3 unchanged sentences
(unaudited and in thousands, except for share and par value amounts)
+Added: September 30,
2021 December 31,
−Removed: Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 6,664,480 and $ 6,592,019 at June 30, 2021 and December 31, 2020, respectively)
+Added: Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 6,688,647 and $ 6,592,019 at September 30, 2021 and December 31, 2020, respectively)
$ 23,711,400 $ 22,969,110
−Removed: Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at June 30, 2021 and December 31, 2020, respectively)
+Added: Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at September 30, 2021 and December 31, 2020, respectively)
237,845 237,393
1 unchanged sentence
170,085 146,406
−Removed: accumulated depreciation (amounts related to VIEs of $( 1,235,346 ) and $( 1,158,548 ) at June 30, 2021 and December 31, 2020, respectively)
+Added: accumulated depreciation (amounts related to VIEs of $( 1,266,516 ) and $( 1,158,548 ) at September 30, 2021 and December 31, 2020, respectively)
( 5,850,397 ) ( 5,534,102 )
Total real estate 18,268,933 17,818,807
−Removed: Cash and cash equivalents (amounts related to VIEs of $ 335,837 and $ 340,642 at June 30, 2021 and December 31, 2020, respectively)
+Added: Cash and cash equivalents (amounts related to VIEs of $ 288,186 and $ 340,642 at September 30, 2021 and December 31, 2020, respectively)
1,002,728 1,668,742
2 unchanged sentences
Investments in securities 41,517 39,457
−Removed: Tenant and other receivables, net (amounts related to VIEs of $ 5,298 and $ 10,911 at June 30, 2021 and December 31, 2020, respectively)
+Added: Tenant and other receivables, net (amounts related to VIEs of $ 8,598 and $ 10,911 at September 30, 2021 and December 31, 2020, respectively)
61,269 77,411
2 unchanged sentences
19,297 18,729
−Removed: Accrued rental income, net (amounts related to VIEs of $ 346,443 and $ 336,594 at June 30, 2021 and December 31, 2020, respectively)
+Added: Accrued rental income, net (amounts related to VIEs of $ 352,291 and $ 336,594 at September 30, 2021 and December 31, 2020, respectively)
1,203,840 1,122,502
−Removed: Deferred charges, net (amounts related to VIEs of $ 173,578 and $ 183,306 at June 30, 2021 and December 31, 2020, respectively)
+Added: Deferred charges, net (amounts related to VIEs of $ 174,172 and $ 183,306 at September 30, 2021 and December 31, 2020, respectively)
622,807 640,085
−Removed: Prepaid expenses and other assets (amounts related to VIEs of $ 12,441 and $ 13,137 at June 30, 2021 and December 31, 2020, respectively)
+Added: Prepaid expenses and other assets (amounts related to VIEs of $ 42,051 and $ 13,137 at September 30, 2021 and December 31, 2020, respectively)
97,560 33,840
2 unchanged sentences
LIABILITIES AND EQUITY
−Removed: Mortgage notes payable, net (amounts related to VIEs of $ 2,901,709 and $ 2,907,590 at June 30, 2021 and December 31, 2020, respectively)
+Added: Mortgage notes payable, net (amounts related to VIEs of $ 2,898,699 and $ 2,907,590 at September 30, 2021 and December 31, 2020, respectively)
$ 2,898,699 $ 2,909,081
2 unchanged sentences
Unsecured term loan, net — 499,390
−Removed: Lease liabilities - finance leases (amounts related to VIEs of $ 20,382 and $ 20,306 at June 30, 2021 and December 31, 2020, respectively)
+Added: Lease liabilities - finance leases (amounts related to VIEs of $ 20,420 and $ 20,306 at September 30, 2021 and December 31, 2020, respectively)
243,562 236,492
Lease liabilities - operating leases 204,137 201,713
−Removed: Accounts payable and accrued expenses (amounts related to VIEs of $ 40,100 and $ 23,128 at June 30, 2021 and December 31, 2020, respectively)
+Added: Accounts payable and accrued expenses (amounts related to VIEs of $ 36,967 and $ 23,128 at September 30, 2021 and December 31, 2020, respectively)
331,687 336,264
2 unchanged sentences
87,408 106,288
−Removed: Other liabilities (amounts related to VIEs of $ 129,477 and $ 158,805 at June 30, 2021 and December 31, 2020, respectively)
+Added: Other liabilities (amounts related to VIEs of $ 124,615 and $ 158,805 at September 30, 2021 and December 31, 2020, respectively)
370,403 412,084
1 unchanged sentence
Commitments and contingencies (See Note 9)
−Removed: Redeemable deferred stock units— 78,362 and 72,966 units outstanding at redemption value at June 30, 2021 and December 31, 2020, respectively
−Removed: Ta ble of Contents
+Added: Redeemable deferred stock units— 80,989 and 72,966 units outstanding at redemption value at September 30, 2021 and December 31, 2020, respectively
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands, except for share and par value amounts)
+Added: September 30,
2021 December 31,
3 unchanged sentences
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
−Removed: Common stock, $ 0.01 par value, 250,000,000 shares authorized, 156,214,859 and 155,797,725 issued and 156,135,959 and 155,718,825 outstanding at June 30, 2021 and December 31, 2020, respectively
+Added: Common stock, $ 0.01 par value, 250,000,000 shares authorized, 156,285,391 and 155,797,725 issued and 156,206,491 and 155,718,825 outstanding at September 30, 2021 and December 31, 2020, respectively
Additional paid-in capital
1 unchanged sentence
Dividends in excess of earnings ( 657,021 ) ( 509,653 )
−Removed: Treasury common stock at cost, 78,900 shares at June 30, 2021 and December 31, 2020
+Added: Treasury common stock at cost, 78,900 shares at September 30, 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: Ta ble of Contents
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands, except for per share amounts)
−Removed: Three months ended June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
14 unchanged sentences
Other income (expense)
−Removed: Income (loss) from unconsolidated joint ventures ( 1,373 ) 1,832 3,852 1,463
−Removed: Gains on sales of real estate 7,756 203,767 7,756 613,932
+Added: Loss from unconsolidated joint ventures ( 5,597 ) ( 6,873 ) ( 1,745 ) ( 5,410 )
+Added: Gains (losses) on sales of real estate 348 ( 209 ) 8,104 613,723
Interest and other income (loss) 1,520 ( 45 ) 4,140 4,277
22 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands)
−Removed: Three months ended June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
12 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
BOSTON PROPERTIES, INC.
4 unchanged sentences
Shares Amount
−Removed: 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
+Added: Equity, June 30, 2021 156,136 $ 1,561 $ — $ 6,405,916 $ ( 612,247 ) $ ( 2,722 ) $ ( 43,166 ) $ 615,308 $ 1,725,343 $ 8,089,993
Redemption of operating partnership units to common stock 50 1 — 1,747 — — — ( 1,748 ) — —
−Removed: Allocated net income for the year — — — — 111,748 — — 12,338 17,164 141,250
+Added: Allocated net income for the period — — — — 108,308 — — 11,971 18,971 139,250
Dividends/distributions declared — — — — ( 153,082 ) — — ( 17,203 ) — ( 170,285 )
+Added: Shares issued pursuant to stock purchase plan 4 — — 520 — — — — — 520
Net activity from stock option and incentive plan 16 — — 1,185 — — — 7,679 — 8,864
4 unchanged sentences
Reallocation of noncontrolling interest — — — 6,434 — — — ( 6,434 ) — —
−Removed: Equity, June 30, 2021
+Added: Equity, September 30, 2021
156,206 $ 1,562 $ — $ 6,415,802 $ ( 657,021 ) $ ( 2,722 ) $ ( 40,803 ) $ 609,830 $ 1,728,101 $ 8,054,749
−Removed: 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
+Added: 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
Redemption of operating partnership units to common stock 9 — — 338 — — — ( 338 ) — —
−Removed: Allocated net income (loss) for the period — — — — 269,361 — — 29,986 ( 767 ) 298,580
+Added: Allocated net income for the period — — — — 92,934 — — 9,565 15,561 118,060
Dividends/distributions declared — — — — ( 155,143 ) — — ( 17,183 ) — ( 172,326 )
+Added: Shares issued pursuant to stock purchase plan 5 — — 434 — — — — — 434
Net activity from stock option and incentive plan — — — 1,390 — — — 7,249 — 8,639
4 unchanged sentences
Reallocation of noncontrolling interest — — — 5,249 — — — ( 5,249 ) — —
−Removed: Equity, June 30, 2020
+Added: Equity, September 30, 2020
155,636 $ 1,556 $ 200,000 $ 6,348,076 $ ( 364,720 ) $ ( 2,722 ) $ ( 52,622 ) $ 634,796 $ 1,730,674 $ 8,495,038
−Removed: Ta ble of Contents
BOSTON PROPERTIES, INC.
17 unchanged sentences
Reallocation of noncontrolling interest — — — 22,706 — — — ( 22,706 ) — —
−Removed: Equity, June 30, 2021 156,136 $ 1,561 $ — $ 6,405,916 $ ( 612,247 ) $ ( 2,722 ) $ ( 43,166 ) $ 615,308 $ 1,725,343 $ 8,089,993
+Added: Equity, September 30, 2021 156,206 $ 1,562 $ — $ 6,415,802 $ ( 657,021 ) $ ( 2,722 ) $ ( 40,803 ) $ 609,830 $ 1,728,101 $ 8,054,749
Equity, December 31, 2019 154,790 $ 1,548 $ 200,000 $ 6,294,719 $ ( 760,523 ) $ ( 2,722 ) $ ( 48,335 ) $ 600,860 $ 1,728,689 $ 8,014,236
10 unchanged sentences
Reallocation of noncontrolling interest — — — 16,278 — — — ( 16,278 ) — —
−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
+Added: Equity, September 30, 2020 155,636 $ 1,556 $ 200,000 $ 6,348,076 $ ( 364,720 ) $ ( 2,722 ) $ ( 52,622 ) $ 634,796 $ 1,730,674 $ 8,495,038
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands)
−Removed: Six months ended June 30,
+Added: Nine months ended September 30,
Cash flows from operating activities:
4 unchanged sentences
Non-cash compensation expense 43,098 36,152
−Removed: Income from unconsolidated joint ventures ( 3,852 ) ( 1,463 )
+Added: Loss from unconsolidated joint ventures 1,745 5,410
Distributions of net cash flow from operations of unconsolidated joint ventures
18,462 22,285
−Removed: (Gains) losses from investments in securities ( 3,934 ) 893
+Added: Gains from investments in securities ( 3,744 ) ( 965 )
Allowance for current expected credit losses ( 758 ) 1,997
34 unchanged sentences
Repayments of unsecured line of credit ( 300,000 ) ( 265,000 )
−Removed: Ta ble of Contents
BOSTON PROPERTIES, INC.
