Explanatory Note [Explanatory Note on Combined Reporting](index=3&type=section&id=Explanatory%20Note) The report combines financial statements for Boston Properties, Inc (BXP) and its operating partnership (BPLP) under an Umbrella Partnership REIT (UPREIT) structure - The report combines the financial statements of Boston Properties, Inc (BXP) and Boston Properties Limited Partnership (BPLP), reflecting an **Umbrella Partnership REIT (UPREIT) structure**[11](index=11&type=chunk) - As of March 31, 2020, BXP held an approximate **89.7% ownership interest in BPLP**, with the remaining 10.3% held by limited partners[12](index=12&type=chunk) - Key financial statement differences relate to equity, capital, and the treatment of BPLP's limited partners as **noncontrolling interests** in BXP's statements[15](index=15&type=chunk) - A historical accounting difference created a **$280.0 million step-up** in BXP's real estate assets compared to BPLP's, impacting depreciation and gains[17](index=17&type=chunk) PART I. FINANCIAL INFORMATION [ITEM 1. Financial Statements (unaudited)](index=6&type=section&id=ITEM%201.%20Financial%20Statements%20(unaudited)) This section presents the unaudited consolidated financial statements for BXP and BPLP for the quarter ended March 31, 2020 [Boston Properties, Inc. Financial Statements](index=6&type=section&id=Boston%20Properties%2C%20Inc.%20Financial%20Statements) BXP's Q1 2020 net income rose to $497.5 million, driven by a $410.2 million gain on real estate sales BXP Consolidated Statement of Operations Highlights (Q1 2020 vs Q1 2019) | Metric | Q1 2020 (in thousands) | Q1 2019 (in thousands) | | :--- | :--- | :--- | | **Total Revenue** | $752,556 | $725,767 | | **Gains on sales of real estate** | $410,165 | $(905) | | **Net Income** | $577,146 | $131,159 | | **Net income attributable to BXP common shareholders** | $497,496 | $98,105 | | **Diluted EPS** | $3.20 | $0.63 | BXP Consolidated Balance Sheet Highlights (as of March 31, 2020) | Metric | March 31, 2020 (in thousands) | Dec 31, 2019 (in thousands) | | :--- | :--- | :--- | | **Total Real Estate** | $17,518,173 | $17,622,212 | | **Total Assets** | $21,829,698 | $21,284,905 | | **Total Liabilities** | $13,402,961 | $13,262,304 | | **Total Stockholders' Equity (attributable to BXP)** | $6,047,866 | $5,684,687 | BXP Consolidated Statement of Cash Flows Highlights (Q1 2020) | Metric | Q1 2020 (in thousands) | | :--- | :--- | | **Net cash provided by operating activities** | $175,197 | | **Net cash used in investing activities** | $(73,793) | | **Net cash provided by financing activities** | $65,288 | [Boston Properties Limited Partnership Financial Statements](index=13&type=section&id=Boston%20Properties%20Limited%20Partnership%20Financial%20Statements) BPLP's Q1 2020 net income surged to $566.3 million, primarily due to a $419.7 million gain on real estate sales BPLP Consolidated Statement of Operations Highlights (Q1 2020 vs Q1 2019) | Metric | Q1 2020 (in thousands) | Q1 2019 (in thousands) | | :--- | :--- | :--- | | **Total Revenue** | $752,556 | $725,767 | | **Gains on sales of real estate** | $419,654 | $(905) | | **Net Income** | $588,444 | $134,837 | | **Net income attributable to BPLP common unitholders** | $566,333 | $113,382 | | **Diluted EPU** | $3.27 | $0.66 | BPLP Consolidated Balance Sheet Highlights (as of March 31, 2020) | Metric | March 31, 2020 (in thousands) | Dec 31, 2019 (in thousands) | | :--- | :--- | :--- | | **Total Real Estate** | $17,238,140 | $17,330,881 | | **Total Assets** | $21,549,665 | $20,993,574 | | **Total Liabilities** | $13,402,961 | $13,262,304 | | **Total Partners' Capital** | $4,764,550 | $3,525,463 | [Notes to the Consolidated Financial Statements](index=20&type=section&id=Notes%20to%20the%20Consolidated%20Financial%20Statements) The notes detail the company's portfolio, significant Q1 transactions, accounting changes, and subsequent events including a major debt offering - As of March 31, 2020, the Company's portfolio consisted of **196 commercial properties** totaling approximately 51.8 million net rentable square feet[76](index=76&type=chunk) - In Q1 2020, the Company formed a joint venture for its Gateway Commons complex, realizing a **gain of $217.7 million for BXP**[105](index=105&type=chunk) - The Company sold New Dominion Technology Park for $256.0 million, realizing a **gain of approximately $192.3 million for BXP**[106](index=106&type=chunk) - The company adopted a new accounting standard for credit losses on January 1, 2020, with a **$1.5 million adjustment** to Dividends in Excess of Earnings[93](index=93&type=chunk) - Subsequent to quarter-end, BPLP