EX-99.2 3 dex992.htm PRESS RELEASE Press Release

Exhibit 99.2

                 LOGO

LOGO

LOGO

111 Huntington Avenue

Boston, MA 02199

 

AT THE COMPANY   AT FINANCIAL RELATIONS BOARD
Michael Walsh   Marilynn Meek – General Info.
Senior Vice President, Finance   (212) 827-3773
(617) 236-3410  
Kathleen DiChiara  
Investor Relations Manager  
(617) 236-3343  

BOSTON PROPERTIES, INC. ANNOUNCES

FIRST QUARTER 2006 RESULTS AND AN AGREEMENT TO SELL 280 PARK AVENUE

 

Reports diluted FFO per share of $1.03   Reports diluted EPS of $0.59

BOSTON, MA, April 25, 2006 – Boston Properties, Inc. (NYSE: BXP), a real estate investment trust, reported results today for the first quarter ended March 31, 2006.

Funds from Operations (FFO) for the quarter ended March 31, 2006 were $119.2 million, or $1.06 per share basic and $1.03 per share diluted. This compares to FFO for the quarter ended March 31, 2005 of $117.3 million, or $1.06 per share basic and $1.03 per share diluted. The weighted average number of basic and diluted shares outstanding totaled 112,508,647 and 120,013,441, respectively, for the quarter ended March 31, 2006 and 110,187,333 and 117,721,288, respectively, for the quarter ended March 31, 2005.

Net income available to common shareholders was $67.7 million for the three months ended March 31, 2006, compared to $61.2 million for the quarter ended March 31, 2005. Net income available to common shareholders per share (EPS) for the quarter ended March 31, 2006 was $0.60 basic and $0.59 on a diluted basis. This compares to EPS for the first quarter of 2005 of $0.56 basic and $0.55 on a diluted basis. EPS includes $0.05 and $0.01, on a diluted basis, related to gains on sales of real estate and discontinued operations for the quarters ended March 31, 2006 and 2005, respectively.

The reported results are unaudited and there can be no assurance that the results will not vary from the final information for the quarter ended March 31, 2006. In the opinion of management, all adjustments considered necessary for a fair presentation of these reported results have been made.

As of March 31, 2006, the Company’s portfolio consisted of 123 properties comprising approximately 42.7 million square feet, including four properties under construction and one expansion project totaling 1.2 million square feet. The overall percentage of leased space for the 117 properties in service as of March 31, 2006 was 94.3%.


Significant events of the first quarter include:

 

On January 3, 2006, the Company completed the previously disclosed sale of a parcel of land at the Prudential Center located in Boston, Massachusetts, which is being developed as the Mandarin Oriental, a hotel and condominium mixed-use complex.

 

On January 17, 2006, the Company placed-in-service its Seven Cambridge Center development project located in Cambridge, Massachusetts. Seven Cambridge Center is a fully-leased, build-to-suit project with approximately 231,000 square feet of office, research laboratory and retail space. The Company has leased 100% of the space to the Massachusetts Institute of Technology for occupancy by its affiliate, the Eli and Edythe L. Broad Institute. On October 1, 2005, the Company had placed-in-service the West Garage phase of the project consisting of parking for approximately 800 cars.

 

On January 31, 2006, the Company repaid the mortgage loan collateralized by its 101 Carnegie Center property located in Princeton, New Jersey totaling approximately $6.6 million using available cash. There was no prepayment penalty associated with the repayment. The mortgage loan bore interest at a fixed rate of 7.66% per annum and was scheduled to mature on April 1, 2006.

 

On February 24, 2006, the Company repaid the construction financing collateralized by its Seven Cambridge Center property located in Cambridge, Massachusetts totaling approximately $112.5 million using approximately $7.5 million of available cash and $105.0 million drawn under the Company’s Unsecured Line of Credit. The construction financing bore interest at a variable rate equal to LIBOR plus 1.25% per annum and was scheduled to mature in April 2007.

