3 unchanged sentences
(unaudited and in thousands, except for share and par value amounts)
−Removed: September 30,
2021 December 31,
−Removed: Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 6,592,925 and $ 6,497,031 at September 30, 2020 and December 31, 2019, respectively)
+Added: Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 6,615,237 and $ 6,592,019 at March 31, 2021 and December 31, 2020, respectively)
$ 23,156,924 $ 22,969,110
−Removed: Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at September 30, 2020 and December 31, 2019, respectively)
+Added: Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at March 31, 2021 and December 31, 2020, respectively)
237,017 237,393
1 unchanged sentence
144,143 146,406
−Removed: accumulated depreciation (amounts related to VIEs of $( 1,134,450 ) and $( 1,058,495 ) at September 30, 2020 and December 31, 2019, respectively)
+Added: accumulated depreciation (amounts related to VIEs of $( 1,188,554 ) and $( 1,158,548 ) at March 31, 2021 and December 31, 2020, respectively)
( 5,665,061 ) ( 5,534,102 )
Total real estate 17,873,023 17,818,807
−Removed: Cash and cash equivalents (amounts related to VIEs of $ 267,229 and $ 280,033 at September 30, 2020 and December 31, 2019, respectively)
+Added: Cash and cash equivalents (amounts related to VIEs of $ 289,737 and $ 340,642 at March 31, 2021 and December 31, 2020, respectively)
697,369 1,668,742
2 unchanged sentences
Investments in securities 39,002 39,457
−Removed: Tenant and other receivables, net (amounts related to VIEs of $ 12,968 and $ 28,918 at September 30, 2020 and December 31, 2019, respectively)
+Added: Tenant and other receivables, net (amounts related to VIEs of $ 5,846 and $ 10,911 at March 31, 2021 and December 31, 2020, respectively)
51,271 77,411
2 unchanged sentences
18,891 18,729
−Removed: Accrued rental income, net (amounts related to VIEs of $ 323,220 and $ 298,318 at September 30, 2020 and December 31, 2019, respectively)
+Added: Accrued rental income, net (amounts related to VIEs of $ 341,772 and $ 336,594 at March 31, 2021 and December 31, 2020, respectively)
1,145,066 1,122,502
−Removed: Deferred charges, net (amounts related to VIEs of $ 187,025 and $ 214,769 at September 30, 2020 and December 31, 2019, respectively)
+Added: Deferred charges, net (amounts related to VIEs of $ 177,647 and $ 183,306 at March 31, 2021 and December 31, 2020, respectively)
622,649 640,085
−Removed: Prepaid expenses and other assets (amounts related to VIEs of $ 53,529 and $ 20,931 at September 30, 2020 and December 31, 2019, respectively)
+Added: Prepaid expenses and other assets (amounts related to VIEs of $ 45,075 and $ 13,137 at March 31, 2021 and December 31, 2020, respectively)
129,102 33,840
2 unchanged sentences
LIABILITIES AND EQUITY
−Removed: Mortgage notes payable, net (amounts related to VIEs of $ 2,910,460 and $ 2,918,806 at September 30, 2020 and December 31, 2019, respectively)
+Added: Mortgage notes payable, net (amounts related to VIEs of $ 2,904,672 and $ 2,907,590 at March 31, 2021 and December 31, 2020, respectively)
$ 2,904,672 $ 2,909,081
2 unchanged sentences
Unsecured term loan, net — 499,390
−Removed: Lease liabilities - finance leases (amounts related to VIEs of $ 20,266 and $ 20,189 at September 30, 2020 and December 31, 2019, respectively)
+Added: Lease liabilities - finance leases (amounts related to VIEs of $ 20,345 and $ 20,306 at March 31, 2021 and December 31, 2020, respectively)
239,361 236,492
Lease liabilities - operating leases 200,383 201,713
−Removed: Accounts payable and accrued expenses (amounts related to VIEs of $ 26,848 and $ 45,777 at September 30, 2020 and December 31, 2019, respectively)
+Added: Accounts payable and accrued expenses (amounts related to VIEs of $ 15,957 and $ 23,128 at March 31, 2021 and December 31, 2020, respectively)
260,875 336,264
2 unchanged sentences
76,675 106,288
−Removed: Other liabilities (amounts related to VIEs of $ 128,451 and $ 140,110 at September 30, 2020 and December 31, 2019, respectively)
+Added: Preferred stock redemption liability 200,000 —
+Added: Other liabilities (amounts related to VIEs of $ 141,547 and $ 158,805 at March 31, 2021 and December 31, 2020, respectively)
399,965 412,084
Total liabilities 14,084,526 14,511,681
−Removed: Commitments and contingencies — —
−Removed: Redeemable deferred stock units— 69,787 and 60,676 units outstanding at redemption value at September 30, 2020 and December 31, 2019, respectively
−Removed: Table of Conte n ts
+Added: Commitments and contingencies (See Note 9)
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands, except for share and par value amounts)
−Removed: September 30,
2021 December 31,
+Added: Redeemable deferred stock units— 75,834 and 72,966 units outstanding at redemption value at March 31, 2021 and December 31, 2020, respectively
Stockholders’ equity attributable to Boston Properties, Inc.:
1 unchanged sentence
Preferred stock, $ 0.01 par value, 50,000,000 shares authorized;
−Removed: 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 September 30, 2020 and December 31, 2019
−Removed: 200,000 200,000
−Removed: Common stock, $ 0.01 par value, 250,000,000 shares authorized, 155,715,200 and 154,869,198 issued and 155,636,300 and 154,790,298 outstanding at September 30, 2020 and December 31, 2019, respectively
+Added: 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, 2020
+Added: Common stock, $ 0.01 par value, 250,000,000 shares authorized, 156,153,100 and 155,797,725 issued and 156,074,200 and 155,718,825 outstanding at March 31, 2021 and December 31, 2020, respectively
Additional paid-in capital
1 unchanged sentence
Dividends in excess of earnings ( 570,982 ) ( 509,653 )
−Removed: Treasury common stock at cost, 78,900 shares at September 30, 2020 and December 31, 2019
+Added: Treasury common stock at cost, 78,900 shares at March 31, 2021 and December 31, 2020
( 2,722 ) ( 2,722 )
8 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands, except for per share amounts)
−Removed: Three months ended September 30, Nine months ended September 30,
−Removed: 2020 2019 2020 2019
+Added: Three months ended March 31,
Lease $ 685,817 $ 710,111
3 unchanged sentences
Direct reimbursements of payroll and related costs from management services contracts
−Removed: 2,896 2,429 8,617 8,227
Total revenue 713,695 752,556
8 unchanged sentences
Income (loss) from unconsolidated joint ventures 5,225 ( 369 )
−Removed: Gains (losses) on sales of real estate ( 209 ) ( 15 ) 613,723 766
+Added: Gains on sales of real estate — 410,165
Interest and other income (loss) 1,168 3,017
−Removed: Gains from investments in securities 1,858 106 965 4,240
−Removed: Impairment loss — — — ( 24,038 )
−Removed: Loss from early extinguishment of debt — ( 28,010 ) — ( 28,010 )
+Added: Gains (losses) from investments in securities 1,659 ( 5,445 )
+Added: Losses from early extinguishment of debt ( 898 ) —
Interest expense ( 107,902 ) ( 101,591 )
Net income 128,147 577,146
−Removed: Net (income) loss attributable to noncontrolling interests
+Added: Net income attributable to noncontrolling interests
Noncontrolling interests in property partnerships ( 16,467 ) ( 19,486 )
3 unchanged sentences
Preferred dividends ( 2,560 ) ( 2,625 )
+Added: Preferred stock redemption charge ( 6,412 ) —
Net income attributable to Boston Properties, Inc.
10 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands)
−Removed: Three months ended September 30, Nine months ended September 30,
−Removed: 2020 2019 2020 2019
+Added: Three months ended March 31,
Net income $ 128,147 $ 577,146
6 unchanged sentences
Other comprehensive (income) loss attributable to noncontrolling interests ( 665 ) 689
−Removed: ( 405 ) ( 69 ) 45 54
Comprehensive income attributable to Boston Properties, Inc.
3 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES, INC.
−Removed: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
−Removed: (Unaudited and in thousands)
−Removed: Common Stock Preferred Stock Additional Paid-in Capital Dividends in Excess of Earnings Treasury Stock,
−Removed: at cost Accumulated Other Comprehensive Loss Noncontrolling Interests - Common Units Noncontrolling Interests - Property Partnerships Total
−Removed: Shares Amount
−Removed: Equity, June 30, 2020 155,622 $ 1,556 $ 200,000 $ 6,340,665 $ ( 302,511 ) $ ( 2,722 ) $ ( 54,921 ) $ 640,491 $ 1,724,588 $ 8,547,146
−Removed: Redemption of operating partnership units to common stock 9 — — 338 — — — ( 338 ) — —
−Removed: Allocated net income for the period — — — — 92,934 — — 9,565 15,561 118,060
−Removed: Dividends/distributions declared — — — — ( 155,143 ) — — ( 17,183 ) — ( 172,326 )
−Removed: Shares issued pursuant to stock purchase plan 5 — — 434 — — — — — 434
−Removed: Net activity from stock option and incentive plan — — — 1,390 — — — 7,249 — 8,639
−Removed: Contributions from noncontrolling interests in property partnerships — — — — — — — — 1,407 1,407
−Removed: Distributions to noncontrolling interests in property partnerships — — — — — — — — ( 11,026 ) ( 11,026 )
−Removed: Effective portion of interest rate contracts — — — — — — 917 110 — 1,027
−Removed: Amortization of interest rate contracts — — — — — — 1,382 151 144 1,677
−Removed: Reallocation of noncontrolling interest — — — 5,249 — — — ( 5,249 ) — —
−Removed: Equity, September 30, 2020
−Removed: 155,636 $ 1,556 $ 200,000 $ 6,348,076 $ ( 364,720 ) $ ( 2,722 ) $ ( 52,622 ) $ 634,796 $ 1,730,674 $ 8,495,038
−Removed: Equity, June 30, 2019 154,563 $ 1,546 $ 200,000 $ 6,278,961 $ ( 710,592 ) $ ( 2,722 ) $ ( 51,340 ) $ 608,593 $ 1,696,221 $ 8,020,667
−Removed: Redemption of operating partnership units to common stock 7 — — 223 — — — ( 223 ) — —
−Removed: Allocated net income for the period — — — — 110,394 — — 12,506 18,470 141,370
−Removed: Dividends/distributions declared — — — — ( 149,468 ) — — ( 17,200 ) — ( 166,668 )
−Removed: Shares issued pursuant to stock purchase plan 2 — — 315 — — — — — 315
−Removed: Net activity from stock option and incentive plan — — — ( 7,219 ) — — — 6,774 — ( 445 )
−Removed: Sale of an interest in property partnerships — — — ( 4,216 ) — — — — 4,216 —
−Removed: Acquisition of noncontrolling interest in property partnership — — — 43 — — — — — 43
−Removed: Contributions from noncontrolling interests in property partnerships — — — — — — — — 14,820 14,820
−Removed: Distributions to noncontrolling interests in property partnerships — — — — — — — — ( 13,748 ) ( 13,748 )
−Removed: Effective portion of interest rate contracts — — — — — — ( 2,022 ) ( 231 ) — ( 2,253 )
−Removed: Amortization of interest rate contracts — — — — — — 1,366 156 144 1,666
−Removed: Reallocation of noncontrolling interest — — — 6,685 — — — ( 6,685 ) — —
−Removed: Equity, September 30, 2019
−Removed: 154,572 $ 1,546 $ 200,000 $ 6,274,792 $ ( 749,666 ) $ ( 2,722 ) $ ( 51,996 ) $ 603,690 $ 1,720,123 $ 7,995,767
−Removed: Table of Conte n ts
−Removed: BOSTON PROPERTIES, INC.
−Removed: CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
+Added: CONSOLIDATED STATEMENTS OF EQUITY
(unaudited and in thousands)
3 unchanged sentences
Equity, December 31, 2020 155,719 $ 1,557 $ 200,000 $ 6,356,791 $ ( 509,653 ) $ ( 2,722 ) $ ( 49,890 ) $ 616,596 $ 1,726,933 $ 8,339,612
−Removed: Cumulative effect of a change in accounting principle — — — — ( 1,505 ) — — ( 174 ) — ( 1,679 )
Redemption of operating partnership units to common stock 118 1 — 4,197 — — — ( 4,198 ) — —
−Removed: Allocated net income for the period — — — — 862,416 — — 97,090 34,280 993,786
+Added: Allocated net income for the year — — — — 100,596 — — 11,084 16,467 128,147
Dividends/distributions declared — — — — ( 155,513 ) — — ( 17,287 ) — ( 172,800 )
1 unchanged sentence
Net activity from stock option and incentive plan 232 3 — 20,002 — — — 18,462 — 38,467
+Added: Preferred stock redemption — — ( 200,000 ) 6,377 — — — — — ( 193,623 )
+Added: Preferred stock redemption charge — — — — ( 6,412 ) — — — — ( 6,412 )
Contributions from noncontrolling interests in property partnerships — — — — — — — — 281 281
3 unchanged sentences
Reallocation of noncontrolling interest — — — 5,072 — — — ( 5,072 ) — —
−Removed: Equity, September 30, 2020
+Added: Equity, March 31, 2021
156,074 $ 1,561 $ — $ 6,392,923 $ ( 570,982 ) $ ( 2,722 ) $ ( 45,139 ) $ 620,106 $ 1,725,600 $ 8,121,347
6 unchanged sentences
Net activity from stock option and incentive plan 61 — — 7,383 — — — 15,677 — 23,060
−Removed: Sale of an interest in property partnerships — — — ( 4,216 ) — — — — 4,216 —
−Removed: Acquisition of noncontrolling interest in property partnerships — — — ( 162,462 ) — — — — ( 24,501 ) ( 186,963 )
Contributions from noncontrolling interests in property partnerships — — — — — — — — 3,876 3,876
3 unchanged sentences
Reallocation of noncontrolling interest — — — 3,558 — — — ( 3,558 ) — —
−Removed: Equity, September 30, 2019
+Added: Equity, March 31, 2020
155,315 $ 1,553 $ 200,000 $ 6,321,475 $ ( 416,740 ) $ ( 2,722 ) $ ( 55,700 ) $ 636,572 $ 1,736,445 $ 8,420,883
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands)
−Removed: Nine months ended September 30,
+Added: Three months ended March 31,
Cash flows from operating activities:
3 unchanged sentences
Amortization of right of use assets - operating leases 2,263 583
−Removed: Impairment loss — 24,038
Non-cash compensation expense 20,090 17,525
1 unchanged sentence
Distributions of net cash flow from operations of unconsolidated joint ventures
−Removed: 22,285 16,770
−Removed: Gains from investments in securities ( 965 ) ( 4,240 )
+Added: (Gains) losses from investments in securities ( 1,659 ) 5,445
Allowance for current expected credit losses ( 128 ) —
1 unchanged sentence
Settlement of accreted debt discount on redemption of unsecured senior notes ( 6,290 ) —
−Removed: Loss from early extinguishment of debt — 28,010
+Added: Losses from early extinguishments of debt 898 —
Gains on sales of real estate — ( 410,165 )
12 unchanged sentences
Cash flows from investing activities:
−Removed: Acquisitions of real estate ( 135,698 ) ( 148,912 )
Construction in progress ( 119,496 ) ( 143,160 )
1 unchanged sentence
Tenant improvements ( 93,201 ) ( 64,172 )
−Removed: Right of use assets - finance leases — ( 5,152 )
Proceeds from sales of real estate — 259,489
2 unchanged sentences
Capital distributions from unconsolidated joint ventures
−Removed: 55,123 136,807
−Removed: Cash and cash equivalents deconsolidated — ( 24,112 )
−Removed: Issuance of notes receivable, net ( 9,800 ) —
+Added: Proceeds from sale of investment in unconsolidated joint venture 17,589 —
Investments in securities, net
−Removed: 2,778 ( 1,937 )
Net cash used in investing activities ( 242,273 ) ( 73,793 )
−Removed: Table of Conte n ts
−Removed: BOSTON PROPERTIES, INC.
−Removed: CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: (Unaudited and in thousands)
−Removed: Nine months ended September 30,
Cash flows from financing activities:
4 unchanged sentences
Repayments of unsecured line of credit — ( 15,000 )
−Removed: Payments on finance lease obligations — ( 502 )
+Added: Repayment of unsecured term loan ( 500,000 ) —
Deferred financing costs ( 7,145 ) ( 11 )
+Added: BOSTON PROPERTIES, INC.
+Added: CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: (unaudited and in thousands)
+Added: Three months ended March 31,
Debt prepayment and extinguishment costs ( 185 ) —
3 unchanged sentences
Distributions to noncontrolling interests in property partnerships ( 18,225 ) ( 15,750 )
−Removed: Acquisition of noncontrolling interests in property partnership — ( 186,963 )
−Removed: Net cash provided by financing activities 678,891 82,248
−Removed: Net increase in cash and cash equivalents and cash held in escrows 1,072,903 165,574
+Added: Net cash provided by (used in) financing activities ( 679,936 ) 65,288
+Added: Net increase (decrease) in cash and cash equivalents and cash held in escrows ( 770,146 ) 166,692
Cash and cash equivalents and cash held in escrows, beginning of period 1,719,329 691,886
13 unchanged sentences
Change in real estate included in accounts payable and accrued expenses $ ( 42,778 ) $ ( 27,415 )
−Removed: Right of use assets obtained in exchange for lease liabilities $ — $ 287,540
−Removed: Prepaid rent reclassified to right of use asset $ — $ 15,000
+Added: Preferred stock redemption liability $ 200,000 $ —
Accrued rental income, net deconsolidated $ — $ ( 4,558 )
2 unchanged sentences
Tenant improvements, net deconsolidated $ — $ ( 12,331 )
−Removed: Right of use asset - finance lease deconsolidated $ — $ ( 135,004 )
−Removed: Lease liability - finance lease deconsolidated $ — $ 119,534
Investment in unconsolidated joint venture recorded upon deconsolidation $ — $ 347,898
−Removed: Table of Conte n ts
−Removed: BOSTON PROPERTIES, INC.
