##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 Form 10-Q
 QUARTERLY REPORT
PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended September 30, 2009
 Commission File Number: 1-32261
 
 BIOMED REALTY TRUST, INC.
  Maryland(State or other jurisdiction of 
incorporation or organization)
    
    20-1142292(I.R.S. Employer
Identification No.)17190 Bernardo Center Drive 
San Diego, California(Address of Principal Executive Offices)
    
    92128(Zip Code)
 (858) 485-9840  (Registrants telephone number, including area code)
 þ o
 o o
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company o(Do not check if a smaller reporting company)
 Yes o No þ




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##### 



BIOMED REALTY TRUST, INC.
 FORM 10-Q  QUARTERLY REPORT
FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2009
TABLE OF CONTENTS
 PagePART I  FINANCIAL INFORMATIONItem 1 Consolidated Financial Statements
    
    
    3Consolidated Balance Sheets as of September 30, 2009 (Unaudited) and December 31, 2008 (Unaudited)
    
    
    3Consolidated Statements of Income for the three and nine months ended September 30, 2009 and 2008 (Unaudited)
    
    
    4Consolidated Statements of Equity for the nine months ended September 30, 2009 (Unaudited)
    
    
    5Consolidated Statements of Comprehensive Income for the three and nine months ended September 30, 2009 and
2008 (Unaudited)
    
    
    6Consolidated Statements of Cash Flows for the nine months ended September 30, 2009 and 2008 (Unaudited)
    
    
    7Notes to Consolidated Financial Statements (Unaudited)
    
    
    8Item 2 Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    28Item 3 Quantitative and Qualitative Disclosures About Market Risk
    
    
    41Item 4 Controls and Procedures
    
    
    42PART II  OTHER INFORMATIONItem 1 Legal Proceedings
    
    
    43Item 1A Risk Factors
    
    
    43Item 2 Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    43Item 3 Defaults Upon Senior Securities
    
    
    43Item 4 Submission of Matters to a Vote of Security Holders
    
    
    43Item 5 Other Information
    
    
    43Item 6 Exhibits
    
    
    44SIGNATURES
    
    
    45Exhibit 31.1Exhibit 31.2Exhibit 32.1
   2




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##### Table of Contents



PART I  FINANCIAL INFORMATION
 
 ITEM 1.
    
    CONSOLIDATED FINANCIAL STATEMENTS
 BIOMED REALTY TRUST, INC.
 
 CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
 September 30,
    
    
    December 31,2009
    
    
    2008(Unaudited)ASSETSInvestments in real estate, net
    
    $
    2,978,701
    
    
    $
    2,960,429Investments in unconsolidated partnerships
    
    
    47,747
    
    
    
    18,173Cash and cash equivalents
    
    
    30,279
    
    
    
    21,422Restricted cash
    
    
    15,974
    
    
    
    7,877Accounts receivable, net
    
    
    5,482
    
    
    
    9,417Accrued straight-line rents, net
    
    
    75,489
    
    
    
    58,138Acquired above-market leases, net
    
    
    3,368
    
    
    
    4,329Deferred leasing costs, net
    
    
    85,926
    
    
    
    101,519Deferred loan costs, net
    
    
    7,794
    
    
    
    9,754Other assets
    
    
    43,051
    
    
    
    38,256Total assets
    
    $
    3,293,811
    
    
    $
    3,229,314LIABILITIES AND EQUITYMortgage notes payable, net
    
    $
    671,693
    
    
    $
    353,161Secured construction loan
    
    
    
    
    
    
    507,128Secured term loan
    
    
    250,000
    
    
    
    250,000Exchangeable senior notes, net
    
    
    103,524
    
    
    
    122,043Unsecured line of credit
    
    
    321,124
    
    
    
    108,767Security deposits
    
    
    7,187
    
    
    
    7,623Dividends and distributions payable
    
    
    15,383
    
    
    
    32,445Accounts payable, accrued expenses, and other liabilities
    
    
    71,389
    
    
    
    66,821Derivative instruments
    
    
    15,948
    
    
    
    126,091Acquired below-market leases, net
    
    
    12,344
    
    
    
    17,286Total liabilities
    
    
    1,468,592
    
    
    
    1,591,365Equity:Stockholders equity:Preferred stock, $.01 par value, 15,000,000 shares
authorized: 7.375% Series A cumulative redeemable
preferred stock, $230,000,000 liquidation preference
($25.00 per share), 9,200,000 shares issued and
outstanding at September 30, 2009 and December 31,
2008
    
    
    222,413
    
    
    
    222,413Common stock, $.01 par value, 150,000,000 and
100,000,000 shares authorized, 98,203,176 and
80,757,421 shares issued and outstanding at September
30, 2009 and December 31, 2008, respectively
    
    
    982
    
    
    
    808Additional paid-in capital
    
    
    1,833,898
    
    
    
    1,661,009Accumulated other comprehensive loss
    
    
    (88,894
    )
    
    
    (112,126
    )Dividends in excess of earnings
    
    
    (154,045
    )
    
    
    (146,536
    )Total stockholders equity
    
    
    1,814,354
    
    
    
    1,625,568Noncontrolling interests
    
    
    10,865
    
    
    
    12,381Total equity
    
    
    1,825,219
    
    
    
    1,637,949Total liabilities and equity
    
    $
    3,293,811
    
    
    $
    3,229,314
   3




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##### Table of Contents



BIOMED REALTY TRUST, INC.
 
 CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
(Unaudited)
 For the Three Months
    
    
    For the Nine MonthsEnded September 30,
    
    
    Ended September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008(Revised)
    
    
    
    
    
    
    (Revised)Revenues:Rental
    
    $
    68,472
    
    
    $
    59,381
    
    
    $
    202,608
    
    
    $
    163,946Tenant recoveries
    
    
    19,240
    
    
    
    20,911
    
    
    
    57,510
    
    
    
    53,297Other income
    
    
    5,251
    
    
    
    519
    
    
    
    12,876
    
    
    
    1,697Total revenues
    
    
    92,963
    
    
    
    80,811
    
    
    
    272,994
    
    
    
    218,940Expenses:Rental operations
    
    
    18,726
    
    
    
    17,027
    
    
    
    55,539
    
    
    
    44,345Real estate taxes
    
    
    8,233
    
    
    
    6,763
    
    
    
    23,079
    
    
    
    16,948Depreciation and amortization
    
    
    30,953
    
    
    
    21,506
    
    
    
    82,767
    
    
    
    58,525General and administrative
    
    
    5,956
    
    
    
    4,589
    
    
    
    16,363
    
    
    
    16,428Total expenses
    
    
    63,868
    
    
    
    49,885
    
    
    
    177,748
    
    
    
    136,246Income from operations
    
    
    29,095
    
    
    
    30,926
    
    
    
    95,246
    
    
    
    82,694Equity in loss of unconsolidated partnerships
    
    
    (1,118
    )
    
    
    (208
    )
    
    
    (1,884
    )
    
    
    (338
    )Interest income
    
    
    62
    
    
    
    110
    
    
    
    226
    
    
    
    370Interest expense
    
    
    (19,614
    )
    
    
    (12,855
    )
    
    
    (44,567
    )
    
    
    (29,036
    )(Loss)/gain on derivative instruments
    
    
    (14
    )
    
    
    (726
    )
    
    
    289
    
    
    
    (726
    )Gain on extinguishment of debt, net
    
    
    
    
    
    
    
    
    
    
    6,152
    
    
    
    Net income
    
    
    8,411
    
    
    
    17,247
    
    
    
    55,462
    
    
    
    52,964Net income attributable to noncontrolling interests
    
    
    (108
    )
    
    
    (570
    )
    
    
    (1,458
    )
    
    
    (1,771
    )Net income attributable to Company
    
    
    8,303
    
    
    
    16,677
    
    
    
    54,004
    
    
    
    51,193Preferred stock dividends
    
    
    (4,241
    )
    
    
    (4,241
    )
    
    
    (12,722
    )
    
    
    (12,722
    )Net income available to common stockholders
    
    $
    4,062
    
    
    $
    12,436
    
    
    $
    41,282
    
    
    $
    38,471Net income per share available to common stockholders:Basic and diluted earnings per share
    
    $
    0.04
    
    
    $
    0.17
    
    
    $
    0.46
    
    
    $
    0.55Weighted-average common shares outstanding:Basic
    
    
    97,315,601
    
    
    
    71,513,333
    
    
    
    88,754,885
    
    
    
    68,995,174Diluted
    
    
    101,289,458
    
    
    
    75,223,818
    
    
    
    92,863,088
    
    
    
    72,696,043
   4




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##### Table of Contents



BIOMED REALTY TRUST, INC.
 
