Empire State Realty Trust, Inc. - FORM 8-K - EX-99.2

Attached files

file	filename
EX-99.1 - EX-99.1 - Empire State Realty Trust, Inc.	d66804dex991.htm
8-K - FORM 8-K - Empire State Realty Trust, Inc.	d66804d8k.htm

Exhibit 99.2

LOGO

EMPIRE STATE REALTY TRUST
Supplement Operating
and Financial Data
September 30,2020


		Third Quarter 2020


*Table of Contents*	*Page*
*Summary*
Company Profile		3
Financial Highlights		4
*Selected Property Data*
Property Summary Net Operating Income		5
Net Operating Income and Initial Free Rent Burn-Off		6
Leasing Activity		7
Portfolio Expirations and Vacates Summary		9
Property Detail		10
Tenant Lease Expirations		11
Largest Tenants and Portfolio Tenant Diversification by Industry		14
Capital Expenditures and Redevelopment Program		15
Observatory Summary		16
*Financial information*
Condensed Consolidated Balance Sheets		17
Condensed Consolidated Statements of Operations		18
Core FFO, Modified FFO, FFO, FAD and EBITDA		19
Consolidated Debt Analysis
Debt Summary		20
Debt Detail		21
Debt Maturities		22
Ground Leases		22
Supplemental Definitions		23

Forward-looking Statements

This presentation includes “forward looking statements” within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or the negative of these words and phrases or similar words or phrases.

The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: (i) economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including (a) the effectiveness or lack of effectiveness of governmental relief in providing assistance to businesses that have suffered significant declines in revenues as a result of mandatory business shut-downs, “shelter-in-place” or “stay-at-home” orders and social distancing practices, as well as individuals adversely impacted by the COVID-19 pandemic, (b) the duration of any such orders or other formal recommendations for social distancing and the speed and extent to which revenues of the Company’s tenants, particularly retail, and the Observatory recover following the lifting of any such orders or recommendations, (c) the potential impact of any such events on the obligations of the Company’s tenants to make rent and other payments or honor other commitments, including such tenants’ ability to pay rent following the termination of temporary governmental assistance and benefits programs, (d) government moratoriums and/or limits (including temporary closure of certain court systems) which directly or indirectly abridge the enforcement of lease obligations and related guarantees, (e) the potential impact on the Company’s human capital management, including restrained productivity associated with work-from-home and risks associated with employees returning to the office, (f) international and national disruption of travel and tourism with a resulting decline in Observatory visitors, and (g) macroeconomic conditions, such as a disruption of, or lack of access to, the capital markets, and general volatility adversely impacting the market price of the Company’s Class A common stock and publicly-traded partnership units of the Operating Partnership; (ii) resolution of legal proceedings involving the Company; (iii) reduced demand for office or retail space, including as a result of the COVID-19 pandemic; (iv) changes in our business strategy; (v) changes in technology and market competition that affect utilization of our office, retail, broadcast or other facilities; (vi) changes in domestic or international tourism, including due to health crises such as the COVID-19 pandemic, geopolitical events and/or currency exchange rates, which may cause a decline in Observatory visitors; (vii) defaults on, early terminations of, or non-renewal of, leases by tenants; (viii) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (ix) declining real estate valuations and impairment charges; (x) termination or expiration of our ground leases; (xi) changes in our ability to pay down, refinance, restructure or extend our indebtedness as it becomes due and potential limitations on our ability to borrow additional funds in compliance with drawdown conditions and financial covenants; (xii) decreased rental rates or increased vacancy rates; (xiii) our failure to redevelop and reposition properties, or to execute any newly planned capital project successfully or on the anticipated timeline or at the anticipated costs; (xiv) difficulties in identifying properties to acquire and completing acquisitions; (xv) risks related to our development projects (including our Metro Tower development site) and capital projects, including the cost of construction delays and cost overruns; (xvi) impact of changes in governmental regulations, tax laws and rates and similar matters; (xvii) our failure to qualify as a REIT; and (xviii) environmental uncertainties and risks related to adverse weather conditions, rising sea levels and natural disasters. For a further discussion of these and other factors that could impact the Company’s future results, performance or transactions, see the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission.

While forward-looking statements reflect the Company’s good faith beliefs, they are not guarantees of future performance. The Company disclaims any obligation to update or revise publicly any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events, or other changes after the date of this press release, except as required by applicable law. Prospective investors should not place undue reliance on any forward-looking statements, which are based only on information currently available to the Company (or to third parties making the forward-looking statements).

Page 2


		Third Quarter 2020

COMPANY PROFILE

Empire State Realty Trust, Inc., or the Company, is a leading real estate investment trust (REIT) that owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the world’s most famous building.

BOARD OF DIRECTORS


Anthony E. Malkin		Chairman, President and Chief Executive Officer
Leslie D. Biddle		Director, Chair of the Compensation Committee
Thomas J. DeRosa		Director
Steven J. Gilbert		Director, Lead Independent Director
S. Michael Giliberto		Director, Chair of Audit Committee and Finance Committee
Patricia S. Han		Director
R. Paige Hood		Director
James D. Robinson IV		Director, Chair of Nominating/Corporate Governance Committee

EXECUTIVE MANAGEMENT


Anthony E. Malkin		Chairman, President and Chief Executive Officer
Christina Chiu		Executive Vice President and Chief Financial Officer
Thomas P. Durels		Executive Vice President, Real Estate
Thomas N. Keltner, Jr.		Executive Vice President, General Counsel and Secretary

COMPANY INFORMATION


Corporate Headquarters	Investor Relations	New York Stock Exchange
111 West 33rd Street, 12th Floor	Greg Faje	Trading Symbol: ESRT
New York, NY 10120	IR@empirestaterealtytrust.com
www.empirestaterealtytrust.com
(212) 687-8700

RESEARCH COVERAGE


Bank of America Merrill Lynch	James Feldman	(646) 855-5808	james.feldman@baml.com
BMO Capital Markets Corp.	John Kim	(212) 885-4115	jp.kim@bmo.com
BTIG	Thomas Catherwood	(212) 738-6140	tcatherwood@btig.com
Citi	Michael Bilerman	(212) 816-1383	michael.bilerman@citi.com
	Emmanuel Korchman	(212) 816-1382	emmanuel.korchman@citi.com
Evercore ISI	Steve Sakwa	(212) 446-9462	steve.sakwa@evercoreisi.com
Green Street Advisors	Daniel Ismail	(949) 640-8780	dismail@greenstreetadvisors.com
Goldman Sachs	Richard Skidmore	(801) 741-5459	richard.skidmore@gs.com
KeyBanc Capital Markets	Jordan Sadler	(917) 368-2280	jsadler@key.com
	Craig Mailman	(917) 368-2316	cmailman@key.com
Wells Fargo Securities, LLC	Blaine Heck	(443) 263-6529	blaine.heck@wellsfargo.com

Page 3

Third Quarter 2020

Financial Highlights

(unaudited and dollars in thousands, except per share amounts)


	Three Months Ended
Selected Items:	September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019			September 30, 2019
Revenue	$	146,575		$	141,030		$	170,224		$	194,933		$	192,873
Net income (loss)	$	(12,269	)	$	(19,618	)	$	8,288		$	28,720		$	26,784
Cash net operating income ⁽¹⁾	$	73,037		$	78,368		$	81,528		$	103,992		$	98,757
Core funds from operations (“Core FFO”) ⁽¹⁾	$	34,896		$	39,498		$	53,712		$	74,935		$	71,810
Core funds available for distribution (“Core FAD”) ⁽¹⁾	$	24,083		$	37,786		$	37,738		$	41,903		$	54,650
Core FFO per share—diluted	$	0.12		$	0.14		$	0.18		$	0.25		$	0.24
Diluted weighted average shares		280,940,000			283,384,000			292,645,000			296,852,000			298,151,000
Dividends declared and paid per share	$	—		$	0.105		$	0.105		$	0.105		$	0.105
Portfolio Statistics:
Number of properties		20			20			20			20			20
Total rentable square footage		10,136,793			10,132,492			10,135,413			10,138,057			10,134,495
Percent occupied ⁽²⁾		85.9	%		85.6	%		88.7	%		88.6	%		89.4	%
Percent leased ⁽³⁾		89.7	%		89.6	%		91.1	%		91.2	%		91.7	%
Observatory Metrics:
Number of visitors ⁽⁴⁾		30,000			—			422,000			894,000			1,042,000
Change in visitors year over year		(97.1	%)		N/A			(29.8	%)		(5.5	%)		(10.7	%)
Observatory revenues ⁽⁵⁾	$	4,419		$	86		$	19,544		$	37,730		$	37,575
Change in revenues year over year		(88.2	%)		N/A			(5.0	%)		9.2	%		(6.6	%)
Ratios:
Debt to Total Market Capitalization ⁽⁶⁾		51.6	%		54.3	%		47.8	%		28.2	%		27.7	%
Net Debt to Total Market Capitalization ⁽⁶⁾		46.3	%		43.7	%		35.5	%		25.2	%		24.1	%
Debt and Perpetual Preferred Units to Total Market Capitalization ⁽⁶⁾		53.9	%		56.2	%		49.5	%		29.7	%		28.2	%
Net Debt and Perpetual Preferred Units to Total Market Capitalization ⁽⁶⁾		48.9	%		46.1	%		37.6	%		26.8	%		24.5	%
Debt to Adjusted EBITDA ⁽⁷⁾		6.9x			7.9x			7.3x			4.8x			4.6x
Net Debt to Adjusted EBITDA ⁽⁷⁾		5.6x			5.2x			4.4x			4.1x			3.8x
Interest Coverage Ratio		2.9x			2.6x			4.3x			5.0x			4.8x
Core FFO Payout Ratio ⁽⁸⁾		0	%		83	%		61	%		43	%		45	%
Core FAD Payout Ratio ⁽⁹⁾		0	%		86	%		87	%		76	%		59	%
Class A common stock price at quarter end	$	6.12		$	7.00		$	8.96		$	13.96		$	14.27
Average closing price	$	6.49		$	7.72		$	12.24		$	14.04		$	14.12
Dividends per share—annualized	$	—		$	0.42		$	0.42		$	0.42		$	0.42
Dividend yield ⁽¹⁰⁾		0.0	%		6.0	%		4.7	%		3.0	%		2.9	%
Series 2013 Private Perpetual Preferred Units outstanding ($16.62 liquidation value)		1,560,360			1,560,360			1,560,360			1,560,360			1,560,360
Series 2019 Private Perpetual Preferred Units outstanding ($13.52 liquidation value)		4,664,038			4,664,038			4,664,038			4,610,383			—
Class A common stock		171,981,257			172,332,358			176,112,860			180,877,597			179,131,090
Class B common stock		1,010,832			1,014,221			1,015,149			1,016,799			1,018,463
Operating partnership units		115,383,860			117,475,995			120,548,216			117,757,653			124,107,019

Total common stock and operating partnership units outstanding ⁽¹¹⁾		288,375,949			290,822,574			297,676,225			299,652,049			304,256,572

Notes:

(1)	Represents non-GAAP financial measures. For a discussion on what these metrics represent and why the Company presents them, see page 23 and for a reconciliation of these metrics to net income, see pages 5 and 19.