−Removed: CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: (Unaudited and in thousands)
−Removed: Nine months ended September 30,
+Added: Deferred distributions from sale of investment in unconsolidated joint venture $ 5,808 $ —
+Added: Deferred proceeds from sale of investment in unconsolidated joint venture $ 200 $ —
Dividends and distributions declared but not paid $ 171,003 $ 171,026
2 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands, except for unit amounts)
−Removed: September 30,
2021 December 31,
−Removed: Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 6,592,925 and $ 6,497,031 at September 30, 2020 and December 31, 2019, respectively)
+Added: Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 6,615,237 and $ 6,592,019 at March 31, 2021 and December 31, 2020, respectively)
$ 22,781,429 $ 22,592,301
−Removed: Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at September 30, 2020 and December 31, 2019, respectively)
+Added: Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at March 31, 2021 and December 31, 2020, respectively)
237,017 237,393
Right of use assets - operating leases 144,143 146,406
−Removed: accumulated depreciation (amounts related to VIEs of $( 1,134,450 ) and $( 1,058,495 ) at September 30, 2020 and December 31, 2019, respectively)
+Added: accumulated depreciation (amounts related to VIEs of $( 1,188,554 ) and $( 1,158,548 ) at March 31, 2021 and December 31, 2020, respectively)
( 5,557,784 ) ( 5,428,576 )
Total real estate 17,604,805 17,547,524
−Removed: Cash and cash equivalents (amounts related to VIEs of $ 267,229 and $ 280,033 at September 30, 2020 and December 31, 2019, respectively)
+Added: Cash and cash equivalents (amounts related to VIEs of $ 289,737 and $ 340,642 at March 31, 2021 and December 31, 2020, respectively)
697,369 1,668,742
2 unchanged sentences
Investments in securities 39,002 39,457
−Removed: Tenant and other receivables, net (amounts related to VIEs of $ 12,968 and $ 28,918 at September 30, 2020 and December 31, 2019, respectively)
+Added: Tenant and other receivables, net (amounts related to VIEs of $ 5,846 and $ 10,911 at March 31, 2021 and December 31, 2020, respectively)
51,271 77,411
1 unchanged sentence
Notes receivable, net 18,891 18,729
−Removed: Accrued rental income, net (amounts related to VIEs of $ 323,220 and $ 298,318 at September 30, 2020 and December 31, 2019, respectively)
+Added: Accrued rental income, net (amounts related to VIEs of $ 341,772 and $ 336,594 at March 31, 2021 and December 31, 2020, respectively)
1,145,066 1,122,502
−Removed: Deferred charges, net (amounts related to VIEs of $ 187,025 and $ 214,769 at September 30, 2020 and December 31, 2019, respectively)
+Added: Deferred charges, net (amounts related to VIEs of $ 177,647 and $ 183,306 at March 31, 2021 and December 31, 2020, respectively)
622,649 640,085
−Removed: Prepaid expenses and other assets (amounts related to VIEs of $ 53,529 and $ 20,931 at September 30, 2020 and December 31, 2019, respectively)
+Added: Prepaid expenses and other assets (amounts related to VIEs of $ 45,075 and $ 13,137 at March 31, 2021 and December 31, 2020, respectively)
129,102 33,840
2 unchanged sentences
LIABILITIES AND CAPITAL
−Removed: Mortgage notes payable, net (amounts related to VIEs of $ 2,910,460 and $ 2,918,806 at September 30, 2020 and December 31, 2019, respectively)
+Added: Mortgage notes payable, net (amounts related to VIEs of $ 2,904,672 and $ 2,907,590 at March 31, 2021 and December 31, 2020, respectively)
$ 2,904,672 $ 2,909,081
2 unchanged sentences
Unsecured term loan, net — 499,390
−Removed: Lease liabilities - finance leases (amounts related to VIEs of $ 20,266 and $ 20,189 at September 30, 2020 and December 31, 2019, respectively)
+Added: Lease liabilities - finance leases (amounts related to VIEs of $ 20,345 and $ 20,306 at March 31, 2021 and December 31, 2020, respectively)
239,361 236,492
1 unchanged sentence
200,383 201,713
−Removed: Accounts payable and accrued expenses (amounts related to VIEs of $ 26,848 and $ 45,777 at September 30, 2020 and December 31, 2019, respectively)
+Added: Accounts payable and accrued expenses (amounts related to VIEs of $ 15,957 and $ 23,128 at March 31, 2021 and December 31, 2020, respectively)
260,875 336,264
2 unchanged sentences
76,675 106,288
−Removed: Other liabilities (amounts related to VIEs of $ 128,451 and $ 140,110 at September 30, 2020 and December 31, 2019, respectively)
+Added: Preferred unit redemption liability 200,000 —
+Added: Other liabilities (amounts related to VIEs of $ 141,547 and $ 158,805 at March 31, 2021 and December 31, 2020, respectively)
399,965 412,084
Total liabilities 14,084,526 14,511,681
−Removed: Commitments and contingencies — —
−Removed: Redeemable deferred stock units— 69,787 and 60,676 units outstanding at redemption value at September 30, 2020 and December 31, 2019, respectively
−Removed: Table of Conte n ts
+Added: Commitments and contingencies (See Note 9)
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands, except for unit amounts)
−Removed: September 30,
2021 December 31,
+Added: Redeemable deferred stock units— 75,834 and 72,966 units outstanding at redemption value at March 31, 2021 and December 31, 2020, respectively
Noncontrolling interests:
−Removed: Redeemable partnership units— 16,120,074 and 16,764,466 common units and 1,338,400 and 1,143,215 long term incentive units outstanding at redemption value at September 30, 2020 and December 31, 2019, respectively
−Removed: 1,406,484 2,468,753
−Removed: 5.25 % Series B cumulative redeemable preferred units, liquidation preference $ 2,500 per unit, 80,000 units issued and outstanding at September 30, 2020 and December 31, 2019
+Added: Redeemable partnership units— 16,053,640 and 16,037,121 common units and 1,525,306 and 1,336,115 long term incentive units outstanding at redemption value at March 31, 2021 and December 31, 2020, respectively
1,780,044 1,643,024
−Removed: Boston Properties Limited Partnership partners’ capital— 1,730,948 and 1,726,980 general partner units and 153,905,352 and 153,063,318 limited partner units outstanding at September 30, 2020 and December 31, 2019, respectively
+Added: 5.25 % Series B cumulative redeemable preferred units, liquidation preference $ 2,500 per unit, 80,000 units issued and outstanding at March 31, 2021 and December 31, 2020
+Added: Boston Properties Limited Partnership partners’ capital— 1,736,531 and 1,730,921 general partner units and 154,337,669 and 153,987,904 limited partner units outstanding at March 31, 2021 and December 31, 2020, respectively
4,392,624 4,554,639
5 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands, except for per unit amounts)
−Removed: Three months ended September 30, Nine months ended September 30,
−Removed: 2020 2019 2020 2019
+Added: Three months ended March 31,
Lease $ 685,817 $ 710,111
3 unchanged sentences
Direct reimbursements of payroll and related costs from management services contracts
−Removed: 2,896 2,429 8,617 8,227
Total revenue 713,695 752,556
8 unchanged sentences
Income (loss) from unconsolidated joint ventures 5,225 ( 369 )
−Removed: Gains (losses) on sales of real estate ( 209 ) ( 15 ) 626,686 915
+Added: Gains on sales of real estate — 419,654
Interest and other income (loss) 1,168 3,017
−Removed: Gains from investments in securities 1,858 106 965 4,240
−Removed: Impairment loss — — — ( 22,272 )
−Removed: Loss from early extinguishment of debt — ( 28,010 ) — ( 28,010 )
+Added: Gains (losses) from investments in securities 1,659 ( 5,445 )
+Added: Losses from early extinguishment of debt ( 898 ) —
Interest expense ( 107,902 ) ( 101,591 )
Net income 131,212 588,444
−Removed: Net (income) loss attributable to noncontrolling interests
+Added: Net income attributable to noncontrolling interests
Noncontrolling interests in property partnerships ( 16,467 ) ( 19,486 )
1 unchanged sentence
Preferred distributions ( 2,560 ) ( 2,625 )
+Added: Preferred unit redemption charge ( 6,412 ) —
Net income attributable to Boston Properties Limited Partnership common unitholders
8 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands)
−Removed: Three months ended September 30, Nine months ended September 30,
−Removed: 2020 2019 2020 2019
+Added: Three months ended March 31,
Net income $ 131,212 $ 588,444
10 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES LIMITED PARTNERSHIP
5 unchanged sentences
Interests - Property Partnerships Total Capital Noncontrolling Interests - Redeemable Partnership Units
−Removed: Equity, June 30, 2020
−Removed: 1,731 153,891 $ 4,828,066 $ 193,623 $ ( 54,921 ) $ 1,724,588 $ 6,691,356 $ 1,581,010
−Removed: Contributions
−Removed: — 5 421 — — — 421 ( 219 )
−Removed: Allocated net income for the period — — 92,059 2,625 — 15,561 110,245 9,565
−Removed: Distributions
−Removed: — — ( 152,518 ) ( 2,625 ) — — ( 155,143 ) ( 17,183 )
−Removed: Unearned compensation
−Removed: — — 1,403 — — — 1,403 7,468
−Removed: Conversion of redeemable partnership units
−Removed: — 9 338 — — — 338 ( 338 )
−Removed: Adjustment to reflect redeemable partnership units at redemption value
−Removed: — — 174,080 — — — 174,080 ( 174,080 )
−Removed: Effective portion of interest rate contracts
−Removed: — — — — 917 — 917 110
−Removed: Amortization of interest rate contracts
−Removed: — — — — 1,382 144 1,526 151
−Removed: Contributions from noncontrolling interests in property partnerships
−Removed: — — — — — 1,407 1,407 —
−Removed: Distributions to noncontrolling interests in property partnerships
−Removed: — — — — — ( 11,026 ) ( 11,026 ) —
−Removed: Equity, September 30, 2020 1,731 153,905 $ 4,943,849 $ 193,623 $ ( 52,622 ) $ 1,730,674 $ 6,815,524 $ 1,406,484
−Removed: Equity, June 30, 2019
−Removed: 1,726 152,837 $ 3,562,910 $ 193,623 $ ( 51,340 ) $ 1,696,221 $ 5,401,414 $ 2,324,238
−Removed: Contributions — 2 ( 3,915 ) — — — ( 3,915 ) —
−Removed: Allocated net income for the period — — 109,611 2,625 — 18,470 130,706 12,506
−Removed: Distributions — — ( 146,843 ) ( 2,625 ) — — ( 149,468 ) ( 17,200 )
−Removed: Unearned compensation — — ( 7,205 ) — — — ( 7,205 ) 6,774
−Removed: Conversion of redeemable partnership units — 7 223 — — — 223 ( 223 )
−Removed: Adjustment to reflect redeemable partnership units at redemption value — — ( 9,252 ) — — — ( 9,252 ) 9,252
−Removed: Effective portion of interest rate contracts — — — — ( 2,022 ) — ( 2,022 ) ( 231 )
−Removed: Amortization of interest rate contracts — — — — 1,366 144 1,510 156
−Removed: Acquisition of noncontrolling interest in property partnership — — 43 — — — 43 —
−Removed: Sale of an interest in property partnerships — — — — — 4,216 4,216 —
−Removed: Contributions from noncontrolling interests in property partnerships — — — — — 14,820 14,820 —
−Removed: Distributions to noncontrolling interests in property partnerships — — — — — ( 13,748 ) ( 13,748 ) —
−Removed: Equity, September 30, 2019 1,726 152,846 $ 3,505,572 $ 193,623 $ ( 51,996 ) $ 1,720,123 $ 5,367,322 $ 2,335,272
−Removed: Table of Conte n ts
−Removed: BOSTON PROPERTIES LIMITED PARTNERSHIP
−Removed: CONSOLIDATED STATEMENTS OF CAPITAL AND NONCONTROLLING INTERESTS
−Removed: (Unaudited and in thousands)
−Removed: Units Capital
−Removed: General Partner Limited Partner Partners’ Capital (General and Limited Partners) Preferred Units Accumulated
−Removed: Comprehensive Loss Noncontrolling
−Removed: Interests - Property Partnerships Total Capital Noncontrolling Interests - Redeemable Partnership Units
Equity, December 31, 2020 1,731 153,988 $ 4,554,639 $ 193,623 $ ( 49,890 ) $ 1,726,933 $ 6,425,305 $ 1,643,024
−Removed: 1,727 153,063 $ 3,380,175 $ 193,623 $ ( 48,335 ) $ 1,728,689 $ 5,254,152 $ 2,468,753
−Removed: Cumulative effect of a change in accounting principle
−Removed: — — ( 1,505 ) — — — ( 1,505 ) ( 174 )
−Removed: Contributions
−Removed: 1 73 7,583 — — — 7,583 39,424
+Added: Net activity from contributions and unearned compensation 4 233 20,489 — — — 20,489 18,462
Allocated net income for the period — — 101,101 2,560 — 16,467 120,128 11,084
−Removed: — — 872,842 7,875 — 34,280 914,997 97,090
Distributions
— — ( 152,953 ) ( 2,560 ) — — ( 155,513 ) ( 17,287 )
−Removed: Unearned compensation
−Removed: — — 2,822 — — — 2,822 ( 7,146 )
+Added: Preferred unit redemption — — — ( 193,623 ) — — ( 193,623 ) —
+Added: Preferred unit redemption charge — — ( 6,412 ) — — — ( 6,412 ) —
Conversion of redeemable partnership units
10 unchanged sentences
— — — — — ( 18,225 ) ( 18,225 ) —
−Removed: Equity, September 30, 2020 1,731 153,905 $ 4,943,849 $ 193,623 $ ( 52,622 ) $ 1,730,674 $ 6,815,524 $ 1,406,484
−Removed: Equity, December 31, 2018
+Added: Equity, March 31, 2021
1,737 154,338 $ 4,392,624 $ — $ ( 45,139 ) $ 1,725,600 $ 6,073,085 $ 1,780,044
+Added: Equity, December 31, 2019 1,727 153,063 $ 3,380,175 $ 193,623 $ ( 48,335 ) $ 1,728,689 $ 5,254,152 $ 2,468,753
Cumulative effect of a change in accounting principle — — ( 1,505 ) — — — ( 1,505 ) ( 174 )
−Removed: — — ( 3,864 ) — — ( 70 ) ( 3,934 ) ( 445 )
−Removed: Contributions
−Removed: 3 69 1,787 — — — 1,787 35,482
+Added: Net activity from contributions and unearned compensation 1 63 7,708 — — — 7,708 15,677
Allocated net income for the period — — 508,794 2,625 — 19,486 530,905 57,539
−Removed: — — 378,081 7,875 — 54,782 440,738 43,133
Distributions — — ( 152,208 ) ( 2,625 ) — — ( 154,833 ) ( 17,444 )
−Removed: — — ( 440,468 ) ( 7,875 ) — — ( 448,343 ) ( 51,591 )
−Removed: Unearned compensation
−Removed: — — ( 7,980 ) — — — ( 7,980 ) ( 5,930 )
Conversion of redeemable partnership units 3 458 15,495 — — — 15,495 ( 15,495 )
−Removed: 1 41 1,435 — — — 1,435 ( 1,435 )
Adjustment to reflect redeemable partnership units at redemption value — — 868,168 — — — 868,168 ( 868,168 )
−Removed: — — ( 315,953 ) — — — ( 315,953 ) 315,953
Effective portion of interest rate contracts — — — — ( 8,732 ) — ( 8,732 ) ( 988 )
−Removed: — — — — ( 8,354 ) — ( 8,354 ) ( 953 )
Amortization of interest rate contracts — — — — 1,367 144 1,511 155
−Removed: — — — — 4,099 432 4,531 467
−Removed: Acquisition of noncontrolling interest in property partnership — — ( 162,462 ) — — ( 24,501 ) ( 186,963 ) —
−Removed: Sale of an interest in property partnerships — — — — — 4,216 4,216 —
Contributions from noncontrolling interests in property partnerships — — — — — 3,876 3,876 —
−Removed: — — — — — 26,968 26,968 —
Distributions to noncontrolling interests in property partnerships — — — — — ( 15,750 ) ( 15,750 ) —
+Added: Equity, March 31, 2020
1,731 153,584 $ 4,626,627 $ 193,623 $ ( 55,700 ) $ 1,736,445 $ 6,500,995 $ 1,639,855
−Removed: Equity, September 30, 2019 1,726 152,846 $ 3,505,572 $ 193,623 $ ( 51,996 ) $ 1,720,123 $ 5,367,322 $ 2,335,272
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands)
−Removed: Nine months ended September 30,
+Added: Three months ended March 31,
Cash flows from operating activities:
3 unchanged sentences
Amortization of right of use assets - operating leases 2,263 583
−Removed: Impairment loss — 22,272
Non-cash compensation expense 20,090 17,525
1 unchanged sentence
Distributions of net cash flow from operations of unconsolidated joint ventures 3,972 5,917
−Removed: Gains from investments in securities ( 965 ) ( 4,240 )
+Added: (Gains) losses from investments in securities ( 1,659 ) 5,445
Allowance for current expected credit losses ( 128 ) —
1 unchanged sentence
Settlement of accreted debt discount on redemption of unsecured senior notes ( 6,290 ) —
−Removed: Loss from early extinguishment of debt — 28,010
+Added: Losses from early extinguishments of debt 898 —
Gains on sales of real estate — ( 419,654 )
12 unchanged sentences
Cash flows from investing activities:
−Removed: Acquisitions of real estate ( 135,698 ) ( 148,912 )
Construction in progress ( 119,496 ) ( 143,160 )
1 unchanged sentence
Tenant improvements ( 93,201 ) ( 64,172 )
−Removed: Right of use assets - finance leases — ( 5,152 )
Proceeds from sales of real estate — 259,489
1 unchanged sentence
Capital distributions from unconsolidated joint ventures 122 —
−Removed: Cash and cash equivalents deconsolidated — ( 24,112 )
−Removed: Issuance of notes receivable, net ( 9,800 ) —
+Added: Proceeds from sale of investment in unconsolidated joint venture 17,589 —
Investments in securities, net 2,114 3,201
Net cash used in investing activities ( 242,273 ) ( 73,793 )
−Removed: Table of Conte n ts
−Removed: BOSTON PROPERTIES LIMITED PARTNERSHIP
−Removed: CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: (Unaudited and in thousands)
−Removed: Nine months ended September 30,
Cash flows from financing activities:
4 unchanged sentences
Repayments of unsecured line of credit — ( 15,000 )
−Removed: Payments on finance lease obligations — ( 502 )
+Added: Repayment of unsecured term loan ( 500,000 ) —
Deferred financing costs ( 7,145 ) ( 11 )
+Added: BOSTON PROPERTIES LIMITED PARTNERSHIP
+Added: CONSOLIDATED STATEMENTS OF CASH FLOWS
+Added: (unaudited and in thousands)
+Added: Three months ended March 31,
Debt prepayment and extinguishment costs ( 185 ) —
3 unchanged sentences
Distributions to noncontrolling interests in property partnerships ( 18,225 ) ( 15,750 )
−Removed: Acquisition of noncontrolling interest in property partnership — ( 186,963 )
−Removed: Net cash provided by financing activities 678,891 82,248
−Removed: Net increase in cash and cash equivalents and cash held in escrows 1,072,903 165,574
+Added: Net cash provided by (used in) financing activities ( 679,936 ) 65,288
+Added: Net increase (decrease) in cash and cash equivalents and cash held in escrows ( 770,146 ) 166,692
Cash and cash equivalents and cash held in escrows, beginning of period 1,719,329 691,886
13 unchanged sentences
Change in real estate included in accounts payable and accrued expenses $ ( 42,778 ) $ ( 27,415 )
−Removed: Right of use assets obtained in exchange for lease liabilities $ — $ 287,540
−Removed: Prepaid rent reclassified to right of use asset $ — $ 15,000
+Added: Preferred stock redemption liability $ 200,000 $ —
Accrued rental income, net deconsolidated $ — $ ( 4,558 )
2 unchanged sentences
Tenant improvements, net deconsolidated $ — $ ( 12,331 )
−Removed: Right of use asset - finance lease deconsolidated $ — $ ( 135,004 )
−Removed: Lease liability - finance lease deconsolidated $ — $ 119,534
Investment in unconsolidated joint venture recorded upon deconsolidation $ — $ 347,898
−Removed: Table of Conte n ts
−Removed: BOSTON PROPERTIES LIMITED PARTNERSHIP
−Removed: CONSOLIDATED STATEMENTS OF CASH FLOWS
−Removed: (Unaudited and in thousands)
−Removed: Nine months ended September 30,
+Added: Deferred distributions from sale of investment in unconsolidated joint venture $ 5,808 $ —
+Added: Deferred proceeds from sale of investment in unconsolidated joint venture $ 200 $ —
Distributions declared but not paid $ 171,003 $ 171,026
2 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Table of Conte n ts
BOSTON PROPERTIES, INC.