 

On March 13, 2006, a joint venture, in which the Company has a 50% interest, acquired a land parcel located in New York City for a purchase price of approximately $6.0 million.

 

On March 31, 2006, the Company commenced construction of South of Market, a Class A office project consisting of two buildings aggregating approximately 402,000 net rentable square feet located in Reston, Virginia. The Company expects that the project will be complete and initial occupancy is expected in the first quarter of 2008.

 

On March 31, 2006, the Company was added to the Standard & Poor’s 500 Index, a world renowned index which includes 500 leading companies in leading industries of the U.S. economy.

 

The Company was selected for the third year in a row as one of America’s Most Admired Companies in the Real Estate Industry according to FORTUNE® magazine.


Transactions completed subsequent to March 31, 2006:

 

On April 6, 2006, the Company’s Operating Partnership closed on an offering of $400 million in aggregate principal amount of its 3.75% exchangeable senior notes due 2036. The notes will be exchangeable into the Company’s common stock at an initial exchange rate, subject to adjustment, of 8.9461 shares per $1,000 principal amount of notes (or an initial exchange price of approximately $111.78 per share of common stock) under the circumstances described in the prospectus supplement filed with the Securities and Exchange Commission on April 3, 2006. Noteholders may require the Operating Partnership to purchase the notes at par initially on May 18, 2013 and, after that date, the notes will be redeemable at par at the option of the Operating Partnership under the circumstances described in the prospectus.

 

On April 13, 2006, the Company acquired a parcel of land located in Waltham, Massachusetts for a purchase price of $16.0 million.

 

On April 25, 2006, the Company executed a binding agreement for the sale of 280 Park Avenue, a Class A office property of approximately 1,179,000 net rentable square feet located in midtown Manhattan, for approximately $1.2 billion. The sale is subject to the satisfaction of customary closing conditions and, although there can be no assurances that the sale will be consummated, it is expected to close during the second quarter of 2006.

EPS and FFO per Share Guidance:

The Company’s guidance for the second quarter and full year 2006 for EPS (diluted) and FFO per share (diluted) is set forth and reconciled below. The guidance does not reflect the impact of the pending sale of 280 Park Avenue, including among other things, the estimated gain on sale, the use of proceeds and the loss of future earnings contribution from the property.

 

     Second Quarter 2006    Full Year 2006
     Low    -    High    Low    -    High

Projected EPS (diluted)

   $ 0.55    —      $ 0.57    $ 2.25    —      $ 2.37

Add:

                 

Projected Company Share of Real Estate Depreciation and Amortization

     0.47    —        0.47      1.45    —        1.95

Less:

                 

Projected Company Share of Gains on Sales of Real Estate

     0.00    —        0.00      0.05    —        0.05
                                     

Projected FFO per Share (diluted)

   $ 1.02    —      $ 1.04    $ 4.15    —      $ 4.27

Except as otherwise noted above, the foregoing estimates reflect management’s view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels and earnings impact of the events referenced in this release. The estimates do not include possible future gains or losses or the impact on operating results from possible future property acquisitions or dispositions. EPS estimates may be subject to fluctuations as a result of several factors, including changes in the recognition of depreciation and amortization expense and any gains or losses associated with disposition activity. The Company is not able to assess at this time the potential impact of these factors on projected EPS. By definition, FFO does not include real estate-related depreciation and amortization or gains or losses associated with disposition activities. There can be no assurance that the Company’s actual results will not differ materially from the estimates set forth above.


Boston Properties will host a conference call tomorrow, April 26, 2006 at 10:00 AM (Eastern Time), open to the general public, to discuss the first quarter 2006 results, the 2006 projections and related assumptions, and other related matters. The number to call for this interactive teleconference is (800) 240-4186. A replay of the conference call will be available through May 3, 2006 by dialing (800) 405-2236 and entering the passcode 11057503, or as a podcast on the Company’s website, www.bostonproperties.com, shortly after the call. An audio-webcast will also be archived and may be accessed in the Investor Relations section of the Company’s website under the heading Events & Webcasts.

