What changed in this filing

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Item 1. Financial Statements

2021-05-03 compared with 2020-11-02 · 81 added, 153 removed, 300 unchanged (44% of the section changed)

4 unchanged sentences

(Amounts in thousands, except share and per share amounts)

ASSETS September 30, 2020 December 31, 2019

ASSETS March 31, 2021 December 31, 2020

Real estate, at cost:

35 unchanged sentences

Retained earnings 160,997 166,165

Accumulated other comprehensive loss ( 42 ) ( 49 )

Accumulated other comprehensive income (loss) 4,491 ( 707 )

203,626 203,596

9 unchanged sentences

(Amounts in thousands, except share and per share amounts)

Three Months Ended September 30, Nine Months Ended September 30,

2020 2019 2020 2019

Three Months Ended March 31,

Rental revenues $ 56,153 $ 54,110

2 unchanged sentences

Depreciation and amortization ( 8,542 ) ( 7,909 )

General and administrative, including management fees to Vornado of $ 595 and $ 1,785 in each three and nine month period, respectively

General and administrative, including management fees to Vornado of $ 595 in each period

( 1,543 ) ( 1,451 )

13 unchanged sentences

(Amounts in thousands)

Three Months Ended September 30, Nine Months Ended September 30,

2020 2019 2020 2019

Three Months Ended March 31,

Net income $ 17,882 $ 4,572

Other comprehensive (loss) income:

Change in fair value of interest rate cap ( 14 ) 22 7 54

Other comprehensive income:

Change in fair value of interest rate derivatives 5,198 25

Comprehensive income $ 23,080 $ 4,597

6 unchanged sentences

Earnings Accumulated

Comprehensive Loss Treasury

Stock Total Equity

Shares Amount

Three Months Ended September 30, 2020

Balance, June 30, 2020 5,173 $ 5,173 $ 32,965 $ 187,229 $ ( 28 ) $ ( 368 ) $ 224,971

Net income — — — 6,604 — — 6,604

Dividends paid ($ 4.50 per common share)

— — — ( 23,050 ) — — ( 23,050 )

Change in fair value of interest rate cap — — — — ( 14 ) — ( 14 )

Balance, September 30, 2020 5,173 $ 5,173 $ 32,965 $ 170,783 $ ( 42 ) $ ( 368 ) $ 208,511

Three Months Ended September 30, 2019

Balance, June 30, 2019 5,173 $ 5,173 $ 32,365 $ 231,535 $ ( 95 ) $ ( 368 ) $ 268,610

Net income — — — 16,493 — — 16,493

Dividends paid ($ 4.50 per common share)

— — — ( 23,034 ) — — ( 23,034 )

Change in fair value of interest rate cap

— — — — 22 — 22

Balance, September 30, 2019 5,173 $ 5,173 $ 32,365 $ 224,994 $ ( 73 ) $ ( 368 ) $ 262,091

Capital Retained

Earnings Accumulated

Comprehensive Loss Treasury

Comprehensive (Loss) Income Treasury

Stock Total Equity

Shares Amount

Nine Months Ended September 30, 2020

Three Months Ended March 31, 2021

Balance, December 31, 2020 5,173 $ 5,173 $ 32,965 $ 166,165 $ ( 707 ) $ ( 368 ) $ 203,228

2 unchanged sentences

— — — ( 23,050 ) — — ( 23,050 )

Change in fair value of interest rate cap — — — — 7 — 7

Deferred stock unit grants — — 600 — — — 600

Balance, September 30, 2020 5,173 $ 5,173 $ 32,965 $ 170,783 $ ( 42 ) $ ( 368 ) $ 208,511

Nine Months Ended September 30, 2019

Change in fair value of interest rate derivatives — — — — 5,198 — 5,198

Balance, March 31, 2021 5,173 $ 5,173 $ 32,965 $ 160,997 $ 4,491 $ ( 368 ) $ 203,258

Three Months Ended March 31, 2020

Balance, December 31, 2019 5,173 $ 5,173 $ 32,365 $ 216,394 $ ( 49 ) $ ( 368 ) $ 253,515