3 unchanged sentences
Boston Properties, Inc.
−Removed: is the sole general partner of Boston Properties Limited Partnership, its operating partnership, and at September 30, 2020 owned an approximate 89.9 % ( 89.6 % at December 31, 2019) general and limited partnership interest in Boston Properties Limited Partnership.
+Added: is the sole general partner of Boston Properties Limited Partnership, its operating partnership, and at March 31, 2021 owned an approximate 89.9 % ( 90.0 % at December 31, 2020) general and limited partnership interest in Boston Properties Limited Partnership.
Unless stated otherwise or the context requires, the “Company” refers to Boston Properties, Inc.
12 unchanged sentences
owns, one share of Common Stock is generally the economic equivalent of one OP Unit, and the quarterly distribution that may be paid to the holder of an OP Unit equals the quarterly dividend that may be paid to the holder of a share of Common Stock.
−Removed: The Company uses LTIP Units as a form of equity-based award for annual long term incentive equity compensation.
−Removed: The Company has also issued LTIP Units to employees in the form of (1) 2012 outperformance plan awards (“2012 OPP Units”) and (2) 2013 - 2020 multi-year, long-term incentive program awards (also referred to as “MYLTIP Units”), each of which, upon the satisfaction of certain performance and vesting conditions, is convertible into one OP Unit.
+Added: The Company uses LTIP Units as a form of time-based, restricted equity compensation and as a form of performance-based equity compensation for employees, and has previously granted LTIP Units in the form of (1) 2012 outperformance plan awards (“2012 OPP Units”) and (2) 2013 - 2021 multi-year, long-term incentive program awards (also referred to as “MYLTIP Units”), each of which, upon the satisfaction of certain performance and vesting conditions, is convertible into one OP Unit.
The three-year measurement periods for the 2012 OPP Units and the 2013 - 2018 MYLTIP Units have ended and Boston Properties, Inc.’s total stockholder return (“TSR”) was sufficient for employees to earn and therefore become eligible to vest in a portion of the awards.
2 unchanged sentences
LTIP Units (including the earned 2012 OPP Units and the earned 2013 - 2018 MYLTIP Units), whether vested or not, will receive the same quarterly per unit distributions as OP Units, which equal per share dividends on Common Stock (See Notes 10 and 14).
−Removed: At September 30, 2020, there was one series of Preferred Units outstanding (i.e., Series B Preferred Units).
+Added: At December 31, 2020, there was one series of Preferred Units outstanding (i.e., Series B Preferred Units).
The Series B Preferred Units were issued to Boston Properties, Inc.
2 unchanged sentences
contributed the net proceeds from the offering to Boston Properties Limited Partnership in exchange for 80,000 Series B Preferred Units having terms and preferences generally mirroring those of the Series B Preferred Stock (See Note 11).
−Removed: At September 30, 2020, the Company owned or had joint venture interests in a portfolio of 196 commercial real estate properties (the “Properties”) aggregating approximately 51.2 million net rentable square feet of primarily Class A office properties, including seven properties under construction/redevelopment totaling approximately 4.3 million net rentable square feet.
−Removed: At September 30, 2020, the Properties consisted of:
−Removed: • 177 office properties (including seven properties under construction/redevelopment);
+Added: On March 2, 2021, Boston Properties, Inc.
+Added: issued a redemption notice for 80,000 shares of Series B Preferred Stock, which constituted all of the outstanding Series B Preferred Stock, and the corresponding depositary shares, each representing 1/100th of a share of Series B Preferred Stock (the “Depositary Shares”), and recorded it as a liability.
+Added: Upon redemption of the Series B Preferred Stock, the Series B Preferred Units were also redeemed.
+Added: On March 31, 2021, Boston Properties, Inc.
+Added: transferred the full redemption price for all outstanding shares of Series B Preferred Stock of approximately $ 201.3 million, including approximately $ 1.3 million of accrued and unpaid dividends to, but not including, the redemption date, to the redemption agent and recorded the amount within Cash held in escrows on the Consolidated Balance Sheet (See Notes 11 and 15).
+Added: At March 31, 2021, the Company owned or had joint venture interests in a portfolio of 196 commercial real estate properties (the “Properties”) aggregating approximately 51.6 million net rentable square feet of primarily Class A office properties, including nine properties under construction/redevelopment totaling approximately 4.3 million net rentable square feet.
+Added: At March 31, 2021, the Properties consisted of:
+Added: • 177 office properties (including nine properties under construction/redevelopment);
• 12 retail properties;
• six residential properties;
−Removed: Table of Conte n ts
−Removed: The Company considers Class A office properties to be well-located buildings that are professionally managed and maintained, attract high-quality tenants and command upper-tier rental rates, and that are modern structures or have been modernized to compete with newer buildings.
+Added: The Company considers Class A office properties to be well-located buildings that are modern structures or have been modernized to compete with newer buildings and professionally managed and maintained.
+Added: As such, these properties attract high-quality tenants and command upper-tier rental rates.
Basis of Presentation and Summary of Significant Accounting Policies
21 unchanged sentences
Consolidated Variable Interest Entities
−Removed: As of September 30, 2020, Boston Properties, Inc.
+Added: As of March 31, 2021, Boston Properties, Inc.
has identified six consolidated VIEs, including Boston Properties Limited Partnership.
4 unchanged sentences
In addition, Boston Properties, Inc.’s only significant asset is its investment in Boston Properties Limited Partnership and, consequently, substantially all of Boston Properties, Inc.’s assets and liabilities are the assets and liabilities of Boston Properties Limited Partnership.
−Removed: Table of Conte n ts
Variable Interest Entities Not Consolidated
9 unchanged sentences
Mortgage notes payable Level 3
−Removed: Unsecured term loan / line of credit Level 3
+Added: Unsecured line of credit (2) Level 3
_______________
(1) If trading value for the period is low, the valuation could be categorized as Level 2.
+Added: (2) As of March 31, 2021, there were no amounts outstanding under the unsecured line of credit.
Because the Company’s valuations of its financial instruments are based on the above Levels and involve the use of estimates, the actual fair values of its financial instruments may differ materially from those estimates.
4 unchanged sentences
Mortgage notes payable Level 3 2.75 % - 3.07 %
−Removed: Unsecured term loan / line of credit Level 3 1.05 % 1.05 %
In addition, the Company’s estimated fair values for these instruments as of the end of the applicable reporting period are not projections of, nor necessarily indicative of, estimated or actual fair values in future reporting periods.
−Removed: The following table presents the aggregate carrying value of the Company’s related party note receivable, net, notes receivable, net, mortgage notes payable, net, unsecured senior notes, net, unsecured line of credit and unsecured term loan, net and the Company’s corresponding estimate of fair value as of September 30, 2020 and December 31, 2019 (in thousands):
−Removed: September 30, 2020 December 31, 2019
+Added: The following table presents the aggregate carrying value of the Company’s related party note receivable, net, notes receivable, net, mortgage notes payable, net, unsecured senior notes, net, unsecured line of credit and unsecured term loan, net and the Company’s corresponding estimate of fair value as of March 31, 2021 and December 31, 2020 (in thousands):
+Added: March 31, 2021 December 31, 2020
Amount Estimated
9 unchanged sentences
Total $ 12,536,264 $ 13,242,645 $ 13,047,758 $ 14,265,003
−Removed: Table of Conte n ts
−Removed: New Accounting Pronouncements Adopted
−Removed: Financial Instruments - Credit Losses
−Removed: In June 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2016-13, “Financial Instruments - Credit Losses (Topic 326):
−Removed: Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”).
−Removed: ASU 2016-13 is intended to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date by replacing the current incurred loss impairment methodology with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates.
−Removed: In November 2018, the FASB issued ASU 2018-19, “Codification Improvements to Topic 326, Financial Instruments - Credit Losses” (“ASU 2018-19”).
−Removed: ASU 2018-19 clarifies that receivables arising from operating leases are not within the scope of ASC 326-20, “Financial Instruments - Credit Losses - Measured at Amortized Cost,” which addresses financial assets measured at amortized cost basis, including net investments in leases arising from sales-type and direct financing leases.
−Removed: Instead, impairment of receivables arising from operating leases should be accounted for in accordance with ASC 842 - “Leases” (“ASC 842”).
−Removed: ASU 2016-13 and ASU 2018-19 were effective for the Company for reporting periods beginning after December 15, 2019, with early adoption permitted.
−Removed: ASU 2016-13 and ASU 2018-19 are applicable to the Company with respect to (1) certain of its accounts receivable, except for amounts arising from operating leases accounted for under ASC 842, (2) its related party note receivable, (3) its notes receivable and (4) certain of its off-balance sheet credit exposures.
−Removed: The Company adopted ASU 2016-13 and ASU 2018-19 effective January 1, 2020 using the modified retrospective approach.
−Removed: The adoption of ASU 2016-13 and ASU 2018-19 resulted in the Company recognizing an allowance for current expected credit losses associated with (1) its related party note receivable, (2) its notes receivable and (3) an off-balance sheet loan commitment arrangement.
−Removed: As a result, the modified retrospective approach resulted in the Company recognizing on January 1, 2020, the cumulative effect of adopting ASU 2016-13 and ASU 2018-19 aggregating approximately $ 1.5 million to Dividends in Excess of Earnings of Boston Properties, Inc.
−Removed: and Partners’ Capital of Boston Properties Limited Partnership and approximately $ 0.2 million to Noncontrolling Interests - Common Units of Boston Properties, Inc.
−Removed: and Noncontrolling Interests - Redeemable Partnership Units of Boston Properties Limited Partnership on the corresponding Consolidated Balance Sheets.
−Removed: Fair Value Measurement
−Removed: In August 2018, the FASB issued ASU 2018-13, “Fair Value Measurement (Topic 820):
−Removed: Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement” (“ASU 2018-13”).
−Removed: ASU 2018-13 is intended to improve the effectiveness of disclosures required by entities regarding recurring and nonrecurring fair value measurements.
−Removed: ASU 2018-13 was effective for the Company for reporting periods beginning after December 15, 2019, with early adoption permitted.
−Removed: The Company adopted ASU 2018-13 on January 1, 2020 and the adoption did not have a material impact on the Company’s consolidated financial statements.
−Removed: Derivatives and Hedging
−Removed: In October 2018, the FASB issued ASU 2018-16, “Derivatives and Hedging (Topic 815):
−Removed: Inclusion of the Secured Overnight Financing Rate (SOFR) Overnight Index Swap (OIS) Rate as a Benchmark Interest Rate for Hedge Accounting Purposes” (“ASU 2018-16”).
−Removed: ASU 2018-16 permits the use of the overnight index swap rate based on the Secured Overnight Financing Rate (“SOFR”) to be used as a U.S.
−Removed: benchmark interest rate for purposes of applying hedge accounting under ASC 815, “Derivatives and Hedging (Topic 815).” ASU 2018-16 was effective for the Company, which has already adopted ASU 2017-12, “Derivatives and Hedging (Topic 815):
−Removed: Targeted Improvements to Accounting for Hedging Activities” for reporting periods beginning after December 15, 2018 and was required to be adopted on a prospective basis for qualifying new or re-designated hedging relationships entered into on or after the date of adoption.
−Removed: The Company adopted ASU 2018-16 on January 1, 2019 and the adoption did not have a material impact on the Company’s consolidated financial statements.
−Removed: In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848):
−Removed: Facilitation of the Effects of Reference Rate Reform on Financial Reporting” (“ASU 2020-04”).
−Removed: ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts.
−Removed: The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur.
−Removed: During the nine months ended September 30, 2020, the Company elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives.
−Removed: Application of these expedients preserves the presentation of derivatives consistent with past presentation.
−Removed: Table of Conte n ts
−Removed: Company continues to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.
−Removed: Consolidation
−Removed: In October 2018, the FASB issued ASU 2018-17, “Consolidation (Topic 810):
−Removed: Targeted Improvements to Related Party Guidance for Variable Interest Entities” (“ASU 2018-17”).
−Removed: ASU 2018-17 is intended to improve the accounting when considering indirect interests held through related parties under common control for determining whether fees paid to decision makers and service providers are variable interests.
−Removed: ASU 2018-17 was effective for the Company for reporting periods beginning after December 15, 2019, with early adoption permitted.
−Removed: The Company adopted ASU 2018-17 on January 1, 2020 and the adoption did not have a material impact on the Company’s consolidated financial statements.
Boston Properties, Inc.
−Removed: Real estate consisted of the following at September 30, 2020 and December 31, 2019 (in thousands):
−Removed: September 30, 2020 December 31, 2019
+Added: Real estate consisted of the following at March 31, 2021 and December 31, 2020 (in thousands):
+Added: March 31, 2021 December 31, 2020
Land $ 5,068,843 $ 5,069,206
12 unchanged sentences
Boston Properties Limited Partnership
−Removed: Real estate consisted of the following at September 30, 2020 and December 31, 2019 (in thousands):
−Removed: September 30, 2020 December 31, 2019
+Added: Real estate consisted of the following at March 31, 2021 and December 31, 2020 (in thousands):
+Added: March 31, 2021 December 31, 2020
Land $ 4,971,990 $ 4,971,990
11 unchanged sentences
(1) Includes pre-development costs.
−Removed: Table of Conte n ts
−Removed: On March 26, 2020, the Company completed and fully placed in-service 17Fifty Presidents Street located in Reston, Virginia.
−Removed: 17Fifty Presidents Street is a build-to-suit project with approximately 276,000 net rentable square feet of Class A office space that is 100 % leased.
−Removed: On June 1, 2020, the Company completed and fully placed in-service 20 CityPoint, a Class A office project with approximately 211,000 net rentable square feet located in Waltham, Massachusetts that is 62 % leased.
−Removed: On June 26, 2020, the Company completed the acquisition of real property at 777 Harrison Street (known as Fourth + Harrison and formerly known as 425 Fourth Street) located in San Francisco, California for a gross purchase price, including entitlements, totaling approximately $ 140.1 million.
−Removed: On July 31, 2020, the Company acquired an undivided ownership interest in real property at 759 Harrison Street located in San Francisco, California, which is expected to be included in the Fourth + Harrison development project, for a purchase price totaling approximately $ 2.3 million.
−Removed: Fourth + Harrison is expected to support the development of approximately 804,000 square feet of primarily commercial office space.
−Removed: On August 15, 2020, the Company completed and fully placed in-service The Skylyne, an approximately 331,000 square foot project comprised of 402 residential units and retail space located in Oakland, California.
−Removed: On January 28, 2020, the Company entered into a joint venture with a third party to own, operate and develop properties at its Gateway Commons complex located in South San Francisco, California.
−Removed: The Company contributed its 601, 611 and 651 Gateway properties and development rights with an agreed upon value aggregating approximately $ 350.0 million for its 50 % interest in the joint venture.
−Removed: 601, 611 and 651 Gateway consist of three Class A office properties aggregating approximately 768,000 net rentable square feet.
−Removed: The partner contributed three properties and development rights with an agreed upon value aggregating approximately $ 280.8 million at closing and will contribute cash totaling approximately $ 69.2 million in the future for its 50 % ownership interest in the joint venture.
−Removed: As a result of the partner’s deferred contribution, the Company has an initial approximately 55 % interest in the joint venture.
−Removed: Future development projects will be owned 49 % by the Company and 51 % by its partner.
−Removed: Upon the partner’s contribution, the Company ceased accounting for the joint venture entity on a consolidated basis and is accounting for the joint venture entity on an unconsolidated basis using the equity method of accounting, as it has reduced its ownership interest in the joint venture entity and no longer has a controlling financial or operating interest in the joint venture entity (See Note 5).
−Removed: The Company recognized a gain on the retained and sold interest in the real estate contributed to the joint venture totaling approximately $ 217.7 million for Boston Properties, Inc.
−Removed: and $ 222.4 million for Boston Properties Limited Partnership during the nine months ended September 30, 2020 within Gains on Sales of Real Estate on the respective Consolidated Statements of Operations, as the fair value of the real estate exceeded its carrying value.