 CONSOLIDATED STATEMENTS OF EQUITY
(In thousands, except share data)
(Unaudited)
 AccumulatedSeries A
    
    
    
    
    
    
    
    
    
    
    Additional
    
    
    Other
    
    
    Dividends in
    
    
    TotalPreferred
    
    
    Common Stock
    
    
    Paid-In
    
    
    Comprehensive
    
    
    Excess of
    
    
    Stockholders
    
    
    Noncontrolling
    
    
    TotalStock
    
    
    Shares
    
    
    Amount
    
    
    Capital
    
    
    (Loss)/Income
    
    
    Earnings
    
    
    Equity
    
    
    Interests
    
    
    EquityBalance at December 31, 2008
    
    $
    222,413
    
    
    
    80,757,421
    
    
    $
    808
    
    
    $
    1,661,009
    
    
    $
    (112,126
    )
    
    $
    (146,536
    )
    
    $
    1,625,568
    
    
    $
    12,381
    
    
    $
    1,637,949Net proceeds from sale of common stock
    
    
    
    
    
    
    16,754,854
    
    
    
    168
    
    
    
    166,763
    
    
    
    
    
    
    
    
    
    
    
    166,931
    
    
    
    
    
    
    
    166,931Net issuances of unvested restricted common
stock
    
    
    
    
    
    
    341,840
    
    
    
    3
    
    
    
    (33
    )
    
    
    
    
    
    
    
    
    
    
    (30
    )
    
    
    
    
    
    
    (30
    )Conversion of operating partnership units to
common stock
    
    
    
    
    
    
    349,061
    
    
    
    3
    
    
    
    2,131
    
    
    
    
    
    
    
    
    
    
    
    2,134
    
    
    
    (2,134
    )
    
    
    Vesting of share-based awards
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,163
    
    
    
    
    
    
    
    
    
    
    
    4,163
    
    
    
    
    
    
    
    4,163Allocation of equity to noncontrolling interests
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (135
    )
    
    
    
    
    
    
    
    
    
    
    (135
    )
    
    
    135
    
    
    
    Common stock dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (48,791
    )
    
    
    (48,791
    )
    
    
    
    
    
    
    (48,791
    )Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    54,004
    
    
    
    54,004
    
    
    
    1,458
    
    
    
    55,462Preferred stock dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (12,722
    )
    
    
    (12,722
    )
    
    
    
    
    
    
    (12,722
    )OP unit distributions
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,815
    )
    
    
    (1,815
    )Unrealized gain on marketable securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,487
    
    
    
    
    
    
    
    1,487
    
    
    
    54
    
    
    
    1,541Amortization of deferred interest costs
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,745
    
    
    
    
    
    
    
    1,745
    
    
    
    52
    
    
    
    1,797Unrealized gains on derivative instruments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    20,000
    
    
    
    
    
    
    
    20,000
    
    
    
    734
    
    
    
    20,734Balance at September 30, 2009
    
    $
    222,413
    
    
    
    98,203,176
    
    
    $
    982
    
    
    $
    1,833,898
    
    
    $
    (88,894
    )
    
    $
    (154,045
    )
    
    $
    1,814,354
    
    
    $
    10,865
    
    
    $
    1,825,219
   5




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##### Table of Contents



BIOMED REALTY TRUST, INC.
 
 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)
(Unaudited)
 Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008(Revised)
    
    
    
    
    
    
    (Revised)Net income available to common stockholders and noncontrolling interests
    
    $
    4,170
    
    
    $
    13,006
    
    
    $
    42,740
    
    
    $
    40,242Other comprehensive income/(loss):Unrealized gain/(loss) on derivative instruments
    
    
    1,978
    
    
    
    (7,681
    )
    
    
    23,436
    
    
    
    (9,182
    )Equity in other comprehensive income of unconsolidated partnerships
    
    
    (198
    )
    
    
    (202
    )
    
    
    (434
    )
    
    
    110Deferred settlement payments, net on interest rate swaps
    
    
    (668
    )
    
    
    (1,996
    )
    
    
    (2,268
    )
    
    
    (4,822
    )Unrealized gain on marketable securities
    
    
    (199
    )
    
    
    
    
    
    
    1,541
    
    
    
    Total other comprehensive income/(loss)
    
    
    913
    
    
    
    (9,879
    )
    
    
    22,275
    
    
    
    (13,894
    )Comprehensive income
    
    
    5,083
    
    
    
    3,127
    
    
    
    65,015
    
    
    
    26,348Comprehensive (income)/loss attributable to noncontrolling interests
    
    
    (187
    )
    
    
    151
    
    
    
    (2,298
    )
    
    
    1,101Comprehensive income attributable to common stockholders
    
    $
    4,896
    
    
    $
    3,278
    
    
    $
    62,717
    
    
    $
    27,449
   6




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##### Table of Contents



BIOMED REALTY TRUST, INC.
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 Nine Months EndedSeptember 30,2009
    
    
    2008(Revised)Operating activities:Net income
    
    $
    55,462
    
    
    $
    52,964Adjustments to reconcile net income to net cash provided by operating activities:Gain on extinguishment of debt
    
    
    (6,152
    )
    
    
    (Gain)/loss on derivative instruments
    
    
    (289
    )
    
    
    726Depreciation and amortization
    
    
    82,767
    
    
    
    58,525Allowance for doubtful accounts
    
    
    5,163
    
    
    
    104Revenue reduction attributable to acquired above-market leases
    
    
    961
    
    
    
    1,084Revenue recognized related to acquired below-market leases
    
    
    (6,320
    )
    
    
    (4,496
    )Revenue reduction attributable to lease incentives
    
    
    949
    
    
    
    569Compensation expense related to restricted common stock and LTIP units
    
    
    4,163
    
    
    
    4,334Amortization of deferred loan costs
    
    
    3,166
    
    
    
    2,837Amortization of debt premium on mortgage notes payable
    
    
    (1,386
    )
    
    
    (886
    )Amortization of debt discount on exchangeable senior notes
    
    
    1,383
    
    
    
    2,028Loss from unconsolidated partnerships
    
    
    1,884
    
    
    
    338Distributions representing return on capital from unconsolidated partnerships
    
    
    92
    
    
    
    627Amortization of deferred interest costs
    
    
    1,797
    
    
    
    Changes in operating assets and liabilities:Restricted cash
    
    
    (8,097
    )
    
    
    576Accounts receivable
    
    
    3,640
    
    
    
    (2,931
    )Accrued straight-line rents
    
    
    (22,219
    )
    
    
    (16,306
    )Deferred leasing costs
    
    
    (5,332
    )
    
    
    (8,427
    )Other assets
    
    
    (3,627
    )
    
    
    (6,861
    )Security deposits
    
    
    (436
    )
    
    
    379Accounts payable, accrued expenses and other liabilities
    
    
    7,102
    
    
    
    (2,502
    )Net cash provided by operating activities
    
    
    114,671
    
    
    
    82,682Investing activities:Purchases of interests in and additions to investments in real estate and related intangible assets
    
    (81,955
    )
    
    
    (176,974
    )Distributions representing return of capital from unconsolidated partnerships
    
    
    
    
    
    
    1,373Contributions to unconsolidated partnerships, net
    
    
    (31,985
    )
    
    
    65Receipts of master lease payments
    
    
    
    
    
    
    86Additions to non-real estate assets
    
    
    (281
    )
    
    
    (7,790
    )Net cash used in investing activities
    
    
    (114,221
    )
    
    
    (183,240
    )Financing activities:Proceeds from common stock offering
    
    
    174,250
    
    
    
    156,289Payment of common stock offering costs
    
    
    (7,319
    )
    
    
    (6,682
    )Payment of deferred loan costs
    
    
    (1,926
    )
    
    
    (140
    )Unsecured line of credit proceeds
    
    
    399,337
    
    
    
    145,251Unsecured line of credit payments
    
    
    (186,980
    )
    