(2)	Based on leases signed and commenced as of end of period.

(3)	Represents occupancy and includes signed leases not commenced.

(4)	Reflects the number of visitors who pass through the turnstile, excluding visitors who make a second visit on the same ticket at no additional charge.

(5)	Observatory revenues include the fixed license fee received from WDFG North America, the Observatory gift shop operator. See page 16.

(6)

Market capitalization represents the sum of (i) Company’s common stock per share price as of September 30, 2020 multiplied by the total outstanding number of shares of common stock and operating partnership units as of September 30, 2020; (ii) the number of Series 2014 perpetual preferred units at September 30, 2020 multiplied by $16.62, (iii) the number of Series 2019 perpetual preferred units at September 30, 2020 multiplied by $13.52, and (iv) our outstanding indebtedness as of September 30, 2020.

(7)	Calculated based on trailing 12 months Adjusted EBITDA.

(8)	Represents the amount of Core FFO paid out in distributions.

(9)	Represents the amount of Core FAD paid out in distributions.

(10)	Based on the closing price per share of Class A common stock on September 30, 2020.

(11)

As of September 30, 2020, the Company has had conversions from operating partnership units and Class B common shares to Class A common shares totaling 59.0 million shares or approximately $361 million at a closing share price of $6.12. This represents a 72% increase in the number of Class A shares since the IPO.

Page 4

Third Quarter 2020

Property Summary - Same Store Net Operating Income (“NOI”) by Quarter

(unaudited and dollars in thousands)


	Three Months Ended
	September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019			September 30, 2019
Same Store Total Portfolio
Revenues	$	140,698		$	139,610		$	150,123		$	155,664		$	152,633
Operating expenses		(67,363	)		(61,661	)		(73,053	)		(76,051	)		(79,824	)

Same store property NOI		73,335			77,949			77,070			79,613			72,809
Straight-line rent		(395	)		2,710			(8,193	)		(6,276	)		(5,174	)
Above/below-market rent revenue amortization		(679	)		(1,366	)		(908	)		(1,530	)		(1,682	)
Below-market ground lease amortization		1,957			1,958			1,958			1,958			1,957

Total same store property cash NOI—excluding lease termination fees	$	74,218		$	81,251		$	69,927		$	73,765		$	67,910

Percent increase over prior year		9.3	%		18.0	%		4.8	%		6.9	%		2.0	%

Property cash NOI	$	74,218		$	81,251		$	69,927		$	73,765		$	67,910
Observatory cash NOI		(1,512	)		(3,916	)		11,390			28,987			28,486
Lease termination fees		331			1,033			211			1,240			2,361

Total portfolio same store cash NOI	$	73,037		$	78,368		$	81,528		$	103,992		$	98,757

Same Store Manhattan Office Portfolio ⁽¹⁾
Revenues	$	121,348		$	119,445		$	128,909		$	132,672		$	130,214
Operating expenses		(57,642	)		(52,619	)		(62,670	)		(65,509	)		(68,516	)

Same store property NOI		63,706			66,826			66,239			67,163			61,698
Straight-line rent		(380	)		1,774			(8,338	)		(6,705	)		(5,319	)
Above/below-market rent revenue amortization		(679	)		(1,366	)		(908	)		(1,530	)		(1,682	)
Below-market ground lease amortization		1,957			1,958			1,958			1,958			1,957

Total same store property cash NOI—excluding lease termination fees		64,604			69,192			58,951			60,886			56,654
Lease termination fees		282			863			159			995			835

Total same store property cash NOI	$	64,886		$	70,055		$	59,110		$	61,881		$	57,489

Same Store Greater New York Metropolitan Area Office Portfolio
Revenues	$	15,930		$	16,529		$	16,915		$	18,771		$	18,137
Operating expenses		(7,870	)		(7,230	)		(8,479	)		(8,663	)		(9,373	)

Same store property NOI		8,060			9,299			8,436			10,108			8,764
Straight-line rent		23			331			12			285			(42	)
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—

Total same store property cash NOI—excluding lease termination fees		8,083			9,630			8,448			10,393			8,722
Lease termination fees		49			170			52			245			710

Total same store property cash NOI	$	8,132		$	9,800		$	8,500		$	10,638		$	9,432

Same Store Standalone Retail Portfolio
Revenues	$	3,420		$	3,636		$	4,299		$	4,221		$	4,282
Operating expenses		(1,851	)		(1,812	)		(1,904	)		(1,879	)		(1,935	)

Same store property NOI		1,569			1,824			2,395			2,342			2,347
Straight-line rent		(38	)		605			133			144			187
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—

Total same store property cash NOI—excluding lease termination fees		1,531			2,429			2,528			2,486			2,534
Lease termination fees		—			—			—			—			816

Total same store property cash NOI	$	1,531		$	2,429		$	2,528		$	2,486		$	3,350

Note:

(1)	Includes 506,452 rentable square feet of retail space in the Company’s nine Manhattan office properties.

Page 5

Third Quarter 2020

Net Operating Income (“NOI”), Initial Free Rent Burn-Off and Signed Leases Not Commenced

(unaudited and dollars in thousands)


	Three Months Ended
Reconciliation of Net Income to NOI and Cash NOI	September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019			September 30, 2019
Net income (loss)	$	(12,269	)	$	(19,618	)	$	8,288		$	28,720		$	26,784
Add:
General and administrative expenses		14,517			18,149			15,951			16,618			14,421
Depreciation and amortization		44,733			52,783			46,093			46,409			44,260
Interest expense		23,360			23,928			19,704			18,534			19,426
Income tax expense (benefit)		38			(2,450	)		(382	)		1,210			1,338
Impairment charges		1,259			4,101			—			—			—
IPO litigation expense		1,165			—			—			—			—
Less:
Third-party management and other fees		(283	)		(301	)		(346	)		(299	)		(304	)
Interest income		(366	)		(1,526	)		(637	)		(1,352	)		(2,269	)

Net operating income		72,154			75,066			88,671			109,840			103,656
Straight-line rent		(395	)		2,710			(8,193	)		(6,276	)		(5,174	)
Above/below-market rent revenue amortization		(679	)		(1,366	)		(908	)		(1,530	)		(1,682	)
Below-market ground lease amortization		1,957			1,958			1,958			1,958			1,957

Total cash NOI—including Observatory and lease termination income		73,037			78,368			81,528			103,992			98,757
Less: Observatory NOI		1,512			3,916			(11,390	)		(28,987	)		(28,486	)
Less: Lease termination income		(331	)		(1,033	)		(211	)		(1,240	)		(2,361	)

Total property cash NOI—excluding Observatory and lease termination income	$	74,218		$	81,251		$	69,927		$	73,765		$	67,910

Burn-off of Free Rent and Signed Leases Not Commenced


	Incremental Annual Revenue		Base Cash Rent Contributing to Cash NOI in the Following Years
Total Portfolio	Incremental Annual Revenue		2020		2021		2022		2023
Commenced leases in free rent period	$	7,351	$	406	$	5,955	$	7,351	$	7,351
Signed leases not commenced		28,590		132		5,645		20,912		25,382

Total	$	35,941	$	538	$	11,600	$	28,263	$	32,733

Commenced leases in free rent period


	Square Feet		Cash Rent Date		Incremental Annual Revenue		Base Cash Rent Contributing to Cash NOI in the Following Years
	Square Feet		Cash Rent Date		Incremental Annual Revenue		2020			2021		2022		2023
Fourth quarter 2020 - 12 leases		78,302		Oct. 2020 - Dec. 2020	$	2,921	$	406	⁽¹⁾	$	2,921	$	2,921	$	2,921
First quarter 2021 - 8 leases		58,626		Jan. 2021 - Mar. 2021		1,928		—			1,736		1,928		1,928
Second quarter 2021 - 4 leases		41,495		Apr. 2021 - June 2021		2,502		—			1,298		2,502		2,502

					$	7,351	$	406		$	5,955	$	7,351	$	7,351

Signed leases not commenced (“SLNC”)


	Square		Expected Base Rent Commencement		Incremental Annual		Base Cash Rent Contributing to Cash NOI in the Following Years
Tenant	Feet		GAAP	Cash	Revenue ⁽²⁾		2020		2021		2022		2023
Winged Keel Group, Inc.		12,724	Jan. 2021	Mar. 2022	$	920	$	—	$	—	$	761	$	920
Uber Technologies, Inc.		32,927	Jan. 2021	May 2021		2,300		—		1,530		2,300		2,300
Concord Music Group, Inc.		46,329	Jan. 2021	Nov. 2021		2,870		—		396		2,870		2,870
Sanne Group U.S. LLC		20,865	Jul. 2021	Jul. 2021		1,380		—		670		1,380		1,380
Berkley Insurance Company		63,173	Sept. 2021	Apr. 2023		2,870		—		—		—		2,143
Starbucks Corporation		22,916	Feb. 2022	Feb. 2022		900		—		—		820		900
LinkedIn Corporation:
LinkedIn Corporation		52,939	May 2021	Jan. 2022		3,870		—		216		3,870		3,870
LinkedIn Corporation		52,666	Nov. 2021	Nov. 2021		3,840		—		630		3,840		3,840
LinkedIn Corporation		52,574	Jul. 2022	Jul. 2022		3,840		—		—		1,908		3,840
LinkedIn Corporation		30,283	Dec. 2022	Oct. 2023		670		—		—		—		165
Target		32,579	June 2024	Oct. 2024		1,970		—		—		—		—
Other SLNC		39,423	Oct. 2020 - May 2021	Oct. 2020 - Oct. 2021		3,160		132		2,203		3,163		3,154

Total		459,398			$	28,590	$	132	$	5,645	$	20,912	$	25,382

Notes:

(1)	As an example, the 2020 amount represents cash revenue contributing from the cash rent commencement date of October 2020 through December 2020. The full annual amount is realized in 2021.