−Removed: 601, 611 and 651 Gateway contributed approximately $ 0.2 million of net income to the Company for the period from January 1, 2020 through January 27, 2020 and contributed approximately $ 2.4 million and $ 8.5 million of net income to the Company for the three and nine months ended September 30, 2019, respectively.
−Removed: On February 20, 2020, the Company completed the sale of New Dominion Technology Park located in Herndon, Virginia for a gross sale price of $ 256.0 million.
−Removed: Net cash proceeds totaled approximately $ 254.0 million, resulting in a gain on sale of real estate totaling approximately $ 192.3 million for Boston Properties, Inc.
−Removed: and approximately $ 197.1 million for Boston Properties Limited Partnership.
−Removed: New Dominion Technology Park is comprised of two Class A office properties aggregating approximately 493,000 net rentable square feet.
−Removed: New Dominion Technology Park contributed approximately $ 1.6 million of net income to the Company for the period from January 1, 2020 through February 19, 2020 and contributed approximately $ 2.1 million and $ 6.3 million of net income to the Company for the three and nine months ended September 30, 2019, respectively.
−Removed: On June 25, 2020, the Company completed the sale of a portion of its Capital Gallery property located in Washington, DC for a gross sale price of approximately $ 253.7 million.
−Removed: Net cash proceeds totaled approximately $ 246.6 million, resulting in a gain on sale of real estate totaling approximately $ 203.6 million for Boston Properties, Inc.
−Removed: and approximately $ 207.0 million for Boston Properties Limited Partnership.
−Removed: Capital Gallery is an approximately 631,000 net rentable square foot Class A office property.
−Removed: The portion sold was comprised of approximately 455,000 net rentable square feet of commercial office space.
−Removed: The Company continues to own the land, underground parking garage and remaining commercial office and retail space containing approximately 176,000 net rentable square feet at the property.
−Removed: The sold portion of Capital Gallery contributed approximately $ 6.3 million of net income to the Company for the period from January 1, 2020 through June 24, 2020 and
−Removed: Table of Conte n ts
−Removed: contributed approximately $ 4.0 million and $ 11.5 million of net income to the Company for the three and nine months ended September 30, 2019, respectively.
+Added: On February 1, 2021, the Company completed and fully placed in-service One Five Nine East 53rd Street, a Class A office and retail redevelopment of the low-rise portion of its 601 Lexington Avenue property with approximately 220,000 net rentable square feet located in New York City.
+Added: On February 25, 2021, the Company commenced the development of 180 CityPoint, located in Waltham, Massachusetts.
+Added: When completed, the building will consist of approximately 329,000 net rentable square feet of laboratory space.
+Added: On February 25, 2021, the Company commenced the redevelopment of 880 Winter Street, located in Waltham, Massachusetts.
+Added: When completed, the building will consist of approximately 224,000 net rentable square feet of laboratory space.
+Added: On February 25, 2021, the Company commenced the redevelopment of The Prudential Center Observatory, a 59,000 net rentable square foot redevelopment of the top three floors of 800 Boylston Street - The Prudential Center, located in Boston, Massachusetts.
The Company must make estimates as to the collectability of its accrued rent and accounts receivable related to lease revenue.
Management analyzes accrued rent and accounts receivable by considering tenant creditworthiness, current economic trends, including the impact of COVID-19 on tenants’ businesses, and changes in tenants’ payment patterns when evaluating the collectability of the tenant’s receivable balance, including the accrued rent receivable, on a lease-by-lease basis.
−Removed: As a result of this analysis, during the three and nine months ended September 30, 2020, the Company wrote off approximately $ 4.1 million and $ 41.5 million, respectively, related to accrued rent balances and approximately $ 3.4 million and $ 22.3 million, respectively, related to accounts receivable balances.
+Added: As a result of this analysis, during the three months ended March 31, 2021 and 2020, the Company wrote off approximately $ 0.6 million and $ 1.2 million, respectively, related to accrued rent, net balances and approximately $( 0.2 ) million and $ 0.3 million, respectively, related to accounts receivable, net balances.
The write-offs were for tenants, primarily in the retail sector, that either terminated their leases or that the Company considered their accrued rent and/or accounts receivable balances no longer probable of collection.
−Removed: In April 2020, the FASB staff issued a question and answer document (“Lease Modification Q & A”) related to the application of lease accounting guidance for lease concessions, in accordance with ASC 842, as a result of COVID-19.
−Removed: Under existing lease guidance, the Company would have to determine, on a lease-by-lease basis, if a lease concession was the result of a new arrangement reached with the tenant (treated within the lease modification accounting framework) or if a lease concession was under the enforceable rights and obligations within the existing lease agreement (precluded from applying the lease modification accounting framework).
−Removed: The Lease Modification Q & A allows the Company, if certain criteria have been met, to assume that a lease concession was included within the enforceable rights and obligations of the existing lease agreement and instead elect to either apply the lease modification accounting framework or not, with such election applied consistently to leases with similar characteristics and similar circumstances.
−Removed: The Company did not utilize the guidance provided in the Lease Modification Q & A and instead elected to continue to account for the COVID-19 lease concessions on a lease-by-lease basis in accordance with the existing lease modification accounting framework.
−Removed: The following table summarizes the components of lease revenue recognized during the three and nine months ended September 30, 2020 and 2019 included within the Company's Consolidated Statements of Operations (in thousands):
−Removed: Three months ended September 30, Nine months ended September 30,
+Added: The following table summarizes the components of lease revenue recognized during the three months ended March 31, 2021 and 2020 included within the Company's Consolidated Statements of Operations (in thousands):
+Added: Three months ended March 31,
Lease Revenue 2021 2020
2 unchanged sentences
$ 685,817 $ 710,111
−Removed: Table of Conte n ts
Investments in Unconsolidated Joint Ventures
−Removed: The investments in unconsolidated joint ventures consist of the following at September 30, 2020 and December 31, 2019:
+Added: The investments in unconsolidated joint ventures consist of the following at March 31, 2021 and December 31, 2020:
Carrying Value of Investment (1)
Entity Properties Nominal %
−Removed: Ownership September 30,
+Added: Ownership March 31,
2021 December 31,
1 unchanged sentence
Square 407 Limited Partnership Market Square North 50.0 % $ ( 3,293 ) $ ( 3,766 )
−Removed: BP/CRF Metropolitan Square, LLC
−Removed: Metropolitan Square 20.0 % ( 7,166 ) 9,134
+Added: BP/CRF Metropolitan Square LLC Metropolitan Square 20.0 % ( 12,971 ) ( 13,584 )
901 New York, LLC 901 New York Avenue 25.0 % (2) ( 12,198 ) ( 12,264 )
13 unchanged sentences
BNY Tower Holdings LLC Dock 72 50.0 % 27,936 29,536
−Removed: BNYTA Amenity Operator LLC Dock 72 50.0 % 236 N/A
+Added: BNYTA Amenity Operator LLC Dock 72 50.0 % 1,672 1,846
CA-Colorado Center Limited Partnership
4 unchanged sentences
Platform 16 Holdings LP Platform 16 55.0 % (7) 108,358 108,393
−Removed: Gateway Portfolio Holdings LLC Gateway Commons 50.0 % (8) 339,383 N/A
−Removed: Rosecrans-Sepulveda Partners 4, LLC Beach Cities Media Center 50.0 % 27,180 N/A
+Added: Gateway Portfolio Holdings LLC Gateway Commons 50.0 % (8) 332,591 336,206
+Added: Rosecrans-Sepulveda Partners 4, LLC Beach Cities Media Campus 50.0 % 27,162 27,184
$ 1,272,076 $ 1,273,919
_______________
−Removed: (1) Investments with deficit balances aggregating approximately $ 29.5 million and $ 22.4 million at September 30, 2020 and December 31, 2019, respectively, are included within Other Liabilities in the Company’s Consolidated Balance Sheets.
+Added: (1) Investments with deficit balances aggregating approximately $ 35.6 million and $ 36.6 million at March 31, 2021 and December 31, 2020, respectively, are included 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.
−Removed: At September 30, 2020 and December 31, 2019, the Company’s economic ownership was approximately 50 %.
+Added: At March 31, 2021 and December 31, 2020, the Company’s economic ownership was approximately 50 %.
(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.
−Removed: (4) The joint venture owns two in-service buildings.
+Added: (4) On March 30, 2021, the Company sold its interest in the joint venture to the partner.
+Added: See below for additional details.
(5) T he property was sold on June 27, 2019.
−Removed: As of September 30, 2020 and December 31, 2019, the investment included only undistributed cash.
+Added: As of December 31, 2020, the investment consisted of undistributed cash.
+Added: All remaining cash has been distributed as of March 31, 2021.
(6) 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.
(7) This entity is a VIE (See Note 2).
−Removed: (8) As a result of the partner’s deferred contribution, the Company owns an approximately 55 % interest in the joint venture at September 30, 2020.
+Added: (8) As a result of the partner’s deferred contribution, the Company owned an approximately 54 % and 55 % interest in the joint venture at March 31, 2021 and December 31, 2020, respectively.
Future development projects will be owned 49 % by the Company and 51 % by its partner.
2 unchanged sentences
Under certain of the Company’s joint venture agreements, if certain return thresholds are achieved, the partners or the Company will be entitled to an additional promoted interest or payments.
−Removed: Table of Conte n ts
The combined summarized balance sheets of the Company’s unconsolidated joint ventures are as follows:
−Removed: September 30,
2021 December 31,
12 unchanged sentences
_______________
−Removed: (1) At September 30, 2020 and December 31, 2019, this amount included right of use assets - finance leases totaling approximately $ 248.9 million and $ 383.9 million, respectively, and right of use assets - operating leases totaling approximately $ 11.5 million and $ 12.1 million, respectively.
−Removed: (2) At September 30, 2020 and December 31, 2019, this amount included lease liabilities - finance leases totaling approximately $ 389.4 million and $ 510.8 million, respectively, and lease liabilities - operating leases totaling approximately $ 17.5 million and $ 17.3 million, respectively.
+Added: (1) At March 31, 2021 and December 31, 2020, this amount included right of use assets - finance leases totaling approximately $ 248.9 million and $ 248.9 million, respectively, and right of use assets - operating leases totaling approximately $ 22.2 million and $ 22.5 million, respectively.
+Added: (2) At March 31, 2021 and December 31, 2020, this amount included lease liabilities - finance leases totaling approximately $ 387.9 million and $ 388.7 million, respectively, and lease liabilities - operating leases totaling approximately $ 29.2 million and $ 29.0 million, respectively.
(3) 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.
1 unchanged sentence
In addition, certain acquisition, transaction and other costs may not be reflected in the net assets at the joint venture level.
−Removed: At September 30, 2020 and December 31, 2019, there was an aggregate basis differential of approximately $ 308.0 million and $ 311.3 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.
−Removed: At September 30, 2020, there was an aggregate basis differential of approximately $ 53.1 million between the carrying value of the Company’s investment in the joint venture that owns Gateway Commons and the joint venture’s basis in the assets and liabilities.
+Added: The Company’s basis differences are as follows:
+Added: 2021 December 31,
+Added: (in thousands)
+Added: Colorado Center $ 306,903 $ 307,328
+Added: Gateway Commons 50,682 51,875
+Added: Dock 72 ( 51,708 ) ( 52,243 )
These basis differentials (excluding land) will be amortized over the remaining lives of the related assets and liabilities.
−Removed: (4) Investments with deficit balances aggregating approximately $ 29.5 million and $ 22.4 million at September 30, 2020 and December 31, 2019, respectively, are reflected within Other Liabilities in the Company’s Consolidated Balance Sheets.
−Removed: Table of Conte n ts
+Added: (4) Investments with deficit balances aggregating approximately $ 35.6 million and $ 36.6 million at March 31, 2021 and December 31, 2020, respectively, are reflected within Other Liabilities in the Company’s Consolidated Balance Sheets.
The combined summarized statements of operations of the Company’s unconsolidated joint ventures are as follows:
−Removed: Three months ended September 30, Nine months ended September 30,
−Removed: 2020 2019 2020 2019
+Added: Three months ended March 31,
(in thousands)
1 unchanged sentence
Operating 37,134 35,401
+Added: Transaction costs 7 —
Depreciation and amortization 34,103 32,035
2 unchanged sentences
Interest expense ( 25,556 ) ( 22,583 )
−Removed: Gains on sales of real estate — ( 812 ) 11,720 33,760
−Removed: Net income $ ( 11,139 ) $ 2,329 $ ( 1,072 ) $ 44,403
−Removed: Company’s share of net income $ ( 4,421 ) $ 392 $ 855 $ 24,352
+Added: Net income (loss) $ ( 9,534 ) $ 3,184
+Added: Company’s share of net income (loss) $ ( 3,640 ) $ 1,252
+Added: Gain on sale of investment (2) 10,257 —
Basis differential (3) ( 1,392 ) ( 1,621 )
−Removed: Income from unconsolidated joint ventures $ ( 6,873 ) $ ( 649 ) $ ( 5,410 ) $ 47,528
+Added: Income (loss) from unconsolidated joint ventures $ 5,225 $ ( 369 )
_______________
−Removed: (1) Includes straight-line rent adjustments of approximately $ 3.8 million and $ 5.3 million for the three months ended September 30, 2020 and 2019, respectively, and $ 22.0 million and $ 18.7 million for the nine months ended September 30, 2020 and 2019, respectively.
−Removed: (2) Includes straight-line rent adjustments of approximately $ 0.4 million and $ 0.5 million for the three months ended September 30, 2020 and 2019, respectively, and $ 1.3 million and $ 1.6 million for the nine months ended September 30, 2020 and 2019, respectively.
−Removed: Also includes net above-/below-market rent adjustments of approximately $ 0.2 million and $ 0.4 million for the three months ended September 30, 2020 and 2019, respectively, and $ 0.7 million and $ 1.3 million for the nine months ended September 30, 2020 and 2019, respectively.
−Removed: On January 28, 2020, the Company entered into a joint venture with a third party to own, operate and develop properties at its Gateway Commons complex located in South San Francisco, California.
−Removed: The Company contributed its 601, 611 and 651 Gateway properties and development rights with an agreed upon value aggregating approximately $ 350.0 million for its 50 % interest in the joint venture (See Note 3).
−Removed: 601, 611 and 651 Gateway consist of three Class A office properties aggregating approximately 768,000 net rentable square feet.
−Removed: The partner contributed three properties and development rights with an agreed upon value aggregating approximately $ 280.8 million at closing and will contribute cash totaling approximately $ 69.2 million in the future for its 50 % ownership interest in the joint venture.
−Removed: As a result of the partner’s deferred contribution, the Company has an initial approximately 55 % interest in the joint venture.
−Removed: Future development projects will be owned 49 % by the Company and 51 % by its partner.
−Removed: On January 28, 2020, a joint venture in which the Company has a 55 % interest commenced development of the first phase of its Platform 16 project located in San Jose, California.
−Removed: Platform 16 consists of a parcel of land totaling approximately 5.6 acres that is expected to support the development of approximately 1.1 million square feet of commercial office space.
−Removed: The first phase of the Platform 16 development project consists of an approximately 390,000 net rentable square foot Class A office building and a below-grade parking garage.
−Removed: During the third quarter of 2020, the joint venture paused construction activities after completing site preparation work and intends to revisit its plans once the economic impact of COVID-19 becomes clearer or economic conditions improve.
−Removed: On February 20, 2020, the joint venture acquired the land underlying the ground lease for a purchase price totaling approximately $ 134.8 million.
−Removed: The joint venture had previously made a deposit totaling $ 15.0 million, which was credited against the purchase price.
−Removed: On June 9, 2020, a joint venture in which the Company has a 20 % interest refinanced with a new lender the mortgage loan collateralized by its Metropolitan Square property located in Washington, DC.
−Removed: The outstanding balance of the loan totaled approximately $ 155.9 million, bore interest at a fixed rate of 5.75 % per annum and was scheduled to mature on August 5, 2020.
−Removed: The new mortgage loan totaling $ 325.0 million, of which $ 288.0 million
−Removed: Table of Conte n ts
−Removed: was advanced at closing, bears interest at a variable rate equal to (1) the greater of (x) LIBOR or (y) 0.65% , plus (2) 4.75 % per annum, and matures on July 7, 2022, with two , one -year extension options, subject to certain conditions.
−Removed: The joint venture entered into an interest rate cap agreement with a financial institution to limit its exposure to increases in the LIBOR rate 3.00 % per annum on a notional amount of $ 325.0 million through July 7, 2022.
−Removed: The joint venture distributed excess loan proceeds from the new mortgage loan totaling approximately $ 112.7 million, of which the Company’s share totaled approximately $ 22.5 million.
−Removed: Metropolitan Square is a Class A office property with approximately 654,000 net rentable square feet.
−Removed: On Jun e 25, 2020, a joint venture in which the Company has a 50 % interest completed the sale of Annapolis Junction Building Eight and two land parcels located in Annapolis, Maryland for a gross sale price of $ 47.0 million.
−Removed: Net cash proceeds totaled approximately $ 45.8 million after the payment of transaction costs.
−Removed: The Company recognized a gain on sale of real estate totaling approximately $ 5.8 million, which is included in Income (Loss) from Unconsolidated Joint Ventures in the accompanying Consolidated Statements of Operations.
−Removed: The joint venture distributed approximately $ 36.8 million of available cash and the net proceeds from the sale after the pay down of the mortgage loan, of which the Company’s share totaled approximately $ 18.4 million.
−Removed: Annapolis Junction Building Eight is an approximately 126,000 net rentable square foot Class A office property, which is vacant.
−Removed: The two land parcels will support the development of approximately 300,000 square feet of commercial office space with one parcel currently containing surface parking for approximately 511 vehicles.
−Removed: On June 25, 2020, in conjunction with the joint venture’s sale of Annapolis Junction Building Eight, the joint venture in which the Company has a 50 % interest modified the mortgage loan collateralized by Annapolis Junction Building Seven and Building Eight with the release of Annapolis Junction Building Eight as collateral under the loan in exchange for a principal pay down of approximately $ 16.1 million using a portion of the net proceeds from the sale of the property.
−Removed: At the time of the modification, the outstanding balance of the loan totaled approximately $ 34.5 million, bore interest at a variable rate equal to LIBOR plus 2.35 % per annum and was scheduled to mature on June 30, 2020.
