Item 8.01. Other Events. OnApril 28, 2020 ,Boston Properties, Inc. (the "Company"), the general partner ofBoston Properties Limited Partnership , issued a press release announcing its unaudited financial results for the first quarter of 2020 (the "Press Release"). Selected financial results and related information of the Company from the Press Release are filed as Exhibit 99.1 hereto and incorporated by reference herein. Additionally, the information set forth below contains business updates pertaining to the current COVID-19 pandemic, including information discussed on the conference call held by the Company onApril 29, 2020 . Information set forth below regarding percentages of April collections is based on all rent billed by the Company, including all amounts from consolidated operations and all unconsolidated joint ventures, other thanGateway Commons for which the Company does not handle billing. To the extent these collections related to consolidated or unconsolidated joint ventures, the impact on the Company's net income attributable toBoston Properties, Inc. will depend, among other things, on the Company's percentage interests in these joint ventures. Additional business updates pertaining to the current COVID-19 pandemic include: ? During 2019, approximately 86% of the aggregate amount of the Company's consolidated revenues and the Company's share of revenues from unconsolidated joint ventures, were derived from office leases, 6% of these revenues were derived from retail leases and the remainder were primarily derived from residential leases, parking, the Company's hotel property and development and management services. ? For the month of April, as ofApril 28, 2020 , the Company had collected 95% of its total commercial rent payments dueApril 1 from office tenants. As a result of the impact of the current environment, the Company expects a reduction from its prior revenue expectations as a result of the slowdown in new leasing activity for vacant and expiring space and the impact of construction delays on the Company's revenue recognition related to tenants who are currently building out space. ? As ofApril 28, 2020 , the Company had collected 35% of its total commercial rent payments due in April from retail tenants. The Company is actively working on lease amendments with retail tenants in this category that the Company believes have justifiable financial needs. The Company is considering a number of alternative structures, but expects most amendments to provide for relief from the requirement to pay cash rent for a period of time followed by a future increase in rent, an extension of the term of the lease or both. The result of any such amendments is expected to be a loss of near-term cash revenue from these leases but a less significant impact on GAAP revenues due to the expected straightlining of lease revenues for those tenants the Company believes will resume operations. ? Parking revenue generally consists of two primary components: revenue from monthly passes and hourly/daily parking revenue. During 2019, total parking revenue for the Company was approximately$100 million and the Company's share of total parking revenue from unconsolidated joint ventures was approximately$13 million . Approximately$40 million of this aggregate amount of consolidated and unconsolidated parking revenue was derived from hourly/daily parking. In April, with stay-at-home orders and business closures, the Company generated minimal hourly/daily parking revenue and this trend may continue for as long as these stay-at-home orders and business closures continue. Some of the Company's monthly parking revenues are contractual agreements embedded in its leases, and some are at will individual agreements. ? The Company'sBoston Marriott Cambridge hotel property has been closed sinceMarch 22, 2020 , and the hotel is currently running at a monthly deficit. It is unclear when the hotel will open. The Company is supplementing the risk factors described under "Item 1A. Risk Factors" in the Company's Annual Report on Form 10-K for the year endedDecember 31, 2019 (the "Annual Report") with the following risk factor, which should be read in conjunction with the other risk factors presented in the Annual Report. All references to "we," "us" and "our" in this risk factor refer to the Company. 2
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The
COVID-19
pandemic has caused severe disruptions inthe United States and global economies and we expect it will continue to materially and adversely affect our financial condition, results of operations, cash flows, liquidity and performance and that of our tenants. Since being reported inDecember 2019 , COVID-19 has spread globally, including to every state inthe United States . OnMarch 11, 2020 , theWorld Health Organization declared COVID-19 a global pandemic, and onMarch 13, 2020 ,the United States declared a national emergency with respect to COVID-19. The global impact of the COVID-19 pandemic is continually evolving and public health officials and governmental authorities, including those in all of the markets in which we operate, have reacted by taking measures such as prohibiting people from congregating in heavily populated areas, instituting quarantines, restricting travel, issuing "stay-at-home" orders, restricting the types of businesses that may continue to operate (including the types of construction projects that may proceed) and closing schools, among many others. Most of these restrictions began in earnest inMarch 2020 and they quickly had a material adverse impact on economic and market conditions around the world, includingthe United States and the markets in which our properties are located, and on us. It is possible that public health officials and governmental authorities in the markets in which we operate may impose additional restrictions in an effort to slow the spread of COVID-19 or may relax or revoke existing restrictions too quickly, which could, in either case, exacerbate the severity of these adverse impacts on the economy. There is great uncertainty regarding the duration and breadth of the COVID-19 pandemic, as well as possible future responses, which makes it impossible for us to predict with certainty the impact that COVID-19 will have on us and our tenants at this time. Factors related to COVID-19 that have had, or could have, a material adverse effect on our results of operations and financial condition, include: ? a complete or partial closure of, or other operational issues at, one or more of our properties resulting from government or tenant action, which could adversely affect our operations and those of our tenants; ? reduced economic activity impacting the businesses, financial condition and liquidity of our tenants has caused, and is expected to continue to cause, one or more of our tenants to be unable to meet their obligations to us, including