(2)	Reflects new annual rent less annual rent from existing tenant in the space.

Page 6

Third Quarter 2020

Property Summary - Leasing Activity by Quarter

(unaudited)


	Three Months Ended
	September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019			September 30, 2019
Total Portfolio
Total leases executed		18			19			35			47			25
Weighted average lease term		8.1 years			6.1 years			6.8 years			8.6 years			10.7 years
Average free rent period		5.9 months			4.4 months			4.1 months			5.3 months			6.9 months
Office
Total square footage executed		242,323			99,229			117,481			313,027			374,256
Average cash rent psf—leases executed	$	50.98		$	52.82		$	57.29		$	59.74		$	62.83
Previously escalated cash rents psf	$	53.74		$	51.40		$	52.43		$	54.02		$	51.10
Percentage of new cash rent over previously escalated rents		(5.1	%)		2.8	%		9.3	%		10.6	%		23.0	%
Retail
Total square footage executed		5,126			14,202			31,662			32,579			14,430
Average cash rent psf—leases executed	$	53.68		$	145.58		$	101.03		$	122.78		$	141.68
Previously escalated cash rents psf	$	55.15		$	158.58		$	108.81		$	60.79		$	104.66
Percentage of new cash rent over previously escalated rents		(2.7	%)		(8.2	%)		(7.1	%)		102.0	%		35.4	%
Total Portfolio
Total square footage executed		247,449			113,431			149,143			345,606			388,686
Average cash rent psf—leases executed	$	51.04		$	64.43		$	66.58		$	65.68		$	65.76
Previously escalated cash rents psf	$	53.77		$	64.82		$	64.40		$	54.66		$	53.09
Percentage of new cash rent over previously escalated rents		(5.1	%)		-0.6	%		3.4	%		20.2	%		23.9	%
Leasing commission costs per square foot	$	7.31		$	13.52		$	20.19		$	19.84		$	23.75
Tenant improvement costs per square foot		41.78			21.68			100.79			55.65			65.59

Total LC and TI per square foot ⁽²⁾	$	49.09		$	35.20		$	120.98		$	75.49		$	89.34

Occupancy		85.9	%		85.6	%		88.7	%		88.6	%		89.4	%
Manhattan Office Portfolio ⁽¹⁾
Total leases executed		9			13			26			36			18
Office—New Leases
Total square footage executed		130,783			24,859			63,153			170,247			266,769
Average cash rent psf—leases executed	$	51.93		$	66.94		$	62.78		$	64.82		$	71.36
Previously escalated cash rents psf	$	48.56		$	61.55		$	52.56		$	52.12		$	53.83
Percentage of new cash rent over previously escalated rents		6.9	%		8.7	%		19.4	%		24.4	%		32.6	%
Office—Renewal Leases
Total square footage executed		6,049			27,123			30,712			54,345			18,826
Average cash rent psf—leases executed	$	50.48		$	58.35		$	60.20		$	66.62		$	53.83
Previously escalated cash rents psf	$	60.61		$	58.39		$	60.02		$	66.27		$	53.64
Percentage of new cash rent over previously escalated rents		(16.7	%)		(0.1	%)		0.3	%		0.5	%		0.4	%
Retail—New and Renewal Leases
Total square footage executed		5,126			10,702			26,432			—			14,430
Average cash rent psf—leases executed	$	53.68		$	149.50		$	76.73		$	—		$	141.68
Previously escalated cash rents psf	$	55.15		$	150.16		$	103.75		$	—		$	104.66
Percentage of new cash rent over previously escalated rents		(2.7	%)		(0.4	%)		(26.0	%)		0.0	%		35.4	%
Total Manhattan Office Portfolio
Total square footage executed		141,958			62,684			120,297			224,592			300,025
Average cash rent psf—leases executed	$	51.93		$	77.32		$	65.19		$	65.26		$	73.64
Previously escalated cash rents psf	$	49.31		$	75.31		$	65.71		$	55.54		$	56.26
Percentage of new cash rent over previously escalated rents		5.3	%		2.7	%		-0.8	%		17.5	%		30.9	%
Leasing commission costs per square foot	$	3.80		$	19.84		$	20.57		$	19.81		$	28.93
Tenant improvement costs per square foot		17.36			39.23			107.77			70.39			78.31

Total LC and TI per square foot ⁽²⁾	$	21.16		$	59.07		$	128.34		$	90.20		$	107.24

Occupancy		86.9	%		86.8	%		89.8	%		89.7	%		89.6	%

Page 7

Third Quarter 2020

Property Summary - Leasing Activity by Quarter - (Continued)

(unaudited)


	Three Months Ended
	September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019			September 30, 2019
Greater New York Metropolitan Area Office Portfolio
Total leases executed		9			5			7			10			7
Total square footage executed		105,491			47,247			23,616			88,435			88,661
Average cash rent psf—leases executed	$	49.84		$	42.21		$	38.85		$	45.73		$	39.08
Previously escalated cash rents psf	$	59.77		$	42.04		$	42.23		$	50.15		$	42.36
Percentage of new cash rent over previously escalated rents		(16.6	%)		0.4	%		(8.0	%)		(8.8	%)		(7.7	%)
Leasing commission costs per square foot	$	12.02		$	5.78		$	7.34		$	8.00		$	6.22
Tenant improvement costs per square foot		74.65			—			51.56			26.02			22.53

Total LC and TI per square foot ⁽²⁾	$	86.67		$	5.78		$	58.90		$	34.02		$	28.75

Occupancy		80.1	%		79.1	%		83.0	%		83.0	%		88.0	%
Standalone Retail Portfolio
Total leases executed		—			1			2			1			—
Total square footage executed		—			3,500			5,230			32,579			—
Average cash rent psf—leases executed	$	—		$	133.59		$	223.86		$	122.78		$	—
Previously escalated cash rents psf	$	—		$	184.31		$	134.41		$	60.79		$	—
Percentage of new cash rent over previously escalated rents		0.0	%		(27.5	%)		66.5	%		102.0	%		0.0	%
Leasing commission costs per square foot	$	—		$	4.71		$	69.53		$	52.21		$	—
Tenant improvement costs per square foot		—			—			162.60			34.47			—

Total LC and TI per square foot ⁽²⁾	$	—		$	4.71		$	232.13		$	86.68		$	—

Occupancy		95.2	%		95.2	%		95.2	%		93.7	%		93.7	%

Notes:

(1)	Includes 506,453 rentable square feet of retail space in the Company’s nine Manhattan office properties.

(2)	Presents all tenant improvement and leasing commission costs as if they were incurred in the period in which the lease was signed, which may be different than the period in which they were actually paid.

Page 8

Third Quarter 2020

Total Portfolio Expirations and Vacates Summary

(unaudited and in square feet)


	Actual			Forecast ⁽¹⁾			Forecast ⁽¹⁾
	Three Months Ended						Three Months Ended
	September 30, 2020			December 31, 2020			March 31, 2021		June 30, 2021			September 30, 2021		December 31, 2021		Full Year 2021
Total Portfolio ⁽²⁾
Total expirations		151,647			186,324			90,597		168,001			170,439		198,238		627,275
Less: broadcasting		(906	)		(1,659	)		—		(1,049	)		—		—		(1,049	)

Office and retail expirations		150,741			184,665			90,597		166,952			170,439		198,238		626,226

Renewal & relocations ⁽³⁾		23,492			64,001			33,623		16,652			95,694		22,436		168,405
Short-term renewals ⁽⁴⁾		—			—			—		—			—		—		—
New leases ⁽⁵⁾		7,823			9,030			5,309		—			—		11,254		16,563
Tenant vacates ⁽⁶⁾		112,393			86,607			39,014		88,565			33,060		132,715		293,354
Intentional vacates ⁽⁷⁾		7,033			18,272			—		5,926			—		—		5,926
Holdover ⁽⁸⁾		—			—			—		—			—		—		—
Unknown ⁽⁹⁾		—			7,055			12,651		55,809			41,685		31,833		141,978

Total Portfolio expirations and vacates		150,741			184,965			90,597		166,952			170,439		198,238		626,226

Manhattan Office Portfolio
Total expirations		136,248			135,089			45,272		133,243			100,516		123,496		402,527
Less: broadcasting		(906	)		(1,659	)		—		(1,049	)		—		—		(1,049	)

Office expirations		135,342			133,430			45,272		132,194			100,516		123,496		401,478

Renewal & relocations ⁽³⁾		13,235			49,335			5,441		10,765			57,986		2,484		76,676
Short-term renewals ⁽⁴⁾		—			—			—		—			—		—		—
New leases ⁽⁵⁾		7,823			9,030			5,309		—			—		11,254		16,563
Tenant vacates ⁽⁶⁾		107,251			64,001			24,576		88,565			23,274		86,278		222,693
Intentional vacates ⁽⁷⁾		7,033			4,009			—		5,926			—		—		5,926
Holdover ⁽⁸⁾		—			—			—		—			—		—		—
Unknown ⁽⁹⁾		—			7,055			9,946		26,938			19,256		23,480		79,620

Total expirations and vacates		135,342			133,430			45,272		132,194			100,516		123,496		401,478

Greater New York Metropolitan Area Office Portfolio
Office expirations		15,399			31,099			32,007		31,767			63,354		74,742		201,870

Renewal & relocations ⁽³⁾		10,257			9,561			23,428		2,896			31,139		19,952		77,415
Short-term renewals ⁽⁴⁾		—			—			—		—			—		—		—
New leases ⁽⁵⁾		—			—			—		—			—		—		—
Tenant vacates ⁽⁶⁾		5,142			14,712			6,039		—			9,786		46,437		62,262
Intentional vacates ⁽⁷⁾		—			6,826			—		—			—		—		—
Holdover ⁽⁸⁾		—			—			—		—			—		—		—
Unknown ⁽⁹⁾		—			—			2,540		28,871			22,429		8,353		62,193

Total expirations and vacates		15,399			31,099			32,007		31,767			63,354		74,742		201,870

Retail Portfolio
Retail expirations		—			20,436			13,318		2,991			6,569		—		22,878

Renewal & relocations ⁽³⁾		—			5,105			4,754		2,991			6,569		—		14,314
Short-term renewals ⁽⁴⁾		—			—			—		—			—		—		—
New leases ⁽⁵⁾		—			—			—		—			—		—		—
Tenant vacates ⁽⁶⁾		—			7,894			8,399		—			—		—		8,399
Intentional vacates ⁽⁷⁾		—			7,437			—		—			—		—		—
Holdover ⁽⁸⁾		—			—			—		—			—		—		—
Unknown ⁽⁹⁾		—			—			165		—			—		—		165

Total expirations and vacates		—			20,436			13,318		2,991			6,569		—		22,878

Notes:

(1)	These forecasts, which are subject to change, are based on management’s expectations, including, among other things, discussions with and other information provided by tenants as well as management’s analyses of past historical trends.