−Removed: The modified mortgage loan totaling approximately $ 18.4 million is collateralized by Annapolis Junction Building Seven, continues to bear interest at a variable rate equal to LIBOR plus 2.35 % per annum and matures on March 25, 2021.
−Removed: Annapolis Junction Building Seven is a Class A office property with approximately 127,000 net rentable square feet located in Annapolis, Maryland.
−Removed: On July 23, 2020, the Company acquired a 50 % interest in a joint venture entity that owns Beach Cities Media Center, a 6.4 -acre parcel of land located in El Segundo, California, for a purchase price of approximately $ 21.2 million.
−Removed: Beach Cities Media Center is expected to support the development of approximately 275,000 square feet of Class A office space.
−Removed: On July 24, 2020, a joint venture in which the Company has a 50 % interest completed and fully placed in-service Hub50House, an approximately 320,000 square foot project comprised of 440 residential units located in Boston, Massachusetts.
−Removed: On September 1, 2020, the Company entered into an agreement with its partner in the joint venture that owns 1265 Main Street located in Waltham, Massachusetts to (1) form additional joint ventures to own and develop a mixed-use property containing approximately 1,200,000 square feet to be developed in phases on an approximately 41 -acre site adjacent to 1265 Main Street and (2) share the costs of certain offsite infrastructure improvements with its joint venture partner and other third-party abutting land owners.
−Removed: The Company will serve as the development manager and expects to own a 50 % interest in each of the joint ventures.
−Removed: On September 30, 2020, a joint venture in which the Company has a 50 % interest extended the mortgage loan collateralized by its Market Square North property.
−Removed: At the time of the extension, the outstanding balance of the loan totaled approximately $ 114.2 million, bore interest at a fixed rate of 4.85 % per annum and was scheduled to mature on October 1, 2020.
−Removed: The extended loan matures on November 1, 2020 (See Note 13).
−Removed: Market Square North is a Class A office property with approximately 418,000 net rentable square feet located in Washington, DC.
−Removed: Table of Conte n ts
+Added: (1) Includes straight-line rent adjustments of approximately $ 1.1 million and $ 9.7 million for the three months ended March 31, 2021 and 2020, respectively.
+Added: For the three months ended March 31, 2021, write-offs of accounts receivable and accrued rent balances totaled approximately $ 0.3 million.
+Added: (2) During the three months ended March 31, 2021, the Company completed the sale of its 50 % ownership interest in Annapolis Junction NFM LLC.
+Added: The Company recognized a gain on sale of investment of approximately $ 10.3 million.
+Added: (3) Includes straight-line rent adjustments of approximately $ 0.5 million and $ 0.5 million for the three months ended March 31, 2021 and 2020, respectively.
+Added: Also includes net above-/below-market rent adjustments of approximately $ 0.1 million and $ 0.3 million for the three months ended March 31, 2021 and 2020, respectively.
+Added: On February 25, 2021, a joint venture in which the Company has a 54 % interest, commenced the development of 751 Gateway, a speculative laboratory building located in South San Francisco, California, that is expected to be approximately 229,000 net rentable square feet upon completion.
+Added: 751 Gateway is the first phase of a multi-phase development plan at Gateway Commons.
+Added: Upon the formation of the joint venture in 2020, the Company had an approximately 55 % ownership interest in the joint venture as a result of the partner’s deferred contribution and the partner is obligated to fund all required capital until such time as the Company owns a 50 % interest.
+Added: On March 31, 2021, the Company had a 54 % interest in the joint venture.
+Added: The Company will own a 49 % interest in any development project, including 751 Gateway.
+Added: On March 30, 2021, the Company completed the sale of its 50 % ownership interest in Annapolis Junction NFM LLC (the “Annapolis Junction Joint Venture”) to the joint venture partner for a gross sales price of $ 65.9 million.
+Added: Net cash proceeds to the Company totaled approximately $ 17.6 million after repayment of the Company's share of debt totaling approximately $ 15.1 million and the deferment of a $ 0.2 million payment due from the purchaser.
+Added: The Company recognized a gain on sale of investment totaling approximatel y $ 10.3 million , w hich is included in Income (Loss) from Unconsolidated Joint Ventures in the accompanying Consolidated Statements of Operations.
+Added: In addition to net cash proceeds from the sale, the Company will be distributed approximately $ 5.8 million of available cash subsequent to March 31, 2021.
+Added: Annapolis Junction Buildings Six and Seven are Class A office properties totaling approximately 247,000 net rentable square feet.
+Added: With the sale of the Company’s ownership interest in the Annapolis Junction Joint Venture, the Company no longer has any assets in Annapolis, Maryland.
+Added: Mortgage Notes Payable
+Added: On March 26, 2021, the Company used available cash to repay the mortgage loan collateralized by its University Place property located in Cambridge, Massachusetts totaling approximately $ 0.9 million.
+Added: The mortgage loan bore interest at a fixed rate of 6.94 % per annum and was scheduled to mature on August 1, 2021.
+Added: There was no prepayment penalty.
Unsecured Senior Notes
−Removed: The following summarizes the unsecured senior notes outstanding as of September 30, 2020 (dollars in thousands):
+Added: The following summarizes the unsecured senior notes outstanding as of March 31, 2021 (dollars in thousands):
Stated Rate Effective
1 unchanged sentence
Amount Maturity Date(2)
−Removed: 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
8 unchanged sentences
10.75 Year Unsecured Senior Notes 3.250 % 3.343 % 1,250,000 January 30, 2031
+Added: 11 Year Unsecured Senior Notes 2.550 % 2.671 % 850,000 April 1, 2032
Total principal 9,700,000
5 unchanged sentences
(2) No principal amounts are due prior to maturity.
−Removed: On May 5, 2020, Boston Properties Limited Partnership completed a public offering of $ 1.25 billion in aggregate principal amount of its 3.250 % unsecured senior notes due 2031.
+Added: On February 14, 2021, Boston Properties Limited Partnership completed the redemption of $ 850.0 million in aggregate principal amount of its 4.125 % senior notes due May 15, 2021.
+Added: The redemption price was approximately $ 858.7 million, which was equal to par plus approximately $ 8.7 million of accrued and unpaid interest to, but not including, the redemption date.
+Added: Excluding the accrued and unpaid interest, the redemption price was equal to the principal amount being redeemed.
+Added: The Company recognized a loss from early extinguishment of debt totaling approximately $ 0.4 million related to unamortized origination costs.
+Added: On March 16, 2021, Boston Properties Limited Partnership completed a public offering of $ 850.0 million in aggregate principal amount of its 2.550 % unsecured senior notes due 2032.
The notes were priced at 99.570 % of the principal amount to yield an effective rate (including financing fees) of approximately 2.671 % per annum to maturity.
−Removed: The notes will mature on January 30, 2031, unless earlier redeemed.
−Removed: The aggregate net proceeds from the offering were approximately $ 1.24 billion after deducting underwriting discounts and transaction expenses.
+Added: The notes will mature on April 1, 2032, unless earlier redeemed.
+Added: The aggregate net proceeds from the offering were approximately $ 839.2 million after deducting underwriting discounts and transaction expenses.
The indenture relating to the unsecured senior notes contains certain financial restrictions and requirements, including (1) a leverage ratio not to exceed 60%, (2) a secured debt leverage ratio not to exceed 50%, (3) an interest coverage ratio of greater than 1.50, and (4) an unencumbered asset value of not less than 150% of unsecured debt.
−Removed: At September 30, 2020, Boston Properties Limited Partnership was in compliance with each of these financial restrictions and requirements.
+Added: At March 31, 2021, Boston Properties Limited Partnership was in compliance with each of these financial restrictions and requirements.
+Added: Unsecured Credit Facility
+Added: On April 24, 2017, Boston Properties Limited Partnership amended and restated its unsecured revolving credit agreement (as amended and restated, the “2017 Credit Facility”).
+Added: Among other things, the 2017 Credit Facility (1) increased the total commitment of the revolving line of credit (the “Revolving Facility”) from $ 1.0 billion to $ 1.5 billion, (2) extended the maturity date from July 26, 2018 to April 24, 2022, (3) reduced the per annum variable interest rates, and (4) added a $ 500.0 million delayed draw term loan facility (the “Delayed Draw Facility”) that permitted Boston Properties Limited Partnership to draw upon it provided that amounts drawn and subsequently repaid may not be borrowed again.
+Added: In addition, Boston Properties Limited Partnership may increase the total commitment under the 2017 Credit Facility by up to $ 500.0 million through increases in the Revolving Facility or the Delayed Draw Facility, or both, subject to syndication of the increase and other conditions.
+Added: On April 24, 2018, Boston Properties Limited Partnership exercised its option to draw $ 500.0 million on its Delayed Draw Facility.
+Added: Prior to its repayment on March 16, 2021, the Delayed Draw Facility bore interest at a variable rate equal to LIBOR plus 0.95 % per annum based on Boston Properties Limited Partnership’s credit rating.
+Added: On March 16, 2021, Boston Properties Limited Partnership repaid all amounts borrowed under the Delayed Draw Facility.
+Added: The Company recognized a loss from early extinguishment of debt totaling approximately $ 0.5 million, related to unamortized financing costs.
+Added: At March 31, 2021, Boston Properties Limited Partnership had no amounts outstanding under its 2017 Credit Facility.
+Added: The 2017 Credit Facility contains customary representations and warranties, affirmative and negative covenants and events of default provisions, including failure to pay indebtedness, breaches of covenants, and bankruptcy and other insolvency events, which could result in the acceleration of all amounts and cancellation of all commitments outstanding under the Credit Agreement.
+Added: Among other covenants, the 2017 Credit Facility requires that Boston Properties Limited Partnership maintain on an ongoing basis:
+Added: (1) a leverage ratio not to exceed 60%, however, the leverage ratio may increase to no greater than 65% provided that it is reduced back to 60% within one year, (2) a secured debt leverage ratio not to exceed 55%, (3) a fixed charge coverage ratio of at least 1.40, (4) an unsecured debt leverage ratio not to exceed 60%, however, the unsecured debt leverage ratio may increase to no greater than 65% provided that it is reduced to 60% within one year, (5) an unsecured debt interest coverage ratio of at least 1.75 and (6) limitations on permitted investments.
+Added: At March 31, 2021, Boston Properties Limited Partnership was in compliance with each of these financial and other covenant requirements.
Commitments and Contingencies
1 unchanged sentence
In addition, in the normal course of business, the Company guarantees to certain tenants the obligations of its subsidiaries for the payment of tenant improvement allowances and brokerage commissions in connection with their leases and limited costs arising from delays in delivery of their premises.
−Removed: The Company has letter of credit and performance obligations related to lender and development requirements that total approximately $ 19.4 million.
+Added: The Company has letter of credit and performance obligations related to lender and development requirements that total approximately $ 20.2 million at March 31, 2021.
Certain of the Company’s joint venture agreements include provisions whereby, at certain specified times, each partner has the right to initiate a purchase or sale of its interest in the joint ventures.
1 unchanged sentence
From time to time, under certain of the Company’s joint venture agreements, if certain return thresholds are achieved, either the Company or its partners may be entitled to an additional promoted interest or payments.
−Removed: Table of Conte n ts
From time to time, the Company (or ventures in which the Company has an ownership interest) has agreed, and may in the future agree, to (1) guarantee portions of the principal, interest and other amounts in connection with their borrowings, (2) provide customary environmental indemnifications and nonrecourse carve-outs (e.g., guarantees against fraud, misrepresentation and bankruptcy) in connection with their borrowings and (3) provide guarantees to lenders, tenants and other third parties for the completion of development projects.
1 unchanged sentence
In some cases, the Company earns a fee from the applicable joint venture for providing the guarantee.
−Removed: In connection with the refinancing of 767 Fifth Avenue’s (the General Motors Building) secured loan by the Company’s consolidated joint venture entity, 767 Venture, LLC, the Company 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.
−Removed: As of September 30, 2020, the maximum funding obligation under the guarantee was approximately $ 37.2 million.
+Added: In connection with the refinancing of 767 Fifth Avenue’s (the General Motors Building) secured loan by the Company’s consolidated joint venture entity, 767 Venture, LLC, the Company guaranteed the consolidated entity’s
+Added: obligation to fund various reserves for tenant improvement costs and allowances, leasing commissions and free rent obligations in lieu of cash deposits.
+Added: As of March 31, 2021, the maximum funding obligation under the guarantee was approximately $ 23.1 million.
The Company earns a fee from the joint venture for providing the guarantee and has an agreement with the outside partners to reimburse the joint venture for their share of any payments made under the guarantee.
−Removed: As of September 30, 2020, no amounts related to the guarantee are recorded as liabilities in the Company’s consolidated financial statements.
+Added: As of March 31, 2021, no amounts related to the guarantee are recorded as liabilities in the Company’s consolidated financial statements.
Pursuant to the lease agreement with Marriott, the Company has guaranteed the completion of the office building and parking garage on behalf of its 7750 Wisconsin Avenue joint venture and has also provided a financing guaranty as required with respect to the third-party construction financing.
7 unchanged sentences
To secure such financing arrangements, affiliates of The Bernstein Companies are required to provide certain security, which varies depending on the specific loan, by pledges of their equity interest in the office property, a fee mortgage on the hotel property, or both.
−Removed: As of September 30, 2020, no amounts related to the contingent aspect of any of the guarantees are recorded as liabilities in the Company’s consolidated financial statements.
+Added: As of March 31, 2021, no amounts related to the contingent aspect of any of the guarantees are recorded as liabilities in the Company’s consolidated financial statements.
In connection with the sale and development of the Company’s 6595 Springfield Center Drive development project, the Company has guaranteed the completion of the project and the payment of certain cost overruns in accordance with the development management agreement with the buyer.
3 unchanged sentences
An affiliate of the buyer has provided a guaranty of the obligations of the buyer to fund such construction costs and the buyer has agreed to use commercially reasonable efforts to require the construction lender to provide certain remedies to the Company in the event the buyer does not fund such construction obligations.
−Removed: As of September 30, 2020, no amounts related to the contingent aspect of the guarantee are recorded as a liability in the Company’s consolidated financial statements.
−Removed: In connection with the redevelopment of the Company’s 325 Main Street property located in Cambridge, Massachusetts, the Company is required, pursuant to the local zoning ordinance, to commence construction of a residential building of at least 200,000 square feet with 25 % of the project designated as income-restricted (with a minimum of 20 % of the square footage devoted to home ownership units) prior to the occupancy of the 325 Main Street property, which is expected to occur during the third quarter of 2022.
−Removed: 325 Main Street consisted of an
−Removed: Table of Conte n ts
−Removed: approximately 115,000 net rentable square foot Class A office property that was demolished and is being developed into an approximately 420,000 net rentable square foot Class A office property, including approximately 41,000 net rentable square feet of retail space.
−Removed: In 2009, the Company filed a general unsecured creditor’s claim against Lehman Brothers, Inc.
−Removed: for approximately $ 45.3 million related to its rejection of a lease at 399 Park Avenue in New York City.
−Removed: On January 10, 2014, the trustee for the liquidation of the business of Lehman Brothers allowed the Company’s claim in the amount of approximately $ 45.2 million.
−Removed: During the years 2014 through 2018, the Company received distributions aggregating approximately $ 18.0 million, leaving a remaining claim of approximately $ 27.2 million.
−Removed: The Company will continue to evaluate whether to attempt to sell the remaining claim or wait until the trustee distributes proceeds from the Lehman Brothers estate.
−Removed: Given the inherent uncertainties in bankruptcy proceedings, there can be no assurance as to the timing or amount of additional proceeds, if any, that the Company may ultimately realize on the remaining claim, whether by sale to a third party or by one or more distributions from the trustee.
−Removed: Accordingly, the Company has not recorded any estimated recoveries associated with this gain contingency within its Consolidated Financial Statements at September 30, 2020.
+Added: As of March 31, 2021, no amounts related to the contingent aspect of the guarantee are recorded as a liability in the Company’s consolidated financial statements.
+Added: In connection with the redevelopment of the Company’s 325 Main Street property located in Cambridge, Massachusetts, the Company was required, pursuant to the local zoning ordinance and urban renewal plan, to commence construction of a residential building of at least 200,000 square feet with 25 % of the project designated as income-restricted (with a minimum of 20 % of the square footage devoted to home ownership units) prior to the occupancy of the 325 Main Street property, which is expected to occur during the third quarter of 2022.
+Added: The zoning ordinance and urban renewal plan were each recently amended to decouple the residential requirement from the occupancy of the 325 Main Street property.
+Added: The amendment to the urban renewal plan is subject to final approvals and completion of administrative processes.
+Added: 325 Main Street consisted of an approximately 115,000 net rentable square foot Class A office property that was demolished and is being developed into an approximately 420,000 net rentable square foot Class A office property, including approximately 41,000 net rentable square feet of retail space.
The Company’s property insurance program per occurrence limits are $ 1.0 billion for its portfolio insurance program, including coverage for acts of terrorism other than nuclear, biological, chemical or radiological terrorism (“Terrorism Coverage”).
The Company also carries $ 250 million of Terrorism Coverage for 601 Lexington Avenue, New York, New York (“601 Lexington Avenue”) in excess of the $ 1.0 billion of coverage in the Company’s property insurance program.
−Removed: Certain properties, including the General Motors Building located at 767 Fifth Avenue in New York, New York (“767 Fifth Avenue”), are currently insured in separate insurance programs.
+Added: Certain properties, including the General Motors Building located at 767 Fifth Avenue in New
+Added: York, New York (“767 Fifth Avenue”), are currently insured in separate insurance programs.
The property insurance program per occurrence limits for 767 Fifth Avenue are $ 1.625 billion, including Terrorism Coverage.
16 unchanged sentences
If the Company experiences a loss and IXP is required to pay under its insurance policy, the Company would ultimately record the loss to the extent of the required payment.
−Removed: Therefore, insurance coverage provided by IXP should not be
−Removed: Table of Conte n ts
−Removed: considered as the equivalent of third-party insurance, but rather as a modified form of self-insurance.
+Added: Therefore, insurance coverage provided by IXP should not be considered as the equivalent of third-party insurance, but rather as a modified form of self-insurance.
In addition, Boston Properties Limited Partnership has issued a guarantee to cover liabilities of IXP in the amount of $ 20.0 million.
5 unchanged sentences
There are other types of losses, such as from wars, for which the Company cannot obtain insurance at all or at a reasonable cost.