1 unchanged sentence
(unaudited and in thousands)
−Removed: Six months ended June 30,
+Added: Nine months ended September 30,
Repayment of unsecured term loan ( 500,000 ) —
34 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands, except for unit amounts)
+Added: September 30,
2021 December 31,
−Removed: Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 6,664,480 and $ 6,592,019 at June 30, 2021 and December 31, 2020, respectively)
+Added: Real estate, at cost (amounts related to variable interest entities (“VIEs”) of $ 6,688,647 and $ 6,592,019 at September 30, 2021 and December 31, 2020, respectively)
$ 23,335,905 $ 22,592,301
−Removed: Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at June 30, 2021 and December 31, 2020, respectively)
+Added: Right of use assets - finance leases (amounts related to VIEs of $ 21,000 and $ 21,000 at September 30, 2021 and December 31, 2020, respectively)
237,845 237,393
Right of use assets - operating leases 170,085 146,406
−Removed: accumulated depreciation (amounts related to VIEs of $( 1,235,346 ) and $( 1,158,548 ) at June 30, 2021 and December 31, 2020, respectively)
+Added: accumulated depreciation (amounts related to VIEs of $( 1,266,516 ) and $( 1,158,548 ) at September 30, 2021 and December 31, 2020, respectively)
( 5,739,625 ) ( 5,428,576 )
Total real estate 18,004,210 17,547,524
−Removed: Cash and cash equivalents (amounts related to VIEs of $ 335,837 and $ 340,642 at June 30, 2021 and December 31, 2020, respectively)
+Added: Cash and cash equivalents (amounts related to VIEs of $ 288,186 and $ 340,642 at September 30, 2021 and December 31, 2020, respectively)
1,002,728 1,668,742
2 unchanged sentences
Investments in securities 41,517 39,457
−Removed: Tenant and other receivables, net (amounts related to VIEs of $ 5,298 and $ 10,911 at June 30, 2021 and December 31, 2020, respectively)
+Added: Tenant and other receivables, net (amounts related to VIEs of $ 8,598 and $ 10,911 at September 30, 2021 and December 31, 2020, respectively)
61,269 77,411
1 unchanged sentence
Notes receivable, net 19,297 18,729
−Removed: Accrued rental income, net (amounts related to VIEs of $ 346,443 and $ 336,594 at June 30, 2021 and December 31, 2020, respectively)
+Added: Accrued rental income, net (amounts related to VIEs of $ 352,291 and $ 336,594 at September 30, 2021 and December 31, 2020, respectively)
1,203,840 1,122,502
−Removed: Deferred charges, net (amounts related to VIEs of $ 173,578 and $ 183,306 at June 30, 2021 and December 31, 2020, respectively)
+Added: Deferred charges, net (amounts related to VIEs of $ 174,172 and $ 183,306 at September 30, 2021 and December 31, 2020, respectively)
622,807 640,085
−Removed: Prepaid expenses and other assets (amounts related to VIEs of $ 12,441 and $ 13,137 at June 30, 2021 and December 31, 2020, respectively)
+Added: Prepaid expenses and other assets (amounts related to VIEs of $ 42,051 and $ 13,137 at September 30, 2021 and December 31, 2020, respectively)
97,560 33,840
2 unchanged sentences
LIABILITIES AND CAPITAL
−Removed: Mortgage notes payable, net (amounts related to VIEs of $ 2,901,709 and $ 2,907,590 at June 30, 2021 and December 31, 2020, respectively)
+Added: Mortgage notes payable, net (amounts related to VIEs of $ 2,898,699 and $ 2,907,590 at September 30, 2021 and December 31, 2020, respectively)
$ 2,898,699 $ 2,909,081
2 unchanged sentences
Unsecured term loan, net — 499,390
−Removed: Lease liabilities - finance leases (amounts related to VIEs of $ 20,382 and $ 20,306 at June 30, 2021 and December 31, 2020, respectively)
+Added: Lease liabilities - finance leases (amounts related to VIEs of $ 20,420 and $ 20,306 at September 30, 2021 and December 31, 2020, respectively)
243,562 236,492
1 unchanged sentence
204,137 201,713
−Removed: Accounts payable and accrued expenses (amounts related to VIEs of $ 40,100 and $ 23,128 at June 30, 2021 and December 31, 2020, respectively)
+Added: Accounts payable and accrued expenses (amounts related to VIEs of $ 36,967 and $ 23,128 at September 30, 2021 and December 31, 2020, respectively)
331,687 336,264
2 unchanged sentences
87,408 106,288
−Removed: Other liabilities (amounts related to VIEs of $ 129,477 and $ 158,805 at June 30, 2021 and December 31, 2020, respectively)
+Added: Other liabilities (amounts related to VIEs of $ 124,615 and $ 158,805 at September 30, 2021 and December 31, 2020, respectively)
370,403 412,084
1 unchanged sentence
Commitments and contingencies (See Note 9)
−Removed: Redeemable deferred stock units— 78,362 and 72,966 units outstanding at redemption value at June 30, 2021 and December 31, 2020, respectively
−Removed: Ta ble of Contents
+Added: Redeemable deferred stock units— 80,989 and 72,966 units outstanding at redemption value at September 30, 2021 and December 31, 2020, respectively
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands, except for unit amounts)
+Added: September 30,
2021 December 31,
Noncontrolling interests:
−Removed: Redeemable partnership units— 16,038,056 and 16,037,121 common units and 1,489,456 and 1,336,115 long term incentive units outstanding at redemption value at June 30, 2021 and December 31, 2020, respectively
+Added: Redeemable partnership units— 15,989,304 and 16,037,121 common units and 1,487,492 and 1,336,115 long term incentive units outstanding at redemption value at September 30, 2021 and December 31, 2020, respectively
1,893,611 1,643,024
5.25 % Series B cumulative redeemable preferred units, liquidation preference $ 2,500 per unit, 80,000 units issued and outstanding at December 31, 2020
−Removed: Boston Properties Limited Partnership partners’ capital— 1,736,635 and 1,730,921 general partner units and 154,399,324 and 153,987,904 limited partner units outstanding at June 30, 2021 and December 31, 2020, respectively
+Added: Boston Properties Limited Partnership partners’ capital— 1,736,833 and 1,730,921 general partner units and 154,469,658 and 153,987,904 limited partner units outstanding at September 30, 2021 and December 31, 2020, respectively
4,209,117 4,554,639
5 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands, except for per unit amounts)
−Removed: Three months ended June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
14 unchanged sentences
Other income (expense)
−Removed: Income (loss) from unconsolidated joint ventures ( 1,373 ) 1,832 3,852 1,463
−Removed: Gains on sales of real estate 7,756 207,241 7,756 626,895
+Added: Loss from unconsolidated joint ventures ( 5,597 ) ( 6,873 ) ( 1,745 ) ( 5,410 )
+Added: Gains (losses) on sales of real estate 348 ( 209 ) 8,104 626,686
Interest and other income (loss) 1,520 ( 45 ) 4,140 4,277
18 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands)
−Removed: Three months ended June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
5 unchanged sentences
Comprehensive income 143,749 122,514 425,717 1,007,755
−Removed: Comprehensive (income) loss attributable to noncontrolling interests ( 17,308 ) 623 ( 33,919 ) ( 19,007 )
+Added: Comprehensive income attributable to noncontrolling interests ( 19,115 ) ( 15,705 ) ( 53,034 ) ( 34,712 )
Comprehensive income attributable to Boston Properties Limited Partnership
3 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
BOSTON PROPERTIES LIMITED PARTNERSHIP
5 unchanged sentences
Interests - Property Partnerships Total Capital Noncontrolling Interests - Redeemable Partnership Units
−Removed: Equity, March 31, 2021 1,737 154,338 $ 4,392,624 $ — $ ( 45,139 ) $ 1,725,600 $ 6,073,085 $ 1,780,044
+Added: Equity, June 30, 2021 1,737 154,399 $ 4,132,880 $ — $ ( 43,166 ) $ 1,725,343 $ 5,815,057 $ 2,008,478
Net activity from contributions and unearned compensation — 21 1,705 — — — 1,705 7,679
7 unchanged sentences
Distributions to noncontrolling interests in property partnerships — — — — — ( 27,675 ) ( 27,675 ) —
−Removed: Equity, June 30, 2021
+Added: Equity, September 30, 2021
1,737 154,470 $ 4,209,117 $ — $ ( 40,803 ) $ 1,728,101 $ 5,896,415 $ 1,893,611
−Removed: Equity, March 31, 2020 1,731 153,584 $ 4,626,627 $ 193,623 $ ( 55,700 ) $ 1,736,445 $ 6,500,995 $ 1,639,855
+Added: Equity, June 30, 2020 1,731 153,891 $ 4,828,066 $ 193,623 $ ( 54,921 ) $ 1,724,588 $ 6,691,356 $ 1,581,010
Net activity from contributions and unearned compensation — 5 1,824 — — — 1,824 7,249
7 unchanged sentences
Distributions to noncontrolling interests in property partnerships — — — — — ( 11,026 ) ( 11,026 ) —
−Removed: Equity, June 30, 2020
+Added: 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: Ta ble of Contents
BOSTON PROPERTIES LIMITED PARTNERSHIP
CONSOLIDATED STATEMENTS OF CAPITAL AND NONCONTROLLING INTERESTS
−Removed: (in thousands)
+Added: (unaudited and in thousands)
Units Capital
22 unchanged sentences
— — — — — ( 65,604 ) ( 65,604 ) —
−Removed: Equity, June 30, 2021 1,737 154,399 $ 4,132,880 $ — $ ( 43,166 ) $ 1,725,343 $ 5,815,057 $ 2,008,478
+Added: Equity, September 30, 2021 1,737 154,470 $ 4,209,117 $ — $ ( 40,803 ) $ 1,728,101 $ 5,896,415 $ 1,893,611
Equity, December 31, 2019 1,727 153,063 $ 3,380,175 $ 193,623 $ ( 48,335 ) $ 1,728,689 $ 5,254,152 $ 2,468,753
18 unchanged sentences
— — — — — ( 40,091 ) ( 40,091 ) —
−Removed: Equity, June 30, 2020 1,731 153,891 $ 4,828,066 $ 193,623 $ ( 54,921 ) $ 1,724,588 $ 6,691,356 $ 1,581,010
+Added: Equity, September 30, 2020 1,731 153,905 $ 4,943,849 $ 193,623 $ ( 52,622 ) $ 1,730,674 $ 6,815,524 $ 1,406,484
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands)
−Removed: Six months ended June 30,
+Added: Nine months ended September 30,
Cash flows from operating activities:
4 unchanged sentences
Non-cash compensation expense 43,098 36,152
−Removed: Income from unconsolidated joint ventures ( 3,852 ) ( 1,463 )
+Added: Loss from unconsolidated joint ventures 1,745 5,410
Distributions of net cash flow from operations of unconsolidated joint ventures 18,462 22,285
−Removed: (Gains) losses from investments in securities ( 3,934 ) 893
+Added: Gains from investments in securities ( 3,744 ) ( 965 )
Allowance for current expected credit losses ( 758 ) 1,997
33 unchanged sentences
Repayments of unsecured line of credit ( 300,000 ) ( 265,000 )
−Removed: Ta ble of Contents
BOSTON PROPERTIES LIMITED PARTNERSHIP
1 unchanged sentence
(unaudited and in thousands)
−Removed: Six months ended June 30,
+Added: Nine months ended September 30,
Repayment of unsecured term loan ( 500,000 ) —
34 unchanged sentences
The accompanying notes are an integral part of these consolidated financial statements.