(2)	Any lease on month to month or short-term will re-appear in “Actual” in each period until tenant has vacated or renewed, and thus it would be double counted if periods were cumulated. “Forecast” avoids double counting.

(3)	For forecasted periods, “Renewals” assume tenants renew their existing leases in all or a portion of their current spaces, and “Relocations” assume tenants move within a building or within the Company’s portfolio.

(4)	Represents tenants which signed renewal leases for a term of less than six months and reappear in forecast periods in 2020.

(5)	For forecasted periods, “New Leases” represents leases that have been signed with a new tenant, a subtenant who signed a direct lease or a tenant who expanded. The lease commencement dates are provided on page 6. There may be downtime between the lease expiration and the new lease commencement.

(6)	For forecasted periods, “Tenant Vacates” assumes a tenant elects not to renew at the end of their existing lease or exercises an early termination option.

(7)	For forecasted periods, “Intentional Vacates” assumes the Company decides not to renew tenant at the end of their existing lease due to anticipated future redevelopment or for other reasons.This also may include early lease terminations.

(8)	Holdover represents a tenant that remains in its space, paying rent after the expiration of its lease, but is not anticipated to continue doing so on a monthly basis. These tenants may reappear in forecast periods in 2020.

(9)	For forecasted periods, “Unknown” represents tenants’ existing leases which do not fall into any of the above categories: Renewals & Relocations, New Leases, Tenant Vacates or Intentional Vacates and tenants’ whose intention is unknown.

Page 9

Third Quarter 2020

Property Detail

(unaudited)


									Annualized Rent
Property Name	Location or Sub-Market	Rentable Square Feet ⁽¹⁾		Percent Occupied ⁽²⁾			Annualized Rent ⁽³⁾		per Occupied Square Foot ⁽⁴⁾		Number of Leases ⁽⁵⁾
*Manhattan Office Properties—Office*
The Empire State Building ⁽⁶⁾	Penn Station -Times Sq. South		2,710,823		88.1	%	$	146,550,142	$	61.37		160
One Grand Central Place	Grand Central		1,247,532		84.9	%		63,054,451		59.57		173
1400 Broadway ⁽⁸⁾	Penn Station -Times Sq. South		916,834		89.7	%		45,082,860		54.85		25
111 West 33rd Street ⁽⁹⁾	Penn Station -Times Sq. South		641,034		97.5	%		38,724,599		61.99		23
250 West 57th Street	Columbus Circle - West Side		474,120		70.4	%		21,193,319		63.54		34
501 Seventh Avenue	Penn Station -Times Sq. South		461,871		80.8	%		18,646,773		49.95		24
1359 Broadway	Penn Station -Times Sq. South		455,910		94.1	%		24,014,932		55.96		31
1350 Broadway ⁽¹⁰⁾	Penn Station -Times Sq. South		372,955		84.6	%		19,058,090		60.42		53
1333 Broadway	Penn Station -Times Sq. South		295,530		81.9	%		13,615,249		56.25		10

*Manhattan Office Properties—Office*			7,576,609		86.9	%		389,940,413		59.20		533
*Manhattan Office Properties—Retail*
The Empire State Building ⁽⁷⁾	Penn Station -Times Sq. South		99,572		46.7	%		11,232,321		241.33		11
One Grand Central Place	Grand Central		68,733		100.0	%		8,660,502		126.00		14
1400 Broadway ⁽⁸⁾	Penn Station -Times Sq. South		20,176		77.2	%		2,077,405		133.41		7
112 West 34th Street ⁽⁹⁾	Penn Station -Times Sq. South		90,132		100.0	%		23,355,572		259.13		4
250 West 57th Street	Columbus Circle - West Side		67,927		100.0	%		10,385,951		152.90		8
501 Seventh Avenue	Penn Station -Times Sq. South		33,632		87.3	%		2,063,501		70.29		8
1359 Broadway	Penn Station -Times Sq. South		27,506		92.9	%		1,927,950		75.41		5
1350 Broadway ⁽¹⁰⁾	Penn Station -Times Sq. South		31,774		95.6	%		7,255,064		238.74		5
1333 Broadway	Penn Station -Times Sq. South		67,001		100.0	%		9,453,204		141.09		4

*Manhattan Office Properties—Retail*			506,453		87.1	%		76,411,470		173.18		66

*Sub-Total/Weighted Average Manhattan Office Properties—Office and Retail*			8,083,062		86.9	%		466,351,883		66.36		599

*Greater New York Metropolitan Area Office Properties*
First Stamford Place ⁽¹¹⁾	Stamford, CT		778,993		85.5	%		29,387,289		44.10		43
Metro Center	Stamford, CT		286,606		71.1	%		12,166,650		59.70		20
383 Main Avenue	Norwalk, CT		260,546		56.1	%		4,325,618		29.60		22
500 Mamaroneck Avenue	Harrison, NY		287,157		85.1	%		7,380,365		30.20		29
10 Bank Street	White Plains, NY		234,941		93.3	%		7,994,851		36.47		33

*Sub-Total/Weighted Average Greater New York Metropolitan Area Office Properties*			1,848,243		80.1	%		61,254,773		41.39		147

*Standalone Retail Properties*
10 Union Square	Union Square		57,984		94.7	%		6,671,112		121.51		11
1542 Third Avenue	Upper East Side		56,250		100.0	%		4,191,658		74.52		4
1010 Third Avenue	Upper East Side		44,662		100.0	%		3,634,510		81.38		2
77 West 55th Street	Midtown		25,388		100.0	%		2,822,154		111.16		3
69-97 Main Street	Westport, CT		16,874		59.7	%		1,116,593		110.83		3
103-107 Main Street	Westport, CT		4,330		100.0	%		775,702		179.15		1

*Sub-Total/Weighted Average Standalone Retail Properties*			205,488		95.2	%		19,211,729		98.22		24

*Portfolio Total*			10,136,793		85.9	%	$	546,818,385	$	62.83		770

*Total/Weighted Average Office Properties*			9,424,852		85.6	%	$	451,195,186	$	55.93		680
*Total/Weighted Average Retail Properties*			711,941		89.4	%		95,623,199		150.16		90

*Portfolio Total*			10,136,793		85.9	%	$	546,818,385	$	62.83		770

Notes:

(1)	Excludes (i) 194,929 square feet of space across the Company’s portfolio attributable to building management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.

(2)	Based on leases signed and commenced as of September 30, 2020.

(3)	Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(4)	Represents annualized rent under leases commenced as of September 30, 2020 divided by occupied square feet.

(5)	Represents the number of leases at each property or on a portfolio basis. If a tenant has more than one lease, whether or not at the same property, but with different expirations, the number of leases is calculated equal to the number of leases with different expirations.

(6)	Includes 38,912 rentable square feet of space leased by the Company’s broadcasting tenants.

(7)	Includes 5,300 rentable square feet of space leased by WDFG North America, a licensee of the Company’s observatory.

(8)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 43 years (expiring December 31, 2063).

(9)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 57 years (expiring May 31, 2077).

(10)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 30 years (expiring July 31, 2050).

(11)	First Stamford Place consists of three buildings.

Page 10

Third Quarter 2020

Tenant Lease Expirations

(unaudited)


*Total Lease Expirations*	Number of Leases Expiring ⁽¹⁾		Rentable Square Feet Expiring ⁽²⁾		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent ⁽³⁾		Percent of Annualized Rent			Annualized Rent Per Rentable Square Foot
Available		—		1,046,093		10.3	%	$	—		0.0	%	$	—
Signed leases not commenced		13		387,258		3.8	%		—		0.0	%		—
3Q 2020 ⁽⁴⁾		19		109,755		1.1	%		5,812,835		1.1	%		52.96
4Q 2020		25		153,986		1.5	%		8,785,928		1.6	%		57.06

Total 2020		44		263,741		2.6	%		14,598,763		2.7	%		55.35
1Q 2021		28		90,597		0.9	%		6,737,835		1.2	%		74.37
2Q 2021		25		168,001		1.7	%		9,128,562		1.7	%		54.34
3Q 2021		28		170,439		1.7	%		10,172,162		1.9	%		59.68
4Q 2021		23		198,238		2.0	%		10,022,026		1.8	%		50.56

Total 2021		104		627,275		6.2	%		36,060,585		6.6	%		57.49
2022		109		568,108		5.6	%		36,928,982		6.8	%		65.00
2023		97		738,457		7.3	%		45,626,160		8.3	%		61.79
2024		83		804,074		7.9	%		49,591,353		9.1	%		61.68
2025		79		502,269		5.0	%		36,681,375		6.7	%		73.03
2026		56		734,397		7.2	%		40,151,257		7.3	%		54.67
2027		54		587,594		5.8	%		35,558,870		6.5	%		60.52
2028		33		1,053,272		10.4	%		57,589,571		10.5	%		54.68
2029		36		881,538		8.7	%		62,637,217		11.5	%		71.05
2030		31		699,744		6.9	%		44,263,091		8.1	%		63.26
Thereafter		45		1,242,973		12.3	%		87,131,161		15.9	%		70.10

Total		784		10,136,793		100.0	%	$	546,818,385		100.0	%	$	62.83

*Manhattan Office Properties ⁽⁵⁾*
Available		—		686,905		9.1	%	$	—		0.0	%	$	—
Signed leases not commenced		9		303,011		4.0	%		—		0.0	%		—
3Q 2020 ⁽⁴⁾		14		98,484		1.3	%		5,217,303		1.3	%		52.98
4Q 2020		19		113,722		1.5	%		5,629,792		1.4	%		49.50

Total 2020		33		212,206		2.8	%		10,847,095		2.8	%		51.12
1Q 2021		15		45,272		0.6	%		2,621,869		0.7	%		57.91
2Q 2021		20		133,243		1.8	%		7,308,829		1.9	%		54.85
3Q 2021		15		100,516		1.3	%		6,416,128		1.6	%		63.83
4Q 2021		15		123,496		1.6	%		6,835,170		1.8	%		55.35

Total 2021		65		402,527		5.3	%		23,181,996		5.9	%		57.59
2022		80		384,046		5.1	%		22,985,349		5.9	%		59.85
2023		73		534,502		7.1	%		32,131,609		8.2	%		60.12
2024		61		573,569		7.6	%		34,475,124		8.8	%		60.11
2025		48		311,075		4.1	%		19,715,160		5.1	%		63.38
2026		38		529,247		7.0	%		30,461,096		7.8	%		57.56
2027		40		447,844		5.9	%		25,978,450		6.7	%		58.01
2028		20		944,700		12.5	%		52,880,678		13.6	%		55.98
2029		23		629,621		8.3	%		37,157,974		9.5	%		59.02
2030		20		594,932		7.9	%		35,034,690		9.0	%		58.89
Thereafter		32		1,022,424		13.3	%		65,091,192		16.7	%		63.66

Total Manhattan office properties		542		7,576,609		100.0	%	$	389,940,413		100.0	%	$	59.20

Notes:

(1)	If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(2)	Excludes (i) 194,929 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.

