F
RENKEL
|
|
|
|
|
Dr. Jacob A. Frenkel
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ J
OEL
I. K
LEIN
|
|
|
|
|
Joel I. Klein
Director
|
|
|
|
||
|
|
By:
|
|
/s/ M
ATTHEW
J. L
USTIG
|
|
|
|
|
Matthew J. Lustig
Director
|
|
|
|
||
|
|
By:
|
|
/s/ A
LAN
J. P
ATRICOF
|
|
|
|
|
Alan J. Patricof
Director
|
|
|
|
||
|
|
By:
|
|
/s/ M
ARTIN
T
URCHIN
|
|
|
|
|
Martin Turchin
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ D
AVID
A. T
WARDOCK
|
|
|
|
|
David A. Twardock
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ M
ICHAEL
E. L
A
B
ELLE
|
|
|
|
|
Michael E. LaBelle
Executive Vice President, Chief Financial Officer and
Principal Financial Officer
|
|
|
|
|
|
|
|
By:
|
|
/s/ M
ICHAEL
R
.
W
ALSH
|
|
|
|
|
Michael R. Walsh
Senior Vice President, Chief Accounting Officer and
Principal Accounting Officer
|
|
|
BOSTON PROPERTIES LIMITED PARTNERSHIP
|
|
|
By: Boston Properties, Inc., its General Partner
|
February 28, 2018
|
|
/s/ M
ICHAEL
E. L
A
B
ELLE
|
|
|
Michael E. LaBelle
|
|
|
Chief Financial Officer
(duly authorized officer and principal financial officer)
|
|
|
|
|
|
February 28, 2018
|
|
|
|
|
|
|
|
||
|
|
By:
|
|
/s/ O
WEN
D. T
HOMAS
|
|
|
|
|
Owen D. Thomas
Director, Chief Executive Officer and Principal Executive Officer
|
|
|
|
||
|
|
By:
|
|
/s/ D
OUGLAS
T. L
INDE
|
|
|
|
|
Douglas T. Linde
Director and President
|
|
|
|
||
|
|
By:
|
|
/s/ B
RUCE
W
.
D
UNCAN
|
|
|
|
|
Bruce W. Duncan
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ K
AREN
E
.
D
YKSTRA
|
|
|
|
|
Karen E. Dykstra
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ C
AROL
B. E
INIGER
|
|
|
|
|
Carol B. Einiger
Director
|
|
|
|
||
|
|
By:
|
|
/s/ D
R
. J
ACOB
A. F
RENKEL
|
|
|
|
|
Dr. Jacob A. Frenkel
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ J
OEL
I. K
LEIN
|
|
|
|
|
Joel I. Klein
Director
|
|
|
|
||
|
|
By:
|
|
/s/ M
ATTHEW
J. L
USTIG
|
|
|
|
|
Matthew J. Lustig
Director
|
|
|
|
|
|
|
|
|
|
|
By:
|
|
/s/ A
LAN
J. P
ATRICOF
|
|
|
|
|
Alan J. Patricof
Director
|
|
|
|
||
|
|
By:
|
|
/s/ M
ARTIN
T
URCHIN
|
|
|
|
|
Martin Turchin
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ D
AVID
A. T
WARDOCK
|
|
|
|
|
David A. Twardock
Director
|
|
|
|
|
|
|
|
By:
|
|
/s/ M
ICHAEL
E. L
A
B
ELLE
|
|
|
|
|
Michael E. LaBelle
Executive Vice President, Chief Financial Officer and
Principal Financial Officer
|
|
|
|
|
|
|
|
By:
|
|
/s/ M
ICHAEL
R
.
