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Corporate Headquarters Boston 800 Boylston Street at The Prudential Center Boston Boston, MA 02199 Los Angeles (617) 236-3300 New York www.bostonproperties.com San Francisco Washington, DC Boston 800 Boylston Street at The Prudential Center Boston, MA 02199 (617) 236-3300 Los Angeles 2450 Broadway, Suite 510 REPORT PROPERTIES, INC. 2016 ANNUAL BOSTON Santa Monica, CA 90404 (424) 330-3200 New York 599 Lexington Avenue New York, NY 10022 (212) 326-4000 San Francisco Four Embarcadero Center San Francisco, CA 94111 (415) 772-0700 Washington, DC 2200 Pennsylvania Avenue, NW Washington, DC 20037 2016 Annual Report (202) 585-0800 49912_Cover.indd 1 3/30/17 2:03 PM Contents IFC Company Description Corporate Corporate Counsel Investor Relations Form 10-K 1-10 Letter to Shareholders Goodwin Procter LLP Investor inquiries may Boston Properties’ Form 10-K is 11 Corporate Responsibility Information 100 Northern Avenue be directed to: incorporated herein and has been Boston, MA 02210 fi led with the Securities and Investor Relations 12 Board of Directors, Chairman Emeritus and Offi cers Exchange Commission. Additional Boston Properties 13 Form 10-K Independent Registered Public copies of the Annual Report and 800 Boylston Street, Suite 1900 Accounting Firm Form 10-K may be obtained from IBC Corporate Information Boston, MA 02199 the Company free of charge PricewaterhouseCoopers LLP (617) 236-3322 by calling Investor Relations at 101 Seaport Boulevard [email protected] (617) 236-3322; or by submitting Boston, MA 02210 a request through the Contact You may also contact us feature on the Company’s website Transfer Agent and Registrar through our website at at www.bostonproperties.com. www.bostonproperties.com. Registered shareholders with questions about their account or Annual Meeting of Shareholders inquiries related to our Dividend Reinvestment and Stock Purchase The annual meeting of shareholders Plan should contact: of Boston Properties, Inc. will be About Boston Properties held on May 23, 2017 at 9:00 a.m. Computershare Trust at 599 Lexington Avenue, 16th fl oor, Company, N.A. New York, NY. P.O. Box 30170 Boston Properties, Inc., public company in June 1997 residential properties College Station, TX 77842 a self-administered and and is traded on the New York (including two properties (888) 485-2389 self-managed real estate Stock Exchange under the under construction) and one www.computershare.com investment trust (REIT), is ticker symbol “BXP.” hotel. Boston Properties is one of the largest owners, well-known for its in-house managers and developers of Boston Properties is a building management Class A offi ce properties in the fully integrated real estate expertise and responsiveness Stock Information United States, with presence investment trust that to tenants’ needs. The Our common stock is listed on the New York Stock Exchange (NYSE) under the ticker symbol “BXP.” in fi ve markets: Boston, develops, redevelops, acquires, Company holds a superior On January 31, 2017, the closing sale price per common share on the NYSE was $130.90 and there were Los Angeles, New York, San manages, operates, and owns track record in developing approximately 1,267 common shareholders of record. This does not include the number of persons whose Francisco and Washington, a diverse portfolio of primarily premium Central Business shares are held in nominee or “street name” accounts through banks or brokers. The table below sets DC. The Company was Class A offi ce space totaling District (CBD) offi ce buildings, forth the quarterly high and low sales prices and distributions per common share for fi scal year 2016. founded in 1970 by Mortimer approximately 47.7 million suburban offi ce centers and B. Zuckerman and Edward square feet and consisting build-to-suit projects for the 2016 Quarter Ended High Low Distributions H. Linde in Boston, where it of 164 offi ce properties U.S. government and a diverse maintains its headquarters. (including six properties under array of creditworthy tenants. December 31 $135.47 $113.69 $0.75 September 30 $144.02 $129.49 $0.65 Boston Properties became a construction/redevelopment), June 30 $133.59 $123.45 $0.65 fi ve retail properties, four March 31 $127.77 $107.28 $0.65 This Annual Report contains “forward-looking statements” within the meaning of the federal securities laws. See the discussion under “Forward-Looking Statements” in the Form 10-K for matters to be considered in this regard. This Annual Report also contains certain non-GAAP fi nancial measures within the meaning of Regulation G. The calculations of these non-GAAP fi nancial measures may differ from those used by other REITs. The reasons for their use and reconciliations to the most directly comparable GAAP measures are included in the Form 10-K and on the page immediately following the Form 10-K Boston Properties is a registered trademark, and the “bxp” logo is a titled “Disclosures Relating to Non-GAAP Financial Measures.” trademark