completed a public offering of **$1.25 billion of 3.250% unsecured senior notes** due 2031[186](index=186&type=chunk) - The company is providing notice to its insurers regarding potential claims for **business interruption losses related to COVID-19**, though coverage is uncertain[136](index=136&type=chunk) [ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=43&type=section&id=ITEM%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes financial results and liquidity, with a significant focus on the emerging impacts of the COVID-19 pandemic [Outlook and COVID-19 Impact](index=45&type=section&id=Outlook%20and%20COVID-19%20Impact) The company's outlook is dominated by the COVID-19 pandemic, which has impacted rent collections, construction, and hotel operations - The effects of COVID-19 led to low physical occupancy and **pauses in construction projects** in Boston, New York, and San Francisco[198](index=198&type=chunk) - The company's Boston Marriott Cambridge hotel closed in March 2020, and parking revenue has become minimal, both expected to **materially impact revenue**[205](index=205&type=chunk)[206](index=206&type=chunk) - Key priorities during the pandemic include tenant health security, leasing available space, and **maintaining a conservative balance sheet**[209](index=209&type=chunk) April 2020 Rent Collection Statistics | Tenant Category | April Rent Collected | | :--- | :--- | | **All Tenants** | ~93% | | **Office Tenants** | ~97% | | **Retail Tenants** | ~36% | [Results of Operations](index=51&type=section&id=Results%20of%20Operations) Q1 2020 net income increased significantly due to gains on real estate sales, while Same Property NOI grew 3.90% - The increase in net income was primarily driven by **gains on sales of real estate**, which totaled $410.0 million for BXP in Q1 2020[248](index=248&type=chunk)[298](index=298&type=chunk) - Same Property lease revenue increased by **$27.8 million (4.3%)** due to higher rental rates and occupancy[262](index=262&type=chunk) - Hotel net operating income decreased by approximately $1.1 million, with **REVPAR falling 29.1%** due to the COVID-19 pandemic[282](index=282&type=chunk)[283](index=283&type=chunk) - General and administrative expense decreased by $5.3 million, primarily due to an **$8.4 million decrease** in deferred compensation plan liability[285](index=285&type=chunk) Net Operating Income (NOI) Comparison (Q1 2020 vs Q1 2019) | Portfolio | Q1 2020 NOI (in thousands) | Q1 2019 NOI (in thousands) | % Change | | :--- | :--- | :--- | :--- | | **Same Property Portfolio** | $454,775 | $437,689 | 3.90% | | **Total Property Portfolio** | $471,653 | $447,715 | 5.35% | [Liquidity and Capital Resources](index=64&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains a strong liquidity position with $1.6 billion in cash and has a development pipeline requiring $1.2 billion in funding - As of May 5, 2020, the company had approximately **$1.6 billion in cash** and $1.5 billion available under its revolving credit facility[326](index=326&type=chunk)[327](index=327&type=chunk) - The company has a development pipeline with an estimated remaining funding requirement of approximately **$1.2 billion through 2024**[321](index=321&type=chunk)[325](index=325&type=chunk) - As of March 31, 2020, **93.79% of the company's total debt was fixed-rate**, with a weighted-average maturity of 5.6 years[358](index=358&type=chunk) - The company's unconsolidated joint ventures had approximately $2.3 billion of debt, of which the company's proportionate share was **$1.0 billion**[366](index=366&type=chunk) Consolidated Debt Summary (as of March 31, 2020) | Debt Component | Amount (in thousands) | | :--- | :--- | | Fixed rate mortgage notes, net | $2,919,157 | | Unsecured senior notes, net | $8,393,009 | | Unsecured line of credit | $250,000 | | Unsecured term loan, net | $499,058 | | **Total Consolidated Debt** | **$12,061,224** | [Funds from Operations (FFO)](index=76&type=section&id=Funds%20from%20Operations%20(FFO)) BXP's Q1 2020 FFO per diluted share increased to $1.83 from $1.72 in the prior year, reflecting improved operating performance BXP Funds from Operations (FFO) (Q1 2020 vs Q1 2019) | Metric | Q1 2020 (in thousands) | Q1 2019 (in thousands) | | :--- | :--- | :--- | | **Net income attributable to BXP common shareholders** | $497,496 | $98,105 | | **Adjustments (Depreciation, Gains on Sales, etc.)** | $(213,434) | $167,902 | | **FFO attributable to BXP common shareholders** | $284,062 | $266,007 | BPLP Funds from Operations (FFO) (Q1 2020 vs Q1 2019) | Metric | Q1 2020 (in thousands) | Q1 2019 (in thousands) | | :--- | :--- | :--- | | **Net income attributable to BPLP common unitholders** | $566,333 | $113,382 | | **Adjustments (Depreciation, Gains on Sales, etc.)