W
ALSH
|
|
|
|
|
Michael R. Walsh
Senior Vice President, Chief Accounting Officer and
Principal Accounting Officer
|
1.
|
The following additional defined term shall be inserted in Article 1 of the Partnership Agreement, in alphabetical order:
|
2.
|
Section 10.5 of the Partnership Agreement is hereby amended and restated in its entirety as follows:
|
3.
|
Exhibit D to the Partnership Agreement is hereby amended and replaced with the revised Exhibit D attached hereto as Schedule 1.
|
GENERAL PARTNER:
|
|
BOSTON PROPERTIES, INC.
|
|
|
|
|
|
By:
|
/s/ Douglas T. Linde
|
Name:
|
Douglas T. Linde
|
Title:
|
President
|
|
|
|
|
LIMITED PARTNER:
|
|
BOSTON PROPERTIES, INC.
|
|
|
|
|
|
By:
|
/s/ Douglas T. Linde
|
Name:
|
Douglas T. Linde
|
Title:
|
President
|
|
|
|
(Signature of Limited Partner)
|
|
(Street Address)
|
|
(City) (State) (Zip Code)
|
|
|
Signature Medallion Guaranteed by:
|
|
BOSTON PROPERTIES, INC.
|
|
|
|
|
|
By:
|
/s/ Owen D. Thomas
|
|
Owen D. Thomas
|
|
Chief Executive Officer
|
|
|
|
|
|
/s/ John F. Powers
|
|
John F. Powers
|
|
|
Year Ended December 31,
|
||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|||||||||||
|
|
(Dollars in thousands)
|
||||||||||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Add:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations before income from unconsolidated joint ventures, gains on consolidation of joint ventures and gain on sale of investment in unconsolidated joint venture
|
|
$
|
543,586
|
|
|
$
|
421,927
|
|
|
$
|
401,253
|
|
|
$
|
345,249
|
|
|
$
|
242,583
|
|
Gains on sales of real estate
|
|
7,663
|
|
|
80,606
|
|
|
375,895
|
|
|
168,039
|
|
|
—
|
|
|||||
Amortization of interest capitalized
|
|
10,976
|
|
|
10,685
|
|
|
10,203
|
|
|
8,211
|
|
|
5,522
|
|
|||||
Distributions from unconsolidated joint ventures
|
|
26,858
|
|
|
24,955
|
|
|
8,469
|
|
|
7,372
|
|
|
17,600
|
|
|||||
Fixed charges (see below)
|
|
440,269
|
|
|
456,710
|
|
|
471,441
|
|
|
515,891
|
|
|
528,116
|
|
|||||
Subtract:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest capitalized
|
|
(61,070
|
)
|
|
(39,237
|
)
|
|
(34,213
|
)
|
|
(52,476
|
)
|
|
(68,152
|
)
|
|||||
Preferred distributions of consolidated subsidiaries
|
|
—
|
|
|
—
|
|
|
(6
|
)
|
|
(1,023
|
)
|
|
(6,046
|
)
|
|||||
Noncontrolling interests in income of subsidiaries that have not incurred fixed charges
|
|
(39,429
|
)
|
|
(37,171
|
)
|
|
(40,248
|
)
|
|
(28,958
|
)
|
|
(5,818
|
)
|
|||||
Total earnings
|
|
$
|
928,853
|
|
|
$
|
918,475
|
|
|
$
|
1,192,794
|
|
|
$
|
962,305
|
|
|
$
|
713,805
|
|
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expensed
|
|
$
|
374,481
|
|
|
$
|
412,849
|
|
|
$
|
432,196
|
|
|
$
|
455,743
|
|
|
$
|
447,240
|
|
Interest capitalized
|
|
61,070
|
|
|
39,237
|
|
|
34,213
|
|
|
52,476
|
|
|
68,152
|
|
|||||
Portion of rental expense representative of the interest factor (one-third of rental expense)
|
|
4,718
|
|
|
4,624