    
    (149,538
    )Mortgage loan proceeds
    
    
    368,000
    
    
    
    Principal payments on mortgage notes payable
    
    
    (48,082
    )
    
    
    (23,244
    )Repurchases of exchangeable senior notes
    
    
    (12,605
    )
    
    
    Settlement of derivative instruments
    
    
    (86,482
    )
    
    
    Secured construction loan proceeds
    
    
    
    
    
    
    75,838Secured construction loan payments
    
    
    (507,128
    )
    
    
    Deferred settlement payments, net on interest rate swaps
    
    
    (2,268
    )
    
    
    (4,823
    )Distributions to operating partnership unit and LTIP unit holders
    
    
    (2,626
    )
    
    
    (3,373
    )Dividends paid to common stockholders
    
    
    (65,042
    )
    
    
    (66,326
    )Dividends paid to preferred stockholders
    
    
    (12,722
    )
    
    
    (12,722
    )Net cash provided by financing activities
    
    
    8,407
    
    
    
    110,530Net increase in cash and cash equivalents
    
    
    8,857
    
    
    
    9,972Cash and cash equivalents at beginning of period
    
    
    21,422
    
    
    
    13,479Cash and cash equivalents at end of period
    
    $
    30,279
    
    
    $
    23,451Supplemental disclosure of cash flow information:Cash paid during the period for interest (net of amounts capitalized of $10,545 and $35,481,
respectively)
    
    $
    37,760
    
    
    $
    29,192Supplemental disclosure of non-cash investing and financing activities:Accrual for preferred stock dividends declared
    
    $
    4,241
    
    
    $
    4,241Accrual for common stock dividends declared
    
    
    10,802
    
    
    
    24,026Accrual for distributions declared for operating partnership unit and LTIP unit holders
    
    
    340
    
    
    
    1,174Accrued additions to real estate and related intangible assets
    
    
    22,623
    
    
    
    41,834
   7




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##### Table of Contents



BIOMED REALTY TRUST, INC.
 
 NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
 1. Organization and Description of Business
  2. Basis of Presentation and Summary of Significant Accounting Policies
  Principles of Consolidation
   Investments in Partnerships
   8




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##### Table of Contents



Investments in Real Estate
  September 30,
    
    
    December 31,2009
    
    
    2008Land
    
    $
    405,769
    
    
    $
    347,878Land under development
    
    
    11,631
    
    
    
    69,529Buildings and improvements
    
    
    2,452,752
    
    
    
    2,104,072Construction in progress
    
    
    152,711
    
    
    
    439,221Tenant improvements
    
    
    179,259
    
    
    
    161,8393,202,122
    
    
    
    3,122,539Accumulated depreciation
    
    
    (223,421
    )
    
    
    (162,110
    )$
    2,978,701
    
    
    $
    2,960,429
  Impairment of Long-Lived Assets and Long-Lived Assets to be Disposed
   9




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##### Table of Contents



Deferred Leasing Costs
   Balance atSeptember 30,
    
    
    Accumulated2009
    
    
    Amortization
    
    
    NetAcquired in-place leases
    
    $
    168,390
    
    
    $
    (109,152
    )
    
    $
    59,238Acquired management agreements
    
    
    12,921
    
    
    
    (10,243
    )
    
    
    2,678Deferred leasing and other direct costs
    
    
    32,077
    
    
    
    (8,067
    )
    
    
    24,010$
    213,388
    
    
    $
    (127,462
    )
    
    $
    85,926
  Balance atDecember 31,
    
    
    Accumulated2008
    
    
    Amortization
    
    
    NetAcquired in-place leases
    
    $
    168,390
    
    
    $
    (92,072
    )
    
    $
    76,318Acquired management agreements
    
    
    12,921
    
    
    
    (8,602
    )
    
    
    4,319Deferred leasing and other direct costs
    
    
    26,364
    
    
    
    (5,482
    )
    
    
    20,882$
    207,675
    
    
    $
    (106,156
    )
    
    $
    101,519
 Revenue Recognition
  
    
    whether the lease stipulates how and on what a tenant improvement allowance may be spent;
 
    
    whether the tenant or landlord retains legal title to the improvements;
 
    
    the uniqueness of the improvements;
 
    
    the expected economic life of the tenant improvements relative to the length of the
lease;
 
    
    the responsible party for construction cost overruns; and
 
    
    who constructs or directs the construction of the improvements.
  10




---



##### Table of Contents



September 30,
    
    
    December 31,2009
    
    
    2008Acquired above-market leases
    
    $
    12,729
    
    
    $
    12,729Accumulated amortization
    
    
    (9,361
    )
    
    
    (8,400
    )$
    3,368
    
    
    $
    4,329
  September 30,
    
    
    December 31,2009
    
    
    2008Acquired below-market leases
    
    $
    39,339
    
    
    $
    37,961Accumulated amortization
    
    
    (26,995
    )
    
    
    (20,675
    )$
    12,344
    
    
    $
    17,286
  September 30,
    
    
    December 31,2009
    
    
    2008Lease incentives
    
    $
    13,066
    
    
    $
    11,698Accumulated amortization
    
    
    (3,160
    )
    
    
    (2,211
    )$
    9,906
    
    
    $
    9,487
   11




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##### Table of Contents



Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Rental revenues
    
    $
    458
    
    
    $
    
    
    
    $
    3,077
    
    
    $
    Other revenue
    
    
    4,396
    
    
    
    
    
    
    
    10,866
    
    
    
    Total revenue
    
    
    4,854
    
    
    
    
    
    
    
    13,943
    
    
    
    Rental operations expense
    
    
    660
    
    
    
    
    
    
    
    4,498
    
    
    
    Depreciation and amortization
    
    
    6,150
    
    
    
    
    
    
    
    10,155
    
    
    
    Total expenses
    
    
    6,810
    
    
    
    
    
    
    
    14,653
    
    
    
    Net effect of lease terminations
    
    $
    (1,956
    )
    
    $
    
    
    
    $
    (710
    )
    
    $
    
  Investments
   September 30,
    
    
    December 31,2009
    
    
    2008Equity securities, initial cost basis
    
    $
    854
    
    
    $
    Unrealized gain
    
    
    1,541
    
    
    
    Equity securities, fair-value
    
    $
    2,395
    
    
    $
    
  Share-Based Payments
   12




---



##### Table of Contents



Assets and Liabilities Measured at Fair-Value
         13




---



##### Table of Contents



Derivative Instruments
       14




---



##### Table of Contents



Managements Estimates
  Segment Information
  Reclassifications and Adoption of New Accounting Pronouncements
  3. Equity
     15




---



##### Table of Contents



Common Stock, Partnership Units and LTIP Units
  7.375% Series A Cumulative Redeemable Preferred Stock
   16




---



##### Table of Contents



Dividends and Distributions
  Dividend and
    
    Dividend andAmount Per
    
    
    
    
    Distribution
    
    Distribution AmountDeclaration Date
    
    Securities Class
    
    Share/Unit
    
    
    Period Covered
    
    Payable Date
    
    (in thousands)March 16, 2009
    
    Common stock and
partnership and LTIP
units
    
    $
    0.33500
    
    
    January 1, 2009 to
March 31, 2009
    
    April 15, 2009
    
    $
    28,322March 16, 2009
    
    Series A preferred
Stock
    
    $
    0.46094
    
    
    January 16, 2009 to
April 15, 2009
    
    April 15, 2009
    
    $
    4,240June 15, 2009
    
    Common stock and partnership and LTIP
units
    
    $
    0.11000
    
    
    April 1, 2009 to
June 30, 2009
    
    July 15, 2009
    
    $
    11,142June 15, 2009
    
    Series A preferred
Stock
    
    $
    0.46094
    
    
    April 16, 2009 to
July 15, 2009
    
    July 15, 2009
    
    $
    4,241September 15, 2009
    
    Common stock and
partnership and LTIP
units
    
    $
    0.11000
    
    
    July 1, 2009 to
September 30, 2009
    
    October 15, 2009
    
    $
    11,142September 15, 2009
    
    Series A preferred
Stock
    
    $
    0.46094
    
    
    July 16, 2009 to
October 15, 2009
    
    October 15, 2009
    
    $
    4,241
  Common stock, partnership units, and LTIP units
    
    $
    50,606Series A preferred stock
    
    
    12,722$
    63,328
 Noncontrolling Interests
    17




---



##### Table of Contents



September 30, 2009
    
    
    December 31, 2008Partnership Units
    
    
    Percentage of
    
    
    Partnership Units
    
    
    Percentage ofand LTIP Units
    
    
    Total
    
    
    and LTIP Units
    
    
    TotalBioMed Realty Trust
    
    
    97,381,235
    
    
    