(3)	Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(4)	Represents leases that are included in occupancy as of September 30, 2020 and expire on September 30, 2020.

(5)	Excludes (i) retail space in the Company’s Manhattan office properties and (ii) the Empire State Building broadcasting licenses and observatory operations.

Page 11

Third Quarter 2020

Tenant Lease Expirations

(unaudited)


Greater New York Metropolitan Area Office Properties	Number of Leases Expiring ⁽¹⁾		Rentable Square Feet Expiring ⁽²⁾		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent ⁽³⁾		Percent of Annualized Rent			Annualized Rent Per Rentable Square Foot
Available		—		312,172		16.9	%	$	—		0.0	%	$	—
Signed leases not commenced		1		56,146		3.0	%		—		0.0	%		—
3Q 2020 ⁽⁴⁾		2		400		0.0	%		7,577		0.0	%		18.94
4Q 2020		4		30,699		1.7	%		1,300,564		2.1	%		42.37

Total 2020		6		31,099		1.7	%		1,308,141		2.1	%		42.06
1Q 2021		9		32,007		1.7	%		1,503,529		2.5	%		46.98
2Q 2021		3		31,767		1.7	%		1,534,092		2.5	%		48.29
3Q 2021		10		63,354		3.4	%		2,735,628		4.5	%		43.18
4Q 2021		8		74,742		4.0	%		3,186,856		5.2	%		42.64

Total 2021		30		201,870		10.9	%		8,960,105		14.6	%		44.39
2022		21		130,440		7.1	%		4,920,036		8.0	%		37.72
2023		15		157,652		8.5	%		7,378,366		12.0	%		46.80
2024		12		205,193		11.1	%		9,275,002		15.1	%		45.20
2025		24		158,765		8.6	%		5,587,927		9.1	%		35.20
2026		11		136,739		7.4	%		5,488,274		9.0	%		470.14
2027		9		83,484		4.5	%		3,140,808		5.1	%		37.62
2028		9		100,585		5.4	%		3,473,880		5.7	%		34.54
2029		6		148,939		8.1	%		6,133,935		10.0	%		41.18
2030		4		36,576		2.0	%		1,806,175		2.9	%		49.36
Thereafter		1		88,583		4.8	%		3,782,124		6.4	%		42.70

Total greater New York metropolitan area office properties		149		1,848,243		100.0	%	$	61,254,773		100.0	%	$	41.39

*Retail Properties*
Available		—		47,016		6.6	%	$	—		0.0	%	$	—
Signed leases not commenced		3		28,101		3.9	%		—		0.0	%		—
3Q 2020 ⁽⁴⁾		3		10,871		1.5	%		587,955		0.6	%		54.08
4Q 2020		2		9,565		1.3	%		1,855,572		1.9	%		194.00

Total 2020		5		20,436		2.9	%		2,443,527		2.6	%		119.57
1Q 2021		4		13,318		1.9	%		2,612,437		2.7	%		196.16
2Q 2021		2		2,991		0.4	%		285,641		0.3	%		95.50
3Q 2021		3		6,569		0.9	%		1,020,406		1.1	%		155.34
4Q 2021		—		—		0.0	%		—		0.0	%		—

Total 2021		9		22,878		3.2	%		3,918,484		4.1	%		171.28
2022		8		53,622		7.5	%		9,023,597		9.4	%		168.28
2023		9		46,303		6.5	%		6,116,185		6.4	%		132.09
2024		10		25,312		3.6	%		5,841,227		6.1	%		230.77
2025		7		32,429		4.6	%		11,378,288		11.9	%		350.87
2026		7		68,411		9.6	%		4,201,887		4.4	%		61.42
2027		5		56,266		7.9	%		6,439,612		6.7	%		114.45
2028		4		7,987		1.1	%		1,235,013		1.3	%		154.63
2029		7		102,978		14.5	%		19,345,308		20.2	%		187.86
2030		7		68,236		9.6	%		7,422,226		7.8	%		108.77
Thereafter		12		131,966		18.5	%		18,257,845		19.1	%		138.35

Total retail properties		93		711,941		100.0	%	$	95,623,199		100.0	%	$	150.16

Notes:

(1)	If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(2)	Excludes (i) 194,929 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.

(3)	Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(4)	Represents leases that are included in occupancy as of September 30, 2020 and expire on September 30, 2020.

Page 12

Third Quarter 2020

Tenant Lease Expirations

(unaudited)


*Empire State Building Office ⁽¹⁾*	Number of Leases Expiring ⁽²⁾		Rentable Square Feet Expiring ⁽³⁾		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent ^{(4) (5)}		Percent of Annualized Rent			Annualized Rent Per Rentable Square Foot
Available		—		164,678		6.1	%	$	—		0.0	%	$	—
Signed leases not commenced		1		158,179		5.8	%		—		0.0	%		—
3Q 2020 ⁽⁶⁾		4		14,952		0.6	%		823,390		0.6	%		55.07
4Q 2020		6		37,592		1.4	%		2,011,559		1.4	%		53.51

Total 2020		10		52,544		1.9	%		2,834,949		1.9	%		53.95
1Q 2021		1		2,488		0.1	%		211,830		0.1	%		85.14
2Q 2021		14		86,712		3.2	%		4,664,587		3.2	%		53.79
3Q 2021		3		16,066		0.6	%		1,176,181		0.8	%		73.21
4Q 2021		2		7,903		0.3	%		512,671		0.3	%		64.87

Total 2021		20		113,169		4.2	%		6,565,269		4.5	%		58.01
2022		20		108,263		4.0	%		6,885,452		4.7	%		63.60
2023		25		112,852		4.2	%		7,681,203		5.2	%		68.06
2024		18		227,133		8.4	%		14,964,850		10.2	%		65.89
2025		13		101,439		3.7	%		6,600,804		4.5	%		65.07
2026		9		122,685		4.5	%		7,669,823		5.2	%		62.52
2027		9		35,511		1.3	%		2,089,850		1.4	%		58.85
2028		6		545,722		20.1	%		30,836,989		21.0	%		56.51
2029		7		282,020		10.4	%		17,364,861		11.8	%		61.57
2030		5		205,706		7.6	%		11,133,971		7.6	%		54.13
Thereafter		18		480,922		17.8	%		31,922,121		22.0	%		66.38

Total Empire State Building office		161		2,710,823		100.0	%	$	146,550,142		100.0	%	$	61.37


*Empire State Building Broadcasting Licenses and Leases*	Annualized Base Rent ⁽⁷⁾		Annualized Expense Reimbursements		Annualized Rent ⁽⁴⁾		Percent of Annualized Rent
3Q 2020 ⁽⁶⁾	$	31,710	$	13,419	$	45,129		0.3	%
4Q 2020		99,320		39,427		138,747		0.9	%

Total 2020		131,030		52,846		183,876		1.2	%
1Q 2021		—		—		—		0.0	%
2Q 2021		—		4,870		4,870		0.0	%
3Q 2021		—		—		—		0.0	%
4Q 2021		—		—		—		0.0	%

Total 2021		—		4,870		4,870		0.0	%
2022		1,719,156		454,265		2,173,421		14.8	%
2023		283,668		257,554		541,222		3.7	%
2024		66,950		23,611		90,561		0.6	%
2025		1,855,080		67,807		1,922,887		13.1	%
2026		827,860		192,029		1,019,889		6.9	%
2027		807,668		166,029		973,697		6.6	%
2028		254,829		85,434		340,263		2.3	%
2029		—		—		—		0.0	%
2030		463,507		122,862		586,369		4.0	%
Thereafter		6,394,911		495,542		6,890,453		46.9	%

Total Empire State Building broadcasting licenses and leases	$	12,804,659	$	1,922,849	$	14,727,508		100.0	%

Notes:

(1)	Excludes retail space, broadcasting licenses and observatory operations.

(2)	If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease count and square footage).

(3)	Excludes 52,508 rentable square feet of space attributable to building management use.

(4)	Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(5)	Includes approximately $6.4 million of annualized rent related to physical space occupied by broadcasting tenants for their broadcasting operations. Does not include license fees charged to broadcasting tenants.

(6)	Represents leases that are included in occupancy as of September 30, 2020 and expire on September 30, 2020.

(7)	Represents license fees for the use of the Empire State Building mast and base rent for physical space occupied by broadcasting tenants.