−Removed: With respect to such losses and losses from acts of terrorism, earthquakes or other catastrophic events, if the Company experiences a loss that is uninsured or that exceeds policy limits, the Company could lose the capital invested in the damaged properties, as well as the anticipated future revenues from those properties.
+Added: With respect to such losses and losses from acts of terrorism, earthquakes, pandemics or other catastrophic events, if the Company experiences a loss that is uninsured or that exceeds policy limits, the Company could lose the capital invested in the damaged properties, as well as the anticipated future revenues from those properties.
Depending on the specific circumstances of each affected property, it is possible that the Company could be liable for mortgage indebtedness or other obligations related to the property.
3 unchanged sentences
and interests in consolidated property partnerships not wholly-owned by the Company.
−Removed: As of September 30, 2020, the noncontrolling interests in Boston Properties Limited Partnership consisted of 16,120,074 OP Units, 1,338,400 LTIP Units (including 105,080 2012 OPP Units, 64,468 2013 MYLTIP Units, 23,100 2014 MYLTIP Units, 24,966 2015 MYLTIP Units, 89,791 2016 MYLTIP Units and 116,078 2017 MYLTIP Units), 336,195 2018 MYLTIP Units, 219,916 2019 MYLTIP Units and 203,278 2020 MYLTIP Units held by parties other than Boston Properties, Inc.
+Added: As of March 31, 2021, the noncontrolling interests in Boston Properties Limited Partnership consisted of 16,053,640 OP Units, 1,525,306 LTIP Units (including 451,043 LTIP Units earned by employees under the Company’s multi-year long-term incentive awards granted between 2012-2018 (i.e., 2012 OPP and 2013-2018 MYLTIP awards)), 219,916 2019 MYLTIP Units, 203,278 2020 MYLTIP Units and 352,021 2021 MYLTIP Units held by parties other than Boston Properties, Inc.
Noncontrolling Interest—Common Units
−Removed: During the nine months ended September 30, 2020, 773,858 OP Units were presented by the holders for redemption (including 82,608 OP Units issued upon conversion of LTIP Units, 2012 OPP Units and 2013 - 2017 MYLTIP Units) and were redeemed by Boston Properties, Inc.
+Added: During the three months ended March 31, 2021, 118,290 OP Units were presented by the holders for redemption (includi ng 64,799 O P Units issued upon conversion of LTIP Units, 2012 OPP Units and MYLTIP Units) and were redeemed by Boston Properties, Inc.
in exchange for an equal number of shares of Common Stock.
−Removed: At September 30, 2020, Boston Properties Limited Partnership had outstanding 336,195 2018 MYLTIP Units, 219,916 2019 MYLTIP Units and 203,278 2020 MYLTIP Units.
−Removed: Prior to the applicable measurement date (February 5, 2021 for 2018 MYLTIP Units, February 4, 2022 for 2019 MYLTIP Units and February 3, 2023 for 2020 MYLTIP Units), holders of MYLTIP Units will be entitled to receive per unit distributions equal to one-tenth ( 10 %) of the regular quarterly distributions payable on an OP Unit, but will not be entitled to receive any special distributions.
+Added: At March 31, 2021, Boston Properties Limited Partnership had outstanding 219,916 2019 MYLTIP Units, 203,278 2020 MYLTIP Units and 352,021 2021 MYLTIP Units.
+Added: Prior to the end of the respective three -year performance period for each plan, holders of MYLTIP Units are entitled to receive per unit distributions equal to one-tenth ( 10 %) of the regular quarterly distributions payable on an OP Unit, but will not be entitled to receive any special distributions.
After the measurement date, the number of MYLTIP Units, both vested and unvested, that MYLTIP award recipients have earned, if any, based on the establishment of a performance pool, will be entitled to receive distributions in an amount per unit equal to distributions, both regular and special, payable on an OP Unit.
1 unchanged sentence
As a result, an aggregate of 285,925 2018 MYLTIP Units that had been previously granted were automatically forfeited.
−Removed: The following table presents Boston Properties Limited Partnership’s distributions on the OP Units and LTIP Units (including the 2012 OPP Units, 2013 - 2016 MYLTIP Units and, after the February 6, 2020 measurement date, the 2017 MYLTIP Units) and its distributions on the 2017 MYLTIP Units (prior to the February 6, 2020 measurement date) and 2018 - 2020 MYLTIP Units (after the February 4, 2020 issuance date) that occurred during the nine months ended September 30, 2020:
−Removed: Table of Conte n ts
+Added: The following table presents Boston Properties Limited Partnership’s distributions on the OP Units and LTIP Units (including the 2012 OPP Units, 2013 - 2017 MYLTIP Units and, after the February 5, 2021 measurement date, the 2018 MYLTIP Units) and its distributions on the 2018 MYLTIP Units (prior to the February 5, 2021 measurement date) and 2019 - 2021 MYLTIP Units (after the February 2, 2021 issuance date of the 2021 MYLTIP Units) that occurred during the three months ended March 31, 2021:
Record Date Payment Date Distributions per OP Unit and LTIP Unit Distributions per MYLTIP Unit
−Removed: September 30, 2020 October 30, 2020 $ 0.98 $ 0.098
−Removed: June 30, 2020 July 31, 2020 $ 0.98 $ 0.098
March 31, 2021 April 30, 2021 $ 0.98 $ 0.098
December 31, 2020 January 28, 2021 $ 0.98 $ 0.098
−Removed: The following table presents Boston Properties Limited Partnership’s distributions on the OP Units and LTIP Units (including the 2012 OPP Units, 2013 - 2015 MYLTIP Units and, after the February 9, 2019 measurement date, the 2016 MYLTIP Units) and its distributions on the 2016 MYLTIP Units (prior to the February 9, 2019 measurement date) and 2017 - 2019 MYLTIP Units (after the February 5, 2019 issuance date) that occurred during the nine months ended September 30, 2019:
+Added: The following table presents Boston Properties Limited Partnership’s distributions on the OP Units and LTIP Units (including the 2012 OPP Units, 2013 - 2016 MYLTIP Units and, after the February 6, 2020 measurement date, the 2017 MYLTIP Units) and its distributions on the 2017 MYLTIP Units (prior to the February 6, 2020 measurement date) and 2018 - 2020 MYLTIP Units (after the February 4, 2020 issuance date of the 2020 MYLTIP Units) that occurred during the three months ended March 31, 2020:
Record Date Payment Date Distributions per OP Unit and LTIP Unit Distributions per MYLTIP Unit
−Removed: September 30, 2019 October 31, 2019 $ 0.95 $ 0.095
−Removed: June 28, 2019 July 31, 2019 $ 0.95 $ 0.095
March 31, 2020 April 30, 2020 $ 0.98 $ 0.098
5 unchanged sentences
The value of the OP Units (not owned by Boston Properties, Inc.
−Removed: and LTIP Units (including the 2012 OPP Units and 2013 - 2017 MYLTIP Units) assuming that all conditions had been met for the conversion thereof) had all of such units been redeemed at September 30, 2020 was approximately $ 1.4 billion based on the last reported price of a share of Common Stock on the New York Stock Exchange of $ 80.30 per share on September 30, 2020.
+Added: and LTIP Units (including the 2012 OPP Units and 2013 - 2018 MYLTIP Units) assuming that all conditions had been met for the conversion thereof) had all of such
+Added: units been redeemed at March 31, 2021 was approximately $ 1.8 billion based on the last reported price of a share of Common Stock on the New York Stock Exchange of $ 101.26 per share on March 31, 2021.
Noncontrolling Interests—Property Partnerships
The noncontrolling interests in property partnerships consist of the outside equity interests in ventures that are consolidated with the financial results of the Company because the Company exercises control over the entities that own the properties.
−Removed: The equity interests in these ventures that are not owned by the Company, totaling approximately $ 1.7 billion at September 30, 2020 and December 31, 2019, are included in Noncontrolling Interests—Property Partnerships on the accompanying Consolidated Balance Sheets.
+Added: The equity interests in these ventures that are not owned by the Company, totaling approxim ately $ 1.7 billion at March 31, 2021 and December 31, 2020, are included in Noncontrolling Interests—Property Partnerships on the accompanying Consolidated Balance Sheets.
Stockholders’ Equity / Partners’ Capital
Boston Properties, Inc.
−Removed: As of September 30, 2020, Boston Properties, Inc.
+Added: As of March 31, 2021, Boston Properties, Inc.
had 156,074,200 shares of Common Stock outstanding.
−Removed: As of September 30, 2020, Boston Properties, Inc.
+Added: As of March 31, 2021, Boston Properties, Inc.
owned 1,736,531 general partnership units and 154,337,669 limited partnership units in Boston Properties Limited Partnership.
7 unchanged sentences
No shares of Common Stock have been issued under this ATM stock offering program.
−Removed: Table of Conte n ts
−Removed: During the nine months ended September 30, 2020, Boston Properties, Inc.
+Added: During the three months ended March 31, 2021, Boston Properties, Inc.
issued 206,377 shares of Common Stock upon the exercise of options to purchase Common Stock.
−Removed: During the nine months ended September 30, 2020, Boston Properties, Inc.
+Added: During the three months ended March 31, 2021, Boston Properties, Inc.
issued 118,290 shares of Common Stock in connection with the redemption of an equal number of redeemable OP Units from limited partners.
−Removed: The following table presents Boston Properties, Inc.’s dividends per share and Boston Properties Limited Partnership’s distributions per OP Unit and LTIP Unit paid or declared in 2020 and during the nine months ended September 30, 2019:
+Added: The following table presents Boston Properties, Inc.’s dividends per share and Boston Properties Limited Partnership’s distributions per OP Unit and LTIP Unit paid or declared in 2021 and during the three months ended March 31, 2020:
Record Date Payment Date Dividend (Per Share) Distribution (Per Unit)
−Removed: September 30, 2020 October 30, 2020 $ 0.98 $ 0.98
−Removed: June 30, 2020 July 31, 2020 $ 0.98 $ 0.98
March 31, 2021 April 30, 2021 $ 0.98 $ 0.98
December 31, 2020 January 28, 2021 $ 0.98 $ 0.98
−Removed: September 30, 2019 October 31, 2019 $ 0.95 $ 0.95
−Removed: June 28, 2019 July 31, 2019 $ 0.95 $ 0.95
March 31, 2020 April 30, 2020 $ 0.98 $ 0.98
1 unchanged sentence
Preferred Stock
−Removed: As of September 30, 2020, Boston Properties, Inc.
−Removed: had 80,000 shares ( 8,000,000 depositary shares each representing 1/100th of a share) outstanding of its 5.25 % Series B Cumulative Redeemable Preferred Stock with a liquidation preference of $ 2,500.00 per share ($ 25.00 per depositary share).
−Removed: Boston Properties, Inc.
−Removed: pays cumulative cash dividends on the Series B Preferred Stock at a rate of 5.25% per annum of the $2,500.00 liquidation preference per share.
−Removed: Boston Properties, Inc.
−Removed: did not have the right to redeem the Series B Preferred Stock prior to March 27, 2018, except in certain circumstances relating to the preservation of Boston Properties, Inc.’s REIT status.
−Removed: On and after March 27, 2018, Boston Properties, Inc., at its option, may redeem the Series B Preferred Stock for a cash redemption price of $ 2,500.00 per share ($ 25.00 per depositary share), plus all accrued and unpaid dividends.
−Removed: The Series B Preferred Stock is not redeemable by the holders, has no maturity date and is not convertible into any other security of Boston Properties, Inc.
−Removed: or its affiliates.
−Removed: The following table presents Boston Properties, Inc.’s dividends per share on its outstanding Series B Preferred Stock paid or declared during 2020 and during the nine months ended September 30, 2019:
+Added: On March 2, 2021, Boston Properties, Inc.
+Added: issued a redemption notice for 80,000 shares of its Series B Preferred Stock, which constituted all of the outstanding Series B Preferred Stock, and the corresponding Depositary Shares, each representing 1/100th of a share of Series B Preferred Stock, and recorded it as a liability.
+Added: The redemption price per share of Series B Preferred Stock was equal to $ 2,500 plus all accrued and unpaid dividend to, but not including, the redemption date, totaling $ 2,516.41 per share.
+Added: On March 31, 2021, the Company transferred the full redemption price for all outstanding shares of Series B Preferred Stock of approximately $ 201.3 million including approximately $ 1.3 million of accrued and unpaid dividends to, but not including, the redemption date, to the redemption agent and recorded that amount within Cash held in escrows on the Consolidated Balance Sheets.
+Added: Upon redemption of the Series B Preferred Stock, all outstanding shares of the Series B Preferred Units, which had terms and preferences generally mirroring those of the Series B Preferred Stock, were redeemed by Boston Properties Limited Partnership.
+Added: The excess of the redemption price over the
+Added: carrying value of the Series B Preferred Stock and Series B Preferred Units of approximately $ 6.4 million relates to the original issuance costs and will be reflected as a reduction to Net Income Attributable to Boston Properties, Inc.
+Added: common shareholders and Net Income Attributable to Boston Properties Limited Partnership common unitholders on the Consolidated Income Statement (See Note 15).
+Added: The following table presents Boston Properties, Inc.’s dividends per share on its outstanding Series B Preferred Stock paid or declared during 2021 and during the three months ended March 31, 2020:
Record Date Payment Date Dividend (Per Share)
−Removed: November 4, 2020 November 16, 2020 $ 32.8125
−Removed: August 3, 2020 August 17, 2020 $ 32.8125
−Removed: May 1, 2020 May 15, 2020 $ 32.8125
February 5, 2021 February 16, 2021 $ 32.8125
−Removed: November 1, 2019 November 15, 2019 $ 32.8125
−Removed: August 2, 2019 August 15, 2019 $ 32.8125
May 1, 2020 May 15, 2020 $ 32.8125
February 4, 2020 February 18, 2020 $ 32.8125
−Removed: Table of Conte n ts
−Removed: Earnings Per Share / Common Unit
−Removed: Boston Properties, Inc.
−Removed: The following table provides a reconciliation of both the net income attributable to Boston Properties, Inc.
−Removed: common shareholders and the number of common shares used in the computation of basic earnings per share (“EPS”), which is calculated by dividing net income attributable to Boston Properties, Inc.
−Removed: common shareholders by the weighted-average number of common shares outstanding during the period.
−Removed: Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are also participating securities.
−Removed: As such, unvested restricted common stock of Boston Properties, Inc.
−Removed: and Boston Properties Limited Partnership’s LTIP Units, 2012 OPP Units and MYLTIP Units are considered participating securities.
−Removed: Participating securities are included in the computation of basic EPS of Boston Properties, Inc.
−Removed: using the two-class method.
−Removed: Participating securities are included in the computation of diluted EPS of Boston Properties, Inc.
−Removed: using the if-converted method if the impact is dilutive.
−Removed: Because the 2012 OPP Units and 2013 - 2017 MYLTIP Units required, and the 2018 - 2020 MYLTIP Units require, Boston Properties, Inc.
−Removed: to outperform absolute and/or relative return thresholds, unless such thresholds have been met by the end of the applicable reporting period, Boston Properties, Inc.
−Removed: excludes such units from the diluted EPS calculation.
−Removed: Other potentially dilutive common shares, including stock options, restricted stock and other securities of Boston Properties Limited Partnership that are exchangeable for Boston Properties, Inc.’s Common Stock, and the related impact on earnings, are considered when calculating diluted EPS.
−Removed: Three months ended September 30, 2020
−Removed: (Numerator) Shares
−Removed: (Denominator) Per Share
−Removed: (in thousands, except for per share amounts)
−Removed: Basic Earnings:
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 89,854 155,645 $ 0.58
−Removed: Effect of Dilutive Securities:
−Removed: Stock Based Compensation — 25 —
−Removed: Diluted Earnings:
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 89,854 155,670 $ 0.58
−Removed: Three months ended September 30, 2019
−Removed: (Numerator) Shares
−Removed: (Denominator) Per Share
−Removed: (in thousands, except for per share amounts)
−Removed: Basic Earnings:
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 107,771 154,577 $ 0.70
−Removed: Effect of Dilutive Securities:
−Removed: Stock Based Compensation
−Removed: Diluted Earnings:
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 107,771 154,820 $ 0.70
−Removed: Table of Conte n ts
−Removed: Nine months ended September 30, 2020
−Removed: (Numerator) Shares
−Removed: (Denominator) Per Share
−Removed: (in thousands, except for per share amounts)
−Removed: Basic Earnings:
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 854,541 155,349 $ 5.50
−Removed: Allocation of undistributed earnings to participating securities
−Removed: ( 1,150 ) — ( 0.01 )
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 853,391 155,349 $ 5.49
−Removed: Effect of Dilutive Securities:
−Removed: Stock Based Compensation
−Removed: Diluted Earnings:
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 853,391 155,447 $ 5.49
−Removed: Nine months ended September 30, 2019
−Removed: (Numerator) Shares
−Removed: (Denominator) Per Share
−Removed: (in thousands, except for per share amounts)
−Removed: Basic Earnings:
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 370,200 154,553 $ 2.40
−Removed: Effect of Dilutive Securities:
−Removed: Stock Based Compensation
−Removed: — 294 ( 0.01 )
−Removed: Diluted Earnings:
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 370,200 154,847 $ 2.39
−Removed: Boston Properties Limited Partnership
−Removed: The following table provides a reconciliation of both the net income attributable to Boston Properties Limited Partnership common unitholders and the number of common units used in the computation of basic earnings per common unit, which is calculated by dividing net income attributable to Boston Properties Limited Partnership common unitholders by the weighted-average number of common units outstanding during the period.
−Removed: Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are also participating securities.
−Removed: As such, unvested restricted common stock of Boston Properties, Inc.
−Removed: and Boston Properties Limited Partnership’s LTIP Units, 2012 OPP Units and MYLTIP Units are considered participating securities.
−Removed: Participating securities are included in the computation of basic earnings per common unit using the two-class method.
−Removed: Participating securities are included in the computation of diluted earnings per common unit using the if-converted method if the impact is dilutive.
−Removed: Because the 2012 OPP Units and 2013 - 2017 MYLTIP Units required, and the 2018 - 2020 MYLTIP Units require, Boston Properties, Inc.
−Removed: to outperform absolute and/or relative return thresholds, unless such thresholds have been met by the end of the applicable reporting period, Boston Properties Limited Partnership excludes such units from the diluted earnings per common unit calculation.