|
|
|
5,026
|
|
|
6,649
|
|
|
6,678
|
|
|||||
Preferred distributions of consolidated subsidiaries
|
|
—
|
|
|
—
|
|
|
6
|
|
|
1,023
|
|
|
6,046
|
|
|||||
Total fixed charges
|
|
$
|
440,269
|
|
|
$
|
456,710
|
|
|
$
|
471,441
|
|
|
$
|
515,891
|
|
|
$
|
528,116
|
|
Preferred dividends
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
10,500
|
|
|
8,057
|
|
|||||
Total combined fixed charges and preferred dividends
|
|
$
|
450,769
|
|
|
$
|
467,210
|
|
|
$
|
481,941
|
|
|
$
|
526,391
|
|
|
$
|
536,173
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of earnings to fixed charges
|
|
2.11
|
|
|
2.01
|
|
|
2.53
|
|
|
1.87
|
|
|
1.35
|
|
|||||
Ratio of earnings to combined fixed charges and preferred dividends
|
|
2.06
|
|
|
1.97
|
|
|
2.47
|
|
|
1.83
|
|
|
1.33
|
|
|
|
Year Ended December 31,
|
||||||||||||||||||
|
2017
|
|
2016
|
|
2015
|
|
2014
|
|
2013
|
|||||||||||
|
|
(Dollars in thousands)
|
||||||||||||||||||
Earnings:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Add:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Income from continuing operations before income from unconsolidated joint ventures, gains on consolidation of joint ventures and gain on sale of investment in unconsolidated joint venture
|
|
$
|
551,726
|
|
|
$
|
433,554
|
|
|
$
|
409,246
|
|
|
$
|
353,758
|
|
|
$
|
254,536
|
|
Gains on sales of real estate
|
|
8,240
|
|
|
82,775
|
|
|
377,093
|
|
|
174,686
|
|
|
—
|
|
|||||
Amortization of interest capitalized
|
|
10,976
|
|
|
10,685
|
|
|
10,203
|
|
|
8,211
|
|
|
5,522
|
|
|||||
Distributions from unconsolidated joint ventures
|
|
26,858
|
|
|
24,955
|
|
|
8,469
|
|
|
7,372
|
|
|
17,600
|
|
|||||
Fixed charges (see below)
|
|
440,269
|
|
|
456,710
|
|
|
471,435
|
|
|
514,868
|
|
|
522,070
|
|
|||||
Subtract:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest capitalized
|
|
(61,070
|
)
|
|
(39,237
|
)
|
|
(34,213
|
)
|
|
(52,476
|
)
|
|
(68,152
|
)
|
|||||
Noncontrolling interests in income of subsidiaries that have not incurred fixed charges
|
|
(39,429
|
)
|
|
(37,171
|
)
|
|
(40,248
|
)
|
|
(28,958
|
)
|
|
(5,818
|
)
|
|||||
Total earnings
|
|
$
|
937,570
|
|
|
$
|
932,271
|
|
|
$
|
1,201,985
|
|
|
$
|
977,461
|
|
|
$
|
725,758
|
|
Fixed charges:
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Interest expensed
|
|
$
|
374,481
|
|
|
$
|
412,849
|
|
|
$
|
432,196
|
|
|
$
|
455,743
|
|
|
$
|
447,240
|
|
Interest capitalized
|
|
61,070
|
|
|
39,237
|
|
|
34,213
|
|
|
52,476
|
|
|
68,152
|
|
|||||
Portion of rental expense representative of the interest factor (one-third of rental expense)
|
|
4,718
|
|
|
4,624
|
|
|
5,026
|
|
|
6,649
|
|
|
6,678
|
|
|||||
Total fixed charges
|
|
$
|
440,269
|
|
|
$
|
456,710
|
|
|
$
|
471,435
|
|
|
$
|
514,868
|
|
|
$
|
522,070
|
|
Preferred distributions
|
|
10,500
|
|
|
10,500
|
|
|
10,506
|
|
|
11,523
|
|
|
14,103
|
|
|||||
Total combined fixed charges and preferred distributions
|
|
$