2 unchanged sentences

— — — ( 23,034 ) — — ( 23,034 )

Change in fair value of interest rate cap

— — — — 54 — 54

Deferred stock unit grants — — 394 — — — 394

Balance, September 30, 2019 5,173 $ 5,173 $ 32,365 $ 224,994 $ ( 73 ) $ ( 368 ) $ 262,091

Change in fair value of interest rate derivatives — — — — 25 — 25

Balance, March 31, 2020 5,173 $ 5,173 $ 32,365 $ 197,932 $ ( 24 ) $ ( 368 ) $ 235,078

See notes to consolidated financial statements (unaudited).

3 unchanged sentences

(Amounts in thousands)

Nine Months Ended September 30,

Three Months Ended March 31,

CASH FLOWS FROM OPERATING ACTIVITIES 2021 2020

3 unchanged sentences

Straight-lining of rental income 2,637 1,935

Write-off of tenant receivables

Stock-based compensation

Change in fair value of marketable securities

Dividends received in stock ( 214 ) —

( 582 ) 11,395

Changes in operating assets and liabilities:

7 unchanged sentences

Construction in progress and real estate additions ( 3,842 ) ( 6,961 )

Return of short-term investment 3,600 —

Net cash used in investing activities ( 242 ) ( 6,961 )

3 unchanged sentences

Proceeds from borrowing

Debt repayments ( 50,000 ) —

Net cash provided by (used in) financing activities 23,910 ( 69,105 )

Net cash (used in) provided by financing activities ( 23,085 ) 122,595

Net increase in cash and cash equivalents and restricted cash 30,639 140,669

14 unchanged sentences

Write-off of fully depreciated assets 5,628 367

Lease liability arising from the recognition of right-of-use asset

Reclassification of prepaid real estate taxes to construction in progress for property in redevelopment

See notes to consolidated financial statements (unaudited).

10 unchanged sentences

Our business has been adversely affected by the ongoing COVID-19 pandemic.

In March 2020, our “non-essential” retail tenants were ordered to temporarily close and although substantially all re-opened in the latter part of June 2020, there are limitations on occupancy and other restrictions that affect their ability to resume full operations.

Although substantially all our retail tenants are currently open and operating, there are limitations on occupancy and other restrictions that affect their ability to resume full operations and impact their financial health.

In limited circumstances, we have agreed to and may continue to agree to rent deferrals and abatements for certain of our tenants.

We have made the policy election available to us based on the Financial Accounting Standards Board’s (“FASB”) guidance for leases during the COVID-19 pandemic, which allows us to continue recognizing rental revenue for rent deferral agreements and to recognize rent abatements as a reduction to rental revenue in the period granted.

See Note 4 - Recently Issued Accounting Literature for additional information.

Overall, we have collected approximately 95 % of rent billed for the quarter ended September 30, 2020 ( 96 % including rent deferrals under agreements which generally require repayment in monthly installments over a period of time not to exceed twelve months), including 100 % for our office tenant, approximately 87 % for our retail tenants ( 89 % including rent deferrals) and approximately 97 % for our residential tenants.

On September 10, 2020, Century 21, which leases 135,000 square feet at our Rego Park II shopping center ($ 6,400,000 of annual revenue), filed for Chapter 11 bankruptcy.

There are $ 1,619,000 of unamortized deferred leasing costs on our consolidated balance sheet related to Century 21 as of September 30, 2020.

Based on our assessment of the probability of collecting rent from certain tenants, we have written off as uncollectible $ 3,100,000 and $ 4,122,000 for the three and nine months ended September 30, 2020, respectively, resulting in a reduction of rental revenues during these periods.

Of these amounts, $ 2,716,000 in each period is attributable to Century 21.

In addition, we have written off receivables arising from the straight-lining of rents related to these tenants of $ 6,590,000 and $ 10,837,000 for the three and nine months ended September 30, 2020, respectively, resulting in a reduction of rental revenues during these periods.

Of these amounts, $ 5,919,000 in each period is attributable to Century 21.

Prospectively, revenue recognition for these tenants will be based on actual amounts received.