    97.1
    %
    
    
    80,208,533
    
    
    
    96.3
    %Noncontrolling interest consisting of:Partnership and LTIP units held by employees and
related parties
    
    
    2,256,386
    
    
    
    2.3
    %
    
    
    2,961,369
    
    
    
    3.5
    %Partnership and LTIP units held by third parties(1)
    
    
    595,551
    
    
    
    0.6
    %
    
    
    122,192
    
    
    
    0.2
    %Total
    
    
    100,233,172
    
    
    
    100.0
    %
    
    
    83,292,094
    
    
    
    100.0
    %
 
 (1)
    
    Includes vested ownership interests held by a former employee, which are now classified as
held by a third party.     18




---



##### Table of Contents



4. Mortgage Notes Payable
  Stated Fixed
    
    
    Effective
    
    
    Principal BalanceInterest
    
    
    Interest
    
    
    September 30,
    
    
    December 31,Rate
    
    
    Rate
    
    
    2009
    
    
    2008
    
    
    Maturity DateArdentech Court
    
    
    7.25
    %
    
    
    5.06
    %
    
    $
    4,382
    
    
    $
    4,464
    
    
    July 1, 2012Bayshore Boulevard
    
    
    4.55
    %
    
    
    4.55
    %
    
    
    
    
    
    
    14,923
    
    
    January 1, 2010Bridgeview Technology Park I
    
    
    8.07
    %
    
    
    5.04
    %
    
    
    11,282
    
    
    
    11,384
    
    
    January 1, 2011Center for
Life Science | Boston
    
    
    7.75
    %
    
    
    7.75
    %
    
    
    349,506
    
    
    
    
    
    
    June 30, 2014500 Kendall Street (Kendall D)
    
    
    6.38
    %
    
    
    5.45
    %
    
    
    66,521
    
    
    
    67,810
    
    
    December 1, 2018Lucent Drive
    
    
    5.50
    %
    
    
    5.50
    %
    
    
    5,183
    
    
    
    5,341
    
    
    January 21, 2015Monte Villa Parkway
    
    
    4.55
    %
    
    
    4.55
    %
    
    
    
    
    
    
    9,084
    
    
    January 1, 20106828 Nancy Ridge Drive
    
    
    7.15
    %
    
    
    5.38
    %
    
    
    6,620
    
    
    
    6,694
    
    
    September 1, 2012Road to the Cure
    
    
    6.70
    %
    
    
    5.78
    %
    
    
    15,018
    
    
    
    15,200
    
    
    January 31, 2014Science Center Drive
    
    
    7.65
    %
    
    
    5.04
    %
    
    
    11,025
    
    
    
    11,148
    
    
    July 1, 2011Shady Grove Road
    
    
    5.97
    %
    
    
    5.97
    %
    
    
    147,000
    
    
    
    147,000
    
    
    September 1, 2016Sidney Street
    
    
    7.23
    %
    
    
    5.11
    %
    
    
    28,543
    
    
    
    29,184
    
    
    June 1, 20129865 Towne Centre Drive
    
    
    7.95
    %
    
    
    7.95
    %
    
    
    17,942
    
    
    
    
    
    
    June 30, 20139885 Towne Centre Drive
    
    
    4.55
    %
    
    
    4.55
    %
    
    
    
    
    
    
    20,749
    
    
    January 1, 2010900 Uniqema Boulevard
    
    
    8.61
    %
    
    
    5.61
    %
    
    
    1,234
    
    
    
    1,357
    
    
    May 1, 2015664,256
    
    
    
    344,338Unamortized premiums
    
    
    
    
    
    
    
    
    
    
    7,437
    
    
    
    8,823$
    671,693
    
    
    $
    353,161
     5. Credit Facilities, Exchangeable Senior Notes, and Other Debt Instruments
 Unsecured Line of Credit
   19




---



##### Table of Contents



Secured Term Loan
   Exchangeable Senior Notes, net
   20




---



##### Table of Contents



September 30,
    
    
    December 31,2009
    
    
    2008Exchangeable senior notes
    
    $
    107,420
    
    
    $
    128,250Unamortized debt discount(1)
    
    
    (3,896
    )
    
    
    (6,207
    )$
    103,524
    
    
    $
    122,043
 
 (1)
    
    The unamortized debt discount is being amortized through October 1, 2011, the first date at
which the holders of the Notes may require the Operating Partnership to repurchase the Notes.
Amortization of the debt discount during the three and nine months ended September 30, 2009
and 2008 resulted in an effective interest rate of 6.5% on the Notes and additional interest
expense of approximately $447,000 and $683,000, respectively, and $1.4 million and $2.0
million, respectively. Secured Construction Loan
 Science | Boston property,
  2009
    
    $
    1,7722010
    
    
    7,4042011
    
    
    351,0392012
    
    
    295,4142013
    
    
    25,941Thereafter(1)
    
    
    661,230$
    1,342,800
 
 (1)
    
    Includes $107.4 million in principal payments of the Notes based on a contractual maturity
date of October 1, 2026.  21




---



##### Table of Contents



6. Earnings Per Share
     Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008(Revised)
    
    
    
    
    
    
    (Revised)Basic earnings per share:Net income available to common stockholders
    
    $
    4,062
    
    
    $
    12,436
    
    
    $
    41,282
    
    
    $
    38,471Less: net income allocable to unvested restricted stock
    
    
    (34
    )
    
    
    (36
    )
    
    
    (380
    )
    
    
    (122
    )Less: distributions in excess of earnings attributable
to unvested restricted stock
    
    
    (60
    )
    
    
    (37
    )
    
    
    (86
    )
    
    
    (111
    )Net income attributable to common stockholders
    
    $
    3,968
    
    
    $
    12,363
    
    
    $
    40,816
    
    
    $
    38,238Diluted earnings per share:Net income available to common stockholders
    
    $
    4,062
    
    
    $
    12,436
    
    
    $
    41,282
    
    
    $
    38,471Plus: net income attributable to noncontrolling
interests of operating partnership
    
    
    122
    
    
    
    559
    
    
    
    1,502
    
    
    
    1,767Net income available to common stockholders and participating
securities (including the Units)
    
    $
    4,184
    
    
    $
    12,995
    
    
    $
    42,784
    
    
    $
    40,238Weighted-average common shares outstanding:Basic
    
    
    97,315,601
    
    
    
    71,513,333
    
    
    
    88,754,885
    
    
    
    68,995,174Incremental shares from assumed conversion/vesting:Unvested restricted stock
    
    
    821,770
    
    
    
    206,771
    
    
    
    826,640
    
    
    
    219,053Operating partnership and LTIP units
    
    
    3,152,087
    
    
    
    3,503,714
    
    
    
    3,281,563
    
    
    
    3,481,816Diluted
    
    
    101,289,458
    
    
    
    75,223,818
    
    
    
    92,863,088
    
    
    
    72,696,043Basic and diluted earnings per share:Net income per share available to common stockholders,
basic and diluted:
    
    $
    0.04
    
    
    $
    0.17
    
    
    $
    0.46
    
    
    $
    0.55
  22




---



##### Table of Contents



7. Investment in Unconsolidated Partnerships
  Companys
    
    
    CompanysOwnership
    
    
    EconomicName
    
    Partner
    
    Interest
    
    
    Interest
    
    
    Date AcquiredPREI I LLC(1)
    
    PREI
    
    
    20
    %
    
    
    20
    %
    
    April 4, 2007PREI II LLC(2)
    
    PREI
    
    
    20
    %
    
    
    20
    %
    
    April 4, 2007McKellar Court(3)
    
    Quidel Corporation
    
    
    21
    %
    
    
    21
    %(4)
    
    September 30, 2004
 
 (1)
    
