Boston Properties, Inc. Announces First Quarter 2008 Results

April 29, 2008
Reports diluted FFO per share of $1.11

Reports diluted EPS of $0.73

BOSTON, April 29 /PRNewswire-FirstCall/ -- Boston Properties, Inc. (NYSE: BXP), a real estate investment trust, reported results today for the first quarter ended March 31, 2008.

Funds from Operations (FFO) for the quarter ended March 31, 2008 were $134.7 million, or $1.13 per share basic and $1.11 per share diluted. This compares to FFO for the quarter ended March 31, 2007 of $133.0 million, or $1.13 per share basic and $1.10 per share diluted. The weighted average number of basic and diluted shares outstanding totaled 119,535,586 and 122,482,731, respectively, for the quarter ended March 31, 2008 and 118,177,465 and 122,568,712, respectively, for the quarter ended March 31, 2007.

Net income available to common shareholders was $88.5 million for the quarter ended March 31, 2008, compared to $854.3 million for the quarter ended March 31, 2007. For the quarters ended March 31, 2008 and 2007, net income available to common shareholders includes $20.0 million and $781.1 million, respectively, of gains on sales of real estate. Net income available to common shareholders per share (EPS) for the quarter ended March 31, 2008 was $0.74 basic and $0.73 on a diluted basis. This compares to EPS for the first quarter of 2007 of $7.14 basic and $6.99 on a diluted basis. EPS includes $0.17 and $6.40, on a diluted basis, related to gains on sales of real estate and discontinued operations for the quarters ended March 31, 2008 and 2007, respectively. The gains on sales of real estate for the quarter ended March 31, 2007 primarily resulted from the sales of 5 Times Square and the Long Wharf Marriott hotel for gross sales prices of $1,280.0 million and $231.0 million, 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, 2008. In the opinion of management, all adjustments considered necessary for a fair presentation of these reported results have been made.

As of March 31, 2008, the Company's portfolio consisted of 139 properties comprising approximately 43.9 million square feet, including 12 properties under construction totaling 3.6 million square feet and one hotel. The overall percentage of leased space for the 126 properties in service as of March 31, 2008 was 95.3%.

Significant events of the first quarter include:

  • On January 7, 2008, the Company transferred at cost Mountain View Research Park and Mountain View Technology Park to its Value-Added Fund for an aggregate of approximately $221.6 million. The Research Park properties are comprised of sixteen Class A office and office/technical properties aggregating approximately 601,000 net rentable square feet located in Mountain View, California. The Technology Park properties are comprised of seven office/technical properties aggregating approximately 135,000 net rentable square feet located in Mountain View, California. In consideration for the transfer, the Company received approximately $98.6 million of cash and a promissory note having a principal amount of $123.0 million. The note bears interest at a rate of 7% per annum and matures in October 2008, subject to extension at the option of the Value-Added Fund until April 2009. On March 27, 2008, the Value-Added Fund obtained third-party mortgage financing totaling $26.0 million collateralized by Mountain View Technology Park. The third-party mortgage financing bears interest at a variable rate equal to LIBOR plus 1.50% per annum and matures on March 27, 2011 with two, one-year extension options. The proceeds of the third-party mortgage financing were used to repay $23.0 million of the financing provided by the Company. The Company expects the Value-Added Fund to obtain third-party financing secured by the Research Park properties during the second quarter of 2008 and repay the remaining outstanding indebtedness on the Company's loan to the Value-Added Fund.
  • On January 24, 2008, the Company's Compensation Committee approved outperformance awards under the Second Amendment and Restatement of the Boston Properties, Inc. 1997 Stock Option and Incentive Plan to officers and employees of the Company. These awards utilize total return to shareholders ("TRS") over a three-year measurement period as the performance metric and include two years of time-based vesting after the end of the performance measurement period (subject to acceleration in certain events) as a retention tool. Recipients of 2008 OPP Awards will share in an outperformance pool if the Company's TRS, including both share appreciation and dividends, exceeds absolute and relative hurdles over a three-year measurement period from February 5, 2008 to February 5, 2011, based on the average closing price of a share of the Company's common stock of $92.8240 for the five trading days prior to and including February 5, 2008. The aggregate reward that recipients of all 2008 outperformance awards can earn, as measured by the outperformance pool, is subject to a maximum cap of $110 million, although only awards for an aggregate of up to approximately $104.8 million have been granted to date and the balance remains available for future grants, with awards exceeding a potential reward of $1 million requiring the Compensation Committee's approval. For purposes of Statement of Financial Accounting Standards ("SFAS") No. 123(R) "Share-Based Payment," the 2008 OPP Awards were valued at an aggregate of approximately $19.7 million, which amount will generally be amortized into earnings over the five-year plan period (although awards for retirement-eligible employees will be amortized over a three-year period) and has been reflected in the results for the first quarter of 2008 and the guidance provided below.
  • On January 29, 2008, the Wisconsin Place joint venture entity that owns and is developing the office component of the project (a joint venture entity in which the Company owns a 66.67% interest) obtained construction financing totaling $115.0 million collateralized by the office property. Wisconsin Place is a mixed-use development project consisting of office, retail and residential properties located in Chevy Chase, Maryland. The construction financing bears interest at a variable rate equal to LIBOR plus 1.25% per annum and matures on January 29, 2011 with two, one-year extension options.
  • On February 1, 2008, a joint venture in which the Company has a 50% interest placed in-service 505 9th Street, a 323,000 net rentable square foot Class A office property located in Washington, D.C. The property is 100% leased.
  • On February 1, 2008, the Company used available cash to repay the mortgage loan collateralized by its Reston Corporate Center property located in Reston, Virginia totaling approximately $20.5 million. There was no prepayment penalty associated with the repayment. The mortgage loan bore interest at a fixed rate of 6.56% per annum and was scheduled to mature on May 1, 2008.
  • On February 5, 2008, the Company executed a 60-year ground lease with The George Washington University for the redevelopment of a site at Pennsylvania Avenue and Washington Circle in the District of Columbia as a mixed-use project comprised of approximately 440,000 square feet of office, 84,000 square feet of retail and 328,000 square feet of residential space.
  • During the quarter ended March 31, 2008, the Company recognized lease termination income of approximately $4.0 million.
  • During the quarter ended March 31, 2008, the Company modified the estimated dates with respect to its anticipated financings under its interest rate hedging program. As a result, under SFAS No. 133, "Accounting for Derivative Instruments and Hedging Activities," as amended and interpreted, the Company recognized a net derivative loss of approximately $3.8 million representing the partial ineffectiveness of its interest rate contracts. At March 31, 2008, the fair value of the interest rate contracts related to the effective portion totaling approximately $52.0 million is included in other liabilities and accumulated other comprehensive loss within the Company's consolidated balance sheet. In addition, on April 1, 2008, the Company cash-settled at maturity nine of its treasury lock contracts with notional amounts aggregating $325.0 million and made cash payments to the counterparties totaling approximately $33.5 million.
  • During the quarter ended March 31, 2008, the Company recognized an expense related to the write-off of abandoned development project costs totaling approximately $1.4 million.

Transactions completed subsequent to March 31, 2008:

  • On April 1, 2008, the Company used available cash to repay the mortgage loan collateralized by its Prudential Center property located in Boston, Massachusetts totaling approximately $258.2 million. There was no prepayment penalty associated with the repayment. The mortgage loan bore interest at a fixed rate of 6.72% per annum and was scheduled to mature on July 1, 2008.
  • On April 14, 2008, the Company sold a parcel of land located in Washington, D.C. for approximately $33.7 million. The Company had previously entered into a development management agreement with the buyer to develop a Class A office property on the parcel totaling approximately 165,000 net rentable square feet.
  • On April 22, 2008, the Company executed a 15-year lease with Wellington Management Company, LLP for its development project located at 280 Congress Street (Russia Wharf) in Boston, Massachusetts. Wellington Management will occupy approximately 450,000 square feet out of the approximately 552,000 square feet of office space (82%) in this approximately 815,000 net rentable square foot mixed-use project. The lease is scheduled to commence in the spring of 2011.

EPS and FFO per Share Guidance:

The Company's guidance for the second quarter and full year 2008 for EPS (diluted) and FFO per share (diluted) is set forth and reconciled below.