Additionally, a copy of Boston Properties’ first quarter 2006 “Supplemental Operating and Financial Data” and this press release are available in the Investor Relations section of the Company’s website at www.bostonproperties.com. These materials are also available by contacting Investor Relations at (617) 236-3322 or by written request to:

Investor Relations

Boston Properties, Inc.

111 Huntington Avenue, Suite 300

Boston, MA 02199-7610

Boston Properties is a fully integrated, self-administered and self-managed real estate investment trust that develops, redevelops, acquires, manages, operates and owns a diverse portfolio of Class A office properties and also includes two hotels. The Company is one of the largest owners and developers of Class A office properties in the United States, concentrated in five markets – Boston, Midtown Manhattan, Washington, D.C., San Francisco and Princeton, N.J.

This press release contains forward-looking statements within the meaning of the Federal securities laws. You can identify these statements by our use of the words “guidance,” “expects,” “plans,” “estimates,” “projects,” “intends,” “believes” and similar expressions that do not relate to historical matters. You should exercise caution in interpreting and relying on forward-looking statements because they involve known and unknown risks, uncertainties and other factors which are, in some cases, beyond Boston Properties’ control and could materially affect actual results, performance or achievements. These factors include, without limitation, the ability to enter into new leases or renew leases on favorable terms, dependence on tenants’ financial condition, the uncertainties of real estate development and acquisition activity, the ability to effectively integrate acquisitions, the costs and availability of financing (including the impact of interest rates on our hedging program), the effects of local economic and market conditions, the effects of acquisitions and dispositions, including possible impairment charges, the impact of newly adopted accounting principles on the Company’s accounting policies and on period-to-period comparisons of financial results, regulatory changes and other risks and uncertainties detailed from time to time in the Company’s filings with the Securities and Exchange Commission. Boston Properties does not undertake a duty to update or revise any forward-looking statement whether as a result of new information, future events or otherwise, including its guidance for the second quarter and full fiscal year 2006.

Financial tables follow.


BOSTON PROPERTIES, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

 

     Three months ended
March 31,
 
     2006     2005  
     (in thousands, except for per share
amounts)
 
     (unaudited)  

Revenue

    

Rental:

    

Base rent

   $ 276,398     $ 278,748  

Recoveries from tenants

     47,193       43,337  

Parking and other

     13,829       13,925  
                

Total rental revenue

     337,420       336,010  

Hotel revenue

     12,343       12,096  

Development and management services

     4,376       4,536  

Interest and other

     1,965       1,631  
                

Total revenue

     356,104       354,273  
                

Expenses

    

Operating:

    

Rental

     112,614       108,484  

Hotel

     11,477       10,809  

General and administrative

     14,642       14,813  

Interest

     74,817       79,354  

Depreciation and amortization

     66,847       67,796  

Loss from early extinguishment of debt

     467       —    
                

Total expenses

     280,864       281,256  
                

Income before minority interest in property partnership, income from unconsolidated joint ventures, minority interest in Operating Partnership, gains on sales of real estate and discontinued operations

     75,240       73,017  

Minority interest in property partnership

     1,236       1,652  

Income from unconsolidated joint ventures

     1,290       1,335  
                

Income before minority interest in Operating Partnership, gains on sales of real estate and discontinued operations

     77,766       76,004  

Minority interest in Operating Partnership

     (15,470 )     (15,677 )
                

Income before gains on sales of real estate and discontinued operations

     62,296       60,327  

Gains on sales of real estate, net of minority interest

     5,441       1,208  
                

Income before discontinued operations

     67,737       61,535  

Discontinued operations:

    

Loss from discontinued operations, net of minority interest

     —         (293 )
                

