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Boston Properties Boston Properties 2005 Annual Report Boston New York Washington San Francisco Princeton BOSTON PROPERTIES, INC. Boston Properties, Inc., a self-administered and self-managed real estate investment trust (REIT), is one of the largest owners, managers, and developers of first-class office properties in the United States, with a significant presence in four core markets: Boston, Washington, D.C., Midtown Manhattan, and San Francisco. The Company was founded in 1970 by Mortimer B. Zuckerman and Edward H. Linde in Boston, where it maintains its headquarters. Boston Properties became a public company in June 1997 and is traded on the New York Stock Exchange under the symbol BXP. The Company acquires, develops, and manages its properties through full-service regional offices in Boston, New York City, Washington, D.C., San Francisco, and Princeton, New Jersey. Its property portfolio is comprised primarily of first-class office space and also includes two hotels. Boston Properties is well-known for its in-house building management expertise and has a superior track record in developing Class A, Central Business District (CBD) office buildings, suburban office centers and build-to-suit projects for the U.S. government and a diverse array of high-credit tenants. On the Cover 599 Lexington Avenue and Citigroup Center (foreground), New York, NY Contents IFC Company Description 1 Letter to Shareholders 12 Directors and Officers 13 Form 10-K IBC Corporate Information This Annual Report contains “forward-looking statements” within the meaning of the federal securities laws. See the discussion under “Forward-Looking Statements” in this report for matters to be considered in this regard. TO OUR SHAREHOLDERS 1 We are pleased to report that another year of strong performance has enabled Boston Properties to deliver a total return of more than 23% to its shareholders in 2005, including the regular quarterly dividend and the special cash dividend of $2.50 per share paid in October. For the eighth consecutive year we have increased our Funds from Operations (FFO), to $4.25 per fully diluted share, up 2.2% over 2004, and we increased our annual dividend rate to $2.72 per share, an increase of 4.6%. We are proud of our ability to generate double-digit returns to our shareholders — demonstrated by the 18.6% compounded annual return over our eight-year history as a public company. Last year, we mentioned that competition for premier office buildings among both domestic and foreign allocators of capital had intensified. Fortunately, Boston Properties continued to benefit from the increasing attractiveness of real estate as an investment class, a trend that accelerated even further in 2005. The high regard that investors assigned to real estate as a preferred investment option impacted the valuations of individual properties in the private market and, to some degree, the stock of real estate investment trusts (REITs). While the price of REIT stocks rose in general, the quality and desirability of Boston Properties’ portfolio produced a premium for its shareholders. Investors recognize that well-located, high-quality, and well-managed proper- ties provide stability in the short-term, increasing returns over time and significant opportunities for long-term appreciation. This trend played to Boston Properties’ strength because our long- term strategy has always emphasized the development, acquisition and ownership of premier buildings in carefully selected markets where high barriers to entry and strong real estate funda- mentals limit the increase in competing supply. In October, we paid a special cash dividend of $2.50 per share to our common shareholders, bringing the total dividend payout to $5.19 per share in 2005. Factors that contributed to this decision included the use of proceeds generated from asset sales coupled with the difficulties in acquiring high-quality assets in accordance with our disciplined return and underwriting stan- dards and the exceptional strength of our balance sheet. Mortimer B. Zuckerman Chairman of the Board (right) Edward H. Linde President and Chief Executive Officer Pictured clockwise from left: Waltham Weston Corporate Center, Waltham, MA; 111 Huntington Avenue at The Prudential Center and Prudential Tower (left), Boston, MA; 7 Cambridge Center (under construction), Cambridge, MA Boston Square Footage: 9,576,393 Properties: 49 The office market in the Greater Boston area centers around both stable and established companies and the emergence of a large number of small- to mid-size firms in four industry groups: financial services, health care, high technology and knowledge creation, including research and development, consulting and education. Economic growth in this seventh largest metropolitan area reflects the diverse mix of companies, the presence of leading universities and medical research institutions, the availability of local venture and growth capital, the vitality of the city of Boston as a business, cultural and residential center, and major improvements in the transportation infrastructure that are currently underway. TO OUR SHAREHOLDERS 3 Harvesting Value Through Asset Sales Boston Properties took advantage of the very strong market in 2005 to prune its portfolio of select assets that we believe offered limited upside potential. The strong demand for our premier properties and the value they created was best illustrated through $838 million of asset sales at capitalization rates falling below 5% in some cases. During the year, we sold the Old Federal Reserve Building in San Francisco, which had been completely vacant for over one year, for $47 million, or $313 per square foot. Our Embarcadero Center West Tower property, also in San Francisco, was sold for $206 million, achieving a record price when compared to property sales of similar buildings with similar leasing profiles in that market. In our Washington region, we sold a 639,000 square foot property in Baltimore, Maryland, for $208 million, and a 910,000 square foot complex in Richmond, Virginia, for $247 million, both of which were stabilized with long-term leases but where increasing cash flow was many years away. In Boston, we sold the Residence Inn by Marriott® in Cambridge for $68 million, or $308,000 per room. These major sales combined with the sale of several smaller assets and land parcels generated net proceeds to the Company of $778 million. Challenges in the Acquisition Arena The benefits of asset sales are the mirror image of the difficulties of acquisitions—the same dynamics that make it attractive to sell assets yielding 4%-5% returns make it very difficult to acquire premier properties with higher yields. Throughout the year, we remained disciplined and were reluctant to compete in widely marketed auctions for large, Class A, CBD assets where valuations might be entirely appropriate based on one or more criteria—higher debt levels than those considered appropriate for a REIT, a relatively short-term hold period, a willingness to rely on residual value only realized in the long-term—but NOI Growth by Property Location (In Millions) $890M $918M $822M $753M $630M 2001 2002 2003 2004 2005 CBD Suburbs Pictured clockwise from left: Times Square Tower, New York, NY; 599 Lexington Avenue (left) and Citigroup Center, New York, NY; 399 Park Avenue, New York, NY New York Square Footage: 7,791,286 Properties: 6 New York City is the nation’s leader in financial services and international business and a worldwide center of commerce, finance and culture. The city’s extensive infrastructure includes the largest mass transit system in the nation. The media and financial services sectors, particularly financial, legal, communications and other specialty businesses, are the economic engines that drive demand for office space, most markedly in Midtown Manhattan. TO OUR SHAREHOLDERS 5 where current returns would be dilutive to our long-term earnings growth. Instead, we concen- trated on identifying assets where our ability to act quickly, our sponsorship of the transaction, or our identification of value enhancement potential provided a comparative advantage. In late 2005, we identified one such opportunity and completed the acquisition of Prospect Place for $63 million. This property is in close proximity to several other Company assets located in the important Waltham, Massachusetts, suburban submarket. We acquired this asset with the belief that through our own expertise, redevelopment, and remarketing we would benefit with an annualized return of about 8% when this property is stabilized. Growth Through Development From our inception in 1970, the quality and breadth of our development expertise has been the most significant differentiation between Boston Properties and its peers. Our ability to identify, entitle, plan, build, and successfully lease important and often complex projects has produced returns far in excess of those generated through acquisitions, especially now when the spread between development and acquisition returns has grown so large. We are particularly pleased with our success on several important projects in our Boston and Washington regions. These new projects include Seven Cambridge Center in Cambridge, Massachusetts, a $125 million research facility to be occupied by the Eli and Edythe L. Broad Institute under lease with the Massachusetts Institute of Technology; a 182,000 square foot building in Reston, Virginia, leased in its entirety by Lockheed Martin; 505 9th Street, a $130 million development located in the East End
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