                              Second Quarter 2008        Full Year 2008
                               Low     -    High        Low    -    High
    Projected EPS (diluted)   $0.65    -   $0.66       $2.67   -    $2.75
    Add:
        Projected Company
         Share of Real
         Estate Depreciation
         and Amortization      0.53    -    0.53        2.12   -     2.12
    Less:
        Projected Company
         Share of Gains on
         Sales of Real
         Estate                0.04    -    0.04        0.22   -     0.22

    Projected FFO per
     Share (diluted)          $1.14    -   $1.15       $4.57   -    $4.65

The foregoing estimates reflect management's view of current and future market conditions, including assumptions with respect to rental rates, occupancy levels and the earnings impact of the events referenced in this release and previously disclosed. The estimates do not include possible future gains or losses or the impact on operating results from other possible future property acquisitions, dispositions, financings or potential ineffectiveness of our interest rate hedges. 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.

On August 31, 2007, the Financial Accounting Standards Board (the "FASB") issued proposed FASB Staff Position No. APB 14-a "Accounting for Convertible Debt Instruments That May Be Settled in Cash upon Conversion (Including Partial Cash Settlement)" (the "proposed FSP") that would require the liability and equity components of convertible debt instruments that may be settled in cash upon conversion (including partial cash settlement) to be separately accounted for in a manner that reflects the issuer's nonconvertible debt borrowing rate. The proposed FSP would require that the initial debt proceeds from the sale of Boston Properties Limited Partnership's ("BPLP") $862.5 million of 2.875% exchangeable senior notes due 2037 and $450.0 million of 3.75% exchangeable senior notes due 2036 be allocated between a liability component and an equity component in a manner that reflects interest expense at the interest rate of similar nonconvertible debt. The resulting debt discount would be amortized over the period during which the debt is expected to be outstanding (i.e., through the first optional redemption dates) as additional non-cash interest expense. Based on the Company's understanding of the application of the proposed FSP, this would result in an aggregate of approximately $0.13 - $0.14 per share (net of incremental capitalized interest) of additional non-cash interest expense for fiscal 2008. Excluding the impact of capitalized interest, the additional non-cash interest expense would be approximately $0.15 - $0.16 per share, and this amount (before netting) would increase in subsequent reporting periods through the first optional redemption dates as the debt accretes to its par value over the same period. At its March 26, 2008 meeting, the FASB reaffirmed the guidance in the proposed FSP and directed the staff to begin the balloting process for a final FSP, which is expected to be issued in its final form in May 2008. The guidance set forth in the table above does not include the potential impact of the proposed FSP.

Boston Properties will host a conference call on Wednesday, April 30, 2008 at 10:00 AM Eastern Time, open to the general public, to discuss the first quarter 2008 results, the 2008 projections and related assumptions, and other related matters that may be of interest to investors. The number to call for this interactive teleconference is (800) 218-8862 (Domestic) or (303) 262-2004 (International); no passcode required. A replay of the conference call will be available through May 7, 2008, by dialing (800) 405-2236 (Domestic) or (303) 590-3000 (International) and entering the passcode 11112060. There will also be a live audio webcast of the call which may be accessed on the Company's website at www.bostonproperties.com in the Investor Relations section. Shortly after the call a replay of the webcast and a podcast will be available on the Company's website, www.bostonproperties.com, in the Investor Relations section, and archived for up to twelve months following the call.

Additionally, a copy of Boston Properties' first quarter 2008 "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.

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 one hotel. 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 "assumes," "believes," "estimates," "expects," "guidance," "intends," "plans," "projects" 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, acquisition and disposition activity, the ability to effectively integrate acquisitions, the costs and availability of financing, the effectiveness of our interest rate hedging program, the effects of local economic and market conditions, the effects of acquisitions and dispositions (including possible impairment charges) on our operating results, 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, including its guidance for the second quarter and full fiscal year 2008, whether as a result of new information, future events or otherwise.