Page 13

Third Quarter 2020

20 Largest Tenants and Portfolio Tenant Diversification by Industry

(unaudited)


			Weighted			Percent of
			Average	Total		Portfolio					Percent of
			Remaining	Occupied		Rentable					Portfolio
		Lease	Lease	Square		Square			Annualized		Annualized
20 Largest Tenants	Property	Expiration ⁽¹⁾	Term⁽²⁾	Feet ⁽³⁾		Feet ⁽⁴⁾			Rent ⁽⁵⁾		Rent ⁽⁶⁾
1. Global Brands Group	ESB, 1333 Broadway	Oct. 2023 - Oct. 2028	7.3 years		565,479		5.6	%	$	32,057,061		5.9	%
2. LinkedIn	ESB	Dec. 2036	16.3 years		312,947		3.1	%		18,515,511		3.4	%
3. Li & Fung	1359 Broadway, ESB	Oct. 2021 - Oct. 2027	5.3 years		252,899		2.5	%		12,785,387		2.3	%
4. PVH Corp.	501 Seventh Avenue	Oct. 2028	8.1 years		237,281		2.3	%		11,890,257		2.2	%
5. Sephora	112 West 34th Street	Jan. 2029	8.3 years		11,334		0.1	%		10,483,711		1.9	%
6. Coty	ESB	Jan. 2030	9.3 years		156,187		1.5	%		8,050,269		1.5	%
7. Macy’s	111 West 33rd Street	May 2030	9.7 years		131,117		1.3	%		7,902,959		1.4	%
8. Signature Bank	1333 & 1400 Broadway	Jul. 2030 - Apr. 2035	14.1 years		124,884		1.2	%		7,626,586		1.4	%
9. Federal Deposit Insurance Corp.	ESB	Dec. 2024	4.3 years		119,226		1.2	%		7,548,953		1.4	%
10. Urban Outfitters	1333 Broadway	Sept. 2029	9.0 years		56,730		0.6	%		7,452,359		1.4	%
11. The Interpublic Group of Co’s, Inc.	111 West 33rd St & 1400 B’Way	Jul. 2024 - Feb. 2025	4.0 years		128,296		1.3	%		7,335,059		1.3	%
12. Footlocker	112 West 34th Street	Sept. 2031	11.0 years		34,192		0.3	%		6,927,262		1.3	%
13. Duane Reade/Walgreen’s	ESB, 1350 B’Way, 250 West 57th	Feb. 2021 -Sept. 2027	4.2 years		47,541		0.5	%		6,734,755		1.2	%
14. HNTB Corporation	ESB	Feb. 2029	8.4 years		105,143		1.0	%		6,686,222		1.2	%
15. Legg Mason	First Stamford Place	Sept. 2024	4.0 years		137,583		1.4	%		6,409,614		1.2	%
16. WDFG North America	ESB	Dec. 2025	5.3 years		5,300		0.1	%		6,038,909		1.1	%
17. Fragomen	1400 Broadway	Feb. 2035	14.4 years		107,680		1.1	%		5,990,238		1.1	%
18. Shutterstock	ESB	Apr. 2029	8.6 years		104,386		1.0	%		5,970,510		1.1	%
19. ASCAP	250 West 57th Street	Aug. 2034	13.9 years		87,943		0.9	%		5,542,143		1.0	%
20. The Michael J. Fox Foundation	111 West 33rd Street	Nov. 2029	9.2 years		86,492		0.8	%		5,453,341		1.0	%

Total					2,812,640		27.8	%	$	187,401,106		34.3	%

Notes:

(1)	Expiration dates are per lease and do not assume exercise of renewal or extension options. For tenants with more than two leases, the lease expiration is shown as a range.

(2)	Represents the weighted average lease term, based on annualized rent.

(3)	Based on leases signed and commenced as of September 30, 2020.

(4)	Represents the percentage of rentable square feet of the Company’s office and retail portfolios in the aggregate.

(5)	Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.

(6)	Represents the percentage of annualized rent of the Company’s office and retail portfolios in the aggregate.

Portfolio Tenant Diversification by Industry (based on annualized rent)

LOGO

Page 14

Third Quarter 2020

Capital Expenditures and Redevelopment Program and Leasing Opportunity

(unaudited and dollars in thousands)


	Three Months Ended
Capital expenditures	September 30, 2020		June 30, 2020		March 31, 2020		December 31, 2019		September 30, 2019
Tenant improvements—first generation	$	8,599	$	4,562	$	4,913	$	22,479	$	17,639
Tenant improvements—second generation		12,961		5,243		8,151		12,581		8,734
Leasing commissions—first generation		—		1,272		4,001		578		574
Leasing commissions—second generation		730		2,048		3,347		13,244		2,651
Building improvements—first generation		5,672		358		8,379		14,457		10,988
Building improvements—second generation		5,494		8,075		3,846		6,556		4,931
Observatory capital project ⁽¹⁾		498		829		1,175		17,574		18,185
Development ⁽²⁾		767		525		811		—		—

Total	$	34,721	$	22,912	$	34,623	$	87,469	$	63,702

Note:

(1)	Total Observatory capital project spent-to-date was $157.9 million as of September 30, 2020.

(2)	Primarily represents design and engineering costs.

Tenant space redevelopment by square feet ^(3) (4)

- Future redevelopment (Empire State Building) - 140,000 square feet

- Future redevelopment (other Manhattan properties) - 320,000 square feet

- Redevelopment completed – 7,510,000 square feet

Inventory of vacant space⁽³⁾

- Developed – 620,000 square feet, 91%

- Undeveloped – 60,000 square feet, 9%

Inventory of undeveloped space⁽³⁾

- Vacant – 60,000 square feet, 13%

- Expires in 2020 – 70,000 square feet, 15%

- Expires in 2021 and thereafter – 330,000 square feet, 72%

Developed 10,000 square feet in the third quarter 2020 and 90,000 square feet as of September 30, 2020 YTD.


Leasing Opportunity – Inventory of Current Vacant Space as of September 30, 2020 (in square feet)
Total Portfolio vacant space			1,433,000

Signed leases not commenced (“SLNC”):
Manhattan Office Properties SLNC			303,000
Greater New York Office Properties SLNC			56,000
Retail Properties SLNC			28,000
Redeveloped Manhattan Office space			562,000
Greater New York Office Properties space			312,000
Retail Properties space			47,000
Undeveloped Manhattan Office space			41,000
Space held off market			38,000
Other			46,000

Total			1,433,000

Notes:

(3)	These estimates are based on the Company’s current budgets and are subject to change.

(4)	Redevelopment program is for the Manhattan office assets only. Square footage based on market measurement. Developed space includes space that has been demolished and completed asbestos abatement and available for lease up or ready to be prebuilt.

Permanent building use spaces, amenity spaces and broadcasting spaces are excluded.

Page 15

Third Quarter 2020

Observatory Summary

(unaudited and dollars in thousands)


			Three Months Ended
Observatory NOI	Twelve Months to Date		September 30, 2020			June 30, 2020		March 31, 2020 ⁽¹⁾		December 31, 2019		September 30, 2019
Observatory revenue ⁽²⁾	$	61,779	$	4,419	⁽⁷⁾	$	86	$	19,544	$	37,730	$	37,575
Observatory expenses		26,830		5,931			4,002		8,154		8,743		9,089

NOI		34,949		(1,512)			(3,916)		11,390		28,987		28,486
Intercompany rent expense ⁽³⁾		37,071		(2,233)			4,053		11,536		23,715		23,242

NOI after intercompany rent	$	(2,122)	$	721		$	(7,969)	$	(146)	$	5,272	$	5,244


Observatory Metrics
Number of visitors ⁽⁴⁾				30,000			—		422,000		894,000		1,042,000
Change in visitors year over year				(97.1%)			N/A		(29.8%)		(5.5%)		(10.7%)
Number of bad weather days during open days (“BWD”) ⁽⁵⁾				N/A			N/A		15		22		12
Days closed due to COVID-19				19			91		15		—		—
102nd floor revenue ⁽⁶⁾			$	129		$	—	$	1,808	$	3,375	$	—

Notes:

(1)	Due to the COVID-19 pandemic, the Observatory was closed on March 16, 2020. The Observatory reopened on July 20, 2020.

(2)

Observatory revenues include the fixed license fee received from WDFG North America, the Observatory gift shop operator. For the three months ended September 30, 2020, June 30, 2020, March 31, 2020, December 31, 2019 and September 30, 2019, the fixed license fee was $1,180, $0, $1,314, $1,453 and $1,453, respectively.

(3)	The observatory pays a market-based rent payment comprised of fixed and percentage rent to the Empire State Building. Intercompany rent is eliminated upon consolidation.

(4)	Reflects the number of visitors who pass through the turnstile, excluding visitors who make a second visit on the same ticket at no additional charge.

(5)	The Company defines a bad weather day as one in which the top of the Empire State Building is obscured from view for more than 50% of the day.

(6)	Reflects revenues derived from the 102nd floor observatory which are included in total observatory revenues above.

(7)	Observatory revenue for the third quarter 2020 includes $2.0 million of deferred revenue recognized this quarter related to unused tickets and earned income from our tour and travel partners.

Annual Observatory Revenues 2015 to 2019

LOGO

Note:

(1)	The 102nd floor observatory was closed for approximately nine months in 2019 for renovations.

Page 16

Third Quarter 2020

Condensed Consolidated Balance Sheets

(unaudited and dollars in thousands)


	September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019			September 30, 2019
Assets
Commercial real estate properties, at cost:
Land	$	201,196		$	201,196		$	201,196		$	201,196		$	201,196
Development costs		7,938			9,325			8,800			7,989			7,989
Building and improvements		2,925,532			2,914,528			2,913,312			2,900,248			2,830,353

		3,134,666			3,125,049			3,123,308			3,109,433			3,039,538
Less: accumulated depreciation		(927,517	)		(911,546	)		(886,822	)		(862,534	)		(829,495	)

Commercial real estate properties, net		2,207,149			2,213,503			2,236,486			2,246,899			2,210,043
Cash and cash equivalents		373,088			872,970			1,008,983			233,946			293,710
Restricted cash		54,865			58,878			36,881			37,651			36,609
Tenant and other receivables, net		25,853			29,800			22,549			25,423			29,287
Deferred rent receivables, net		223,886			226,444			229,154			220,960			214,685
Prepaid expenses and other assets		50,773			68,109			40,583			65,453			41,927
Deferred costs, net		207,774			211,356			218,578			228,150			223,698
Acquired below-market ground leases, net		346,693			348,651			350,609			352,566			354,524
Right of use assets		29,154			29,205			29,256			29,307			29,355
Goodwill		491,479			491,479			491,479			491,479			491,479

Total assets	$	4,010,714		$	4,550,395		$	4,664,558		$	3,931,834		$	3,925,317


Liabilities and Equity
Mortgage notes payable, net	$	603,178		$	603,974		$	604,763		$	605,542		$	606,313
Senior unsecured notes, net		973,106			973,053			973,002			798,392			798,347
Unsecured term loan facility, net		387,309			387,059			386,568			264,640			264,517
Unsecured revolving credit facility, net		—			546,778			546,436			—			—
Accounts payable and accrued expenses		111,918			104,992			142,315			143,786			143,201
Acquired below-market leases, net		33,405			35,170			37,623			39,679			42,655
Ground lease liabilities		29,154			29,205			29,256			29,307			29,355
Deferred revenue and other liabilities		77,572			62,996			64,176			72,015			68,742
Tenants’ security deposits		51,257			51,130			30,543			30,560			31,841