of Boston Properties Limited Partnership. Design: Webster www.websterdesign.com 49912_Cover.indd 2 3/30/17 2:03 PM Owen D. Thomas Chief Executive Offi cer Douglas T. Linde President To Our Shareholders 2016 was another productive year for Boston Properties. We continued the successful execution of our long-term strategy of creating value in commercial real estate. We completed extensive leasing in our properties, commenced new developments in which we will invest signifi cant capital at attractive pro forma returns, initiated important asset renewal projects through redevelopment of selected existing assets, continued to entitle new projects for future development and strengthened our balance sheet through several fi nancings and issuances of unsecured debt. We also entered a new market for the fi rst time in 19 years with our acquisition of Colorado Center in Santa Monica, California. Specifi cally, this past year we: • completed three whole or partial asset sales for an aggregate gross sales price of $233 million, and • increased diluted FFO per share from $5.36 to $6.03, or 12.5%, • issued $2.0 billion of unsecured debt in two issuances. Our • declared total dividends of $2.70 per share, including an August issuance equaled the lowest 10-year bond coupon ever increase of $0.10 per share, or 15.4%, in our regular quarterly issued by a public REIT. dividend commencing in the fourth quarter, • completed approximately 6.4 million square feet of leasing at our properties, BXP Total Shareholder Return Since IPO of 1,116% 1,400% BXP • delivered four development projects representing 965,000 S&P 500 Index 1,200% FTSE NAREIT Offi ce Index net rentable square feet and $471 million in cost at a projected weighted average stabilized unleveraged cash yield of 8.4%, 1,000% 800% • added three development projects with an incremental 600% projected development cost of $186 million, bringing our 400% development pipeline to ten projects, 4.0 million square feet, $2.3 billion in total cost and a projected initial unleveraged 200% cash yield of more than 7%, 0% ’97 ’00’99’98 ’01 ’03’02 ’05’04 ’06 ’07 ’08 ’09 ’10 ’11 ’13’12 ’14 ’15 ’16 • invested $600 million in four acquisitions, including two development parcels in Boston and two offi ce properties in This graph assumes an investment of $100 on June 30, 1997 and the reinvestment of dividends. Data shown is based on the share price or index values, as applicable California, which we believe provide attractive long-term returns, as of December 31 of each year shown. Source: Thomson Reuters. 1 9750 BP 2016 AR Inside FNL.indd 1 3/31/17 6:34 PM Colorado Center, Santa Monica, CA Though total shareholder return for the year was positive and • invest in the highest quality buildings (primarily offi ce) inline with high barrier market offi ce REITs, we believe our share with unique amenities and locations that are able to maintain performance in 2016 did not fully refl ect our operating successes high occupancy and achieve premium rental rates through and the positive steps we have completed to set the foundation economic cycles, for continued long-term growth. Our total shareholder return in 2016 was 0.7%, underperforming the FTSE NAREIT Offi ce Index • in our core markets, maintain scale and a full-service real estate of 13.2% and the FTSE NAREIT All Equity REITs Index of 8.6%. capability (leasing, development, construction and property management) to ensure we (1) see all relevant investment deal Nonetheless, Boston Properties has provided outstanding fl ow, (2) maintain an ability to execute on all types of real estate absolute and relative shareholder returns since its IPO in 1997. opportunities, such as acquisitions, dispositions, repositioning and Specifi cally, we have delivered a total shareholder return of 1,116% development, throughout the real estate investment cycle and (3) compared to the S&P 500 Index total return of 239% and the provide superior service to our tenants, FTSE NAREIT All Equity REITs Index total return of 468%. • be astute in market timing for investment decisions by Strategy acquiring properties in times of opportunity, developing into economic growth and selling assets at attractive prices, resulting We remain committed to Boston Properties’ long-term strategy, in continuous portfolio refreshment, which has driven superior investment returns for our shareholders through our nearly 20-year history as a public company. The key • ensure a strong balance sheet to maintain consistent access tenets of our strategy are: to capital and the resultant ability to make opportunistic investments, and • maintain a keen focus on select markets that exhibit the strongest economic growth and investment characteristics over • foster a culture and reputation of integrity and fair dealing, time, currently Boston, Los Angeles, New York, San Francisco making us the counterparty of choice for tenants and real estate and Washington, DC, industry participants and employer of choice for talented real estate professionals.