    PREI I LLC acquired a portfolio of properties in Cambridge, Massachusetts comprised of a
stabilized laboratory/office building totaling 184,405 square feet located at 320 Bent Street,
a partially leased laboratory/office building totaling 417,290 square feet located at 301
Binney Street, a 37-unit apartment building, an operating garage facility on Rogers Street, an
operating below grade garage facility at Kendall Square, and a building currently under
construction at 650 East Kendall Street that the Company believes can support up to 280,000
rentable square feet of laboratory and office space. The 650 East Kendall Street site will
also include a below grade parking facility.Each of the PREI operating agreements includes a put/call option whereby either member can cause
the limited liability company to sell certain properties in which it holds leasehold interests to
the Company at any time after the fifth anniversary and before the seventh anniversary of the
acquisition date. However, the put/call option may be terminated prior to exercise under certain
circumstances. The put/call option purchase price is based on a predetermined return on capital
invested by PREI. If the put/call option is exercised, the Company believes that it would have
adequate resources to fund the purchase price and also has the option to fund a portion of the
purchase price through the issuance of Company common stock.The PREI limited liability companies jointly entered into a secured acquisition and interim loan
facility with KeyBank and utilized approximately $427.0 million of that facility to fund a
portion of the purchase price for the properties acquired in April 2007. The remaining funds
available were utilized to fund construction costs at certain properties under development.
Pursuant to the loan facility, the Company executed guaranty agreements in which it guarantees
the full completion of the construction and any tenant improvements at the 301 Binney Street
property if PREI I LLC is unable or unwilling to complete the project. On February 11, 2009, the
PREI joint ventures jointly refinanced the outstanding balance of the secured acquisition and
interim loan facility, or approximately $364.1 million, with the proceeds of a new loan totaling
$203.3 million and members capital contributions funding the balance due. The new loan bears
interest at a rate equal to, at the option of the PREI joint ventures, either (1) reserve
adjusted LIBOR plus 350 basis points or (2) the higher of (a) the prime rate then in effect, (b)
the federal funds rate then in effect plus 50 basis points or (c) one-month LIBOR plus 450 basis
points, and requires interest only monthly payments until the maturity date, February 10, 2011.
In addition, the PREI joint ventures may extend the maturity date of the secured acquisition and
interim loan facility to February 10, 2012 after satisfying certain conditions and paying an
extension fee based on the then current facility commitment. On March 11, 2009, the PREI joint
ventures jointly entered into an interest rate cap agreement, which is intended to have the
effect of hedging variability in future interest payments on the $203.3 million secured
acquisition and interim loan facility above a strike rate of 2.5% (excluding the applicable
credit spread) through February 10, 2011. At September 30, 2009, there were $203.3 million in
outstanding borrowings on the secured acquisition and interim loan facility, with a contractual
interest rate of 3.7% (including the applicable credit spread).  23




---



##### Table of Contents



(2)
    
    PREI II LLC acquired a portfolio of properties, which were subsequently sold in a series of
transactions occurring in 2007. Pursuant to the terms of one of the sales transactions, PREI
II LLC may receive additional consideration of approximately $4.0
million contingently payable in June 2012 pursuant to a put/call option, exercisable on the
earlier of the extinguishment or expiration of development restrictions placed on a portion of
the development rights included in the disposition. The Companys remaining investment in PREI II
LLC (maximum exposure to losses) was approximately $814,000 at September 30, 2009.(3)
    
    The McKellar Court partnership holds a property comprised of a two-story laboratory/office
building totaling 72,863 rentable square feet located in San Diego, California. The Companys
investment in the McKellar Court partnership (maximum exposure to losses) was approximately
$2.3 million at September 30, 2009.(4)
    
    The Companys economic interest in the McKellar partnership entitles it to 75% of the gains
upon a sale of the property and 21% of the operating cash flows.   September 30,
    
    
    December 31,2009
    
    
    2008Assets:Investments in real estate, net
    
    $
    611,966
    
    
    $
    592,169Cash and cash equivalents (including restricted cash)
    
    
    10,132
    
    
    
    6,757Intangible assets, net
    
    
    13,431
    
    
    
    15,126Other assets
    
    
    18,621
    
    
    
    16,373Total assets
    
    $
    654,150
    
    
    $
    630,425Liabilities and equity:Mortgage notes payable
    
    $
    393,299
    
    
    $
    517,938Other liabilities
    
    
    24,451
    
    
    
    24,844Members equity
    
    
    236,400
    
    
    
    87,643Total liabilities and equity
    
    $
    654,150
    
    
    $
    630,425Companys net investment in unconsolidated partnerships
    
    $
    47,747
    
    
    $
    18,173
    24




---



##### Table of Contents



Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Total revenues
    
    $
    7,542
    
    
    $
    7,620
    
    
    $
    22,870
    
    
    $
    12,701Rental operations expense
    
    
    2,061
    
    
    
    1,944
    
    
    
    6,937
    
    
    
    4,564Real estate taxes, insurance and ground rent
    
    
    5,509
    
    
    
    1,854
    
    
    
    9,751
    
    
    
    1,285Depreciation and amortization
    
    
    3,305
    
    
    
    2,615
    
    
    
    9,913
    
    
    
    3,709Interest expense, net of interest income
    
    
    2,500
    
    
    
    2,433
    
    
    
    7,112
    
    
    
    6,559Total expenses
    
    
    13,375
    
    
    
    8,846
    
    
    
    33,713
    
    
    
    16,117Net loss
    
    $
    (5,833
    )
    
    $
    (1,226
    )
    
    $
    (10,843
    )
    
    $
    (3,416
    )Companys equity in net loss of unconsolidated partnerships
    
    $
    (1,118
    )
    
    $
    (208
    )
    
    $
    (1,884
    )
    
    $
    (338
    )
 8. Derivatives and Other Financial Instruments
    Fair-Value(1)Notional
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    September 30,
    
    
    December 31,Amount
    
    
    Strike Rate
    
    
    Effective Date

    
    Expiration Date
    
    
    2009
    
    
    2008$
    250,000
    
    
    
    4.157
    %
    
    June 1, 2005
    
    June 1, 2010
    
    $
    (6,304
    )
    
    $
    (11,011
    )115,000
    
    
    
    4.673
    %
    
    October 1, 2007
    
    August 1, 2011
    
    
    (7,379
    )
    
    
    (9,349
    )35,000
    
    
    
    4.700
    %
    
    October 10, 2007
    
    August 1, 2011
    
    
    (2,265
    )
    
    
    (2,858
    )Interest rate swaps
    
    
    400,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (15,948
    )
    
    
    (23,218
    )150,000
    
    
    
    5.162
    %
    
    December 30, 2008
    
    December 30, 2018
    
    
    
    
    
    
    (34,307
    )50,000
    
    
    
    5.167
    %
    
    December 30, 2008
    
    December 30, 2018
    
    
    
    
    
    
    (11,449
    )100,000
    
    
    
    5.167
    %
    
    December 30, 2008
    
    December 30, 2018
    
    
    
    
    
    
    (22,942
    )150,000
    
    
    
    5.152
    %
    
    December 30, 2008
    
    December 30, 2018
    
    
    
    
    
    
    (34,175
    )Forward starting swaps(2)
    
    
    450,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (102,873
    )Other(3)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    199
    
    
    $
    Total derivative instruments
    
    $
    850,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    (15,749
    )
    
    $
    (126,091
    )
 
 (1)
    
    Fair-value of derivative instruments does not include any related accrued interest payable,
which is included in accrued expenses on the accompanying consolidated balance sheets.(2)
    
    The forward starting swaps were settled during the nine months ended September 30, 2009 for
approximately $86.5 million.(3)
    
    A stock purchase warrant was received in connection with an early lease termination in
September 2009 and was recorded with an initial fair-value of approximately $199,000 in other
assets in the accompanying consolidated balance sheets.  25




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##### Table of Contents



Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Amount of gain/(loss) recognized
in other comprehensive income
(effective portion):Cash flow hedgesInterest rate swaps
    
    $
    1,978
    
    
    $
    1,564
    
    
    $
    7,332
    
    
    $
    554Forward starting swaps
    
    
    
    
    
    
    (9,245
    )
    
    
    11,783
    
    
    
    (9,736
    )Total cash flow hedges
    
    
    1,978
    
    
    
    (7,681
    )
    
    
    19,115
    
    
    