Total liabilities		2,266,899			2,794,357			2,814,682			1,983,921			1,984,971
Total equity		1,743,815			1,756,038			1,849,876			1,947,913			1,940,346

Total liabilities and equity	$	4,010,714		$	4,550,395		$	4,664,558		$	3,931,834		$	3,925,317

Page 17

Third Quarter 2020

Condensed Consolidated Statements of Operations

(unaudited and in thousands, except per share amounts)


	Three Months Ended
	September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019			September 30, 2019
Revenues
Rental revenue ⁽¹⁾	$	139,909		$	137,999		$	148,113		$	151,701		$	150,225
Observatory revenue		4,419			86			19,544			37,730			37,575
Lease termination fees		331			1,033			211			1,240			2,361
Third party management and other fees		283			301			346			299			304
Other revenue and fees		1,633			1,611			2,010			3,963			2,408

Total revenues		146,575			141,030			170,224			194,933			192,873
Operating expenses
Property operating expenses		33,836			29,750			41,468			43,901			47,894
Ground rent expenses		2,331			2,332			2,331			2,332			2,331
General and administrative expenses		14,517			18,149			15,951			16,618			14,421
Observatory expenses		5,931			4,002			8,154			8,743			9,089
Real estate taxes		31,196			29,579			29,254			29,818			29,599
Impairment charges		2,103	⁽³⁾		4,101	⁽²⁾		—			—			—
Depreciation and amortization		44,733			52,783			46,093			46,409			44,260

Total operating expenses		134,647			140,696			143,251			147,821			147,594

Total operating income		11,928			334			26,973			47,112			45,279
Other income (expense)
Interest income		366			1,526			637			1,352			2,269
Interest expense		(23,360	)		(23,928	)		(19,618	)		(18,534	)		(19,426	)
Loss on early extinguishment of debt		—			—			(86	)		—			—
Initial public offering litigation expense		(1,165	)⁽⁴⁾		—			—			—			—

Income (loss) before income taxes		(12,231	)		(22,068	)		7,906			29,930			28,122
Income tax (expense) benefit		(38	)		2,450			382			(1,210	)		(1,338	)

Net income (loss)		(12,269	)		(19,618	)		8,288			28,720			26,784
Perpetual preferred unit distributions		(1,050	)		(1,047	)		(1,050	)		(1,041	)		(234	)
Net (income) loss attributable to non-controlling interests		5,115			7,872			(2,743	)		(10,880	)		(10,668	)

Net income (loss) attributable to common stockholders	$	(8,204	)	$	(12,793	)	$	4,495		$	16,799		$	15,882

Weighted average common shares outstanding
Basic		173,048			175,433			181,741			180,166			178,352

Diluted		280,940			283,384			292,645			296,852			298,151

Net income (loss) per share attributable to common stockholders
Basic and diluted	$	(0.05	)	$	(0.07	)	$	0.02		$	0.09		$	0.09

Dividends per share	$	—		$	0.105		$	0.105		$	0.105		$	0.105

Notes:

(1)	The following table reflects the components of rental revenue.


	Three Months Ended
Rental Revenue	September 30, 2020		June 30, 2020		March 31, 2020		December 31, 2019		September 30, 2019
Base rent	$	123,821	$	122,374	$	130,577	$	130,234	$	129,098
Billed tenant expense reimbursement		16,088		15,625		17,536		21,467		21,127

Total rental revenue	$	139,909	$	137,999	$	148,113	$	151,701	$	150,225

The Company believes the preceding table of the components of rental revenue is not, and is not intended to be, a presentation in accordance with GAAP. The Company believes this information is frequently used by management, investors, securities analysts and other interested parties to evaluate the Company’s performance.

(2)	Reflects a non-cash write-off of prior capitalized expenditures on a combined heat and power generation project for the Empire State Building that has been rendered economically unfeasible due to New York City’s new Local Law 97.

(3)	Reflects a non-cash write-off of prior capitalized expenditures on a development project that is unlikely to continue.

(4)	Represents an accrued expense which reflects an estimated liability associated with the IPO-related litigation.

Page 18

Third Quarter 2020

Funds from Operations (“FFO”), Modified Funds From Operations (“Modified FFO”), Core Funds

from Operations (“Core FFO”), Core Funds Available for Distribution (“Core FAD”) and EBITDA

(unaudited and in thousands, except per share amounts)


	Three Months Ended
	September 30, 2020			June 30, 2020			March 31, 2020			December 31, 2019			September 30, 2019
Reconciliation of Net Income to FFO, Modified FFO and Core FFO
Net Income (loss)	$	(12,269	)	$	(19,618	)	$	8,288		$	28,720		$	26,784
Preferred unit distributions		(1,050	)		(1,047	)		(1,050	)		(1,041	)		(234	)
Real estate depreciation and amortization		43,029			51,096			44,430			45,298			43,303
Impairment charges, net of reimbursement		1,259			4,101			—			—			—

FFO attributable to common stockholders and non-controlled interests		30,969			34,532			51,668			72,977			69,853
Amortization of below-market ground lease		1,957			1,958			1,958			1,958			1,957

Modified FFO attributable to common stockholders and non-controlled interests		32,926			36,490			53,626			74,935			71,810
Loss on early extinguishment of debt		—			—			86			—			—
Severance expenses		805			3,008			—			—			—
IPO litigation expense		1,165			—			—			—			—

Core FFO attributable to common stockholders and non-controlled interests	$	34,896		$	39,498		$	53,712		$	74,935		$	71,810

Total weighted average shares and Operating Partnership Units
Basic		280,940			283,384			292,645			296,852			298,151

Diluted		280,940			283,384			292,645			296,852			298,151

FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.11		$	0.12		$	0.18		$	0.25		$	0.23

Diluted	$	0.11		$	0.12		$	0.18		$	0.25		$	0.23

Modified FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.12		$	0.13		$	0.18		$	0.25		$	0.24

Diluted	$	0.12		$	0.13		$	0.18		$	0.25		$	0.24

Core FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.12		$	0.14		$	0.18		$	0.25		$	0.24

Diluted	$	0.12		$	0.14		$	0.18		$	0.25		$	0.24

Reconciliation of Core FFO to Core FAD
Core FFO	$	34,896		$	39,498		$	53,712		$	74,935		$	71,810
Add:
Amortization of deferred financing costs		1,041			1,049			894			873			923
Non-real estate depreciation and amortization		1,704			1,686			1,664			1,110			958
Amortization of non-cash compensation expense		5,504			8,778			5,892			5,465			4,049
Amortization of debt discount		—			—			—			—			311
Amortization of loss on interest rate derivative		1,529			938			447			385			385
Deduct:
Straight-line rental revenues		(395	)		2,710			(8,193	)		(6,276	)		(5,174	)
Above/below-market rent revenue amortization		(679	)		(1,366	)		(908	)		(1,530	)		(1,682	)
Corporate capital expenditures		(332	)		(141	)		(426	)		(678	)		(614	)
Tenant improvements—second generation		(12,961	)		(5,243	)		(8,151	)		(12,581	)		(8,734	)
Building improvements—second generation		(5,494	)		(8,075	)		(3,846	)		(6,556	)		(4,931	)
Leasing commissions—second generation		(730	)		(2,048	)		(3,347	)		(13,244	)		(2,651	)

Core FAD	$	24,083		$	37,786		$	37,738		$	41,903		$	54,650

Reconciliation of Net Income to EBITDA and Adjusted EBITDA
Net income (loss)	$	(12,269	)	$	(19,618	)	$	8,288		$	28,720		$	26,784
Interest expense		23,360			23,928			19,618			18,534			19,426
Income tax expense (benefit)		38			(2,450	)		(382	)		1,210			1,338
Depreciation and amortization		44,733			52,783			46,093			46,409			44,260

EBITDA		55,862			54,643			73,617			94,873			91,808
Impairment charges		1,259			4,101			—			—			—

Adjusted EBITDA	$	57,121		$	58,744		$	73,617		$	94,873		$	91,808

Page 19

Third Quarter 2020

Debt Summary

(unaudited and dollars in thousands)


	September 30, 2020								June 30, 2020
				Weighted Average								Weighted Average
Debt Summary	Balance			Interest Rate			Maturity (Years)		Balance			Interest Rate			Maturity (Years)
Fixed rate mortgage debt	$	607,882			4.10	%		8.3	$	608,871			4.10	%		8.5
Senior unsecured notes		975,000			4.10	%		9.4		975,000			4.10	%		9.7
Unsecured term loan facilities ⁽¹⁾		265,000			3.40	%		4.8		265,000			3.40	%		5.1

Total fixed rate debt		1,847,882			4.02	%		8.4		1,848,871			4.02	%		8.6
Unsecured term loan facilities		125,000			1.65	%		6.3		125,000			1.66	%		6.5
Unsecured revolving credit facilities		—			—			0.9		550,000			1.26	%		1.2

Total variable rate debt ⁽²⁾		125,000			1.65	%		1.9		675,000			1.34	%		2.2

Total debt		1,972,882			4.00	%		8.3		2,523,871			3.41	%		6.9

Deferred financing costs, net		(9,289	)							(13,007	)

Total	$	1,963,593							$	2,510,864

Note:

(1)	LIBOR is fixed at 2.1485% for $265 million under variable to fixed interest rate swap agreements.


Available Capacity	Facility		Outstanding at September 30, 2020		Letters of Credit		Available Capacity
Unsecured revolving credit facility ⁽¹⁾	$	1,100,000	$	—	$	—	$	1,100,000

Covenant Summary

Required

Current
Quarter

In
Compliance

Maximum Total Leverage⁽²⁾

< 60

33.2

Yes

Maximum Secured Debt

< 40

10.2

Yes

Minimum Fixed Charge Coverage

> 1.50x

2.8x

Yes

Minimum Unencumbered Interest Coverage

> 1.75x

5.2x

Yes

Maximum Unsecured Leverage

< 60

28.2

Yes

Notes:

(1)

The unsecured revolving credit and term loan facilities have an accordion feature allowing for an increase in maximum aggregate principal balance to $2.0 billion under certain circumstances. This unsecured revolving credit facility matures in August 2021 with two additional six-month extension options.