|
450,769
|
|
|
$
|
467,210
|
|
|
$
|
481,941
|
|
|
$
|
526,391
|
|
|
$
|
536,173
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Ratio of earnings to fixed charges
|
|
2.13
|
|
|
2.04
|
|
|
2.55
|
|
|
1.90
|
|
|
1.39
|
|
|||||
Ratio of earnings to combined fixed charges and preferred distributions
|
|
2.08
|
|
|
2.00
|
|
|
2.49
|
|
|
1.86
|
|
|
1.35
|
|
Entity Name
|
|
State of Organization
|
100 Federal JV LLC
|
|
Delaware
|
100 Federal Subsidiary REIT LLC
|
|
Delaware
|
100 Federal TRS LLC
|
|
Delaware
|
101 Carnegie Center Associates
|
|
New Jersey
|
1265 Main Office JV LLC
|
|
Delaware
|
1265 Main Office Subsidiary LLC
|
|
Delaware
|
1330 Connecticut Fitness Center TRS LLC
|
|
Delaware
|
17M Associates
|
|
District of Columbia
|
191 Spring Street Trust
|
|
Massachusetts
|
206 Associates Limited Partnership
|
|
New Jersey
|
210 Associates Limited Partnership
|
|
New Jersey
|
211 Associates Limited Partnership
|
|
New Jersey
|
30 Shattuck Road LLC
|
|
Delaware
|
343 Madison Avenue Venture, LLC
|
|
Delaware
|
399 Services LLC
|
|
Delaware
|
40-46 Harvard Street Trust
|
|
Massachusetts
|
500 North Capitol LLC
|
|
Delaware
|
500 North Capitol Venture LLC
|
|
Delaware
|
501 K Street LLC
|
|
Delaware
|
501 K Street Property Owner LLC
|
|
Delaware
|
540 Land Partners LLC
|
|
Delaware
|
540 Madison Partners LLC
|
|
Delaware
|
540 Madison Venture LLC
|
|
Delaware
|
601 Mass Fitness Center TRS LLC
|
|
Delaware
|
635 Mass Ave LLC
|
|
Delaware
|
767 Fifth Junior Mezz LLC
|
|
Delaware
|
767 Fifth Lender LLC
|
|
Delaware
|
767 Fifth Partners LLC
|
|
Delaware
|
767 Fifth Senior Mezz LLC
|
|
Delaware
|
767 Fifth TRS LLC
|
|
Delaware
|
767 Venture, LLC
|
|
Delaware
|
7750 Wisconsin Avenue LLC
|
|
Delaware
|
7750 Wisconsin Avenue Property Owner LLC
|
|
Delaware
|
90 Church Street Limited Partnership
|
|
Delaware
|
901 New York Avenue Fitness Center LLC
|
|
Delaware
|
901 New York LLC
|
|
Delaware
|
901 New York REIT LLC
|
|
Delaware
|
91 Hartwell Avenue Trust
|
|
Massachusetts
|
92 Hayden Avenue Trust
|
|
Massachusetts
|
AJ Lot 2R Financing LLC
|
|
Delaware
|
AJ Lot 2R LLC
|
|
Delaware
|
AJ Lot 3R Financing LLC
|
|
Delaware
|
AJ Lot 3R LLC
|
|
Delaware
|
Entity Name
|
|
State of Organization
|
AJ Lot 4R Financing LLC
|
|
Delaware
|
AJ Lot 4R LLC
|
|
Delaware
|
AJ Lot 6 Financing LLC
|
|
Delaware
|
AJ Lot 6 LLC
|
|
Delaware
|
AJ Lot 7R LLC
|
|
Delaware
|
AJ Lot 8 LLC
|
|
Delaware
|
Annapolis Junction NFM LLC
|
|
Delaware
|
Atlantic Wharf JV LLC
|
|
Delaware
|
Atlantic Wharf Subsidiary REIT LLC
|
|
Delaware
|
Big Apple Associates Limited Partnership
|
|
Delaware
|
Block 4 LLC
|
|
Delaware
|
BNY Tower Associates LLC
|
|
Delaware
|
BNY Tower Holdings LLC
|
|
Delaware
|
Boston Properties Limited Partnership
|
|
Delaware
|
Boston Properties LLC
|
|
Delaware
|
Boston Properties Management, Inc.
|
|
Delaware
|
Boston Properties Services, LLC
|
|
Delaware
|
Boston Properties TRS, Inc.