    (9,182
    )Ineffective interest rate swaps(1)
    
    
    
    
    
    
    
    
    
    
    4,321
    
    
    
    Total interest rate swaps
    
    $
    1,978
    
    
    $
    (7,681
    )
    
    $
    23,436
    
    
    $
    (9,182
    )
 (1)
    
    Amount represents the reclassification of unrealized losses from other comprehensive income
to earnings during the three months ended March, 31, 2009 relating to a previously effective
forward starting swap as a result of the reduction in the notional amount of forecasted debt.  Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Amount of loss
reclassified from other
comprehensive income to income
(effective portion):Cash flow hedgesInterest rate swaps(1)
    
    $
    (4,121
    )
    
    $
    (2,669
    )
    
    $
    (12,046
    )
    
    $
    (5,470
    )Forward starting swaps(2)
    
    
    (1,797
    )
    
    
    
    
    
    
    (1,797
    )
    
    
    Total interest rate swaps
    
    $
    (5,918
    )
    
    $
    (2,669
    )
    
    $
    (13,843
    )
    
    $
    (5,470
    )
 (1)
    
    Amount represents payments made to swap counterparties for the effective portion of interest
rate swaps that were recognized as an increase to interest expense for the periods presented
(the amount was recorded as an increase and corresponding decrease to accumulated other
comprehensive loss in the same accounting period).(2)
    
    Amount represents reclassifications of deferred interest costs from accumulated other
comprehensive loss to interest expense related to the Companys previously settled forward
starting swaps.  26




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Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008
    
    
    2009
    
    
    2008Amount of gain/(loss)
recognized in income (ineffective
portion and amount excluded from
effectiveness testing):Cash flow hedgesInterest rate swaps
    
    $
    (14
    )
    
    $
    (11
    )
    
    $
    (25
    )
    
    $
    (11
    )Forward starting swaps
    
    
    
    
    
    
    (489
    )
    
    
    (477
    )
    
    
    (489
    )Total cash flow hedges
    
    
    (14
    )
    
    
    (500
    )
    
    
    (502
    )
    
    
    (500
    )Ineffective interest rate swaps
    
    
    
    
    
    
    (226
    )
    
    
    791
    
    
    
    (226
    )Total interest rate swaps
    
    $
    (14
    )
    
    $
    (726
    )
    
    $
    289
    
    
    $
    (726
    )
 9. Fair-Value of Financial Instruments
     September 30, 2009
    
    
    December 31, 2008Fair-Value
    
    
    Carrying Value
    
    
    Fair-Value
    
    
    Carrying ValueMortgage notes payable(1)
    
    $
    686,204
    
    
    $
    671,693
    
    
    $
    373,572
    
    
    $
    353,161Unsecured line of credit
    
    
    305,448
    
    
    
    321,124
    
    
    
    104,507
    
    
    
    108,767Secured construction loan
    
    
    
    
    
    
    
    
    
    
    500,162
    
    
    
    507,128Notes(2)
    
    
    101,216
    
    
    
    103,524
    
    
    
    60,278
    
    
    
    122,043Secured term loan
    
    
    231,939
    
    
    
    250,000
    
    
    
    240,667
    
    
    
    250,000Derivative instruments(3)
    
    
    (15,749
    )
    
    
    (15,749
    )
    
    
    (126,091
    )
    
    
    (126,091
    )Investments(4)
    
    
    2,395
    
    
    
    2,395
    
    
    
    
    
    
    
    Unconsolidated
indebtedness(5)
    
    
    76,542
    
    
    
    78,808
    
    
    
    103,819
    
    
    
    103,798
 
 (1)
    
    Carrying value includes $7.4 million and $8.8 million of debt premium as of September 30,
2009 and December 31, 2008, respectively.(2)
    
    Carrying value includes $3.9 million and $6.2 million of debt discount as of September 30,
2009 and December 31, 2008, respectively.(3)
    
    The Companys derivative instruments are reflected in other assets and derivative instruments
(liability account) on the accompanying consolidated balance sheets based on their respective
balances (see Note 8).(4)
    
    The Companys investments are included in other assets on the accompanying consolidated
balance sheets (see Investments section in Note 2).(5)
    
    The Companys
proportionate share of indebtedness in its unconsolidated partnerships.  27




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10. New Accounting Standards
     
 ITEM 2.
    
    MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
    28




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Overview
    Consolidated Portfolio
    
    
    Unconsolidated Partnership Portfolio
    
    
    Total PortfolioPercent of
    
    
    
    
    
    Percent of
    
    
    
    
    
    
    
    
    
    
    Percent ofRentable
    
    
    Rentable
    
    
    
    
    
    
    Rentable
    
    
    Rentable
    
    
    
    
    
    
    Rentable
    
    
    RentableSquare
    
    
    Square
    
    
    
    
    
    
    Square
    
    
    Square
    
    
    
    
    
    
    Square
    
    
    SquareProperties
    
    
    Feet
    
    
    Feet Leased
    
    
    Properties
    
    
    Feet
    
    
    Feet Leased
    
    
    Properties
    
    
    Feet
    
    
    Feet LeasedStabilized properties
    
    
    40
    
    
    
    5,663,595
    
    
    
    97.4
    %
    
    
    4
    
    
    
    257,268
    
    
    
    100.0
    %
    
    
    44
    
    
    
    5,920,863
    
    
    
    97.5
    %Lease up properties
    
    
    21
    
    
    
    3,747,328
    
    
    
    46.5
    %
    
    
    2
    
    
    
    417,290
    
    
    
    27.3
    %
    
    
    23
    
    
    
    4,164,618
    
    
    
    44.6
    %Total operating
portfolio
    
    
    61
    
    
    
    9,410,923
    
    
    
    77.1
    %
    
    
    6
    
    
    
    674,558
    
    
    
    55.1
    %
    
    
    67
    
    
    
    10,085,481
    
    
    
    75.7
    %Redevelopment
properties
    
    
    1
    
    
    
    154,341
    
    
    
    0.0
    %
    
    
    
    
    
    
    
    
    
    
    n/a
    
    
    
    1
    
    
    
    154,341
    
    
    
    0.0
    %Construction in
progress
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1
    
    
    
    280,000
    
    
    
    0.0
    %
    
    
    1
    
    
    
    280,000
    
    
    
    0.0
    %Total portfolio
    
    
    62
    
    
    
    9,565,264
    
    
    
    75.9
    %
    
    
    7
    
    
    
    954,558
    
    
    
    38.9
    %
    
    
    69
    
    
    
    10,519,822
    
    
    
    72.5
    %Land parcels
    
    
    n/a
    
    
    
    1,352,000
    
    
    
    n/a
    
    
    
    
    
    
    
    
    
    
    
    n/a
    
    
    
    n/a
    
    
    
    1,352,000
    
    
    
    n/aTotal proforma
portfolio
    
    
    62
    
    
    
    10,917,264
    
    
    
    n/a
    
    
    
    7
    
    
    
    954,558
    
    
    
    n/a
    
    
    
    69
    
    
    
    11,871,822
    
    
    
    n/a
 Factors Which May Influence Future Operations
   29




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30




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Critical Accounting Policies
  New Accounting Standards
  Results of Operations
 Comparison of the Three Months Ended September 30, 2009 to the Three Months Ended September 30,
2008
  Redevelopment/DevelopmentSame Properties
    
    
    Properties
    
    
    New Properties
    
    
    Corporate2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Rental
    
    $
    51,622
    
    
    $
    50,527
    
    
    $
    16,848
    
    
    $
    8,858
    
    
    $
    
    
    
    $
    
    
    
    $
    2
    
    
    $
    (4
    )Tenant recoveries
    
    
    13,261
    
    
    
    15,976
    
    
    
    5,808
    
    
    
    4,760
    
    
    
    
    
    
    
    
    
    
    
    171
    
    
    
    175Other income
    
    
    4,465
    
    
    
    71
    
    
    
    2
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    784
    
    
    
    448Total revenues
    
    $
    69,348
    
    
    $
    66,574
    
    
    $
    22,658
    
    
    $
    13,618
    
    
    $
    
    
    
    $
    
    
    