−Removed: Ta ble of Contents
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 June 30, 2021 owned an approximate 89.9 % ( 90.0 % at December 31, 2020) 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 September 30, 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.
29 unchanged sentences
In connection with the redemption of the Series B Preferred Stock, the Series B Preferred Units were also redeemed (See Note 11).
−Removed: Ta ble of Contents
−Removed: At June 30, 2021, the Company owned or had joint venture interests in a portfolio of 197 commercial real estate properties (the “Properties”) aggregating approximately 51.5 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.
−Removed: At June 30, 2021, the Properties consisted of:
+Added: At September 30, 2021, the Company owned or had joint venture interests in a portfolio of 202 commercial real estate properties (the “Properties”) aggregating approximately 52.5 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 September 30, 2021, the Properties consisted of:
• 183 office properties (including nine properties under construction/redevelopment);
26 unchanged sentences
Consolidated Variable Interest Entities
−Removed: As of June 30, 2021, Boston Properties, Inc.
+Added: As of September 30, 2021, Boston Properties, Inc.
has identified six consolidated VIEs, including Boston Properties Limited Partnership.
1 unchanged sentence
767 Fifth Avenue (the General Motors Building), Times Square Tower, 601 Lexington Avenue, Atlantic Wharf Office Building and 100 Federal Street.
−Removed: Ta ble of Contents
The Company consolidates these VIEs because it is the primary beneficiary.
15 unchanged sentences
(1) If trading value for the period is low, the valuation could be categorized as Level 2.
−Removed: (2) As of June 30, 2021, there were no amounts outstanding under the unsecured line of credit.
+Added: (2) As of September 30, 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.
5 unchanged sentences
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 June 30, 2021 and December 31, 2020 (in thousands):
−Removed: Ta ble of Contents
−Removed: June 30, 2021 December 31, 2020
+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 September 30, 2021 and December 31, 2020 (in thousands):
+Added: September 30, 2021 December 31, 2020
Amount Estimated
10 unchanged sentences
Boston Properties, Inc.
−Removed: Real estate consisted of the following at June 30, 2021 and December 31, 2020 (in thousands):
−Removed: June 30, 2021 December 31, 2020
+Added: Real estate consisted of the following at September 30, 2021 and December 31, 2020 (in thousands):
+Added: September 30, 2021 December 31, 2020
Land $ 5,065,704 $ 5,069,206
13 unchanged sentences
Boston Properties Limited Partnership
−Removed: Real estate consisted of the following at June 30, 2021 and December 31, 2020 (in thousands):
−Removed: June 30, 2021 December 31, 2020
+Added: Real estate consisted of the following at September 30, 2021 and December 31, 2020 (in thousands):
+Added: September 30, 2021 December 31, 2020
Land $ 4,968,851 $ 4,971,990
12 unchanged sentences
(2) Includes pre-development costs.
−Removed: Ta ble of Contents
−Removed: Acquisitions / Pending Acquisitions
−Removed: On April 19, 2021, the Company entered into an agreement to acquire 11251 Roger Bacon Drive, in Reston, Virginia, for an aggregate purchase price of approximately $ 5.6 million.
−Removed: The closing is scheduled to occur in the first quarter of 2022.
−Removed: 11251 Roger Bacon Drive is an approximately 65,000 square foot office building situated on approximately 2.6 acres.
−Removed: The property is 100 % leased to a single tenant with a lease expiration prior to the planned closing.
−Removed: There can be no assurance that the acquisition will be consummated on the terms currently contemplated or at all.
On June 2, 2021, the Company acquired 153 & 211 Second Avenue located in Waltham, Massachusetts for an aggregate purchase price of approximately $ 100.2 million in cash.
13 unchanged sentences
2022 8,213 1,477
−Removed: 153 & 211 Second Avenue contributed approximately $ 0.8 million of revenue and approximately ($ 0.3 ) million of earnings to the Company for the period from June 2, 2021 through June 30, 2021.
−Removed: On June 7, 2021, the Company entered into an agreement to acquire Shady Grove Bio+Tech Campus in Rockville, Maryland, for an aggregate purchase price of approximately $ 116.5 million.
−Removed: The closing is scheduled to occur in the third quarter of 2021.
−Removed: The Company’s refundable deposit of $ 10.0 million is reflected as Cash and Cash Equivalents in the Company’s Consolidated Balance Sheets.
+Added: 153 & 211 Second Avenue contributed approximately $ 3.1 million of revenue and approximately ($ 1.2 ) million of earnings to the Company for the period from June 2, 2021 through September 30, 2021.
+Added: On August 2, 2021, the Company acquired Shady Grove Bio+Tech Campus in Rockville, Maryland, for a purchase price, including transaction costs, of approximately $ 118.5 million in cash.
Shady Grove Bio+Tech Campus is an approximately 435,000 net rentable square foot, seven -building office park situated on an approximately 31 -acre site.
−Removed: The Company intends to reposition three of the buildings, which are currently vacant, to support life sciences uses (See Note 15).
+Added: The Company intends to reposition three of the buildings, which are currently vacant, to support lab or life sciences uses.
+Added: As a result, the three vacant buildings are not part of the Company’s in-service portfolio.
+Added: The Company anticipates that it will redevelop or convert the remaining four buildings to lab or life sciences-related uses as each becomes vacant.
+Added: The following table summarizes the allocation of the purchase price, including transaction costs, of Shady Grove Bio+Tech Campus at the date of acquisition (in thousands):
+Added: Land $ 52,030
+Added: Building and improvements 63,060
+Added: Tenant improvements 1,152
+Added: In-place lease intangibles 2,523
+Added: Above-market lease intangibles 142
+Added: Below-market lease intangibles ( 403 )
+Added: Net assets acquired $ 118,504
+Added: The following table summarizes the estimated annual amortization of the acquired in-place lease intangibles
+Added: and the acquired above/below-market lease intangibles for Shady Grove Bio+Tech Campus from August 2, 2021 through the last lease expiration (in thousands):
+Added: Acquired In-Place Lease Intangibles Acquired Above-Market Lease Intangibles Acquired Below-Market Lease Intangibles
+Added: Period from August 2, 2021 through December 31, 2021 $ 838 $ 31 $ 102
+Added: 2022 1,478 74 236
+Added: 2023 151 25 39
+Added: 2024 56 12 26
+Added: Shady Grove Bio+Tech Campus contributed approximately $ 0.5 million of revenue and approximately $( 0.6 ) million of earnings to the Company for the period from August 2, 2021 through September 30, 2021.
+Added: Pending Acquisitions
+Added: On April 19, 2021, the Company entered into an agreement to acquire 11251 Roger Bacon Drive, in Reston, Virginia, for an aggregate purchase price of approximately $ 5.6 million.
+Added: The closing is scheduled to occur in the first quarter of 2022.
+Added: 11251 Roger Bacon Drive is an approximately 65,000 square foot office building situated on approximately 2.6 acres.
+Added: The property is 100 % leased to a single tenant with a lease that expires concurrently with the planned closing.
+Added: There can be no assurance that this transaction will be consummated on the terms currently contemplated or at all.
On June 25, 2021, the Company entered into an agreement to acquire 360 Park Avenue South in New York City, New York for an aggregate purchase price of approximately $ 300.0 million, including (1) the assumption of the mortgage loan collateralized by the property totaling approximately $ 202.0 million and (2) the issuance of approximately $ 98.0 million of OP Units, with a floor price of $ 111.00 per OP Unit.
4 unchanged sentences
There can be no assurance that the acquisition will be consummated on the terms currently contemplated or at all.
−Removed: On June 29, 2021, the Company entered into an escrow agreement in connection with an option granted to the Company to purchase Safeco Plaza in Seattle, Washington.
−Removed: The Company’s refundable deposit of $ 46.5 million is reflected as Cash and Cash Equivalents in the Company’s Consolidated Balance Sheets.
−Removed: Safeco Plaza is an approximately 800,000 square foot Class A office building.
−Removed: There can be no assurance that the acquisition will be consummated on the terms currently contemplated or at all (See Note 15).
−Removed: Ta ble of Contents
On February 1, 2021, the consolidated entity in which the Company has a 55 % interest 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.
3 unchanged sentences
When completed, the building will consist of approximately 224,000 net rentable square feet of laboratory space.