|
|
Delaware
|
BP 10 CityPoint Cafe LLC
|
|
delaware
|
BP 103 Fourth Avenue LLC
|
|
Delaware
|
BP 111 Huntington Ave LLC
|
|
Delaware
|
BP 1265 Main LLC
|
|
Delaware
|
BP 1330 Connecticut Avenue LLC
|
|
Delaware
|
BP 1333 New Hampshire Avenue LLC
|
|
Delaware
|
BP 140 Kendrick Street Cafe LLC
|
|
Delaware
|
BP 140 Kendrick Street LLC
|
|
Delaware
|
BP 140 Kendrick Street Property LLC
|
|
Delaware
|
BP 17 Hartwell LLC
|
|
Delaware
|
BP 201 Spring Street LLC
|
|
Delaware
|
BP 230 City Point Cafe LLC
|
|
Delaware
|
BP 343 Madison Associates, LLC
|
|
Delaware
|
BP 399 Park Avenue LLC
|
|
Delaware
|
BP 500 North Capitol LLC
|
|
Delaware
|
BP 501 K Street Member LLC
|
|
Delaware
|
BP 510 Madison Ave LLC
|
|
Delaware
|
BP 510 Madison HC LLC
|
|
Delaware
|
BP 510 Madison LLC
|
|
Delaware
|
BP 540 Madison LLC
|
|
Delaware
|
BP 599 Lexington Avenue LLC
|
|
Delaware
|
BP 767 Fifth LLC
|
|
Delaware
|
BP 888 Boylston LLC
|
|
Delaware
|
BP 99 Third Avenue LLC
|
|
Delaware
|
BP Atlantic Wharf Master Tenant LLC
|
|
Delaware
|
BP AW Garage LLC
|
|
Delaware
|
BP AW Retail LLC
|
|
Delaware
|
BP AW Tower Office LLC
|
|
Delaware
|
BP AW Waterfront Office LLC
|
|
Delaware
|
BP AWRR Trustee I LLC
|
|
Delaware
|
BP AWRR Trustee II LLC
|
|
Delaware
|
Entity Name
|
|
State of Organization
|
BP AWTO Trustee I LLC
|
|
Delaware
|
BP AWTO Trustee II LLC
|
|
Delaware
|
BP AWTO Trustee III LLC
|
|
Delaware
|
BP Bay Colony Cafe LLC
|
|
Delaware
|
BP Bay Colony HC LLC
|
|
Delaware
|
BP Bay Colony Holdings LLC
|
|
Delaware
|
BP Bay Colony LLC
|
|
Delaware
|
BP Bedford Street Cafe LLC
|
|
Delaware
|
BP Belvidere LLC
|
|
Delaware
|
BP Cambridge Center Residential LLC
|
|
Delaware
|
BP CityPoint Association Member LLC
|
|
Delaware
|
BP Crane Meadow, L.L.C.
|
|
Delaware
|
BP East Garage LLC
|
|
Delaware
|
BP EC1 Holdings LLC
|
|
Delaware
|
BP EC2 Holdings LLC
|
|
Delaware
|
BP EC3 Holdings LLC
|
|
Delaware
|
BP EC4 Holdings LLC
|
|
Delaware
|
BP Federal Street LLLC
|
|
Delaware
|
BP Five CC LLC
|
|
Delaware
|
BP Four CC LLC
|
|
Delaware
|
BP Fourth Avenue Cafe LLC
|
|
Delaware
|
BP Fourth Avenue, LLC
|
|
Delaware
|
BP Hancock LLC
|
|
Delaware
|
BP Hancock Parking LLC
|
|
Delaware
|
BP Hartwell Avenue Cafe LLC
|
|
Delaware
|
BP Hayden Avenue Cafe LLC
|
|
Delaware
|
BP Hotel JV Member LLC
|
|
Delaware
|
BP Hotel LLC
|
|
Delaware
|
BP II LLC
|
|
Delaware
|
BP III LLC
|
|
Delaware
|
BP Jones Road Cafe LLC
|
|
Delaware
|
BP Kingstowne Office Building K LLC
|
|
Delaware
|
BP Kingstowne Office Building T LLC
|
|
Delaware
|
BP Kingstowne Theatre LLC
|
|
Delaware
|
BP LOP LLC
|
|
Delaware
|
BP Mall Road Cafe LLC
|
|
Delaware
|
BP Management, L.P.
