UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of report (Date of earliest event reported): September 28, 2023
BOSTON PROPERTIES, INC.
BOSTON PROPERTIES LIMITED PARTNERSHIP
(Exact Name of Registrants As Specified in its Charter)
| | | | | | | | | | | |
| Boston Properties, Inc. | Delaware | 1-13087 | 04-2473675 |
| (State or Other Jurisdiction
of Incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
| Boston Properties Limited Partnership | Delaware | 0-50209 | 04-3372948 |
| (State or Other Jurisdiction
of Incorporation) | (Commission File Number) | (IRS Employer
Identification No.) |
800 Boylston Street, Suite 1900, Boston, Massachusetts 02199
(Address of Principal Executive Offices) (Zip Code)
(617) 236-3300
(Registrants’ telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrants under any of the following provisions (see General Instruction A.2. below):
☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Securities registered pursuant to Section 12(b) of the Act:
| | | | | | | | | | | | | | | | | | | | |
| Registrant | | Title of each class | | Trading Symbol(s) | | Name of each exchange on which registered |
| Boston Properties, Inc. | | Common Stock, par value $0.01 per share | | BXP | | New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Boston Properties, Inc.:
Emerging growth company ☐
Boston Properties Limited Partnership:
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Boston Properties, Inc. ☐ Boston Properties Limited Partnership ☐
Item 1.01. Entry into a Material Definitive Agreement.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.
As previously disclosed, on June 15, 2021, Boston Properties Limited Partnership (the “Company”), a Delaware limited partnership and the entity through which Boston Properties, Inc. (“BXP”) conducts substantially all of its business, entered into the Ninth Amended and Restated Credit Agreement, among the Company and the lenders identified therein (as amended from time to time, the “Credit Agreement”), which provided for borrowings of up to $1.5 billion and included an accordion feature pursuant to which the Company could increase the total commitment by up to $500.0 million, subject to syndication of the increase and other conditions (the “Accordion”).
On September 28, 2023, the Company exercised a portion of the Accordion with M&T Bank, Sumitomo Mitsui Banking Corporation and Banco Bilbao Vizcaya Argentaria, S.A., as new lenders and documentation agents under the Credit Agreement (“New Lenders”). Each of the New Lenders entered into a lender joinder agreement with the Company to provide an aggregate of $315.0 million in additional revolving credit commitments, which increased the current maximum borrowing amount under the Credit Agreement from $1.5 billion to $1.815 billion. All other terms of the Credit Agreement remain unchanged.
Certain of the New Lenders or their respective affiliates are currently providing or in the future may continue to provide, investment banking, commercial banking and other financial services to the Company and its affiliates in the ordinary course of business for which they have received and will receive customary compensation.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrants have duly caused this report to be signed on their behalf by the undersigned hereunto duly authorized.
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| BOSTON PROPERTIES, INC. | |
| | | |
| By: | /s/ MICHAEL E. LABELLE | |
| | Michael E. LaBelle | |
| | Executive Vice President, Chief Financial Officer | |
| | and Treasurer | |
| | | |
| | | |
| | | |
| BOSTON PROPERTIES LIMITED PARTNERSHIP | |
| By: Boston Properties, Inc., its General Partner | |
| | | |
| By: | /s/ MICHAEL E. LABELLE | |
| | Michael E. LaBelle | |
| | Executive Vice President, Chief Financial Officer | |
| | and Treasurer | |
Date: September 28, 2023