Overall, we have collected approximately 95 % of the rent due from our tenants for the quarter ended March 31, 2021, including 100 % from our office tenant, approximately 87 % from our retail tenants, and approximately 99 % from our residential tenants.

Basis of Presentation

The accompanying consolidated financial statements are unaudited and include the accounts of Alexander’s and its consolidated subsidiaries.

All intercompany amounts have been eliminated.

In our opinion, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and changes in cash flows have been made.

All intercompany amounts have been eliminated and all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and changes in cash flows have been made.

Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) have been condensed or omitted.

These condensed consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q of the Securities and Exchange Commission (the “SEC”) and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2019, as filed with the SEC.

These consolidated financial statements have been prepared in accordance with the instructions to Form 10-Q of the Securities and Exchange Commission (the “SEC”) and should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020, as filed with the SEC.

We have made estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods.

Actual results could differ from those estimates.

The results of operations for the three and nine months ended September 30, 2020 are not necessarily indicative of the operating results for the full year.

The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the operating results for the full year.

We operate in one reportable segment.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Recently Issued Accounting Literature

3 unchanged sentences

We are currently evaluating the impact of the guidance and our options related to the practical expedients.

In April 2020, the FASB issued a Staff Q&A on accounting for leases during the COVID-19 pandemic, focused on the application of lease guidance in ASC Topic 842, Leases (“ASC 842”).

The Q&A states that it would be acceptable to make a policy election regarding rent concessions resulting from COVID-19, which would not require entities to account for these rent concessions as lease modifications when total cash flows resulting from the modified contract are “substantially the same or less” than the cash flows in the original contract.

Entities making the election will continue to recognize rental revenue on a straight-line basis for qualifying concessions.

In limited circumstances, we granted temporary rent deferrals and rent abatements to certain tenants as a result of the COVID-19 pandemic.

We have made a policy election in accordance with the Staff Q&A allowing us to not account for these rent concessions as lease modifications.

Accordingly, rent abatements are recognized as reductions to “rental revenues” during the period in which they were granted.

Rent deferrals result in an increase to “tenant and other receivables” during the deferral period with no impact on rental revenue recognition.

For any concessions that do not meet the guidance contained in the Q&A, the modification guidance in accordance with ASC 842 will be applied.

See Note 2 - COVID-19 Pandemic for further details.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Revenue Recognition

6 unchanged sentences

Revenues derived from the reimbursement of real estate taxes, insurance expenses and common area maintenance expenses are generally recognized in the same period as the related expenses are incurred.

As lessor, we have elected to combine the lease components (base and variable rent), non-lease components (reimbursements of common area maintenance expenses) and reimbursement of real estate taxes and insurance expenses from our operating lease agreements and account for the components as a single lease component in accordance with ASC 842.

• Parking revenue arising from the rental of parking spaces at our properties.

2 unchanged sentences

This revenue is recognized as the services are transferred in accordance with ASC 606.

The following is a summary of revenue sources for the three and nine months ended September 30, 2020 and 2019.

Three Months Ended September 30, Nine Months Ended September 30,

Under ASC 842, we must assess on an individual lease basis whether it is probable that we will collect substantially all of the future lease payments.

We consider the tenant’s payment history and current credit status when assessing collectability.

When collectability is not deemed probable, we write-off the tenant’s receivables, including straight-line rent receivable, and limit lease income to cash received.

We recognize changes in the collectability assessment of our operating leases as adjustments to rental revenues.

The following is a summary of revenue sources for the three months ended March 31, 2021 and 2020.

Three Months Ended March 31,

(Amounts in thousands) 2021 2020

3 unchanged sentences

Rental revenues $ 56,153 $ 54,110

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Revenue Recognition - continued

The components of lease revenues for the three and nine months ended September 30, 2020 and 2019 are as follows:

Three Months Ended September 30, Nine Months Ended September 30,

The components of lease revenues for the three months ended March 31, 2021 and 2020 are as follows:

Three Months Ended March 31,

(Amounts in thousands) 2021 2020

2 unchanged sentences

Lease revenues $ 54,411 $ 51,986

Bloomberg accounted for revenue of $ 80,696,000 and $ 81,314,000 for the nine months ended September 30, 2020 and 2019, respectively, representing approximately 56 % and 48 % of our total revenues in each period, respectively.