−Removed: 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.
+Added: On February 25, 2021, the Company commenced the redevelopment of View Boston Observatory at The Prudential Center, a 59,000 net rentable square foot redevelopment of the top three floors of 800 Boylston Street - The Prudential Center, located in Boston, Massachusetts.
On April 16, 2021, the Company removed 3625-3635 Peterson Way from its in-service portfolio following the lease expiration of the last tenant on April 15, 2021.
−Removed: The Company intends to demolish the building and redevelop the site at a future date.
+Added: The Company is demolishing the building and may redevelop the site at a future date.
3625-3635 Peterson Way is an approximately 218,000 net rentable square foot Class A office building located in Santa Clara, California.
1 unchanged sentence
Concurrently with the sale, the Company agreed to act as development manager and guaranteed the completion of the project (See Note 9).
−Removed: The development project was completed during the second quarter of 2021 and, upon completion of the project, the total cost of development was determined to be below the estimated total investment at the time of sale.
−Removed: As a result, the Company recognized a gain on sale of real estate of approximately $ 7.8 million during the three months ended June 30, 2021.
−Removed: The Company must make estimates as to the collectability of its accrued rent and accounts receivable related to lease revenue.
+Added: The development project achieved final completion during the third quarter of 2021 and, upon completion of the project, the total cost of development was determined to be
+Added: below the estimated total investment at the time of sale.
+Added: As a result, the Company recognized a gain on sale of real estate of approximately $ 8.1 million during the nine months ended September 30, 2021.
+Added: On July 13, 2021, the Company entered into an agreement to sell its 181,191 and 201 Spring Street properties located in Lexington, Massachusetts for an aggregate gross sales price of $ 191.5 million.
+Added: 181,191 and 201 Spring Street are three Class A office properties aggregating approximately 333,000 net rentable square feet and are 100 % leased (See Note 15).
+Added: The Company must make estimates as to the collectability of its accrued rent and accounts receivable balances related to lease revenue.
When evaluating the collectability of tenants’ accrued rent and accounts receivable balances, management considers tenant creditworthiness, current economic trends, including the impact of COVID-19 on tenants’ businesses, and changes in tenants’ payment patterns, on a lease-by-lease basis.
−Removed: As a result, the Company wrote off approximately $ 0.6 million and $ 1.2 million, respectively, during the three and six months ended June 30, 2021 and $ 35.9 million and $ 37.4 million, respectively, during the three and six months ended June 30, 2020, related to accrued rent, net balances.
−Removed: Additionally, the Company wrote off approximately $ 0.3 million and $ 0.1 million , respectively, during the three and six months ended June 30, 2021 and $ 18.0 million and $ 18.9 million, respectively, during the three and six months ended June 30, 2020, related to accounts receivable, net balances.
−Removed: The write-offs were for tenants, primarily in the retail sector, that either terminated their leases or for which the Company considered their accrued rent and/or accounts receivable balances were no longer probable of collection.
+Added: As a result, during the nine months ended September 30, 2021, the Company wrote off approximately $ 1.3 million related to accrued rent, net balances and accounts receivable, net balances.
+Added: There were no write-offs related to accrued rent, net balances and accounts receivable, net balances for the three months ended September 30, 2021.
+Added: During the three and nine months ended September 30, 2020, the Company wrote off approximately $ 7.5 million and $ 63.8 million, respectively, related to accrued rent, net balances and accounts receivable, net balances.
+Added: The write-offs were for tenants, primarily in the retail sector, that either terminated their leases or for which the Company determined their accrued rent and/or accounts receivable balances were no longer probable of collection.
On May 19, 2021, the Company amended its ground lease at Sumner Square in Washington, DC.
2 unchanged sentences
The ground lease will now expire on August 9, 2081.
−Removed: The lease requires the Company to pay $ 23.0 million in 2021 and requires the Company’s remaining obligation of approximately $ 4.0 million be used to fund certain operation and maintenance costs for the next five years, with no payments thereafter.
+Added: The lease requires the Company to pay $ 23.0 million in 2021 and requires the Company’s remaining obligation of approximately $ 4.0 million be used to fund certain operation and maintenance costs incurred by the government with respect to the Sumner School for the next five years, with no payments thereafter.
The Company’s incremental borrowing rate is 3.95 % per annum.
−Removed: The net present value of the ground lease payments is approximately $ 26.7 million.
+Added: The net present value of the total ground lease payments is approximately $ 26.7 million.
The Company continues to classify this ground lease as an operating lease.
As a result, the Company recorded a Right-of-Use Assets - Operating Leases and Lease Liabilities - Operating Leases of approximately $ 27.1 million and $ 26.7 million, respectively, on its Consolidated Balance Sheet.
−Removed: The Sumner Square ground lease had operating lease costs of approximately $ 0.2 million and $ 0.3 million for the three months ended June 30, 2021 and 2020, respectively, and approximately $ 0.5 million and $ 0.7 million for the six months ended June 30, 2021 and 2020, respectively.
+Added: On July 1, 2021, the Company made the $ 23.0 million payment.
+Added: The Sumner Square ground lease had operating lease costs of approximately $ 0.1 million and $ 0.3 million for the three months ended September 30, 2021 and 2020, respectively, and approximately $ 0.6 million and $ 1.0 million for the nine months ended September 30, 2021 and 2020, respectively.
Sumner Square is an approximately 210,000 net rentable square foot Class A office building.
−Removed: Ta ble of Contents
The following table provides a maturity analysis for the Company’s lease liabilities related to its Sumner Square operating lease as of May 19, 2021 (in thousands):
3 unchanged sentences
Present value of lease payments $ 26,670
−Removed: The following table summarizes the components of lease revenue recognized during the three and six months ended June 30, 2021 and 2020 included within the Company's Consolidated Statements of Operations (in thousands):
−Removed: Three months ended June 30, Six months ended June 30,
+Added: The following table summarizes the components of lease revenue recognized during the three and nine months ended September 30, 2021 and 2020 included within the Company's Consolidated Statements of Operations (in thousands):
+Added: Three months ended September 30, Nine months ended September 30,
Lease Revenue 2021 2020 2021 2020
2 unchanged sentences
$ 692,260 $ 666,674 $ 2,062,102 $ 2,006,904
−Removed: Ta ble of Contents
Investments in Unconsolidated Joint Ventures
−Removed: The investments in unconsolidated joint ventures consist of the following at June 30, 2021 and December 31, 2020:
+Added: The investments in unconsolidated joint ventures consist of the following at September 30, 2021 and December 31, 2020:
Carrying Value of Investment (1)
−Removed: Entity Properties Nominal %
−Removed: Ownership June 30,
+Added: Entity Properties Nominal % Ownership September 30,
2021 December 31,
26 unchanged sentences
Rosecrans-Sepulveda Partners 4, LLC Beach Cities Media Campus 50.00 % 27,124 27,184
+Added: Safeco Plaza REIT LLC Safeco Plaza 33.67 % (9) 72,570 N/A
$ 1,336,947 $ 1,273,919
_______________
−Removed: (1) Investments with deficit balances aggregating approximately $ 35.5 million and $ 36.6 million at June 30, 2021 and December 31, 2020, respectively, are included within Other Liabilities in the Company’s Consolidated Balance Sheets.
+Added: (1) Investments with deficit balances aggregating approximately $ 36.6 million at September 30, 2021 and December 31, 2020 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 June 30, 2021 and December 31, 2020, the Company’s economic ownership was approximately 50 %.
+Added: At September 30, 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 33.33 % interest in the joint venture entity that owns the land, parking garage and infrastructure of the project.
3 unchanged sentences
As of December 31, 2020, the investment consisted of undistributed cash.
−Removed: All remaining cash has been distributed as of June 30, 2021.
+Added: All remaining cash has been distributed as of September 30, 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 owned an approximately 53 % and 55 % interest in the joint venture at June 30, 2021 and December 31, 2020, respectively.
−Removed: Future development projects will be owned 49 % by the Company and 51 % by its partner.
−Removed: Ta ble of Contents
+Added: (8) As a result of the partner’s deferred contribution, the Company owned an approximately 52 % and 55 % interest in the joint venture at September 30, 2021 and December 31, 2020, respectively.
+Added: (9) The Company’s ownership includes (1) a 33.0 % direct interest in the joint venture, and (2) an additional 1 % interest in each of the two entities (each, a “Safeco Partner Entity”) through which each partner owns its interest in the joint venture.
Certain of the Company’s unconsolidated 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.
−Removed: With limited exceptions under these provisions, the Company is not compelled to purchase the interest of its outside joint venture partners.
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.
The combined summarized balance sheets of the Company’s unconsolidated joint ventures are as follows:
+Added: September 30,
2021 December 31,
12 unchanged sentences
_______________
−Removed: (1) At June 30, 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 $ 22.0 million and $ 22.5 million, respectively.
−Removed: (2) At June 30, 2021 and December 31, 2020, this amount included lease liabilities - finance leases totaling approximately $ 387.1 million and $ 388.7 million, respectively, and lease liabilities - operating leases totaling approximately $ 29.4 million and $ 29.0 million, respectively.
+Added: (1) At September 30, 2021 and December 31, 2020, this amount included right of use assets - finance leases totaling approximately $ 248.9 million, and right of use assets - operating leases totaling approximately $ 22.6 million and $ 22.5 million, respectively.
+Added: (2) At September 30, 2021 and December 31, 2020, this amount included lease liabilities - finance leases totaling approximately $ 386.3 million and $ 388.7 million, respectively, and lease liabilities - operating leases totaling approximately $ 30.4 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.
2 unchanged sentences
The majority of the Company’s basis differences are as follows:
+Added: September 30,
2021 December 31,
4 unchanged sentences
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 $ 35.5 million and $ 36.6 million at June 30, 2021 and December 31, 2020, respectively, are reflected within Other Liabilities in the Company’s Consolidated Balance Sheets.