|
|
Delaware
|
BP Market Square North GP LLC
|
|
Delaware
|
BP Mill Road Cafe LLC
|
|
Delaware
|
BP Navy Yard Member LLC
|
|
Delaware
|
BP New Dominion Technology Park II LLC
|
|
Delaware
|
BP New York LLC
|
|
Delaware
|
BP Podium JV Member LLC
|
|
Delaware
|
BP Prospect Place LLC
|
|
Delaware
|
BP Prucenter Acquisition LLC
|
|
Delaware
|
BP Prucenter Development LLC
|
|
Delaware
|
BP Prucenter Exeter LLC
|
|
Delaware
|
BP Prucenter Fairfield LLC
|
|
Delaware
|
Entity Name
|
|
State of Organization
|
BP RB Developer LLC
|
|
Delaware
|
BP Realty New Jersey, LLC
|
|
New Jersey
|
BP Realty Washington LLC
|
|
Delaware
|
BP Reservoir Place Cafe LLC
|
|
Delaware
|
BP Reservoir Place Fitness LLC
|
|
Delaware
|
BP Reservoir Place LLC
|
|
Delaware
|
BP Residential JV Member LLC
|
|
Delaware
|
BP Reston Eastgate, LLC
|
|
Delaware
|
BP RTC Member LLC
|
|
Delaware
|
BP Russia Building LLC
|
|
Delaware
|
BP Russia Wharf LLC
|
|
Delaware
|
BP Services TRS LLC
|
|
Delaware
|
BP Seven Cambridge Center LLC
|
|
Delaware
|
BP Seventeen Cambridge Center LLC
|
|
Delaware
|
BP Spring Street Cafe LLC
|
|
Delaware
|
BP Supermarket LLC
|
|
Delaware
|
BP Third Avenue LLC
|
|
Delaware
|
BP Times Square Tower Mezzanine LLC
|
|
Delaware
|
BP West Street Cafe LLC
|
|
Delaware
|
BP Weston Quarry LLC
|
|
Delaware
|
BP Weston Quarry Residential LLC
|
|
Delaware
|
BP/CGCenter I LLC
|
|
Delaware
|
BP/CGCenter II LLC
|
|
Delaware
|
BP/CGCenter MM LLC
|
|
Delaware
|
BP/CRF 901 New York Avenue LLC
|
|
Delaware
|
BP/CRF Metropolitan Square LLC
|
|
Delaware
|
BP/DC 767 Fifth LLC
|
|
Delaware
|
BP/DC Properties, Inc.
|
|
Maryland
|
BP/DC REIT LLC
|
|
Delaware
|
BP-AJ LLC
|
|
Delaware
|
BPI EC4 LLC
|
|
Delaware
|
BPNS Garage General LLC
|
|
Delaware
|
BPNS Garage Limited LLC
|
|
Delaware
|
BPNS Hotel General LLC
|
|
Delaware
|
BPNS Hotel Limited LLC
|
|
Delaware
|
BPNS Office General LLC
|
|
Delaware
|
BPNS Office Limited LLC
|
|
Delaware
|
BPNS Podium General LLC
|
|
Delaware
|
BPNS Podium Limited LLC
|
|
Delaware
|
BPNS Residential General LLC
|
|
Delaware
|
BPNS Residential Limited LLC
|
|
Delaware
|
BP-WP Project Developer Manager LLC
|
|
Delaware
|
BXP 2100 Penn LLC
|
|
Delaware
|
BXP 601 & 651 Gateway Center LP
|
|
Delaware
|
BXP 611 Gateway Center LP
|
|
Delaware
|
BXP 7750 Wisconsin Avenue LLC
|
|
Delaware
|
BXP Almaden Associates LP
|
|
Delaware
|
BXP California GP LLC
|
|
Delaware
|
Entity Name
|
|
State of Organization
|
BXP Colorado GP LLC
|
|
Delaware
|
BXP Colorado LP LLC
|
|
Delaware
|
BXP Folsom-Hawthorne LP
|
|
Delaware
|
BXP MacArthur LLC
|
|
Delaware
|
BXP Mission 535 LP
|
|
Delaware
|
BXP North First LP
|
|
Delaware
|
BXP Peterson LP
|
|
Delaware
|
BXP Ravendale LP
|
|
Delaware
|
BXP Research Park LP
|
|
Delaware
|
BXP TB Development LLC
|
|
Delaware
|
BXP Transbay Management LLC
|
|
Delaware
|
BXP West El Camino LP
|
|
Delaware
|
BXP Zanker Road LP
|
|
Delaware
|
CA-Colorado Center Limited Partnership
|
|
Delaware
|
CA-Colorado Center TRS LLC
|
|
Delaware
|
CA-Colorado Center, L.L.C.