(2)	Represents the ratio of total indebtedness to total asset value as defined and determined in accordance with the credit facility agreement.

Page 20

Third Quarter 2020

Debt Detail

(unaudited and dollars in thousands)


	Stated Interest Rate (%)			Effective Interest Rate (%) ⁽¹⁾			Principal Balance			Maturity Date		Amortization
Fixed rate mortgage debt:
Metro Center		3.59	%		3.67	%	$	87,957			11/5/2024		30 years
10 Union Square		3.70	%		3.97	%		50,000			4/1/2026		Interest only
1542 Third Avenue		4.29	%		4.53	%		30,000			5/1/2027		Interest only
First Stamford Place ⁽²⁾		4.28	%		4.77	%		180,000			7/1/2027		5 years interest only; 30 years thereafter
1010 Third Avenue and 77 West 55th Street		4.01	%		4.21	%		37,673			1/5/2028		30 years
10 Bank Street		4.23	%		4.36	%		32,252			6/1/2032		25 years
383 Main Avenue		4.44	%		4.55	%		30,000			6/30/2032		5 years interest only; 30 years thereafter
1333 Broadway		4.21	%		4.29	%		160,000			2/5/2033		Interest only

Total mortgage debt								607,882
Unsecured revolving credit facility		LIBOR plus 1.10	%		2.03	%		—			8/29/2021		Interest only
Unsecured term loan facility		LIBOR plus 1.20	%		3.77	%		215,000			3/19/2025		Interest only
Unsecured term loan facility		LIBOR plus 1.50	%		2.99	%		175,000			12/31/2026		Interest only
Senior unsecured notes:
Series A		3.93	%		3.96	%		100,000			3/27/2025		Interest only
Series B		4.09	%		4.12	%		125,000			3/27/2027		Interest only
Series C		4.18	%		4.21	%		125,000			3/27/2030		Interest only
Series D		4.08	%		4.11	%		115,000			1/22/2028		Interest only
Series E		4.26	%		4.27	%		160,000			3/22/2030		Interest only
Series F		4.44	%		4.45	%		175,000			3/22/2033		Interest only
Series G		3.61	%		4.89	%		100,000			3/17/2032		Interest only
Series H		3.73	%		5.00	%		75,000			3/17/2035		Interest only

Total / weighted average debt		4.00	%		4.16	%		1,972,882

Deferred financing costs, net								(9,289	)

Total							$	1,963,593

Notes:

(1)	The effective interest rate is composed of the stated interest rate, deferred financing cost amortization and interest associated with variable to fixed interest rate swap agreements.

(2)	Represents a $164 million mortgage loan bearing interest at 4.09% and a $16 million loan bearing interest at 6.25%.

Page 21

Third Quarter 2020

Debt Maturities and Ground Lease Commitments

(unaudited and dollars in thousands)


Year	Maturities ⁽¹⁾		Amortization		Total			Percentage of Total Debt			Weighted Average Interest Rate of Maturing Debt
2020	$	—	$	998	$	998			0.1	%		n/a
2021		—		4,090		4,090			0.2	%		n/a
2022		—		5,628		5,628			0.3	%		n/a
2023		—		7,876		7,876			0.4	%		n/a
2024		77,675		7,958		85,633			4.3	%		3.59	%
2025		315,000		5,826		320,826			16.3	%		3.57	%
2026		225,000		6,080		231,080			11.7	%		3.83	%
2027		319,000		5,008		324,008			16.4	%		4.21	%
2028		146,092		1,877		147,969			7.5	%		4.06	%
2029		—		1,959		1,959			0.1	%		n/a
Thereafter		837,656		5,159		842,815			42.7	%		4.16	%

Total debt	$	1,920,423	$	52,459		1,972,882			100.0	%		4.00	%

Deferred financing costs, net						(9,289	)

Total					$	1,963,593

Note:

(1)	Assumes no extension options are exercised.

Debt Maturity and Amortization Profile

LOGO

Ground Lease Commitments ⁽¹⁾


Year	1350 Broadway ⁽²⁾		1400 Broadway ⁽³⁾		111 West 33rd Street ⁽⁴⁾		Total
2020	$	27	$	169	$	184	$	380
2021		108		675		735		1,518
2022		108		675		735		1,518
2023		108		675		735		1,518
2024		108		675		735		1,518
Thereafter		1,929		26,325		38,526		66,780

	$	2,388	$	29,194	$	41,650	$	73,232

Notes:

(1)	There are no fair value market resets, no step-ups, and no escalations in the three ground lease commitments.

(2)	Expires July 31, 2050 with a remaining term, including unilateral extension rights available to the Company, of approximately 30 years.

(3)	Expires December 31, 2063 with a remaining term, including unilateral extension rights available to the Company, of approximately 43 years.

(4)	Expires May 31, 2077 with a remaining term, including unilateral extension rights available to the Company, of approximately 57 years.

Page 22

LOGO

Third Quarter 2020

Supplemental Definitions

Funds From Operations (“FFO”)

We compute FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income (loss) (determined in accordance with GAAP), excluding impairment writedowns of investments in depreciable real estate and investments in in-substance real estate investments, gains or losses from debt restructurings and sales of depreciable operating properties, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs), less distributions to non-controlling interests and gains/losses from discontinued operations and after adjustments for unconsolidated partnerships and joint ventures. FFO is a widely recognized non-GAAP financial measure for REITs that we believe, when considered with financial statements determined in accordance with GAAP, is useful to investors in understanding financial performance and providing a relevant basis for comparison among REITs. In addition, FFO is useful to investors as it captures features particular to real estate performance by recognizing that real estate has generally appreciated over time or maintains residual value to a much greater extent than do other depreciable assets. Investors should review FFO, along with GAAP net income, when trying to understand an equity REIT’s operating performance. We present FFO because we consider it an important supplemental measure of our operating performance and believe that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results of operations, the utility of FFO as a measure of its performance is limited. There can be no assurance that FFO presented by us is comparable to similarly titled measures of other REITs. FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. Although FFO is a measure used for comparability in assessing the performance of REITs, as the NAREIT White Paper only provides guidelines for computing FFO, the computation of FFO may vary from one company to another.

Modified Funds From Operations (“Modified FFO”)

Modified FFO adds back an adjustment for any above or below-market ground lease amortization to traditionally defined FFO. We consider this a useful supplemental measure in evaluating our operating performance due to the non-cash accounting treatment under GAAP, which stems from the third quarter 2014 acquisition of two option properties following our formation transactions as they carry significantly below market ground leases, the amortization of which is material to our overall results. We present Modified FFO because we consider it an important supplemental measure of our operating performance in that it adds back the non-cash amortization of below-market ground leases. There can be no assurance that Modified FFO presented by us is comparable to similarly titled measures of other REITs. Modified FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Modified FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

Core Funds From Operations (“Core FFO”)

Core FFO adds back to Modified FFO the following items: loss on early extinguishment of debt, acquisition expenses, severance expenses and IPO litigation expense. The Company presents Core FFO because it considers it an important supplemental measure of its operating performance in that it excludes non-recurring items. There can be no assurance that Core FFO presented by the Company is comparable to similarly titled measures of other REITs. Core FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. In future periods, we may also exclude other items from Core FFO that we believe may help investors compare our results.

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, we present Core FAD by (i) adding to Core FFO non-real estate depreciation and amortization, the amortization of deferred financing costs, amortization of debt discounts and non-cash compensation expenses and (ii) deducting straight line rent, recurring second generation leasing commissions, tenant improvements, prebuilts, capital expenditures, furniture, fixtures & equipment, amortization of debt premiums and above/below market rent revenue. Core FAD is presented solely as a supplemental disclosure that we believe provides useful information regarding our ability to fund our dividends. Core FAD does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FAD is not indicative of cash available to fund ongoing cash needs., including the ability to make cash distributions. There can be no assurance that Core FAD presented by us is comparable to similarly titled measures of other REITs.

Net Operating Income (NOI)

NOI is a non-GAAP financial measure of performance. NOI is used by our management to evaluate and compare the performance of our properties and to determine trends in earnings and to compute the fair value of our properties as it is not affected by; (i) the cost of funds of the property owner, (ii) the impact of depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets that are included in net income computed in accordance with GAAP, (iii) acquisition expenses, impairment charges, loss on early extinguishment of debt and loss from derivative financial instruments or (iv) general and administrative expenses and other gains and losses that are specific to the property owner. The cost of funds is eliminated from net operating income because it is specific to the particular financing capabilities and constraints of the owner. The cost of funds is also eliminated because it is dependent on historical interest rates and other costs of capital as well as past decisions made by us regarding the appropriate mix of capital which may have changed or may change in the future. Depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets are eliminated because they may not accurately represent the actual change in value in our office or retail properties that result from use of the properties or changes in market conditions. While certain aspects of real property do decline in value over time in a manner that is reasonably captured by depreciation and amortization, the value of the properties as a whole have historically increased or decreased as a result of changes in overall economic conditions instead of from actual use of the property or the passage of time. Gains and losses from the sale of real property vary from property to property and are affected by market conditions at the time of sale which will usually change from period to period. These gains and losses can create distortions when comparing one period to another or when comparing our operating results to the operating results of other real estate companies that have not made similarly timed, purchases or sales. We believe that eliminating these costs from net income is useful because the resulting measure captures the actual revenue, generated and actual expenses incurred in operating our properties as well as trends in occupancy rates, rental rates and operating costs. However, the usefulness of NOI is limited because it excludes general and administrative costs, interest expense, depreciation and amortization expense and gains or losses from the sale of properties, and other gains and losses as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, all of which are significant economic costs. NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI is a measure of the operating performance of our properties but does not measure our performance as a whole. NOI is therefore not a substitute for net income as computed in accordance with GAAP. This measure should be analyzed in conjunction with net income computed in accordance with GAAP. Other companies may use different methods for calculating NOI or similarly titled measures and, accordingly, our NOI may not-be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

EBITDA and Adjusted EBITDA

We compute EBITDA as net income plus interest expense, income taxes and depreciation. We present EBITDA because we believe that EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of its ability to incur and service debt. EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of our financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of its liquidity. For adjusted EBITDA, we add back impairment charges.

Page 23

Empire State Realty Trust, Inc. - FORM 8-K - EX-99.2 - October 28, 2020

Attached files

Empire State Realty Trust, Inc. Reports