−Removed: Ta ble of Contents
+Added: (4) Investments with deficit balances aggregating approximately $ 36.6 million at September 30, 2021 and December 31, 2020 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 June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
8 unchanged sentences
Gains on sales of real estate — — — 11,720
−Removed: Net income (loss) $ ( 4,824 ) $ 6,883 $ ( 14,358 ) $ 10,067
+Added: Net loss $ ( 13,924 ) $ ( 11,139 ) $ ( 28,282 ) $ ( 1,072 )
Company’s share of net income (loss) $ ( 4,491 ) $ ( 4,421 ) $ ( 10,268 ) $ 855
1 unchanged sentence
Basis differential (3) ( 1,106 ) ( 2,452 ) ( 1,734 ) ( 6,265 )
−Removed: Income (loss) from unconsolidated joint ventures $ ( 1,373 ) $ 1,832 $ 3,852 $ 1,463
+Added: Loss from unconsolidated joint ventures $ ( 5,597 ) $ ( 6,873 ) $ ( 1,745 ) $ ( 5,410 )
_______________
−Removed: (1) Includes straight-line rent adjustments of approximately $ 5.0 million and $ 8.5 million for the three months ended June 30, 2021 and 2020, respectively, and approximately $ 6.1 million and $ 18.2 million for the six months ended June 30, 2021 and 2020, respectively.
−Removed: (2) During the six months ended June 30, 2021, the Company completed the sale of its 50 % ownership interest in Annapolis Junction NFM LLC.
+Added: (1) Includes straight-line rent adjustments of approximately $ 5.5 million and $ 3.8 million for the three months ended September 30, 2021 and 2020, respectively, and approximately $ 11.6 million and $ 22.0 million for the nine months ended September 30, 2021 and 2020, respectively.
+Added: (2) During the nine months ended September 30, 2021, the Company completed the sale of its 50 % ownership interest in Annapolis Junction NFM LLC.
The Company recognized a gain on sale of investment of approximately $ 10.3 million.
−Removed: (3) Includes straight-line rent adjustments of approximately $ 0.1 million and $ 0.4 million for the three months ended June 30, 2021 and 2020, respectively, and approximately $ 0.6 million and $ 0.9 million for the six months ended June 30, 2021 and 2020, respectively.
−Removed: Also includes net above-/below-market rent adjustments of approximately $ 0.1 million and $ 0.2 million for the three months ended June 30, 2021 and 2020, respectively, and approximately $ 0.2 million and $ 0.5 million for the six months ended June 30, 2021 and 2020, respectively.
+Added: (3) Includes straight-line rent adjustments of approximately $ 0.1 million and $ 0.4 million for the three months ended September 30, 2021 and 2020, respectively, and approximately $ 0.7 million and $ 1.3 million for the nine months ended September 30, 2021 and 2020, respectively.
+Added: Also includes net above-/below-market rent adjustments of approximately $ 0.1 million and $ 0.2 million for the three months ended September 30, 2021 and 2020, respectively, and approximately $ 0.2 million and $ 0.7 million for the nine months ended September 30, 2021 and 2020, respectively.
On February 25, 2021, a joint venture in which the Company had 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.
1 unchanged sentence
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.
−Removed: On June 30, 2021, the Company had a 53 % interest in the joint venture.
−Removed: The Company will own a 49 % interest in any development project, including 751 Gateway.
+Added: On September 30, 2021, the Company had a 52 % interest in the joint venture.
+Added: The Company expects the 751 Gateway development project to be transferred to a separate joint venture with the same partner.
+Added: The Company expects it will own a 49 % interest in this new joint venture.
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.
Net cash proceeds to the Company totaled approximately $ 17.8 million after repayment of the Company's share of debt totaling approximately $ 15.1 million.
−Removed: 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: The Company recognized a gain on sale of investment totaling approximatel y $ 10.3 million , w hich is included in Loss from Unconsolidated Joint Ventures in the accompanying Consolidated Statements of Operations.
In addition to net cash proceeds from the sale, the Company received a distribution of approximately $ 5.8 million of available cash.
2 unchanged sentences
On June 11, 2021, a joint venture in which the Company has a 50 % interest partially placed in-service 100 Causeway Street, a Class A office project with approximately 632,000 net rentable square feet located in Boston, Massachusetts.
−Removed: Ta ble of Contents
−Removed: On June 29, 2021, the Company enhanced its investment capacity through the creation of a co-investment program with two partners, which will target an aggregate equity investment of $1.0 billion.
−Removed: The program expects to employ leverage allowing for an initial investment capacity of approximately $2.0 billion.
−Removed: Under the two-year agreement, the Company will provide its partners first offers to form joint ventures with it to invest in acquisition opportunities that meet the program’s target investment criteria.
−Removed: Each investment opportunity is discretionary .
+Added: On August 31, 2021, a joint venture in which the Company has a 50 % interest extended the construction loan collateralized by its The Hub on Causeway – Podium property.
+Added: At the time of the extension, the outstanding balance of the loan totaled approximately $ 174.3 million, bore interest at a variable rate equal to LIBOR plus 2.25 % per annum and was scheduled to mature on September 6, 2021, with two , one -year extension options, subject to certain conditions.
+Added: The extended loan continues to bear interest at a variable rate equal to LIBOR plus 2.25 % per annum and matures on September 6, 2023.
+Added: The Hub on Causeway - Podium is a retail and office property with approximately 382,000 net rentable square feet located in Boston, Massachusetts.
+Added: On September 1, 2021, the Company entered into a joint venture to acquire Safeco Plaza, a Class A office property located in Seattle, Washington, for a gross purchase price of approximately $ 465.0 million.
+Added: Safeco Plaza is a 50 -story, approximately 765,000 net rentable square-foot, Class A office property.
+Added: The acquisition was completed through a newly formed joint venture with two institutional partners.
+Added: Each of the institutional partners invested approximately $ 71.9 million of cash for its 33.165 % ownership interest in the joint venture.
+Added: The Company invested approximately $ 72.6 million for its 33.67 % interest in the joint venture and is providing customary operating, property management and leasing services to the joint venture.
+Added: The Company’s ownership includes (1) a 33.0 % direct interest in the joint venture, and (2) an additional 1 % interest in each of the two Safeco Partner Entities through which each partner owns its interest in the joint venture.
+Added: Subject to the occurrence of certain events and the joint venture achieving certain return thresholds, the Company is entitled to earn promote distributions.
+Added: Some of the promote distributions may be payable in cash or, at the Company’s election, equity interest(s) in the Safeco Partner Entity(ies).
+Added: The purchase price was funded with cash and proceeds from a new mortgage loan secured by the property.
+Added: The mortgage loan has a principal amount of $ 250.0 million, bears interest at a variable rate equal to the greater of (x) 2.35% or (y) LIBOR plus 2.20% per annum and matures on September 1, 2026.
Mortgage Notes Payable
3 unchanged sentences
Unsecured Senior Notes
−Removed: The following summarizes the unsecured senior notes outstanding as of June 30, 2021 (dollars in thousands):
+Added: The following summarizes the unsecured senior notes outstanding as of September 30, 2021 (dollars in thousands):
Coupon/Stated Rate Effective Rate(1) Principal Amount Maturity Date(2)
10 unchanged sentences
11 Year Unsecured Senior Notes 2.550 % 2.671 % 850,000 April 1, 2032
+Added: 12 Year Unsecured Senior Notes 2.450 % 2.524 % 850,000 October 1, 2033
Total principal 10,550,000
5 unchanged sentences
(2) No principal amounts are due prior to maturity.
+Added: (3) See Note 15.
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.
6 unchanged sentences
The aggregate net proceeds from the offering were approximately $ 839.2 million after deducting underwriting discounts and transaction expenses.
−Removed: 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
−Removed: Ta ble of Contents
−Removed: unsecured debt.
−Removed: At June 30, 2021, Boston Properties Limited Partnership was in compliance with each of these financial restrictions and requirements.
+Added: On September 29, 2021, Boston Properties Limited Partnership completed a public offering of $ 850.0 million in aggregate principal amount of its 2.450 % unsecured senior notes due 2033.
+Added: The notes were priced at 99.959 % of the principal amount to yield an effective rate (including financing fees) of approximately 2.524 % per annum to maturity.
+Added: The notes will mature on October 1, 2033, unless earlier redeemed.
+Added: The aggregate net proceeds from the offering were approximately $ 842.5 million after deducting underwriting discounts and transaction expenses.
+Added: 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.
+Added: At September 30, 2021, Boston Properties Limited Partnership was in compliance with each of these financial restrictions and requiremen ts.
Unsecured Credit Facility
4 unchanged sentences
Among other things, the amendment and restatement (1) extended the maturity date to June 15, 2026 , (2) eliminated the $ 500.0 million delayed draw term loan facility provided under the 2017 Credit Facility, (3) reduced the per annum variable interest rates on borrowings and (4) added a sustainability-linked pricing component.
−Removed: Under the 2021 Credit Facility, the Company may increase the total commitment by up to $ 500.0 million by increasing the amount of the Revolving Facility and/or by incurring one or more term loans, in each case, subject to syndication of the increase and other conditions.
+Added: Under the 2021 Credit Facility, Boston Properties Limited Partnership may increase the total commitment by up to $ 500.0 million by increasing the amount of the Revolving Facility and/or by incurring one or more term loans, in each case, subject to syndication of the increase and other conditions.
The 2021 Credit Facility replaces the 2017 Credit Facility, which was scheduled to expire on April 24, 2022.
1 unchanged sentence
The 2021 Credit Facility also features a sustainability-linked pricing component such that if Boston Properties Limited Partnership meets certain sustainability performance targets, the applicable per annum interest rate will be reduced by one basis point.
−Removed: The LIBOR replacement provisions in the 2021 Credit Facility permit the use of rates based on the secured overnight financing rate (“SOFR”) administered by the Federal Reserve Bank of New York plus an applicable spread adjustment.
+Added: The LIBOR replacement provisions in the 2021 Credit Facility permit the use of rates based on the secured overnight financing rate administered by the Federal Reserve Bank of New York plus an applicable spread adjustment.
In addition, the 2021 Credit Facility contains a competitive bid option for up to 65 % of the Revolving Facility that allows banks that are part of the lender consortium to bid to make loan advances to Boston Properties Limited Partnership at a reduced interest rate.
4 unchanged sentences
(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.
−Removed: At June 30, 2021, Boston Properties Limited Partnership was in compliance with each of these financial and other covenant requirements.
−Removed: Ta ble of Contents
−Removed: At June 30, 2021, Boston Properties Limited Partnership had no amounts outstanding under the 2021 Credit Facility.
