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Filed Pursuant to Rule 424(b)(3)
File Number 333-83861
Prospectus Supplement to Prospectus dated August 9, 1999
Boston Properties, Inc.
16,796,118 Shares of Common Stock
This Prospectus Supplement supplements the information we provided in our
August 9, 1999 Prospectus relating to 16,796,118 shares of our Common Stock that
we have issued or may issue in the future if holders of common units of Boston
Properties Limited Partnership, our operating partnership, exercise their right
to tender their common units for cash, and we exercise our right to issue common
stock to them instead of cash. This Prospectus Supplement is not complete
without the Prospectus, and we have not authorized anyone to deliver or use this
Prospectus Supplement without the Prospectus.
In this Prospectus Supplement, we use some capitalized terms that we
defined in the Prospectus. You should read the Prospectus to understand those
terms. Unless we indicate otherwise, the information in this Prospectus
Supplement is as of December 21, 1999.
We are providing this Prospectus Supplement to add the following
information to the table in the Prospectus under the caption "Selling
Stockholders":
<TABLE>
<CAPTION>
COMMON STOCK UNITS
BENEFICIALLY BENEFICIALLY COMMON STOCK AND
OWNED AS OF OWNED AS OF COMMON STOCK UNITS TO BE OWNED
NAME DECEMBER 21, 1999(1) DECEMBER 21, 1999(2) OFFERED HEREBY(3) AFTER OFFERING(4)
- ------------------ -------------------- -------------------- ----------------- -----------------
<S> <C> <C> <C> <C>
Edward H. Linde(5) 1,491,771(6) 5,739,557(7) 7,014,714 216,614
Linde Family
Charitable Trust 90,000(8) 0 90,000 0
</TABLE>
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(1) Does not include common stock that may be issued in exchange for units
beneficially held as of December 21, 1999.
(2) All units listed in this column may be exchanged, under circumstances set
forth in the partnership agreement of Boston Properties Limited
Partnership, for an equal number of shares of common stock. All information
is as of December 21, 1999.
(3) These shares of common stock include the common stock that the selling
stockholders may acquire upon presentation of the units for redemption.
Such redemption may occur at any time after June 23, 1999.
(4) Assumes that all common stock offered by this prospectus, including common
stock issuable upon redemption of the units, will be sold by the selling
stockholders. In the case of each selling stockholder, the percentage of
our common stock that will be held by such selling stockholder (assuming
all remaining units held by such person are presented for redemption and
are exchanged for common stock) after completion of this offering will be
less than one percent (1%). The total number of shares of common stock
outstanding used in calculating such percentage (i) is based on the total
number of shares of common stock outstanding as of December 21, 1999
(67,910,697.8077 shares) and (ii) assumes that none of the remaining units
held by other persons will be exchanged for common stock.
(5) Mr. Linde co-founded our predecessor company in 1970. He has served as our
President and Chief Executive Officer, and has been a member of our board
of directors, since June 23, 1997.
(6) Includes 200,000 shares of our common stock issuable upon the exercise of
vested stock options and 90,000 shares of our common stock held by a trust.
(7) Includes 1,943,090 units held by trusts.
(8) Voting and investment decisions with respect to these shares are made by a
vote of the trustees of this trust who are: Mr. Linde, Mr. Linde's wife,
Mr. Linde's son (Douglas T. Linde, who is our Senior Vice President for
Financial and Capital Markets) and daughter-in-law and Mr. Linde's daughter
and son-in-law.
The date of this Prospectus Supplement is December 28, 1999.