|
|
Delaware
|
Cambridge Center North Trust
|
|
Massachusetts
|
Cambridge Center West Garage LLC
|
|
Delaware
|
Cambridge Center West Trust
|
|
Massachusetts
|
Carnegie 103 Associates, LLC
|
|
Delaware
|
Carnegie 214 Associates Limited Partnership
|
|
New Jersey
|
Carnegie 408 Associates, LLC
|
|
Delaware
|
Carnegie 504 Associates
|
|
New Jersey
|
Carnegie 506 Associates
|
|
New Jersey
|
Carnegie 508 Associates
|
|
New Jersey
|
Carnegie 510 Associates, L.L.C.
|
|
Delaware
|
Carnegie 804 Associates, LLC
|
|
Delaware
|
Carnegie Center Associates
|
|
New Jersey
|
Carnegie Center Cafes LLC
|
|
Delaware
|
Carnegie Center Fitness LLC
|
|
Delaware
|
CRF Met Square, LLC
|
|
Delaware
|
Discovery Square, L.L.C.
|
|
Delaware
|
Downtown Boston Properties Trust
|
|
Massachusetts
|
Elandzee Trust
|
|
Massachusetts
|
Eleven Cambridge Center Trust
|
|
Massachusetts
|
Embarcadero Center Associates
|
|
California
|
Embarcadero Center, Inc.
|
|
California
|
Four Embarcadero Center Venture
|
|
California
|
Fourteen Cambridge Center Trust
|
|
Massachusetts
|
Gladden Properties LLC
|
|
Delaware
|
Hayden Office Trust
|
|
Massachusetts
|
Hotel Tower Developer LLC
|
|
Delaware
|
Hotel Tower Owner GP, LLC
|
|
Delaware
|
Hotel Tower Owner, LP
|
|
Delaware
|
IXP, LLC
|
|
Vermont
|
Jones Road Development Associates LLC
|
|
Delaware
|
Lexreal Associates Limited Partnership
|
|
New York
|
LKE BP Fourth Avenue Limited Partnership
|
|
Massachusetts
|
Mall Road Trust
|
|
Massachusetts
|
Entity Name
|
|
State of Organization
|
Market Square North Associates Limited Partnership
|
|
Delaware
|
Market Square North Fitness Center LLC
|
|
Delaware
|
MBZ-Lex Trust
|
|
Massachusetts
|
Metropolitan Square REIT LLC
|
|
Delaware
|
MGA Virginia 85-1 Limited Partnership
|
|
Virginia
|
MGA Virginia 86-1 Limited Partnership
|
|
Virginia
|
MGA Virginia 86-2 Limited Partnership
|
|
Virginia
|
Montgomery Village GP LLC
|
|
Delaware
|
Montvale LLC
|
|
Maryland
|
New Dominion Technology Corp.
|
|
Delaware
|
New Dominion Technology Park II LLC
|
|
Delaware
|
New Dominion Technology Park LLC
|
|
Delaware
|
No. 1 Times Square Development LLC
|
|
Delaware
|
No. 5 Times Square Development LLC
|
|
Delaware
|
NY 510 Junior Mezz Lender LLC
|
|
Delaware
|
NYXP, LLC
|
|
Vermont
|
Ocean View Development Company Limited Partnership
|
|
District of Columbia
|
Office Tower Owner GP, LLC
|
|
Delaware
|
Office Tower Owner, LP
|
|
Delaware
|
One Cambridge Center Trust
|
|
Massachusetts
|
One Embarcadero Center Venture
|
|
California
|
One Freedom Square, L.L.C.
|
|
Delaware
|
One Tower Center Cafe LLC
|
|
Delaware
|
Podium Developer LLC
|
|
Delaware
|
Podium Owner GP, LLC
|
|
Delaware
|
Podium Owner, LP
|
|
Delaware
|
Princeton 202 Associates Limited Partnership
|
|
New Jersey
|
Princeton Childcare Associates Limited Partnership
|
|
New Jersey
|
Residential Tower Developer LLC
|
|
Delaware
|
Residential Tower Owner GP, LLC
|
|
Delaware
|
Residential Tower Owner, LP
|
|
Delaware
|
Reston Corporate Center Limited Partnership
|
|
Virginia
|
Reston Streets LLC
|
|
Delaware
|
Reston Town Center JV LLC
|
|
Delaware
|
Reston Town Center Office Park Phase One Limited Partnership
|
|
Virginia
|
Reston Town Center Property LLC
|
|
Delaware
|
Reston VA 939, L.L.C.