−Removed: Other potentially dilutive common units and the related impact on earnings are considered when calculating diluted earnings per common unit.
−Removed: Included in the number of units (the denominator) below are approximately 17,032,000 and 17,638,000 redeemable common units for the three months ended September 30, 2020 and 2019, respectively, and 17,279,000 and 17,630,000 redeemable common units for the nine months ended September 30, 2020 and 2019, respectively.
−Removed: Table of Conte n ts
−Removed: Three months ended September 30, 2020
−Removed: (Numerator) Units
−Removed: (Denominator) Per Unit
−Removed: (in thousands, except for per unit amounts)
−Removed: Basic Earnings:
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 101,624 172,677 $ 0.59
−Removed: Effect of Dilutive Securities:
−Removed: Stock Based Compensation
−Removed: Diluted Earnings:
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 101,624 172,702 $ 0.59
−Removed: Three months ended September 30, 2019
−Removed: (Numerator) Units
−Removed: (Denominator) Per Unit
−Removed: (in thousands, except for per unit amounts)
−Removed: Basic Earnings:
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 122,117 172,215 $ 0.71
−Removed: Effect of Dilutive Securities:
−Removed: Stock Based Compensation
−Removed: Diluted Earnings:
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 122,117 172,458 $ 0.71
−Removed: Nine months ended September 30, 2020
−Removed: (Numerator) Units
−Removed: (Denominator) Per Unit
−Removed: (in thousands, except for per unit amounts)
−Removed: Basic Earnings:
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 969,932 172,628 $ 5.62
−Removed: Allocation of undistributed earnings to participating securities
−Removed: ( 1,278 ) — ( 0.01 )
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 968,654 172,628 $ 5.61
−Removed: Effect of Dilutive Securities:
−Removed: Stock Based Compensation
−Removed: Diluted Earnings:
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 968,654 172,726 $ 5.61
−Removed: Table of Conte n ts
−Removed: Nine months ended September 30, 2019
−Removed: (Numerator) Units
−Removed: (Denominator) Per Unit
−Removed: (in thousands, except for per unit amounts)
−Removed: Basic Earnings:
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 421,214 172,183 $ 2.45
−Removed: Effect of Dilutive Securities:
−Removed: Stock Based Compensation
−Removed: — 294 ( 0.01 )
−Removed: Diluted Earnings:
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 421,214 172,477 $ 2.44
−Removed: Stock Option and Incentive Plan
−Removed: On February 4, 2020, Boston Properties, Inc.’s Compensation Committee granted the 2020 MYLTIP awards under the Boston Properties, Inc.’s 2012 Stock Option and Incentive Plan (the “2012 Plan”) to certain officers and employees of Boston Properties, Inc.
−Removed: The 2020 MYLTIP awards utilize Boston Properties, Inc.’s TSR over a three-year measurement period, on an annualized, compounded basis, as the performance metric.
−Removed: Earned awards will range from zero to a maximum of 203,278 LTIP Units depending on Boston Properties, Inc.’s TSR relative to the FTSE Russell Nareit Office Index, adjusted to include Vornado Realty Trust, with a target of approximately 101,638 LTIP Units and linear interpolation between zero and maximum.
−Removed: Earned awards (if any) will vest 50% on February 3, 2023 and 50% on February 3, 2024, based on continued employment.
−Removed: Vesting will be accelerated in the event of a change in control, termination of employment by Boston Properties, Inc.
−Removed: without cause, or termination of employment by the award recipient for good reason, death, disability or retirement.
−Removed: If there is a change of control prior to February 3, 2023, earned awards will be calculated based on TSR performance up to the date of the change of control.
−Removed: The 2020 MYLTIP awards are in the form of LTIP Units issued on the grant date which (i) are subject to forfeiture to the extent awards are not earned and (ii) prior to the performance measurement date are only entitled to one-tenth (10%) of the regular quarterly distributions payable on common partnership units.
−Removed: Under ASC 718 “Compensation - Stock Compensation,” the 2020 MYLTIP awards have an aggregate value of approximately $ 13.7 million, which amount will generally be amortized into earnings under the graded vesting method.
−Removed: On February 6, 2020, the measurement period for the Company’s 2017 MYLTIP awards ended and, based on Boston Properties, Inc.’s relative TSR performance, the final awards were determined to be 83.8 % of target, or an aggregate of approximately $ 17.6 million (after giving effect to employee separations).
−Removed: As a result, an aggregate of 270,942 2017 MYLTIP Units that had been previously granted were automatically forfeited.
−Removed: During the nine months ended September 30, 2020, Boston Properties, Inc.
−Removed: issued 29,630 shares of restricted common stock and Boston Properties Limited Partnership issued 207,181 LTIP Units and 203,278 2020 MYLTIP Units to employees and non-employee directors under the 2012 Plan.
−Removed: Employees and non-employee directors paid $ 0.01 per share of restricted common stock and $ 0.25 per LTIP Unit and 2020 MYLTIP Unit.
−Removed: When issued, LTIP Units are not economically equivalent in value to a share of Common Stock, but over time can increase in value to one-for-one parity with Common Stock if there is sufficient appreciation in the value of the Company’s assets.
−Removed: The aggregate value of the LTIP Units is included in noncontrolling interests in the Consolidated Balance Sheets of Boston Properties, Inc.
−Removed: and Boston Properties Limited Partnership.
−Removed: A majority of the grants of restricted common stock and LTIP Units to employees vest in four equal annual installments.
−Removed: Restricted common stock is measured at fair value on the date of grant based on the number of shares granted and the closing price of Boston Properties, Inc.’s Common Stock on the date of grant as quoted on the New York Stock Exchange.
−Removed: Such value is recognized as an expense ratably over the corresponding employee service period.
−Removed: The shares of restricted common stock granted during the nine months ended September 30, 2020 were valued at approximately $ 4.0 million ($ 133.81 per share weighted-average).
−Removed: The LTIP Units granted were valued at approximately $ 26.3 million (approximately $ 127.14 per unit weighted-average fair value) using a Monte Carlo simulation method model.
−Removed: The per unit fair values of the LTIP Units granted were estimated on the dates of grant and for a substantial majority of such units were valued using the following assumptions:
−Removed: an expected life of 5.7 years, a risk-free interest rate of 1.47 % and an expected price volatility of 18.0 %.
−Removed: Because the 2012 OPP Units and 2013 - 2020 MYLTIP Units are subject to both a service condition and a market condition, the Company recognizes the related compensation expense under the graded vesting attribution method.
−Removed: Under the graded vesting attribution method, each portion of the award that vests at a different date is accounted for as a separate award and recognized over the period appropriate to that
−Removed: Table of Conte n ts
−Removed: portion so that the compensation cost for each portion should be recognized in full by the time that portion vests.
−Removed: The Company recognizes forfeitures as they occur on its awards of stock-based compensation.
−Removed: Dividends paid on both vested and unvested shares of restricted stock are charged directly to Dividends in Excess of Earnings in Boston Properties, Inc.’s Consolidated Balance Sheets and Partners’ Capital in Boston Properties Limited Partnership’s Consolidated Balance Sheets.
−Removed: Aggregate stock-based compensation expense associated with restricted stock, LTIP Units and 2016 - 2020 MYLTIP Units was approximately $ 8.0 million and $ 7.5 million for the three months ended September 30, 2020 and 2019, respectively, and $ 35.3 million and $ 32.4 million for the nine months ended September 30, 2020 and 2019, respectively.
−Removed: At September 30, 2020, there was (1) an aggregate of approximately $ 31.3 million of unrecognized compensation expense related to unvested restricted stock, LTIP Units and 2017 MYLTIP Units and (2) an aggregate of approximately $ 12.8 million of unrecognized compensation expense related to unvested 2018 - 2020 MYLTIP Units that is expected to be recognized over a weighted-average period of approximately 2.3 years.
Segment Information
The following tables present reconciliations of Net Income Attributable to Boston Properties, Inc.
−Removed: Common Shareholders to the Company’s share of Net Operating Income and Net Income Attributable to Boston Properties Limited Partnership Common Unitholders to the Company’s share of Net Operating Income for the three and nine months ended September 30, 2020 and 2019.
+Added: Common Shareholders to the Company’s share of Net Operating Income and Net Income Attributable to Boston Properties Limited Partnership Common Unitholders to the Company’s share of Net Operating Income for the three months ended March 31, 2021 and 2020.
Boston Properties, Inc.
−Removed: Three months ended September 30, Nine months ended September 30,
−Removed: 2020 2019 2020 2019
+Added: Three months ended March 31,
(in thousands)
2 unchanged sentences
$ 91,624 $ 497,496
+Added: Preferred stock redemption charge 6,412 —
Preferred dividends 2,560 2,625
3 unchanged sentences
Interest expense 107,902 101,591
−Removed: Loss from early extinguishment of debt — 28,010 — 28,010
−Removed: Impairment loss — — — 24,038
+Added: Losses from early extinguishment of debt 898 —
Net operating income from unconsolidated joint ventures 24,795 28,758
2 unchanged sentences
Payroll and related costs from management services contracts
−Removed: 2,896 2,429 8,617 8,227
General and administrative expense 44,959 36,454
1 unchanged sentence
44,376 47,661
−Removed: Gains from investments in securities 1,858 106 965 4,240
+Added: Gains (losses) from investments in securities 1,659 ( 5,445 )
Interest and other income (loss) 1,168 3,017
−Removed: Gains (losses) on sales of real estate ( 209 ) ( 15 ) 613,723 766
+Added: Gains on sales of real estate — 410,165
Income (loss) from unconsolidated joint ventures 5,225 ( 369 )
Direct reimbursements of payroll and related costs from management services contracts
−Removed: 2,896 2,429 8,617 8,227
Development and management services revenue 6,803 7,879
Company’s share of Net Operating Income $ 424,366 $ 452,750
−Removed: Table of Conte n ts
Boston Properties Limited Partnership
−Removed: Three months ended September 30, Nine months ended September 30,
−Removed: 2020 2019 2020 2019
+Added: Three months ended March 31,
(in thousands)
1 unchanged sentence
$ 105,773 $ 566,333
+Added: Preferred unit redemption charge 6,412 —
Preferred distributions 2,560 2,625
1 unchanged sentence
Interest expense 107,902 101,591
−Removed: Loss from early extinguishment of debt — 28,010 — 28,010
−Removed: Impairment loss — — — 22,272
+Added: Losses from early extinguishment of debt 898 —
Net operating income from unconsolidated joint ventures 24,795 28,758
2 unchanged sentences
Payroll and related costs from management services contracts
−Removed: 2,896 2,429 8,617 8,227
General and administrative expense 44,959 36,454
1 unchanged sentence
44,376 47,661
−Removed: Gains from investments in securities 1,858 106 965 4,240
+Added: Gains (losses) from investments in securities 1,659 ( 5,445 )
Interest and other income (loss) 1,168 3,017
−Removed: Gains (losses) on sales of real estate ( 209 ) ( 15 ) 626,686 915
+Added: Gains on sales of real estate — 419,654
Income (loss) from unconsolidated joint ventures 5,225 ( 369 )
Direct reimbursements of payroll and related costs from management services contracts
−Removed: 2,896 2,429 8,617 8,227
Development and management services revenue 6,803 7,879
1 unchanged sentence
Net operating income (“NOI”) is a non-GAAP financial measure equal to net income attributable to Boston Properties, Inc.
−Removed: common shareholders and net income attributable to Boston Properties Limited Partnership common unitholders, as applicable, the most directly comparable GAAP financial measures, plus (1) preferred dividends/distributions, net income attributable to noncontrolling interests, interest expense, loss from early extinguishment of debt, impairment loss, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts and corporate general and administrative expense less (2) gains from investments in securities, interest and other income (loss), gains (losses) on sales of real estate, income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue.
+Added: common shareholders and net income attributable to Boston Properties Limited Partnership common unitholders, as applicable, the most directly comparable GAAP financial measures, plus (1) preferred stock/unit redemption charge, preferred dividends/distributions, net income attributable to noncontrolling interests, interest expense, losses from early extinguishment of debt, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts and corporate general and administrative expense less (2) gains (losses) from investments in securities, interest and other income (loss), gains on sales of real estate, income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue.
The Company believes NOI is useful to investors as a performance measure and believes it provides useful information to investors regarding its results of operations and financial condition because, when compared across periods, it reflects the impact on operations from trends in occupancy rates, rental rates, operating costs and acquisition and development activity on an unleveraged basis, providing perspective not immediately apparent from net income attributable to Boston Properties, Inc.
4 unchanged sentences
NOI presented by the Company may not be comparable to NOI reported by other REITs or real estate companies that define NOI differently.
−Removed: Table of Conte n ts
The Company’s internal reporting utilizes its share of NOI, which includes its share of NOI from consolidated and unconsolidated joint ventures, which is a non-GAAP financial measure that is calculated as the consolidated amount, plus the Company’s share of the amount from the Company’s unconsolidated joint ventures (calculated based upon the Company’s economic percentage ownership interest and, in some cases, after priority allocations), minus the Company’s partners’ share of the amount from the Company’s consolidated joint ventures (calculated based upon the partners’ economic percentage ownership interests and, in some cases, after priority allocations, income allocation to private REIT shareholders and their share of fees due to the Company).
−Removed: The Company’s share of NOI from unconsolidated joint ventures does not include its share of gains on sale of real estate from unconsolidated joint ventures, which is included within Income From Unconsolidated Joint Ventures in the Company’s Consolidated Statements of Operations.
+Added: The Company’s share of NOI from unconsolidated joint ventures does not include its share of gains on sales of real estate from unconsolidated joint ventures, both of which are included within Income From Unconsolidated Joint Ventures in the Company’s Consolidated Statements of Operations.
Management utilizes its share of NOI in assessing its performance as the Company has several significant joint ventures and, in some cases, the Company exercises significant influence over, but does not control, the joint venture, in which case GAAP requires that the Company account for the joint venture entity using the equity method of accounting and the Company does not consolidate it for financial reporting purposes.
3 unchanged sentences
Therefore, depreciation and amortization expense is not allocated among segments.
−Removed: Preferred dividends/distributions, interest expense, loss from early extinguishment of debt, impairment loss, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts, corporate general and administrative expense, gains from investments in securities, interest and other income (loss), gains (losses) on sales of real estate, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue are not included in NOI and are provided as reconciling items to the Company’s reconciliations of its share of NOI to net income attributable to common shareholders/unitholders.
+Added: Preferred stock/unit redemption charge, preferred dividends/distributions, interest expense, losses from early extinguishment of debt, depreciation and amortization expense, transaction costs, payroll and related costs from management services contracts, corporate general and administrative expense, gains (losses) from investments in securities, interest and other income (loss), gains on sales of real estate, income (loss) from unconsolidated joint ventures, direct reimbursements of payroll and related costs from management services contracts and development and management services revenue are not included in NOI and are provided as reconciling items to the Company’s reconciliations of its share of NOI to net income attributable to common shareholders/unitholders.
The Company’s segments are based on the Company’s method of internal reporting which classifies its operations by geographic area.
3 unchanged sentences
Upon the adoption of ASC 842, any write-off for bad debt, including accrued rent, will be recorded as a reduction to lease revenue.
−Removed: As a result of COVID-19, during the three and nine months ended September 30, 2020, the Company wrote off approximately $ 4.1 million and $ 41.5 million, respectively, related to accrued rent balances and approximately $ 3.4 million and $ 22.3 million, respectively, related to accounts receivable balances.
+Added: As a result of COVID-19, during the three months ended March 31, 2021, the Company wrote off approximately $ 0.6 million related to accrued rent, net balances and approximately $( 0.2 ) million related to accounts receivable, net balances.
+Added: During the three months ended March 31, 2020, the Company wrote off approximately $ 1.2 million related to accrued rent, net balances and approximately $ 0.3 million related to accounts receivable, net balances.
The write-offs were for tenants, primarily in the retail sector, that either terminated their leases or that the Company considered their accrued rent and/or accounts receivable balances no longer probable of collection.
−Removed: In addition, parking and other revenue for the three and nine months ended September 30, 2020 decreased by approximately $ 9.3 million and $ 22.0 million, respectively, compared to 2019.
+Added: In addition, parking and other revenue for the three months ended March 31, 2021 decreased by approximately $ 7.6 million compared to 2020.
These decreases were primarily in transient and monthly parking revenue.
−Removed: The degree to which the Company’s commercial and retail tenants’ and parking operators’ businesses are, or will continue to be, negatively impacted by COVID-19, including by measures intended to reduce its spread, such as mandatory business closures and “stay-at-home” orders, could result in a reduction in the Company’s cash flows or require that the Company write off additional accrued rent and/or accounts receivable balances, and this could have a material adverse effect on lease revenue and thus the results of the Company’s Office property type.
−Removed: The Boston Marriott Cambridge closed in March 2020 due to COVID-19 and did not re-open until October 2, 2020.
−Removed: The hotel is operating at a monthly deficit.
+Added: The Boston Marriott Cambridge closed in March 2020 due to COVID-19.
+Added: The hotel re-opened on October 2, 2020 and it has operated at a diminished occupancy due to the continued impact of COVID-19 on business and leisure travel.
The closing of the hotel for more than two fiscal quarters, weak demand and low occupancy since its re-opening, have had, and are expected to continue to have, a material adverse effect on the hotel’s operations and thus the results of the Company’s Hotel property type.
−Removed: Table of Conte n ts
Information by geographic area and property type (dollars in thousands):
−Removed: For the three months ended September 30, 2020:
+Added: For the three months ended March 31, 2021:
Boston Los Angeles New York San Francisco Washington, DC Total
23 unchanged sentences
(1) Rental Revenue is equal to Total Revenue per the Company’s Consolidated Statements of Operations, less Development and Management Services Revenue and Direct Reimbursements of Payroll and Related Costs from Management Services Contracts Revenue per the Consolidated Statements of Operations.
−Removed: Table of Conte n ts
−Removed: For the three months ended September 30, 2019:
+Added: For the three months ended March 31, 2020:
Boston Los Angeles New York San Francisco Washington, DC Total
23 unchanged sentences
(1) Rental Revenue is equal to Total Revenue per the Company’s Consolidated Statements of Operations, less Development and Management Services Revenue and Direct Reimbursements of Payroll and Related Costs from Management Services Contracts Revenue per the Consolidated Statements of Operations.