    $
    957
    
    
    $
    619
 Rental Revenues.
 Tenant Recoveries.
  Other Income.
  31




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##### Table of Contents



Redevelopment/DevelopmentSame Properties
    
    
    Properties
    
    
    New Properties
    
    
    Corporate2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Rental operations
    
    $
    10,971
    
    
    $
    12,305
    
    
    $
    6,656
    
    
    $
    4,334
    
    
    $
    
    
    
    $
    
    
    
    $
    1,099
    
    
    $
    388Real estate taxes
    
    
    5,358
    
    
    
    5,275
    
    
    
    2,875
    
    
    
    1,488
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Depreciation and
amortization
    
    
    22,492
    
    
    
    17,615
    
    
    
    8,461
    
    
    
    3,891
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Total expenses
    
    $
    38,821
    
    
    $
    35,195
    
    
    $
    17,992
    
    
    $
    9,713
    
    
    $
    
    
    
    $
    
    
    
    $
    1,099
    
    
    $
    388
 Rental Operations Expense.
  Real Estate Tax Expense.
 Depreciation and Amortization Expense.
 General and Administrative Expenses.
 Equity in Net Loss of Unconsolidated Partnerships.
 Interest Expense.
  32




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##### Table of Contents



Loss on Derivative Instruments.
 Noncontrolling
Interests.
 Comparison of the Nine Months Ended September 30, 2009 to the Nine Months Ended September 30, 2008
  Redevelopment/DevelopmentSame Properties
    
    
    Properties
    
    
    New Properties
    
    
    Corporate2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Rental
    
    $
    156,808
    
    
    $
    149,159
    
    
    $
    45,360
    
    
    $
    14,402
    
    
    $
    441
    
    
    $
    398
    
    
    $
    (1
    )
    
    $
    (13
    )Tenant recoveries
    
    
    41,016
    
    
    
    46,562
    
    
    
    15,862
    
    
    
    6,272
    
    
    
    37
    
    
    
    23
    
    
    
    595
    
    
    
    440Other income
    
    
    11,035
    
    
    
    228
    
    
    
    12
    
    
    
    2
    
    
    
    4
    
    
    
    
    
    
    
    1,825
    
    
    
    1,467Total revenues
    
    $
    208,859
    
    
    $
    195,949
    
    
    $
    61,234
    
    
    $
    20,676
    
    
    $
    482
    
    
    $
    421
    
    
    $
    2,419
    
    
    $
    1,894
 Rental Revenues.
  33




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##### Table of Contents



Tenant Recoveries.
  Other Income.
  Redevelopment/DevelopmentSame Properties
    
    
    Properties
    
    
    New Properties
    
    
    Corporate2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008Rental operations
    
    $
    35,416
    
    
    $
    35,821
    
    
    $
    15,504
    
    
    $
    5,734
    
    
    $
    916
    
    
    $
    812
    
    
    $
    3,703
    
    
    $
    1,978Real estate taxes
    
    
    15,493
    
    
    
    14,806
    
    
    
    7,554
    
    
    
    2,112
    
    
    
    32
    
    
    
    30
    
    
    
    
    
    
    
    Depreciation and
amortization
    
    
    59,571
    
    
    
    51,742
    
    
    
    22,560
    
    
    
    6,219
    
    
    
    636
    
    
    
    564
    
    
    
    
    
    
    
    Total expenses
    
    $
    110,480
    
    
    $
    102,369
    
    
    $
    45,618
    
    
    $
    14,065
    
    
    $
    1,584
    
    
    $
    1,406
    
    
    $
    3,703
    
    
    $
    1,978
 Rental Operations Expense.
  Real Estate Tax Expense.
  34




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##### Table of Contents



Depreciation and Amortization Expense.
 General and Administrative Expenses.
 Equity in Net Loss of Unconsolidated Partnerships.
 Interest Expense.
  Gain/(Loss) on Derivative Instruments.
 Gain on Extinguishment of Debt.
  35




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##### Table of Contents



Noncontrolling
Interests.
 Cash Flows
 Comparison of the Nine Months Ended September 30, 2009 to the Nine Months Ended September 30, 2008
 2009
    
    
    2008
    
    
    Change(Revised)(In thousands)Net cash provided by operating activities
    
    $
    114,671
    
    
    $
    82,682
    
    
    $
    31,989Net cash used in investing activities
    
    
    (114,221
    )
    
    
    (183,240
    )
    
    
    69,019Net cash provided by financing activities
    
    
    8,407
    
    
    
    110,530
    
    
    
    (102,123
    )Ending cash and cash equivalents balance
    
    
    30,279
    
    
    
    23,451
    
    
    
    6,828
    Funds from Operations
   36




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Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008
    
    

    2009
    
    
    2008(Revised)
    
    
    
    
    
    (Revised)Net income available to common stockholders
    
    $
    4,062
    
    
    $
    12,436
    
    
    $
    41,282
    
    
    $
    38,471Adjustments:Noncontrolling interests in operating partnership
    
    
    122
    
    
    
    559
    
    
    
    1,502
    
    
    
    1,767Depreciation and amortization  unconsolidated partnerships
    
    
    662
    
    
    
    524
    
    
    
    1,986
    
    
    
    1,425Depreciation and amortization  consolidated entities
    
    
    30,953
    
    
    
    21,506
    
    
    
    82,767
    
    
    
    58,525Depreciation and amortization  allocable to
noncontrolling interest of consolidated joint ventures
    
    
    (20
    )
    
    
    (8
    )
    
    
    (58
    )
    
    
    (25
    )Funds from operations available to common shares and Units
    
    $
    35,779
    
    
    $
    35,017
    
    
    $
    127,479
    
    
    $
    100,163Funds from operations per share  diluted
    
    $
    0.35
    
    
    $
    0.47
    
    
    $
    1.37
    
    
    $
    1.38Weighted-average common shares and Units outstanding  diluted
    
    
    101,289,458
    
    
    
    75,223,818
    
    
    
    92,863,088
    
    
    
    72,696,043
 Liquidity and Capital Resources
   2009
    
    
    2010
    
    
    2011
    
    
    2012
    
    
    2013
    
    
    Thereafter
    
    
    TotalFixed-rate mortgages
    
    $
    1,772
    
    
    $
    7,404
    
    
    $
    29,915
    
    
    $
    45,414
    
    
    $
    25,941
    
    
    $
    553,810
    
    
    $
    664,256Unsecured line of credit
    
    
    
    
    
    
    
    
    
    
    321,124
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    321,124Secured term loan
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    250,000
    
    
    
    
    
    
    
    
    
    
    
    250,000Notes
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    107,420
    
    
    
    107,420Total consolidated
indebtedness
    
    
    1,772
    
    
    
    7,404
    
    
    
    351,039
    
    
    
    295,414
    
    
    
    25,941
    
    
    
    661,230
    
    
    
    1,342,800Secured acquisition and
interim loan facility
    
    
    
    
    
    
    
    
    
    
    40,650
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    40,650Secured construction loan
    
    
    
    
    
    
    35,961
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35,961McKellar Court
fixed-rate mortgage
    
    
    9
    
    
    
    2,142
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,151Total unconsolidated
indebtedness
    
    
    9
    
    
    
    38,103
    
    
    
    40,650
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    78,762Total indebtedness
    
    $
    1,781
    
    
    $
    45,507
    
    
    $
    391,689
    
    
    $
    295,414
    
    
    $
    25,941
    
    
    $
    661,230
    
    
    $
    1,421,562
   37




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38




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Aggregate PrincipalAmount orShares/Units at
    
    
    Dollar Value
    
    
    Percent of TotalSeptember 30, 2009
    
    
    Equivalent
    
    
    Capitalization(In thousands)Debt:Mortgage notes payable (1)
    
    
    
    
    
    $
    671,693
    
    
    
    22.6
    %Secured term loan
    
    
    
    
    
    
    250,000
    
    
    
    8.4
    %Exchangeable senior notes (2)
    
    
    
    
    
    
    103,524
    
    
    
    3.5
    %Unsecured line of credit
    
    
    
    
    
    
    321,124
    
    
    
    10.8
    %Total debt
    
    
    
    
    
    
    1,346,341
    
    
    
    45.3
    %Equity:Common shares outstanding (3)
    
    
    98,203,176
    
    
    
    1,355,204
    
    
    
    45.6
    %7.375% Series A Preferred shares outstanding (4)
    
    
    9,200,000
    
    
    
    230,000
    
    
    