                             BOSTON PROPERTIES, INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS

                                                      Three months ended
                                                            March 31,
                                                     2008              2007

                                                    (in thousands, except for
                                                        per share amounts)
                                                           (unaudited)
      Revenue
       Rental:
         Base rent                                 $281,394          $270,672
         Recoveries from tenants                     48,884            46,286
         Parking and other                           16,501            15,321
           Total rental revenue                     346,779           332,279
       Hotel revenue                                  6,524             6,709
       Development and management services            5,477             4,727
       Interest and other                            11,779            16,988
           Total revenue                            370,559           360,703

      Expenses
       Operating:
         Rental                                     117,733           112,871
         Hotel                                        5,897             6,014
       General and administrative                    19,588            16,808
       Interest                                      67,839            73,926
       Depreciation and amortization                 74,671            69,772
       Net derivative losses                          3,788               -
       Losses from early extinguishments of debt        -                 722
           Total expenses                           289,516           280,113
      Income before minority interests in
       property partnerships, income from
       unconsolidated joint ventures, minority
       interest in Operating Partnership, gains
       on sales of real estate and discontinued
       operations                                    81,043            80,590
      Minority interests in property
       partnerships                                    (625)              -
      Income from unconsolidated joint ventures       1,042               965
      Income before minority interest in
       Operating Partnership, gains on sales
       of real estate and discontinued
       operations                                    81,460            81,555
      Minority interest in Operating
       Partnership                                  (13,024)          (10,928)
      Income before gains on sales of real
       estate and discontinued operations            68,436            70,627
      Gains on sales of real estate, net of
       minority interest                             20,025           619,206
      Income before discontinued operations          88,461           689,833
      Discontinued operations:
       Income from discontinued operations, net
        of minority interest                            -               2,626
       Gains on sales of real estate from
        discontinued operations, net of
        minority interest                               -             161,848
      Net income available to common
       shareholders                                 $88,461          $854,307

      Basic earnings per common share:
       Income available to common shareholders
        before discontinued operations                $0.74             $5.75
       Discontinued operations, net of minority
        interest                                        -                1.39
       Net income available to common shareholders    $0.74             $7.14

       Weighted average number of common shares
        outstanding                                 119,536           118,177

      Diluted earnings per common share:
       Income available to common shareholders
        before discontinued operations                $0.73             $5.63
       Discontinued operations, net of minority
        interest                                        -                1.36
       Net income available to common
        shareholders                                  $0.73             $6.99

       Weighted average number of common and
        common equivalent shares outstanding        121,022           120,647



                           BOSTON PROPERTIES, INC.
                         CONSOLIDATED BALANCE SHEETS

                                               March 31,        December 31,
                                                  2008              2007

                                                 (in thousands, except for
                                                       share amounts)
                                                        (unaudited)
                  ASSETS

    Real estate                                 $9,231,874        $9,077,528
    Real estate held for sale, net                     -             221,606
    Construction in progress                       619,165           700,762
    Land held for future development               266,555           249,999
      Less: accumulated depreciation            (1,589,686)       (1,531,707)
             Total real estate                   8,527,908         8,718,188

    Cash and cash equivalents                      794,643         1,506,921
    Cash held in escrows                            57,640           186,839
    Marketable securities                           23,404            22,584
    Tenant and other receivables, net of
     allowance for doubtful accounts of
     $1,804 and $1,901, respectively                34,580            58,074
    Note receivable                                100,000               -
    Accrued rental income, net of allowance
     of $1,426 and $829, respectively              313,011           300,594
    Deferred charges, net                          294,002           287,199
    Prepaid expenses and other assets               51,357            30,566
    Investments in unconsolidated joint
     ventures                                      152,942            81,672
        Total assets                           $10,349,487       $11,192,637

     LIABILITIES AND STOCKHOLDERS' EQUITY

    Liabilities:
      Mortgage notes payable                    $2,760,620        $2,726,127
      Unsecured senior notes, net of discount    1,472,027         1,471,913
      Unsecured exchangeable senior notes,
       net of discount                           1,295,185         1,294,126
      Unsecured line of credit                         -                 -
      Accounts payable and accrued expenses        128,769           145,692
      Dividends and distributions payable          105,150           944,870
      Accrued interest payable                      47,355            54,487
      Other liabilities                            221,432           232,705
        Total liabilities                        6,030,538         6,869,920