+Added: At September 30, 2021, Boston Properties Limited Partnership was in compliance with each of these financial and other covenant requirements.
+Added: At September 30, 2021, Boston Properties Limited Partnership had no amounts outstanding under the 2021 Credit Facility.
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 $ 28.4 million at June 30, 2021.
+Added: The Company had letter of credit and performance obligations related to lender and development requirements that total approximately $ 25.8 million at September 30, 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.
−Removed: With limited exception, under these provisions, the Company is not compelled to purchase the interest of its outside joint venture partners.
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.
3 unchanged sentences
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 June 30, 2021, the maximum funding obligation under the guarantee was approximately $ 21.5 million.
+Added: As of September 30, 2021, the maximum funding obligation under the guarantee was approximately $ 20.3 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 June 30, 2021, no amounts related to the guarantee are recorded as liabilities in the Company’s consolidated financial statements.
+Added: As of September 30, 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 June 30, 2021, no amounts related to the contingent aspect of any of the guarantees are recorded as liabilities in the Company’s consolidated financial statements.
−Removed: Ta ble of Contents
+Added: As of September 30, 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.
−Removed: Although the project has been sold and the lease with the Federal Government tenant has been assigned to the buyer, pursuant to the terms of the Federal Government lease, the Federal Government tenant is not obligated to release the prior owner/landlord from such landlord’s obligations under the lease until completion of the construction .
+Added: Although the project has been sold and the lease with the Federal Government tenant has been assigned to the buyer, pursuant to the terms of the Federal
+Added: Government lease, the Federal Government tenant was not obligated to release the prior owner/landlord from such landlord’s obligations under the lease until completion of the construction .
As a result, the entity which previously owned the land remains liable to the Federal Government tenant for the completion of the construction obligations under the lease.
1 unchanged sentence
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 June 30, 2021, no amounts related to the contingent aspect of the guarantee are recorded as a liability in the Company’s consolidated financial statements (See Note 3).
+Added: Final completion of the project was achieved during the nine months ended September 30, 2021 and the Company has been released of its guarantee obligations (See Note 3).
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.
13 unchanged sentences
The Company also currently carries earthquake insurance on its properties located in areas known to be subject to earthquakes.
−Removed: In addition, this insurance is subject to a deductible in the amount of 3 % of the value of the affected property.
Specifically, the Company currently carries earthquake insurance which covers its San Francisco and Los Angeles regions with a $ 240 million per occurrence limit, and a $ 240 million annual aggregate limit, $ 20 million of which is provided by IXP, as a direct insurer.
+Added: This insurance is subject to a deductible in the amount of 3 % of the value of the affected property.
+Added: In addition, the Company currently carries earthquake insurance which covers its Seattle region with a $ 60 million per occurrence limit, and a $ 60 million annual aggregate limit.
+Added: This insurance is subject to a deductible in the amount of 2 % of the value of the affected property.
The amount of the Company’s earthquake insurance coverage may not be sufficient to cover losses from earthquakes.
1 unchanged sentence
The Company may discontinue earthquake insurance or change the structure of its earthquake insurance program on some or all of its properties in the future if the premiums exceed the Company’s estimation of the value of the coverage.
−Removed: Ta ble of Contents
IXP, a captive insurance company which is a wholly-owned subsidiary of the Company, acts as a direct insurer with respect to a portion of the Company’s earthquake insurance coverage for its Greater San Francisco and Los Angeles properties and the Company’s NBCR Coverage.
9 unchanged sentences
Therefore, at this time, the Company has provided notice to the applicable insurers of potential for claims in order to protect the Company’s rights under its policies.
−Removed: The Company continues to monitor the state of the insurance market in general, and the scope and costs of coverage for acts of terrorism, earthquake risk and pandemics, in particular, but the Company cannot anticipate what coverage will be available on commercially reasonable terms in future policy years.
+Added: The Company continues to monitor the state of the insurance market in general, and the scope and costs of coverage for acts of terrorism, earthquakes and pandemics, in particular, but the Company cannot anticipate what coverage will be available on commercially reasonable terms in future policy years.
There are other types of losses, such as from wars, for which the Company cannot obtain insurance at all or at a reasonable cost.
5 unchanged sentences
and interests in consolidated property partnerships not wholly-owned by the Company.
−Removed: As of June 30, 2021, the noncontrolling interests in Boston Properties Limited Partnership consisted of 16,038,056 OP Units, 1,489,456 LTIP Units (including 419,423 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.
+Added: As of September 30, 2021, the noncontrolling interests in Boston Properties Limited Partnership consisted of 15,989,304 OP Units, 1,487,492 LTIP Units (including 419,423 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 six months ended June 30, 2021, 177,434 OP Units were presented by the holders for redemption (includi ng 122,443 O P Units issued upon conversion of LTIP Units, 2012 OPP Units and MYLTIP Units) and were redeemed by Boston Properties, Inc.
+Added: During the nine months ended September 30, 2021, 227,233 OP Units were presented by the holders for redemption (including 144,399 OP 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 June 30, 2021, Boston Properties Limited Partnership had outstanding 219,916 2019 MYLTIP Units, 203,278 2020 MYLTIP Units and 352,021 2021 MYLTIP Units.
+Added: At September 30, 2021, Boston Properties Limited Partnership had outstanding 219,916 2019 MYLTIP Units, 203,278 2020 MYLTIP Units and 352,021 2021 MYLTIP Units.
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.
1 unchanged sentence
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
−Removed: Ta ble of Contents
aggregate of approximately $ 4.6 million (after giving effect to employee separations).
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 - 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 six months ended June 30, 2021:
+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 nine months ended September 30, 2021:
Record Date Payment Date Distributions per OP Unit and LTIP Unit Distributions per MYLTIP Unit
+Added: September 30, 2021 October 29, 2021 $ 0.98 $ 0.098
June 30, 2021 July 30, 2021 $ 0.98 $ 0.098
1 unchanged sentence
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 - 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 six months ended June 30, 2020:
+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 nine months ended September 30, 2020:
Record Date Payment Date Distributions per OP Unit and LTIP Unit Distributions per MYLTIP Unit
+Added: September 30, 2020 October 30, 2020 $ 0.98 $ 0.098
June 30, 2020 July 31, 2020 $ 0.98 $ 0.098
6 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 - 2018 MYLTIP Units) assuming that all conditions had been met for the conversion thereof) had all of such units been redeemed at June 30, 2021 was approximately $ 2.0 billion based on the last reported price of a share of Common Stock on the New York Stock Exchange of $ 114.59 per share on June 30, 2021.
+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 units been redeemed at September 30, 2021 was approximately $ 1.9 billion based on the last reported price of a share of Common Stock on the New York Stock Exchange of $ 108.35 per share on September 30, 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 approxim ately $ 1.7 billion at June 30, 2021 and December 31, 2020, 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 approximately $ 1.7 billion a t September 30, 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 June 30, 2021, Boston Properties, Inc.
+Added: As of September 30, 2021, Boston Properties, Inc.
had 156,206,491 shares of Common Stock outstanding.
−Removed: As of June 30, 2021, Boston Properties, Inc.
+Added: As of September 30, 2021, Boston Properties, Inc.
owned 1,736,833 general partnership units and 154,469,658 limited partnership units in Boston Properties Limited Partnership.
2 unchanged sentences
Under the ATM stock offering program, Boston Properties, Inc.
−Removed: may also engage in
−Removed: Ta ble of Contents
−Removed: forward sale transactions with affiliates of certain sales agents for the sale of its Common Stock on a forward basis.
+Added: may also engage in forward sale transactions with affiliates of certain sales agents for the sale of its Common Stock on a forward basis.
This program replaced Boston Properties, Inc.’s prior $ 600.0 million ATM stock offering program that was scheduled to expire on June 2, 2020.
2 unchanged sentences
No shares of Common Stock have been issued under this ATM stock offering program.
−Removed: During the six months ended June 30, 2021, Boston Properties, Inc.
+Added: During the nine months ended September 30, 2021, Boston Properties, Inc.
issued 206,377 shares of Common Stock upon the exercise of options to purchase Common Stock.
−Removed: During the six months ended June 30, 2021, Boston Properties, Inc.
+Added: During the nine months ended September 30, 2021, Boston Properties, Inc.
issued 227,233 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 2021 and during the six months ended June 30, 2020:
+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 nine months ended September 30, 2020:
Record Date Payment Date Dividend (Per Share) Distribution (Per Unit)
+Added: September 30, 2021 October 29, 2021 $ 0.98 $ 0.98
June 30, 2021 July 30, 2021 $ 0.98 $ 0.98
1 unchanged sentence
December 31, 2020 January 28, 2021 $ 0.98 $ 0.98
+Added: September 30, 2020 October 30, 2020 $ 0.98 $ 0.98
June 30, 2020 July 31, 2020 $ 0.98 $ 0.98
11 unchanged sentences
In connection with the redemption of the Series B Preferred Stock, all 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.
−Removed: The following table presents Boston Properties, Inc.’s dividends per share on its Series B Preferred Stock paid or declared during 2021 and during the six months ended June 30, 2020:
+Added: The following table presents Boston Properties, Inc.’s dividends per share on its Series B Preferred Stock paid or declared during 2021 and during the nine months ended September 30, 2020:
Record Date Payment Date Dividend (Per Share)
February 5, 2021 February 16, 2021 $ 32.8125
+Added: November 4, 2020 November 16, 2020 $ 32.8125
August 3, 2020 August 17, 2020 $ 32.8125
1 unchanged sentence
February 4, 2020 February 18, 2020 $ 32.8125
−Removed: Ta ble of Contents
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 six months ended June 30, 2021 and 2020.
+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 and nine months ended September 30, 2021 and 2020.
Boston Properties, Inc.
