Goodwin’s REITs & Real Estate M&A team advised Boston Properties Limited Partnership (the “Partnership”), the operating partnership of BXP, Inc. (the “Company”) on the Partnership’s 2.00% Exchangeable Senior Notes due 2030 (the “Notes”). The $1.0 billion offering was upsized from $600 million and includes the full exercise of the initial purchasers’ option to purchase $150 million in additional Notes. The initial exchange price of the Notes features a premium of approximately 22.5% up from the reference price of $75.46 per share. In connection with the offering, the Company and certain investment bank dealers entered into capped call transactions, which mitigate equity dilution and/or offset payments due upon exchange of the Notes and effectively raise the initial exchange price of the Notes to $105.64 per share, a 40% premium over the reference price.
BXP, Inc. (NYSE: BXP) (formerly known as Boston Properties, Inc.) is the largest publicly traded developer, owner, and manager of premier workplaces in the United States, concentrated in six dynamic gateway markets - Boston, Los Angeles, New York, San Francisco, Seattle, and Washington, DC.
Goodwin’s product team consisted of Jim Barri, John Servidio and Jon Burr. The REIT and corporate team consisted of Ettore Santucci, Caitlin Tompkins, Will Goldberg, Chris Versfelt, Brandon Richards and Keelin Fitzsimons. David Patton and Benjamin Gossels provided tax advice.
For more information, please see BXP’s pricing press release for the offering.