|
|
Delaware
|
RTC Gift Card LLC
|
|
Delaware
|
Russia Building TRS LLC
|
|
Delaware
|
School Street Associates Limited Partnership
|
|
District of Columbia
|
SCV Partners
|
|
New Jersey
|
South of Market Garage LLC
|
|
Delaware
|
South of Market LLC
|
|
Delaware
|
South of Market Lot 16 LLC
|
|
Delaware
|
Springfield 6601 LLC
|
|
Delaware
|
Springfield Metro Center II, LLC
|
|
Delaware
|
Springfield Parcel C LLC
|
|
Delaware
|
Square 36 Office Joint Venture
|
|
District of Columbia
|
Square 407 Limited Partnership
|
|
District of Columbia
|
Entity Name
|
|
State of Organization
|
Square 54 Office Fitness TRS LLC
|
|
Delaware
|
Square 54 Office Owner LLC
|
|
Delaware
|
Square 54 Residential Owner LLC
|
|
Delaware
|
Stony Brook Associates LLC
|
|
Delaware
|
Ten Cambridge Center Trust
|
|
Massachusetts
|
The Atlantic Monthly Trust
|
|
Massachusetts
|
The Double B Partnership
|
|
Massachusetts
|
The Double B Trust
|
|
Massachusetts
|
The Metropolitan Square Associates LLC
|
|
District of Columbia
|
Three Cambridge Center Trust
|
|
Massachusetts
|
Three Embarcadero Center Venture
|
|
California
|
Times Square Tower Associates LLC
|
|
Delaware
|
Tower Oaks Financing LLC
|
|
Delaware
|
Tracer Lane Trust II
|
|
Massachusetts
|
Transbay Tower Holdings LLC
|
|
Delaware
|
Transbay Tower LLC
|
|
Delaware
|
Two Cambridge Center Trust
|
|
Massachusetts
|
Two Freedom Square, L.L.C.
|
|
Delaware
|
Washingtonian North Associates Limited Partnership
|
|
Maryland
|
Wisconsin Place Office LLC
|
|
Delaware
|
Wisconsin Place Office Manager LLC
|
|
Delaware
|
WP Project Developer LLC
|
|
Delaware
|
WP Trust
|
|
Massachusetts
|
Zee Bee Trust II
|
|
Massachusetts
|
Zee Em Trust II
|
|
Massachusetts
|
1.
|
I have reviewed this Annual Report on Form 10-K of Boston Properties, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
|
|
|
|
/s/ O
WEN
D. T
HOMAS
|
|
Owen D. Thomas
|
|
Chief Executive Officer
|
1.
|
I have reviewed this Annual Report on Form 10-K of Boston Properties, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
|
|
|
|
/s/ M
ICHAEL
E. L
A
B
ELLE
|
|
Michael E. LaBelle
|
|
Chief Financial Officer
|
1.
|
I have reviewed this Annual Report on Form 10-K of Boston Properties Limited Partnership;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
/s/ O
WEN
D. T
HOMAS
|
Owen D. Thomas
Chief Executive Officer of Boston Properties, Inc.
General Partner of Boston Properties Limited Partnership
|
1.
|
I have reviewed this Annual Report on Form 10-K of Boston Properties Limited Partnership;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
(a)
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
(b)
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
(c)
|
Evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
(d)
|
Disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
(a)
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and
|
(b)
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.
|
|
/s/ M
ICHAEL
E. L
A
B
ELLE
|
Michael E. LaBelle
Chief Financial Officer of Boston Properties, Inc.
General Partner of Boston Properties Limited Partnership
|
|
|
|
|
|
/s/ O
WEN
D. T
HOMAS
|
|
Owen D. Thomas
|
|
Chief Executive Officer
|
|
|
|
|
|
/s/ M
ICHAEL
E. L
A
B
ELLE
|
|
Michael E. LaBelle
|
|
Chief Financial Officer
|
|
/s/ O
WEN
D. T
HOMAS
|
Owen D. Thomas
Chief Executive Officer of Boston Properties, Inc.
General Partner of Boston Properties Limited Partnership
|
|
/s/ M
ICHAEL
E. L
A
B
ELLE
|
Michael E. LaBelle
Chief Financial Officer of Boston Properties, Inc.
General Partner of Boston Properties Limited Partnership
|