−Removed: Three months ended June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
10 unchanged sentences
Losses from early extinguishment of debt — — 898 —
+Added: Loss from unconsolidated joint ventures 5,597 6,873 1,745 5,410
Net operating income from unconsolidated joint ventures 24,266 24,938 74,478 81,607
8 unchanged sentences
Interest and other income (loss) 1,520 ( 45 ) 4,140 4,277
−Removed: Gains on sales of real estate 7,756 203,767 7,756 613,932
−Removed: Income (loss) from unconsolidated joint ventures ( 1,373 ) 1,832 3,852 1,463
+Added: Gains (losses) on sales of real estate 348 ( 209 ) 8,104 613,723
Direct reimbursements of payroll and related costs from management services contracts
2 unchanged sentences
Company’s share of Net Operating Income $ 435,195 $ 404,444 $ 1,291,860 $ 1,255,082
−Removed: Ta ble of Contents
Boston Properties Limited Partnership
−Removed: Three months ended June 30, Six months ended June 30,
+Added: Three months ended September 30, Nine months ended September 30,
2021 2020 2021 2020
7 unchanged sentences
Losses from early extinguishment of debt — — 898 —
+Added: Loss from unconsolidated joint ventures 5,597 6,873 1,745 5,410
Net operating income from unconsolidated joint ventures 24,266 24,938 74,478 81,607
8 unchanged sentences
Interest and other income (loss) 1,520 ( 45 ) 4,140 4,277
−Removed: Gains on sales of real estate 7,756 207,241 7,756 626,895
−Removed: Income (loss) from unconsolidated joint ventures ( 1,373 ) 1,832 3,852 1,463
+Added: Gains (losses) on sales of real estate 348 ( 209 ) 8,104 626,686
Direct reimbursements of payroll and related costs from management services contracts
3 unchanged sentences
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 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.
+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, loss from unconsolidated joint ventures, 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 (losses) on sales of real estate, 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.
3 unchanged sentences
In addition, depreciation and amortization expense, because of historical cost accounting and useful life estimates, may distort operating performance measures at the property level.
−Removed: NOI presented by the Company may not be comparable to NOI reported by other REITs or real estate companies that define NOI differently.
−Removed: Ta ble of Contents
+Added: presented by the Company may not be comparable to NOI reported by other REITs or real estate companies that define NOI differently.
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 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.
+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 and gain on sale of investment from unconsolidated joint ventures, both of which are included within Loss 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 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.
+Added: Preferred stock/unit redemption charge, preferred dividends/distributions, interest expense, losses from early extinguishment of debt, loss from unconsolidated joint ventures, 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 (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.
The Company’s segments are based on the Company’s method of internal reporting which classifies its operations by geographic area.
−Removed: The Company’s segments by geographic area are Boston, Los Angeles, New York, San Francisco and Washington, DC.
+Added: The Company’s segments by geographic area are Boston, Los Angeles, New York, San Francisco, Seattle and Washington, DC.
+Added: On September 1, 2021, the Company invested into a joint venture that acquired Safeco Plaza located in Seattle, Washington (See Note 5).
+Added: As such, the Seattle region was identified as a segment during the third quarter of 2021.
The Company also presents information for each segment by property type, including Office, Residential and Hotel.
Included within the Office property type are commercial office and retail leases, as well as parking revenue.
−Removed: 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 six months ended June 30, 2021, the Company wrote off approximately $ 0.6 million and $ 1.2 million, respectively, related to accrued rent, net balances and approximately $ 0.3 million and $ 0.1 million, respectively, related to accounts receivable, net balances.
−Removed: During the three and six months ended June 30, 2020, the Company wrote off approximately $ 35.9 million and $ 37.4 million, respectively, related to accrued rent, net balances and approximately $ 18.0 million and $ 18.9 million related to accounts receivable, net balances.
+Added: Any write-off for bad debt, including accrued rent, will be recorded as a reduction to lease revenue.
+Added: During the nine months ended September 30, 2021, the Company wrote off approximately $ 1.3 million related to accrued rent, net balances and accounts receivable, net balances.
+Added: There were no write-offs related to accrued rent, net balances and accounts receivable, net balances for the three months ended September 30, 2021.
+Added: During the three and nine months ended September 30, 2020, the Company wrote off approximately $ 7.5 million and $ 63.8 million, respectively, related to accrued rent, net balances and accounts receivable, net balances.
The write-offs were for tenants, primarily in the retail sector, that either terminated their leases or for which the Company considered their accrued rent and/or accounts receivable balances were no longer probable of collection.
−Removed: In addition, parking and other revenue for the three months ended June 30, 2021 increased by approximately $ 4.3 million compared to the three months ended June 30, 2020.
−Removed: Parking and other revenue for the six months ended June 30, 2021 decreased by approximately $ 3.2 million compared to 2020.
+Added: In addition, parking and other revenue for the three months ended September 30, 2021 increased by approximately $ 7.2 million compared to the three months ended September 30, 2020.
+Added: Parking and other revenue for the nine months ended September 30, 2021 increased by approximately $ 4.0 million compared to 2020.
The Boston Marriott Cambridge closed in March 2020 due to COVID-19.
−Removed: The hotel re-opened on October 2, 2020 but has operated at a reduced occupancy due to the continued impact of COVID-19 on business and leisure travel.
−Removed: The closing of the hotel for more than two fiscal quarters, and the 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: Ta ble of Contents
+Added: The hotel re-opened on October 2, 2020 and has operated at lower occupancy levels due to the continued impact of COVID-19 on business and leisure travel.
+Added: The closing of the hotel for more than two fiscal quarters, and the lower 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.
Information by geographic area and property type (dollars in thousands):
−Removed: For the three months ended June 30, 2021:
−Removed: Boston Los Angeles New York San Francisco Washington, DC Total
+Added: For the three months ended September 30, 2021:
+Added: Boston Los Angeles New York San Francisco Seattle Washington, DC Total
Rental Revenue:
11 unchanged sentences
Net operating income $ 156,648 $ — $ 163,318 $ 80,876 $ — $ 57,887 $ 458,729
−Removed: $ 152,667 $ — $ 159,520 $ 84,373 $ 56,609 $ 453,169
% of Grand Totals 34.15 % — % 35.60 % 17.63 % — % 12.62 % 100.00 %
Net operating income attributable to noncontrolling interests in property partnerships ( 10,841 ) — ( 36,959 ) — — — ( 47,800 )
−Removed: ( 10,576 ) — ( 35,711 ) — — ( 46,287 )
Company’s share of net operating income from unconsolidated joint ventures 3,464 12,078 104 3,502 671 4,447 24,266
−Removed: 3,624 12,265 172 3,580 5,776 25,417
Company’s share of net operating income $ 149,271 $ 12,078 $ 126,463 $ 84,378 $ 671 $ 62,334 $ 435,195
−Removed: $ 145,715 $ 12,265 $ 123,981 $ 87,953 $ 62,385 $ 432,299
% of Grand Totals 34.30 % 2.78 % 29.06 % 19.39 % 0.15 % 14.32 % 100.00 %
1 unchanged sentence
(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: Ta ble of Contents
−Removed: For the three months ended June 30, 2020:
+Added: For the three months ended September 30, 2020:
Boston Los Angeles New York San Francisco Washington, DC Total
12 unchanged sentences
Net operating income $ 142,381 $ — $ 141,631 $ 85,930 $ 51,724 $ 421,666
−Removed: $ 142,949 $ — $ 115,875 $ 89,152 $ 54,428 $ 402,404
% of Grand Totals 33.77 % — % 33.58 % 20.38 % 12.27 % 100.00 %
Net operating income attributable to noncontrolling interests in property partnerships ( 10,228 ) — ( 31,932 ) — — ( 42,160 )
−Removed: ( 10,576 ) — ( 21,851 ) — — ( 32,427 )
Company’s share of net operating income from unconsolidated joint ventures 2,764 11,953 539 4,098 5,584 24,938
−Removed: 2,627 15,026 815 4,127 5,316 27,911
Company’s share of net operating income $ 134,917 $ 11,953 $ 110,238 $ 90,028 $ 57,308 $ 404,444
−Removed: $ 135,000 $ 15,026 $ 94,839 $ 93,279 $ 59,744 $ 397,888
% of Grand Totals 33.35 % 2.96 % 27.26 % 22.26 % 14.17 % 100.00 %
1 unchanged sentence
(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: Ta ble of Contents
−Removed: For the six months ended June 30, 2021:
−Removed: Boston Los Angeles New York San Francisco Washington, DC Total
+Added: For the nine months ended September 30, 2021:
+Added: Boston Los Angeles New York San Francisco Seattle Washington, DC Total
Rental Revenue:
11 unchanged sentences
Net operating income $ 460,008 $ — $ 473,617 $ 254,233 $ — $ 167,987 $ 1,355,845
−Removed: $ 303,360 $ — $ 310,299 $ 173,357 $ 110,100 $ 897,116
% of Grand Totals 33.93 % — % 34.93 % 18.75 % — % 12.39 % 100.00 %
Net operating income attributable to noncontrolling interests in property partnerships ( 31,641 ) — ( 106,822 ) — — — ( 138,463 )
−Removed: ( 20,800 ) — ( 69,863 ) — — ( 90,663 )
Company’s share of net operating income from unconsolidated joint ventures 9,369 38,535 ( 517 ) 10,562 671 15,858 74,478
−Removed: 5,905 26,457 ( 621 ) 7,060 11,411 50,212
Company’s share of net operating income $ 437,736 $ 38,535 $ 366,278 $ 264,795 $ 671 $ 183,845 $ 1,291,860
−Removed: $ 288,465 $ 26,457 $ 239,815 $ 180,417 $ 121,511 $ 856,665
% of Grand Totals 33.88 % 2.98 % 28.35 % 20.50 % 0.05 % 14.24 % 100.00 %
1 unchanged sentence
(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: Ta ble of Contents
−Removed: For the six months ended June 30, 2020:
+Added: For the nine months ended September 30, 2020:
Boston Los Angeles New York San Francisco Washington, DC Total
12 unchanged sentences
Net operating income $ 445,015 $ — $ 413,652 $ 269,252 $ 167,804 $ 1,295,723
−Removed: $ 302,634 $ — $ 272,021 $ 183,322 $ 116,080 $ 874,057
% of Grand Totals 34.35 % — % 31.92 % 20.78 % 12.95 % 100.00 %
Net operating income attributable to noncontrolling interests in property partnerships ( 31,467 ) — ( 90,781 ) — — ( 122,248 )
−Removed: ( 21,239 ) — ( 58,849 ) — — ( 80,088 )
Company’s share of net operating income from unconsolidated joint ventures 8,490 42,909 2,110 11,384 16,714 81,607
−Removed: 5,726 30,956 1,571 7,286 11,130 56,669
Company’s share of net operating income $ 422,038 $ 42,909 $ 324,981 $ 280,636 $ 184,518 $ 1,255,082
−Removed: $ 287,121 $ 30,956 $ 214,743 $ 190,608 $ 127,210 $ 850,638
% of Grand Totals 33.63 % 3.42 % 25.89 % 22.36 % 14.70 % 100.00 %
17 unchanged sentences
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: Ta ble of Contents
−Removed: Three months ended June 30, 2021
+Added: Three months ended September 30, 2021
(Numerator) Shares
11 unchanged sentences
$ 108,297 156,598 $ 0.69
−Removed: Three months ended June 30, 2020
+Added: Three months ended September 30, 2020
(Numerator) Shares
5 unchanged sentences
$ 89,854 155,645 $ 0.58
−Removed: Allocation of undistributed earnings to participating securities
−Removed: ( 336 ) — ( 0.01 )
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 266,189 155,386 $ 1.71
Effect of Dilutive Securities:
4 unchanged sentences
$ 89,854 155,670 $ 0.58
−Removed: Six months ended June 30, 2021
+Added: Nine months ended September 30, 2021
(Numerator) Shares
5 unchanged sentences
$ 311,680 156,062 $ 2.00
−Removed: Allocation of undistributed earnings to participating securities
−Removed: Net income attributable to Boston Properties, Inc.