    7.7
    %Operating partnership units outstanding (5)
    
    
    2,600,288
    
    
    
    35,884
    
    
    
    1.2
    %LTIP units outstanding (5)
    
    
    486,165
    
    
    
    6,709
    
    
    
    0.2
    %Total equity
    
    
    
    
    
    
    1,627,797
    
    
    
    54.7
    %Total capitalization
    
    
    
    
    
    $
    2,974,138
    
    
    
    100.0
    %
 
 (1)
    
    Amount includes debt premiums of $7.4 million recorded upon the assumption of the outstanding
indebtedness in connection with our purchase of the corresponding properties.(2)
    
    Amount includes a debt discount of $3.9 million.(3)
    
    Based on the market closing price of our common stock of $13.80 per share on the last trading
day of the quarter (September 30, 2009).(4)
    
    Based on the liquidation preference of $25.00 per share for our 7.375% Series A preferred
stock.(5)
    
    Our partnership and LTIP units are each individually convertible into one share of common
stock using the market closing price of our common stock of $13.80 per share on the last
trading day of the quarter (September 30, 2009).   Off-Balance Sheet Arrangements
    39




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Principal Amount (1)Ownership
    
    
    
    
    
    
    September 30,
    
    
    December 31,Name
    
    Percentage
    
    
    Interest Rate (2)
    
    
    2009
    
    
    2008
    
    
    Maturity DatePREI I and PREI II(3)
    
    
    20
    %
    
    
    3.74
    %
    
    $
    40,650
    
    
    $
    72,811
    
    
    February 10, 2011PREI I(4)
    
    
    20
    %
    
    
    4.05
    %
    
    
    35,961
    
    
    
    28,706
    
    
    August 13, 2010McKellar Court(5)
    
    
    21
    %
    
    
    4.63
    %
    
    
    2,151
    
    
    
    2,175
    
    
    January 1, 2010Total
    
    
    
    
    
    
    
    
    
    $
    78,762
    
    
    $
    103,692
 
 (1)
    
    Amount represents our proportionate share of the total outstanding indebtedness for each of
the unconsolidated partnerships.(2)
    
    Effective or weighted average interest rate of the outstanding indebtedness as of September
30, 2009.(3)
    
    Amount represents our proportionate share of the total draws outstanding under a secured
acquisition and interim loan facility, which bears interest at a LIBOR-indexed variable-rate.
The secured acquisition and interim loan facility was utilized by both PREI I LLC and PREI II
LLC to acquire a portfolio of properties (initial borrowings of approximately $427.0 million)
on April 4, 2007 (see Note 7 in the accompanying consolidated financial statements). On
February 11, 2009, our PREI joint ventures jointly refinanced the outstanding balance of the
secured acquisition and interim loan facility, or approximately $364.1 million, with the
proceeds of a new loan totaling $203.3 million and members capital contributions funding the
balance due. The new loan bears interest at a rate equal to, at the option of our PREI joint
ventures, either (a) reserve adjusted LIBOR plus 350 basis points or (b) the higher of (i) the
prime rate then in effect, (ii) the federal funds rate then in effect plus 50 basis points or
(iii) one-month LIBOR plus 450 basis points, and requires interest only monthly payments until
the maturity date, February 10, 2011.(4)
    
    Amount represents our proportionate share of a secured construction loan, which bears
interest at a LIBOR-indexed variable-rate. The secured construction loan was executed by a
wholly owned subsidiary of PREI I LLC in connection with the construction of the 650 East
Kendall Street property (initial borrowings of $84.0 million on February 13, 2008 were used in
part to repay a portion of the secured acquisition and interim loan facility). The remaining
balance is being utilized to fund construction costs at the property.(5)
    
    Amount represents our proportionate share of the principal balance outstanding on a mortgage
note payable, which is secured by the McKellar Court property (excluding $46,000 of
unamortized debt premium). Cash Distribution Policy
 i.e.
  40




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##### Table of Contents



Dividend
    
    
    DividendQuarter Ended
    
    Date Declared
    
    Date Paid
    
    per Common Share
    
    
    per Preferred ShareMarch 31, 2007
    
    March 15, 2007
    
    April 16, 2007
    
    $
    0.3100
    
    
    $
    0.45582June 30, 2007
    
    June 15, 2007
    
    July 16, 2007
    
    
    0.3100
    
    
    
    0.45582September 30, 2007
    
    September 14, 2007
    
    October 15, 2007
    
    
    0.3100
    
    
    
    0.46094December 31, 2007
    
    December 12, 2007
    
    January 15, 2008
    
    
    0.3100
    
    
    
    0.46094March 31, 2008
    
    March 14, 2008
    
    April 15, 2008
    
    
    0.3350
    
    
    
    0.46094June 30, 2008
    
    June 16, 2008
    
    July 15, 2008
    
    
    0.3350
    
    
    
    0.46094September 30, 2008
    
    September 15, 2008
    
    October 15, 2008
    
    
    0.3350
    
    
    
    0.46094December 31, 2008
    
    December 15, 2008
    
    January 15, 2009
    
    
    0.3350
    
    
    
    0.46094March 31, 2009
    
    March 16, 2009
    
    April 15, 2009
    
    
    0.3350
    
    
    
    0.46094June 30, 2009
    
    June 15, 2009
    
    July 15, 2009
    
    
    0.1100
    
    
    
    0.46094September 30, 2009
    
    September 15, 2009
    
    October 15, 2009
    
    
    0.1100
    
    
    
    0.46094
 Inflation
   
 ITEM 3.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   Effective InterestPercent of
    
    
    Rate atPrincipal Balance(1)
    
    
    Total Debt
    
    
    September 30, 2009Fixed interest rate (2)
    
    $
    775,217
    
    
    
    57.6
    %
    
    
    6.76
    %Variable interest rate (3)
    
    
    571,124
    
    
    
    42.4
    %
    
    
    4.47
    %Total/effective interest rate
    
    $
    1,346,341
    
    
    
    100.0
    %
    
    
    5.80
    %
 
 (1)
    
    Principal balance includes only consolidated indebtedness.  41




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##### Table of Contents



(2)
    
    Includes 12 mortgage notes payable secured by certain of our properties (including $7.4
million of unamortized premium) and our exchangeable senior notes (including $3.9 million of
unamortized debt discount).(3)
    
    Includes our unsecured line of credit and secured term loan, which bear interest based on a
LIBOR-indexed variable interest rate, plus a credit spread. However, we are party to two
interest rate swaps, which were intended to have the effect of initially fixing the interest
rates on $150.0 million of our variable-rate borrowings at 5.8% (based on the applicable
credit spreads for the underlying debt at September 30, 2009) until the interest rate swaps
expire in August 2011. We have also entered into an interest rate swap agreement that is
intended to fix the interest rate on the entire $250.0 million outstanding balance of the
secured term loan at a rate of 5.8% (including the credit spread for the $250.0 million
secured term loan at September 30, 2009) until the interest rate swap expires in 2010.    
 ITEM 4.
    
    CONTROLS AND PROCEDURES
    42




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##### Table of Contents



PART II  OTHER INFORMATION
 
 ITEM 1.
    
    LEGAL PROCEEDINGS
  
 ITEM 1A.
    
    RISK FACTORS
  
 ITEM 2.
    
    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
  
 ITEM 3.
    
    DEFAULTS UPON SENIOR SECURITIES
  
 ITEM 4.
    
    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
  
 ITEM 5.
    
    OTHER INFORMATION
   43




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##### Table of Contents



ITEM 6.
    
    EXHIBITS
 ExhibitNumber
    
    Description of Exhibit31.1
    
    
    Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    
    Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
    
    
    Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
  44




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##### Table of Contents



SIGNATURES
  BioMed Realty Trust, Inc./s/ ALAN D. GOLDAlan D. GoldChairman of the Board and Chief Executive Officer
(Principal Executive Officer)/s/ KENT GRIFFINKent GriffinPresident, Chief Operating Officer and Chief Financial Officer
(Principal Financial Officer)   45




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##### Table of Contents



EXHIBIT INDEX
 ExhibitNumber
    
    Description of Exhibit31.1
    
    
    Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.31.2
    
    
    Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.32.1
    
    
    Certifications of Chief Executive Officer and Chief Financial Officer pursuant to 18 U.S.C.
Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
  46