Net income available to common shareholders

   $ 67,737     $ 61,242  
                

Basic earnings per common share:

    

Income available to common shareholders before discontinued operations

   $ 0.60     $ 0.56  

Discontinued operations, net of minority interest

     —         —    
                

Net income available to common shareholders

   $ 0.60     $ 0.56  
                

Weighted average number of common shares outstanding

     112,509       110,187  
                

Diluted earnings per common share:

    

Income available to common shareholders before discontinued operations

   $ 0.59     $ 0.55  

Discontinued operations, net of minority interest

     —         —    
                

Net income available to common shareholders

   $ 0.59     $ 0.55  
                

Weighted average number of common and common equivalent shares outstanding

     115,157       112,364  
                


BOSTON PROPERTIES, INC.

CONSOLIDATED BALANCE SHEETS

 

     March 31,
2006
    December 31,
2005
 
     (in thousands, except for share amounts)  
     (unaudited)  
ASSETS     

Real estate

   $ 8,864,907     $ 8,724,954  

Construction in progress

     107,051       177,576  

Land held for future development

     189,024       248,645  

Less: accumulated depreciation

     (1,320,712 )     (1,265,073 )
                

Total real estate

     7,840,270       7,886,102  

Cash and cash equivalents

     32,214       261,496  

Cash held in escrows

     23,715       25,618  

Tenant and other receivables, net of allowance for doubtful accounts of $2,301 and $2,519, respectively

     41,458       52,668  

Accrued rental income, net of allowance of $1,060 and $2,638, respectively

     316,048       302,356  

Deferred charges, net

     246,214       242,660  

Prepaid expenses and other assets

     91,646       41,261  

Investments in unconsolidated joint ventures

     98,836       90,207  
                

Total assets

   $ 8,690,401     $ 8,902,368  
                
LIABILITIES AND STOCKHOLDERS’ EQUITY     

Liabilities:

    

Mortgage notes payable

   $ 3,185,550     $ 3,297,192  

Unsecured senior notes, net of discount

     1,471,163       1,471,062  

Unsecured line of credit

     40,000       58,000  

Accounts payable and accrued expenses

     86,938       109,823  

Dividends and distributions payable

     95,344       107,643  

Accrued interest payable

     39,269       47,911  

Other liabilities

     98,296       154,123  
                

Total liabilities

     5,016,560       5,245,754  
                

Commitments and contingencies

     —         —    
                

Minority interests

     735,185       739,268  
                

Stockholders’ equity:

    

Excess stock, $.01 par value, 150,000,000 shares authorized, none issued or outstanding

     —         —    

Preferred stock, $.01 par value, 50,000,000 shares authorized, none issued or outstanding

     —         —    

Common stock, $.01 par value, 250,000,000 shares authorized, 112,892,557 and 112,621,162 shares issued and 112,813,657 and 112,542,262 shares outstanding in 2006 and 2005, respectively

     1,128       1,125  

Additional paid-in capital

     2,759,580       2,745,719  

Earnings in excess of dividends

     173,129       182,105  

Treasury common stock, at cost

     (2,722 )     (2,722 )

Accumulated other comprehensive income (loss)

     7,541       (8,881 )
                

Total stockholders’ equity

     2,938,656       2,917,346  
                

Total liabilities and stockholders’ equity

   $ 8,690,401     $ 8,902,368  
                


BOSTON PROPERTIES, INC.

