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): June 1, 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.
On June 1, 2023, 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 First Amendment to Ninth Amended and Restated Credit Agreement (the “Amendment”) with Bank of America, N.A., as administrative agent, and certain lenders party thereto from time to time, which amended certain terms of the Ninth Amended and Restated Credit Agreement, dated as of June 15, 2021, among the Company and the lenders identified therein (as amended, the “Credit Agreement”).
For all purposes under the Credit Agreement, the Amendment replaced the London interbank offered rate-based daily floating rate option with a Secured Overnight Financing Rate (“SOFR”)-based daily floating rate option and added options for SOFR-based term floating rates and rates for alternative currency loans. In addition, the Amendment added a SOFR credit spread adjustment of 0.10%. Other than the foregoing, the material terms of the Credit Agreement remain unchanged.
Bank of America, N.A., as agent, a bank and a fronting bank, JPMorgan Chase Bank, N.A., as a bank and a fronting bank, and each of The Bank of New York Mellon, Deutsche Bank AG, New York Branch, Morgan Stanley Bank, N.A., PNC Bank, National Association, U.S. Bank National Association, Wells Fargo Bank N.A., The Bank of Nova Scotia, TD Bank, N.A., Truist Bank, Citibank, N.A., Mizuho Bank, Ltd., Fifth Third Bank, National Association and Landesbank Baden-Wurttemberg, New York Branch, as banks, the Company and BXP are each party to the Amendment.
Certain of the banks and financial institutions that are parties to the Amendment and their respective affiliates have in the past provided, are currently providing, and 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.
The foregoing summary is qualified in its entirety by reference to the Amendment, which is filed as Exhibit 10.1 to this Current Report on Form 8-K and incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
| | | | | | | | |
| Exhibit No. | | Description |
| *10.1 | | |
| *101.SCH | | Inline XBRL Taxonomy Extension Schema Document. |
| *101.LAB | | Inline XBRL Taxonomy Extension Label Linkbase Document. |
| *101.PRE | | Inline XBRL Taxonomy Extension Presentation Linkbase Document. |
| *101.DEF | | Inline XBRL Taxonomy Extension Definition Linkbase Document. |
| *104 | | Cover Page Interactive Data File (formatted as Inline XBRL with applicable taxonomy extension information contained in Exhibits 101.*). |
______________
* Filed herewith.
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.
| | | | | | | | | | | |
| 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: June 6, 2023