    Commitments and contingencies                      -                 -
    Minority interests                             679,404           653,892
    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, 119,747,970 and
       119,581,385 shares issued and 119,669,070
       and 119,502,485 shares outstanding in
       2008 and 2007, respectively                   1,197             1,195
      Additional paid-in capital                 3,292,751         3,305,219
      Earnings in excess of dividends              401,410           394,324
      Treasury common stock, at cost                (2,722)           (2,722)
      Accumulated other comprehensive loss         (53,091)          (29,191)
        Total stockholders' equity               3,639,545         3,668,825
                Total liabilities and
                 stockholders' equity          $10,349,487       $11,192,637



                             BOSTON PROPERTIES, INC.
                           FUNDS FROM OPERATIONS (1)

                                                      Three months ended
                                                           March 31,
                                                    2008              2007

                                                   (in thousands, except for
                                                        per share amounts)
                                                          (unaudited)

    Net income available to common shareholders    $88,461          $854,307

    Add:
      Minority interest in Operating Partnership    13,024            10,928
      Minority interests in property partnerships      625               -
    Less:
      Income from unconsolidated joint ventures      1,042               965
      Gains on sales of real estate, net of
       minority interest                            20,025           619,206
      Income from discontinued operations, net
       of minority interest                            -               2,626
      Gains on sales of real estate from
       discontinued operations, net of minority
       interest                                        -             161,848

    Income before minority interests in
     property partnerships, income from
     unconsolidated joint ventures, minority
     interest in Operating Partnership, gains
     on sales of real estate and discontinued
     operations                                     81,043            80,590

    Add:
      Real estate depreciation and
       amortization (2)                             77,619            72,870
      Income from discontinued operations              -               3,086
      Income from unconsolidated joint ventures      1,042               965
    Less:
      Minority interests in property
       partnerships' share of funds from
       operations                                    1,111               -
      Preferred distributions (3)                      905             1,202

    Funds from operations (FFO)                    157,688           156,309

    Less:
      Minority interest in the Operating
       Partnership's share of funds from
        operations                                  22,965            23,298

    Funds from operations available to
     common shareholders                          $134,723          $133,011

    Our percentage share of funds from
     operations - basic                             85.44%            85.10%

    Weighted average shares outstanding -
     basic                                         119,536           118,177

      FFO per share basic                            $1.13             $1.13

    Weighted average shares outstanding -
     diluted                                       122,483           122,569

      FFO per share diluted                          $1.11             $1.10


    (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 $74,671
        and $69,772, our share of unconsolidated joint venture real estate
        depreciation and amortization of $3,263 and $2,099 and depreciation
        and amortization from discontinued operations of $0 and $1,314, less
        corporate-related depreciation and amortization of $315 and $315 for
        the three months ended March 31, 2008 and 2007, respectively.

    (3) Excludes an adjustment of approximately $3.1 million for the three
        months ended March 31, 2007 to the income allocated to the holders of
        Series Two Preferred Units to account for their right to participate
        on an as-converted basis in the special dividend that followed
        previously completed sales of real estate.



                             BOSTON PROPERTIES, INC.
                          PORTFOLIO LEASING PERCENTAGES

                                                      % Leased by Location
                                                    March 31,     December 31,
                                                       2008           2007
    Greater Boston                                    93.0%           93.3%
    Greater Washington, D.C.                          98.2%           99.1%
    Midtown Manhattan                                 99.8%           99.5%
    Princeton/East Brunswick, NJ                      83.2%           83.3%
    Greater San Francisco                             94.9%           91.1%
            Total Portfolio                           95.3%           94.9%


                                                         % Leased by Type
                                                    March 31,     December 31,
                                                      2008            2007
    Class A Office Portfolio                          96.0%           95.4%
    Office/Technical Portfolio                        81.9%           86.1%
            Total Portfolio                           95.3%           94.9%

CONTACT:
Michael Walsh
Senior Vice President, Finance
+1-617-236-3410

Arista Joyner
Investor Relations Manager
+1-617-236-3343
Both of Boston Properties, Inc.

General Information
Marilynn Meek of Financial Relations Board for Boston Properties, Inc.
+1-212-827-3773