their ability to make rental payments, in full or at all, or to otherwise seek modifications of such obligations, including rent concessions, deferrals or abatements, or to declare bankruptcy; ? the failure of our tenants to properly implement or deploy their business continuity plans, or if those plans are ineffective, it could have a material adverse effect on our tenants' businesses and their ability to pay rent; ? the impact of new or continued complete or partial shutdowns of the operations of one or more of our tenants' businesses, including office, hotel and retail tenants, and parking operators, temporary or long-term disruptions in our tenants' supply chains from local, national and international suppliers or delays in the delivery of products, services or other materials necessary for our tenants' operations, could force our tenants to reduce, delay or eliminate offerings of their products and services, which could result in less revenue, income and cash flow, and possibly their bankruptcy or insolvency, which in turn could: o reduce our cash flows, o adversely impact our ability to finance, refinance or sell a property, o adversely impact our ability to continue paying dividends to our stockholders at current levels, or at all, and o result in additional legal and other costs to enforce our rights, collect rent and/or re-lease the space occupied by the distressed tenant; 3
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? the duration and scope of the mandatory business closures and "stay-at-home" orders have had, and are expected to continue to have, a severe negative impact on our retail tenants that depend on in-person interactions with their customers to generate revenues and have resulted, and are expected to continue to result, in most retail tenants being unable to make timely rental payments in full or at all; ? the extent to which COVID-19 decreases customers' willingness to frequent, or prevents customers from frequenting, our tenants' businesses in the future, may result in our retail tenants' continued inability to make timely rental payments to us under their leases; ? many of our retail and some of our office tenants have approached us seeking either rent concessions, deferrals or abatements, and the extent to which we grant these requests or instead seek to enforce our legal remedies could have a material adverse effect on our results of operations, liquidity and cash flows; ? the degree to which our tenants' businesses have been and continue to be negatively impacted may require us to write-off a tenant's accrued rent balance and this could have a material adverse effect on our results of operations and liquidity; ? if new or existing actions or measures implemented to prevent the spread of COVID-19 continue to result in increasing unemployment, it may negatively affect the ability of our residential tenants to generate sufficient income to pay, or make them unwilling to pay rent, in full or at all, in a timely manner; ? the impact of prolonged restrictions on freedom of movement and business operations, such as travel bans, business closures and "stay-at-home" orders have had, and are expected to continue to have, a material adverse effect on the operators of our parking garages and our hotel property, which negatively impacts our revenues and may also result in a decrease in demand for hotel stays even after the travel bans and other restrictions are lifted; ? our failure, or that of any of our joint venture partners', to meet our or their, as applicable, responsibilities or obligations to the other or to third parties, such as lenders, including a failure to contribute additional capital needed by the ventures or a default by a party under a joint venture agreement or other agreement relating to a joint venture, each of which, in our case, could result in dilution of our interest or a loss of our management and other rights relating to our joint ventures, and in the case of a joint venture partner, could result in our payment of the partner's share of the additional capital; ? the impact of COVID-19 could result in an event or change in circumstances that results in an impairment in the value of our properties or our investments in unconsolidated joint ventures, and any such impairment could have a material adverse effect on our results of operations in the periods in which the charge is taken; ? we may be unable to restructure or amend leases with certain of our tenants on terms favorable to us or at all; ? the impact and validity of interpretations of lease provisions and related claims by tenants regarding their obligations to pay rent as a result of COVID-19, and any court rulings or decisions interpreting these provisions, could have a material adverse effect on our results of operations and liquidity; ? restrictions intended to prevent the spread of COVID-19 have limited, and are expected to continue to limit, our leasing activities, such as property tours, and may have a material adverse effect on our ability to renew leases, lease vacant space or re-lease available space as leases expire in our properties on favorable terms, or at all; ? COVID 19 has caused a material decline in general business activity and demand for real estate transactions, and if this persists, it would adversely affect our ability or desire to make strategic acquisitions or dispositions; 4
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? the impact of recent and future efforts by state, local, federal and
industry groups to enact laws and regulations have restricted, and may
further restrict, the ability of landlords, such as us, to collect rent,
enforce remedies for the failure to pay rent, or otherwise enforce the terms
of the lease agreements, such as a rent freeze for tenants or a suspension
of a landlord's ability to enforce evictions;
? the extent of construction delays on our development/redevelopment projects
due to work-stoppage orders, disruptions in the supply of materials, delays
in permitting or inspections, or other factors could result in our failure
to meet the development milestones set forth in any applicable lease
agreement, which could provide the tenant the right to terminate its lease
or entitle the tenant to monetary damages, delay the commencement or
completion of construction and our anticipated
lease-up
plans for a development/redevelopment project or our overall development
pipeline, including recognizing revenue for new leases, that may cause . . .
Item 9.01. Financial Statements and Exhibits. (d) Exhibits . Exhibit Number Description 99.1* Selected financial and related information of the Company for the three months endedMarch 31, 2020 . 101.SCH* Inline XBRL Taxonomy Extension Schema Document. 101.CAL* Inline XBRL Taxonomy Extension Calculation Linkbase 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.
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