** | $(250,133) | $182,932 | | **FFO attributable to BPLP common unitholders** | $316,200 | $296,314 | [ITEM 3. Quantitative and Qualitative Disclosures about Market Risk](index=80&type=section&id=ITEM%203.%20Quantitative%20and%20Qualitative%20Disclosures%20about%20Market%20Risk) The company's primary market risk is interest rate risk, which is largely mitigated by a high proportion of fixed-rate debt - As of March 31, 2020, approximately **$11.3 billion of the company's consolidated debt bore interest at fixed rates**, reducing rate exposure[388](index=388&type=chunk) - The company had approximately $750.0 million of variable-rate debt; a **100 basis point rate increase** would have raised Q1 2020 interest expense by about $1.9 million[389](index=389&type=chunk) - The company acknowledges the expected **discontinuation of LIBOR after 2021** and notes its debt agreements specify alternative variable rates[391](index=391&type=chunk) [ITEM 4. Controls and Procedures](index=80&type=section&id=ITEM%204.%20Controls%20and%20Procedures) Management concluded that disclosure controls and procedures for both BXP and BPLP were effective as of March 31, 2020 - Management concluded that the disclosure controls and procedures for both BXP and BPLP were **effective as of March 31, 2020**[392](index=392&type=chunk)[394](index=394&type=chunk) - There were **no material changes in internal control** over financial reporting during the first quarter of 2020[393](index=393&type=chunk)[395](index=395&type=chunk) PART II. OTHER INFORMATION [ITEM 1. Legal Proceedings](index=82&type=section&id=ITEM%201.%20Legal%20Proceedings) The company is subject to ordinary course legal proceedings that are not expected to have a material adverse effect - The company is subject to ordinary course legal proceedings, which are **generally covered by insurance** and are not expected to have a material adverse effect[398](index=398&type=chunk) [ITEM 1A. Risk Factors](index=82&type=section&id=ITEM%201A.%20Risk%20Factors) This section details significant risks posed by the COVID-19 pandemic, including impacts on rent collection, property values, and construction - The **COVID-19 pandemic** is expected to continue to materially and adversely affect the company's financial condition and tenant operations[400](index=400&type=chunk) - Key risks include tenants being unable to pay rent, which could **reduce cash flows** and impact the ability to pay dividends[402](index=402&type=chunk) - **Construction delays** due to work-stoppage orders could lead to increased costs and lower investment returns[406](index=406&type=chunk) - A sustained shift away from in-person work could adversely affect the **long-term demand for office space**[406](index=406&type=chunk) [ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=85&type=section&id=ITEM%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) During Q1 2020, BXP issued 461,856 shares of common stock in exchange for BPLP common units and repurchased 8,292 shares - During Q1 2020, BXP issued **461,856 shares of common stock** in exchange for an equal number of BPLP common units[410](index=410&type=chunk) - BPLP issued approximately **70,694 common units to BXP** in exchange for approximately $4.29 million in proceeds from BXP's employee stock plans[414](index=414&type=chunk) - BXP repurchased a total of **8,292 shares** of its common stock, primarily to satisfy employee tax withholding obligations[411](index=411&type=chunk)[412](index=412&type=chunk) [ITEM 3. Defaults Upon Senior Securities](index=86&type=section&id=ITEM%203.%20Defaults%20Upon%20Senior%20Securities) The company reported no defaults upon its senior securities during the period - None[417](index=417&type=chunk) [ITEM 4. Mine Safety Disclosures](index=86&type=section&id=ITEM%204.%20Mine%20Safety%20Disclosures) The company reported no mine safety disclosures - None[417](index=417&type=chunk) [ITEM 5. Other Information](index=86&type=section&id=ITEM%205.%20Other%20Information) The company reported no other information required to be disclosed under this item - None[418](index=418&type=chunk) [ITEM 6. Exhibits](index=87&type=section&id=ITEM%206.%20Exhibits) This section lists exhibits filed with the Form 10-Q, including certifications, a supplemental indenture, and an amendment to bylaws - Exhibits filed include CEO and CFO certifications, a supplemental indenture for the **May 2020 senior notes offering**, and an amendment to the company's bylaws[420](index=420&type=chunk)