FUNDS FROM OPERATIONS (1)

 

     Three months ended
March 31,
 
     2006     2005  
     (in thousands, except for per
share amounts)
 
     (unaudited)  

Net income available to common shareholders

   $ 67,737     $ 61,242  

Add:

    

Minority interest in Operating Partnership

     15,470       15,677  

Loss from discontinued operations, net of minority interest

     —         293  

Less:

    

Minority interest in property partnership

     1,236       1,652  

Income from unconsolidated joint ventures

     1,290       1,335  

Gains on sales of real estate, net of minority interest

     5,441       1,208  
                

Income before minority interest in property partnership, income from unconsolidated joint ventures, minority interest in Operating Partnership, gains on sales of real estate and discontinued operations

     75,240       73,017  

Add:

    

Real estate depreciation and amortization (2)

     68,674       69,540  

Income from unconsolidated joint ventures

     1,290       1,335  

Less:

    

Minority interest in property partnership’s share of funds from operations

     268       (75 )

Preferred distributions

     3,110       3,280  

Loss from discontinued operations

     —         351  
                

Funds from operations (FFO)

     141,826       140,336  

Less:

    

Minority interest in Operating Partnership’s share of funds from operations

     22,616       23,035  
                

Funds from operations available to common shareholders

   $ 119,210     $ 117,301  
                

Our percentage share of funds from operations - basic

     84.05 %     83.59 %
                

Weighted average shares outstanding - basic

     112,509       110,187  
                

FFO per share basic

   $ 1.06     $ 1.06  
                

Weighted average shares outstanding - diluted

     120,013       117,721  
                

FFO per share diluted

   $ 1.03     $ 1.03  
                



(1) Pursuant to the revised definition of Funds from Operations adopted by the Board of Governors of the National Association of Real Estate Investment Trusts (“NAREIT”), we calculate Funds from Operations, or “FFO,” by adjusting net income (loss) (computed in accordance with GAAP, including non-recurring items) for gains (or losses) from sales of properties, real estate related depreciation and amortization, and after adjustment for unconsolidated partnerships and joint ventures. FFO is a non-GAAP financial measure. The use of FFO, combined with the required primary GAAP presentations, has been fundamentally beneficial in improving the understanding of operating results of REITs among the investing public and making comparisons of REIT operating results more meaningful. Management generally considers FFO to be a useful measure for reviewing our comparative operating and financial performance because, by excluding gains and losses related to sales of previously depreciated operating real estate assets and excluding real estate asset depreciation and amortization (which can vary among owners of identical assets in similar condition based on historical cost accounting and useful life estimates), FFO can help one compare the operating performance of a company’s real estate between periods or as compared to different companies. Our computation of FFO may not be comparable to FFO reported by other REITs or real estate companies that do not define the term in accordance with the current NAREIT definition or that interpret the current NAREIT definition differently.

FFO should not be considered as an alternative to net income (determined in accordance with GAAP) as an indication of our performance. FFO does not represent cash generated from operating activities determined in accordance with GAAP and is not a measure of liquidity or an indicator of our ability to make cash distributions. We believe that to further understand our performance, FFO should be compared with our reported net income and considered in addition to cash flows in accordance with GAAP, as presented in our consolidated financial statements.

 

(2) Real estate depreciation and amortization consists of depreciation and amortization from the Consolidated Statements of Operations of $66,847 and $67,796, our share of unconsolidated joint venture real estate depreciation and amortization of $2,304 and $1,798 and depreciation and amortization from discontinued operations of $0 and $366, less corporate related depreciation and amortization of $477 and $420 for the three months ended March 31, 2006 and 2005, respectively.


BOSTON PROPERTIES, INC.

PORTFOLIO LEASING PERCENTAGES

 

     % Leased by Location  
     March 31, 2006     December 31, 2005  

Greater Boston

   91.6 %   89.9 %

Greater Washington, D.C.

   97.2 %   97.2 %

Midtown Manhattan

   98.9 %   98.3 %

Princeton/East Brunswick, NJ

   87.2 %   86.9 %

Greater San Francisco

   89.3 %   90.8 %
            

Total Portfolio

   94.3 %   93.8 %
            
     % Leased by Type  
     March 31, 2006     December 31, 2005  

Class A Office Portfolio

   94.1 %   93.7 %

Office/Technical Portfolio

   97.9 %   97.6 %
            

Total Portfolio

   94.3 %   93.8 %