−Removed: common shareholders
−Removed: $ 203,372 156,016 $ 1.30
Effect of Dilutive Securities:
Stock Based Compensation
+Added: — 332 ( 0.01 )
Diluted Earnings:
2 unchanged sentences
$ 311,680 156,394 $ 1.99
−Removed: Ta ble of Contents
−Removed: Six months ended June 30, 2020
+Added: Nine months ended September 30, 2020
(Numerator) Shares
12 unchanged sentences
Stock Based Compensation
−Removed: — 134 ( 0.01 )
Diluted Earnings:
12 unchanged sentences
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 17,043,000 and 17,273,000 redeemable common units for the three months ended June 30, 2021 and 2020, respectively, and 17,018,000 and 17,405,000 redeemable common units for the six months ended June 30, 2021, and 2020, respectively.
−Removed: Three months ended June 30, 2021
+Added: Included in the number of units (the denominator) below are approximately 17,011,000 and 17,032,000 redeemable common units for the three months ended September 30, 2021 and 2020, respectively, and 17,016,000 and 17,279,000 redeemable common units for the nine months ended September 30, 2021, and 2020, respectively.
+Added: Three months ended September 30, 2021
(Numerator) Units
9 unchanged sentences
$ 122,014 173,609 $ 0.70
−Removed: Ta ble of Contents
−Removed: Three months ended June 30, 2020
+Added: Three months ended September 30, 2020
(Numerator) Units
4 unchanged sentences
$ 101,624 172,677 $ 0.59
−Removed: Allocation of undistributed earnings to participating securities
−Removed: Net income attributable to Boston Properties Limited Partnership common unitholders
−Removed: $ 301,601 172,659 $ 1.75
Effect of Dilutive Securities:
3 unchanged sentences
$ 101,624 172,702 $ 0.59
−Removed: Six months ended June 30, 2021
+Added: Nine months ended September 30, 2021
(Numerator) Units
9 unchanged sentences
$ 353,633 173,410 $ 2.04
−Removed: Six months ended June 30, 2020
+Added: Nine months ended September 30, 2020
(Numerator) Units
16 unchanged sentences
2012 Stock Option and Incentive Plan (the “2012 Plan”) to certain officers and employees of Boston Properties, Inc.
−Removed: The 2021 MYLTIP awards consist of two, equally-weighted (50% each)
−Removed: Ta ble of Contents
−Removed: components that utilize Boston Properties, Inc.’s TSR over a three-year measurement period as the performance metric.
−Removed: 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 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
+Added: custom peer index against which Boston Properties, Inc.’s TSR is compared.
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.
5 unchanged sentences
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.
−Removed: 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: Total earned awards under the 2021 MYLTIP, if any, will equal 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.
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.
14 unchanged sentences
(i) the maximum number of shares of Common Stock reserved and available for issuance under the 2021 Plan is 5,400,000 shares less one share for every one share that was granted between March 4, 2021 and May 19, 2021 under the 2012 Plan, (ii) shares of Common Stock underlying awards granted under the 2021 Plan or the 2012 Plan that are forfeited, canceled or otherwise terminated (other than by exercise) will be added back to the shares of Common Stock available for issuance under the 2021 Plan and, with respect to “full-value” awards under the 2021 Plan or the 2012 Plan, shares tendered or held back for taxes and shares previously reserved for issuance pursuant to such an award to the extent that such shares are not issued and are no longer issuable pursuant to such an award (e.g., in the event that a full-value award that may be settled in cash or by issuance of shares of Common Stock is settled in cash) will be added back to the shares available for issuance under the 2021 Plan, (iii) the award of stock options (both incentive and non-qualified options), stock appreciation rights, restricted stock units, restricted stock, unrestricted stock, dividend equivalent rights, cash-based awards and other equity-based awards (including LTIP Units) is permitted, (iv) stock options may not be repriced and “underwater” stock options may not be exchanged for another award or cash without stockholder approval;
−Removed: Ta ble of Contents
−Removed: the term of the 2021 Plan is for ten years from the date of stockholder approval.
−Removed: During the six months ended June 30, 2021, Boston Properties, Inc.
+Added: and (v) the term of the 2021 Plan is for ten years from the date of stockholder approval.
+Added: During the nine months ended September 30, 2021, Boston Properties, Inc.
issued 56,841 shares of restricted common stock and Boston Properties Limited Partnership issued 281,640 LTIP Units and 352,021 2021 MYLTIP Units to employees and non-employee director advisors under the 2012 Plan and the 2021 Plan.
Employees paid $ 0.01 per share of restricted common stock and $ 0.25 per LTIP Unit and 2021 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.
+Added: When issued, LTIP
+Added: 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.
The aggregate value of the LTIP Units is included in noncontrolling interests in the Consolidated Balance Sheets of Boston Properties, Inc.
3 unchanged sentences
Such value is recognized as an expense ratably over the corresponding employee service period.
−Removed: The shares of restricted common stock granted during the six months ended June 30, 2021 were valued at approximately $ 3.6 million ($ 94.17 per share weighted-average).
+Added: The shares of restricted common stock granted during the nine months ended September 30, 2021 were valued at approximately $ 5.7 million ($ 100.46 per share weighted-average).
The LTIP Units granted were valued at approximately $ 23.8 million (approximately $ 84.43 per unit weighted-average fair value) using a Monte Carlo simulation method model.
5 unchanged sentences
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 MYLTIP Units was approximately $ 14.0 million and $ 10.1 million for the three months ended June 30, 2021 and 2020, respectively, and $ 33.8 million and $ 27.3 million for the six months ended June 30, 2021 and 2020, respectively.
−Removed: At June 30, 2021, there was (1) an aggregate of approximately $ 32.3 million of unrecognized compensation expense related to unvested restricted stock, LTIP Units and 2018 MYLTIP Units and (2) an aggregate of approximately $ 12.0 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 2.2 years.
+Added: Aggregate stock-based compensation expense associated with restricted stock, LTIP Units and MYLTIP Units was approximately $ 8.4 million and $ 8.0 million for the three months ended September 30, 2021 and 2020, respectively, and $ 42.2 million and $ 35.3 million for the nine months ended September 30, 2021 and 2020, respectively.
+Added: At September 30, 2021, there was (1) an aggregate of approximately $ 28.4 million of unrecognized compensation expense related to unvested restricted stock, LTIP Units and 2018 MYLTIP Units and (2) an aggregate of approximately $ 9.4 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 2.1 years.
Subsequent Events
−Removed: On July 13, 2021, the Company entered into an agreement to sell its 181,191 and 201 Spring Street properties located in Lexington, Massachusetts for an aggregate gross sale price of $ 191.5 million.
+Added: On October 15, 2021, Boston Properties Limited Partnership used available cash and funds under its 2021 Credit Facility to complete the redemption of $ 1.0 billion in aggregate principal amount of its 3.85 % senior notes due February 1, 2023.
+Added: The redemption price was approximately $ 1.05 billion, which included approximately $ 7.9 million of accrued and unpaid interest to, but not including, the redemption date and an early redemption premium and unamortized financing costs totaling approximately $ 43.9 million.
+Added: On October 19, 2021, the Company partially placed in-service Reston Next, a Class A office project with
+Added: approximately 1.1 million net rentable square feet located in Reston, Virginia.
+Added: On October 25, 2021, the Company completed the sale of its 181,191 and 201 Spring Street properties located in Lexington, Massachusetts for an aggregate gross sales price of $ 191.5 million.
181,191 and 201 Spring Street are three Class A office properties aggregating approximately 333,000 net rentable square feet and are 100 % leased.
−Removed: On July 20, 2021, the Company agreed to acquire Safeco Plaza in Seattle, Washington for an aggregate cash purchase price of approximately $ 465.0 million.
−Removed: The Company and its prospective partner have funded a deposit of $ 51.5 million of which the Company’s share is $ 26.3 million.
−Removed: Safeco Plaza is an approximately 800,000 square foot Class A office building.
−Removed: The acquisition is subject to customary closing conditions for a transaction of this type, and there can be no assurance that the acquisition will be consummated on the terms currently contemplated or at all (See Note 3).
−Removed: On August 2, 2021, the Company acquired Shady Grove Bio+Tech Campus in Rockville, Maryland for an aggregate purchase price of approximately $ 116.5 million.
−Removed: Shady Grove Bio+Tech Campus is an approximately 435,000 net rentable square foot, seven -building office park situated on an approximately 31 -acre site.
−Removed: The Company intends to reposition three of the buildings, which are currently vacant, to support life sciences uses (See Note 3).
−Removed: Ta ble of Contents
+Added: On October 29, 2021, a joint venture in which the Company has a 50 % interest fully placed in-service 7750 Wisconsin Avenue, a Class A office project with approximately 734,000 net rentable square feet located in Bethesda, Maryland.
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.