Boston Properties, Inc. (NYSE:BXP) Q1 2020 Earnings Conference Call April 29, 2020 10:00 AM ET Corporate Participants Sara Buda - Vice President of Investor Relations Owen Thomas - Chief Executive Officer Doug Linde - President Mike LaBelle - Chief Financial Officer Rob Pester - Executive Vice President of San Francisco Region John Powers - Executive Vice President of New York Region Conference Call participants Jamie Feldman - Bank of America Vikram Malhotra - Morgan Stanley Steve Sakwa - Evercore ISI Crai ...

Supplemental Operating and Financial Data for the Quarter Ended March 31, 2020 THE COMPANY Boston Properties, Inc. (NYSE: BXP) ("Boston Properties," "BXP" or the "Company") is the largest publicly-traded developer, owner and manager of Class A office properties in the United States, concentrated in five markets - Boston, Los Angeles, New York, San Francisco and Washington, DC. The Company is a fully integrated real estate company, organized as a real estate investment trust (REIT), that develops, manages, o ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2019 OR ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13087 (Boston Properties, Inc.) Commission File Number: 0-50209 (Boston Properties Limited Partnership) BOSTON PROPERTIES, INC. ...

Boston Properties, Inc. (NYSE:BXP) Q4 2019 Earnings Conference Call January 29, 2020 10:00 AM ET Company Participants Sara Buda - Vice President of Investor Relations Owen Thomas - Chief Executive Officer Douglas Linde - President Michael LaBelle - Chief Financial Officer Raymond Ritchey - Senior Executive Vice President John Powers - Executive Vice President of New York Region Robert Pester - Executive Vice President of San Francisco Region Bryan Koop - Executive Vice President of Boston Region Conference ...

Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13087 (Boston Properties, Inc.) Commission File Number: 0-50209 (Boston Properties Limited Partnership) BOSTON PROPERTIES, ...

Supplemental Operating and Financial Data for the Quarter Ended September 30, 2019 THE COMPANY Boston Properties, Inc. (NYSE: BXP) ("Boston Properties," "BXP" or the "Company") is the largest publicly-traded developer, owner and manager of Class A office properties in the United States, concentrated in five markets - Boston, Los Angeles, New York, San Francisco and Washington, DC. The Company is a fully integrated real estate company, organized as a real estate investment trust (REIT), that develops, manage ...

Boston Properties, Inc. (NYSE:BXP) Q3 2019 Earnings Conference Call October 30, 2019 10:00 AM ET Corporate Participants Sara Buda - Vice President, Investor Relations Owen Thomas - Chief Executive Officer Doug Linde - President Mike LaBelle - Chief Financial Officer Bryan Koop - Senior Vice President- Regional Manager Ray Ritchey - Senior Executive Vice President John Powers - EVP New York Region Conference Call Participants Nick Yulico - Scotiabank Emmanuel Korchman - Citi John Kim - BMO Capital Markets Cr ...

Table of Content Securities registered pursuant to Section 12(b) of the Act: UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended June 30, 2019 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13087 (Boston Properties, Inc.) Commission File Number: 0-50209 (Bo ...

Table of Content UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2019 ¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 1-13087 (Boston Properties, Inc.) Commission File Number: 0-50209 (Boston Properties Limited Partnership) | --- | --- | --- | |- ...