−Removed: Table of Conte n ts
−Removed: For the nine months ended September 30, 2020:
−Removed: Boston Los Angeles New York San Francisco Washington, DC Total
−Removed: Rental Revenue:
−Removed: Office $ 683,501 $ — $ 699,063 $ 393,137 $ 256,904 $ 2,032,605
−Removed: Residential 10,512 — — 23 18,541 29,076
−Removed: Hotel 7,014 — — — — 7,014
−Removed: Total 701,027 — 699,063 393,160 275,445 2,068,695
−Removed: % of Grand Totals 33.89 % — % 33.79 % 19.01 % 13.31 % 100.00 %
−Removed: Rental Expenses:
−Removed: Office 240,129 — 285,411 123,168 99,322 748,030
−Removed: Residential 3,925 — — 740 8,319 12,984
−Removed: Hotel 11,958 — — — — 11,958
−Removed: Total 256,012 — 285,411 123,908 107,641 772,972
−Removed: % of Grand Totals 33.12 % — % 36.92 % 16.03 % 13.93 % 100.00 %
−Removed: Net operating income
+Added: Earnings Per Share / Common Unit
+Added: Boston Properties, Inc.
+Added: The following table provides a reconciliation of both the net income attributable to Boston Properties, Inc.
+Added: common shareholders and the number of common shares used in the computation of basic earnings per share (“EPS”), which is calculated by dividing net income attributable to Boston Properties, Inc.
+Added: common shareholders by the weighted-average number of common shares outstanding during the period.
+Added: Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are also participating securities.
+Added: As such, unvested restricted common stock of Boston Properties, Inc.
+Added: and Boston Properties Limited Partnership’s LTIP Units, 2012 OPP Units and MYLTIP Units are considered participating securities.
+Added: Participating securities are included in the computation of basic EPS of Boston Properties, Inc.
+Added: using the two-class method.
+Added: Participating securities are included in the computation of diluted EPS of Boston Properties, Inc.
+Added: using the if-converted method if the impact is dilutive.
+Added: Because the 2012 OPP Units and 2013 - 2018 MYLTIP Units required, and the 2019 - 2021 MYLTIP Units require, Boston Properties, Inc.
+Added: to outperform absolute and/or relative return thresholds, unless such thresholds have been met by the end of the applicable reporting period, Boston Properties, Inc.
+Added: excludes such units from the diluted EPS calculation.
+Added: Other potentially dilutive common shares, including stock options, restricted stock and other securities of Boston Properties Limited Partnership that are exchangeable for Boston Properties, Inc.’s Common Stock, and the related impact on earnings, are considered when calculating diluted EPS.
+Added: Three months ended March 31, 2021
+Added: (Numerator) Shares
+Added: (Denominator) Per Share
+Added: (in thousands, except for per share amounts)
+Added: Basic Earnings:
+Added: Net income attributable to Boston Properties, Inc.
+Added: common shareholders
$ 91,624 155,928 $ 0.59
−Removed: % of Grand Totals 34.35 % — % 31.92 % 20.78 % 12.95 % 100.00 %
−Removed: Net operating income attributable to noncontrolling interests in property partnerships
+Added: Effect of Dilutive Securities:
+Added: Stock Based Compensation — 171 —
+Added: Diluted Earnings:
+Added: Net income attributable to Boston Properties, Inc.
+Added: common shareholders
$ 91,624 156,099 $ 0.59
−Removed: Company’s share of net operating income from unconsolidated joint ventures
+Added: Three months ended March 31, 2020
+Added: (Numerator) Shares
+Added: (Denominator) Per Share
+Added: (in thousands, except for per share amounts)
+Added: Basic Earnings:
+Added: Net income attributable to Boston Properties, Inc.
+Added: common shareholders
$ 497,496 155,011 $ 3.21
−Removed: Company’s share of net operating income
+Added: Allocation of undistributed earnings to participating securities
( 1,011 ) — ( 0.01 )
−Removed: % of Grand Totals 33.63 % 3.42 % 25.89 % 22.36 % 14.70 % 100.00 %
+Added: Net income attributable to Boston Properties, Inc.
+Added: common shareholders
$ 496,485 155,011 $ 3.20
−Removed: (1) Rental Revenue is equal to Total Revenue per the Company’s Consolidated Statements of Operations, less Development and Management Services Revenue and Direct Reimbursements of Payroll and Related Costs from Management Services Contracts Revenue per the Consolidated Statements of Operations.
−Removed: Table of Conte n ts
−Removed: For the nine months ended September 30, 2019:
−Removed: Boston Los Angeles New York San Francisco Washington, DC Total
−Removed: Rental Revenue:
−Removed: Office $ 659,717 $ — $ 761,993 $ 391,851 $ 288,201 $ 2,101,762
−Removed: Residential 9,732 — — — 16,978 26,710
−Removed: Hotel 36,796 — — — — 36,796
−Removed: Total 706,245 — 761,993 391,851 305,179 2,165,268
−Removed: % of Grand Totals 32.62 % — % 35.19 % 18.10 % 14.09 % 100.00 %
−Removed: Rental Expenses:
−Removed: Office 238,438 — 292,478 130,733 107,535 769,184
−Removed: Residential 3,729 — — — 8,178 11,907
−Removed: Hotel 25,686 — — — — 25,686
−Removed: Total 267,853 — 292,478 130,733 115,713 806,777
−Removed: % of Grand Totals 33.20 % — % 36.26 % 16.20 % 14.34 % 100.00 %
−Removed: Net operating income
+Added: Effect of Dilutive Securities:
+Added: Stock Based Compensation
+Added: Diluted Earnings:
+Added: Net income attributable to Boston Properties, Inc.
+Added: common shareholders
$ 496,485 155,258 $ 3.20
−Removed: % of Grand Totals 32.27 % — % 34.56 % 19.22 % 13.95 % 100.00 %
−Removed: Net operating income attributable to noncontrolling interests in property partnerships
+Added: Boston Properties Limited Partnership
+Added: The following table provides a reconciliation of both the net income attributable to Boston Properties Limited Partnership common unitholders and the number of common units used in the computation of basic earnings per common unit, which is calculated by dividing net income attributable to Boston Properties Limited Partnership common unitholders by the weighted-average number of common units outstanding during the period.
+Added: Unvested share-based payment awards that contain non-forfeitable rights to dividends or dividend equivalents (whether paid or unpaid) are also participating securities.
+Added: As such, unvested restricted common stock of Boston Properties, Inc.
+Added: and Boston Properties Limited Partnership’s LTIP Units, 2012 OPP Units and MYLTIP Units are considered participating securities.
+Added: Participating securities are included in the computation of basic earnings per common unit using the two-class method.
+Added: Participating securities are included in the computation of diluted earnings per common unit using the if-converted method if the impact is dilutive.
+Added: Because the 2012 OPP Units and 2013 - 2018 MYLTIP Units required, and the 2019 - 2021 MYLTIP Units require, Boston Properties, Inc.
+Added: to outperform absolute and/or relative return thresholds, unless such thresholds have been met by the end of the applicable reporting period, Boston Properties Limited Partnership excludes such units from the diluted earnings per common unit calculation.
+Added: Other potentially dilutive common units and the related impact on earnings are considered when calculating diluted earnings per common unit.
+Added: Included in the number of units (the denominator) below are approximately 17,089,000 and 17,538,000 redeemable common units for the three months ended March 31, 2021, and 2020, respectively.
+Added: Three months ended March 31, 2021
+Added: (Numerator) Units
+Added: (Denominator) Per Unit
+Added: (in thousands, except for per unit amounts)
+Added: Basic Earnings:
+Added: Net income attributable to Boston Properties Limited Partnership common unitholders
$ 105,773 173,018 $ 0.61
−Removed: Company’s share of net operating income from unconsolidated joint ventures
+Added: Effect of Dilutive Securities:
+Added: Stock Based Compensation
+Added: Diluted Earnings:
+Added: Net income attributable to Boston Properties Limited Partnership common unitholders
$ 105,773 173,189 $ 0.61
−Removed: Company’s share of net operating income
+Added: Three months ended March 31, 2020
+Added: (Numerator) Units
+Added: (Denominator) Per Unit
+Added: (in thousands, except for per unit amounts)
+Added: Basic Earnings:
+Added: Net income attributable to Boston Properties Limited Partnership common unitholders
$ 566,333 172,549 $ 3.28
−Removed: % of Grand Totals 31.87 % 3.55 % 28.18 % 20.16 % 16.24 % 100.00 %
+Added: Allocation of undistributed earnings to participating securities
( 1,126 ) — —
−Removed: (1) Rental Revenue is equal to Total Revenue per the Company’s Consolidated Statements of Operations, less Development and Management Services Revenue and Direct Reimbursements of Payroll and Related Costs from Management Services Contracts Revenue per the Consolidated Statements of Operations.
+Added: Net income attributable to Boston Properties Limited Partnership common unitholders
+Added: $ 565,207 172,549 $ 3.28
+Added: Effect of Dilutive Securities:
+Added: Stock Based Compensation
+Added: — 247 ( 0.01 )
+Added: Diluted Earnings:
+Added: Net income attributable to Boston Properties Limited Partnership common unitholders
+Added: $ 565,207 172,796 $ 3.27
+Added: Stock Option and Incentive Plan
+Added: On February 2, 2021, Boston Properties, Inc.’s Compensation Committee approved the 2021 MYLTIP awards under the Boston Properties, Inc.
+Added: 2012 Stock Option and Incentive Plan (the “2012 Plan”) to certain officers and employees of Boston Properties, Inc.
+Added: The 2021 MYLTIP awards consist of two, equally-weighted (50% each) components that utilize Boston Properties, Inc.’s TSR over a three-year measurement period as the performance metric.
+Added: The first component of the 2021 MYLTIP, which represents one-half (50%) of the target grant-date value, retains the basic general structure of the 2020 MYLTIP awards with certain changes, including a change to the custom index against which Boston Properties, Inc.’s TSR is compared.
+Added: The number of LTIP Units that can be earned under this component ranges from zero to 200% of the target number of LTIP Units, based on Boston Properties, Inc.’s annualized relative TSR performance compared to a custom index.
+Added: Under this component, 100% of the target number of LTIP Units will be earned if Boston Properties, Inc.’s TSR equals the custom index TSR;
+Added: for relative TSR performance between -1,000 basis points and +1,000 basis points, the number of LTIP Units earned will be determined using linear interpolation.
+Added: The second component represents the remaining one-half (50%) of the target grant-date value of the 2021 MYLTIP.
+Added: The number of LTIP Units that can be earned under this component ranges from zero to 200% of the target number of LTIP Units, based on Boston Properties, Inc.’s cumulative absolute TSR during the performance period.
+Added: Under this component, 100% of the target number of LTIP Units will be earned if Boston Properties, Inc.’s achieves an absolute TSR equal to +1,000 basis points;
+Added: if Boston Properties, Inc.’s absolute TSR is greater than -4,000 basis points but less than +6,000 basis points, then the number of LTIP Units earned will be determined using linear interpolation.
+Added: Total earned awards under the 2021 MYLTIP, if any, is the sum of the number of LTIP Units earned under the first and second components and will range from zero to a maximum of 352,021 LTIP Units with a target of approximately 176,009 LTIP Units and linear interpolation between zero and maximum.
+Added: Earned awards (if any) will vest 100% on February 1, 2024, but may not be converted, redeemed, sold or otherwise transferred for one additional year thereafter.
+Added: Vesting will be accelerated in the event of a change in control, termination of employment by Boston Properties, Inc.
+Added: without cause, or termination of employment by the award recipient for good reason, death, disability or retirement.
+Added: If there is a change of control prior to February 1, 2024, earned awards will be calculated based on TSR performance up to the date of the change of control.
+Added: The 2021 MYLTIP awards are in the form of LTIP Units issued on the grant date, and they are subject to forfeiture to the extent awards are not earned.
+Added: Prior to the performance measurement date holders of the 2021 MYLTIP Units are only entitled to one-tenth ( 10 %) of the regular quarterly distributions payable on common partnership units.
+Added: Following the completion of the three -year performance period, Boston Properties, Inc.
+Added: will also make a “catch-up” cash payment on the 2021 MYLTIP Units that are ultimately earned in an amount equal to the regular and special distributions, if any, declared during the performance period on Boston Properties, Inc.’s common stock, less the distributions actually paid to holders of 2021 MYLTIP Units during the performance period on all of the awarded 2021 MYLTIP Units.
+Added: Under ASC 718 “Compensation - Stock Compensation,” the 2021 MYLTIP awards have an aggregate value of approximately $ 15.3 million, which amount will generally be amortized into earnings under the graded vesting method.
+Added: On February 5, 2021, the measurement period for the Company’s 2018 MYLTIP awards ended and, based on Boston Properties, Inc.’s relative TSR performance, the final awards were determined to be 29.2 % of target, or an aggregate of approximately $ 4.6 million (after giving effect to employee separations).
+Added: As a result, an aggregate of 285,925 2018 MYLTIP Units that had been previously granted were automatically forfeited.
+Added: During the three months ended March 31, 2021, Boston Properties, Inc.
+Added: issued 34,644 shares of restricted common stock and Boston Properties Limited Partnership issued 273,930 LTIP Units and 352,021 2021 MYLTIP Units to employees under the 2012 Plan.
+Added: Employees paid $ 0.01 per share of restricted common stock and $ 0.25 per LTIP Unit and 2021 MYLTIP Unit.
+Added: When issued, LTIP Units are not economically equivalent in value to a share of Common Stock, but over time can increase in value to one-for-one parity with Common Stock if there is sufficient appreciation in the value of the Company’s assets.
+Added: The aggregate value of the LTIP Units is included in noncontrolling interests in the Consolidated Balance Sheets of Boston Properties, Inc.
+Added: and Boston Properties Limited Partnership.
+Added: A substantial majority of the grants of restricted common stock and LTIP Units to employees vest in four equal annual installments.
+Added: Restricted common stock is measured at fair value on the date of grant based on the number of shares granted and the closing price of Boston Properties, Inc.’s Common Stock on the date of grant as quoted on the New York Stock Exchange.
+Added: Such value is recognized as an expense ratably over the corresponding employee service period.
+Added: The shares of restricted common stock granted during the three months ended March 31, 2021 were valued at approximately $ 3.2 million ($ 91.67 per share weighted-average).
+Added: The LTIP Units granted were valued at approximately $ 23.0 million (approximately $ 83.85 per unit weighted-average fair value) using a Monte Carlo simulation method model.
+Added: The per unit fair values of the LTIP Units granted were estimated on the dates of grant and for a substantial majority of such units were valued using the following assumptions:
+Added: an expected life of 5.7 years, a risk-free interest rate of 0.65 % and an expected price volatility of 30.0 %.
+Added: Because the 2012 OPP Units and 2013 - 2021 MYLTIP Units are subject to both a service condition and a market condition, the Company recognizes the related compensation expense under the graded vesting attribution method.
+Added: Under the graded vesting attribution method, each portion of the award that vests at a different date is accounted for as a separate award and recognized over the period appropriate to that portion so that the compensation cost for each portion should be recognized in full by the time that portion vests.
+Added: The Company recognizes forfeitures as they occur on its awards of stock-based compensation.
+Added: Dividends paid on both vested and unvested shares of restricted stock are charged directly to Dividends in Excess of Earnings in Boston Properties, Inc.’s Consolidated Balance Sheets and Partners’ Capital in Boston Properties Limited Partnership’s Consolidated Balance Sheets.
+Added: Aggregate stock-based compensation expense associated with restricted stock, LTIP Units and 2016 - 2021 MYLTIP Units was approximately $ 19.8 million and $ 17.2 million for the three months ended March 31, 2021 and 2020, respectively.
+Added: At March 31, 2021, there was (1) an aggregate of approximately $ 33.4 million of unrecognized compensation expense related to unvested restricted stock, LTIP Units and 2018 MYLTIP Units and (2) an aggregate of approximately $ 19.2 million of unrecognized compensation expense related to unvested 2019 - 2021 MYLTIP Units that is expected to be recognized over a weighted-average period of approximately 2.4 years.
Subsequent Events
−Removed: On October 1, 2020, a joint venture in which the Company has a 50 % interest completed and fully placed in-service Dock 72, a Class A office project with approximately 670,000 net rentable square feet located in Brooklyn, New York.
−Removed: On October 30, 2020, a joint venture in which the Company has a 50 % interest refinanced the mortgage loan collateralized by its Market Square North property located in Washington, DC.
−Removed: The outstanding balance of the loan totaled approximately $ 114.2 million, bore interest at a fixed rate of 4.85 % per annum and was scheduled to mature on November 1, 2020 (See Note 5).
−Removed: The new mortgage loan totals $ 125.0 million, bears interest at a variable rate equal to (1) the greater of (x) LIBOR or (y) 0.50% , plus (2) 2.30 % per annum, and matures on November 10, 2025, with one , one -year extension option, subject to certain conditions.
−Removed: On November 3, 2020, the Company signed an approximately 138,000 square-foot, 10 -year lease with a new tenant at 200 West Street in Waltham, Massachusetts .
−Removed: The Company is currently redeveloping a portion of 200 West Street into lab space with expected completion in 2021.
−Removed: With this lease, the property is 100 % leased.
−Removed: Table of Conte n ts
+Added: On April 1, 2021 , Boston Properties, Inc.
+Added: redeemed 80,000 shares of Series B Preferred Stock (including the corresponding 8,000,000 Depositary Shares), which represented all of the outstanding shares of Series B Preferred Stock.
+Added: Upon redemption of the Series B Preferred Stock, all outstanding shares of the Series B Preferred Units, which had terms and preferences generally mirroring those of the Series B Preferred Stock, were redeemed by Boston Properties Limited Partnership.
+Added: The Company paid an aggregate $ 201.3 million including $ 1.3 million of accrued but unpaid interest (See Note 11).
+Added: On May 3, 2021, the Company entered into an agreement to acquire two life sciences lab buildings located in Waltham, Massachusetts for a purchase price of approximately $ 100.0 million.
+Added: These two life sciences lab buildings aggregate approximately 137,000 net rentable square feet.
+Added: The properties are 100 % leased.
+Added: The Company expects to close on the acquisition during the second quarter of 2021.
+Added: The transaction is subject to the satisfaction of customary closing conditions.
+Added: There can be no assurance that the acquisition will be consummated on the terms currently contemplated, or at all.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.