Bloomberg accounted for revenue of $ 28,757,000 and $ 27,115,000 for the three months ended March 31, 2021 and 2020, respectively, representing approximately 51 % and 50 % of our total revenues in each period, respectively.

No other tenant accounted for more than 10% of our total revenues.

2 unchanged sentences

In addition, we access and evaluate financial information regarding Bloomberg from other private sources, as well as publicly available data.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Related Party Transactions

As of September 30, 2020, Vornado owned 32.4 % of our outstanding common stock.

As of March 31, 2021, Vornado owned 32.4 % of our outstanding common stock.

We are managed by, and our properties are leased and developed by, Vornado, pursuant to the agreements described below, which expire in March of each year and are automatically renewable.

8 unchanged sentences

The following is a summary of fees to Vornado under the various agreements discussed above.

Three Months Ended September 30, Nine Months Ended September 30,

Three Months Ended March 31,

(Amounts in thousands) 2021 2020

4 unchanged sentences

$ 2,576 $ 2,202

$ 2,075 $ 3,361 $ 6,247 $ 9,980

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Related Party Transactions - continued

As of September 30, 2020, the amounts due to Vornado were $ 644,000 for management, property management, cleaning, engineering and security fees;

$ 524,000 for development fees;

and $ 10,000 for leasing fees.

As of December 31, 2019, the amounts due to Vornado were $ 795,000 for management, property management, cleaning, engineering and security fees;

As of March 31, 2021, the amounts due to Vornado were $ 951,000 for management, property management, cleaning, engineering and security fees;

$ 428,000 for leasing fees;

and $ 33,000 for development fees.

As of December 31, 2020, the amounts due to Vornado were $ 845,000 for management, property management, cleaning, engineering and security fees;

$ 557,000 for development fee;

and $ 114,000 for leasing fees.

Marketable Securities

As of September 30, 2020 and December 31, 2019, we owned 564,612 and 535,265 common shares, respectively, of The Macerich Company (“Macerich”) (NYSE:

The increase in shares owned was due to a dividend received in stock from Macerich during the three months ended June 30, 2020.

As of September 30, 2020 and December 31, 2019, the fair value of these shares was $ 3,834,000 and $ 14,409,000 , respectively, based on Macerich’s closing share price of $ 6.79 per share and $ 26.92 per share, respectively.

As of March 31, 2021 and December 31, 2020, we owned 564,612 common shares of The Macerich Company (“Macerich”) (NYSE:

As of March 31, 2021 and December 31, 2020, the fair value of these shares was $ 6,606,000 and $ 6,024,000 , respectively, based on Macerich’s closing share price of $ 11.70 per share and $ 10.67 per share, respectively.

These shares are presented at fair value as “marketable securities” on our consolidated balance sheets and the gains and losses resulting from the mark-to-market of these securities are recognized in current period earnings.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Mortgages Payable

On February 14, 2020, we reduced our participation in our Rego Park II shopping center loan to $ 50,000,000 and received cash proceeds of approximately $ 145,000,000 .

On September 14, 2020, we amended and extended the $ 350,000,000 mortgage loan on the retail condominium of our 731 Lexington Avenue property.

Under the terms of the amendment, we paid down the loan by $ 50,000,000 to $ 300,000,000 , extended the maturity date to August 2025 and guaranteed the interest payments and certain leasing costs.

The principal of the loan is non-recourse to us.

The interest-only loan remains at the same rate, LIBOR plus 1.40 % ( 1.56 % as of September 30, 2020).

On October 23, 2020, we completed a financing of The Alexander apartment tower in the amount of $ 94,000,000 .

The interest-only loan has a fixed rate of 2.63 % and matures in November 2027.

The following is a summary of our outstanding mortgages payable as of September 30, 2020 and December 31, 2019.

The following is a summary of our outstanding mortgages payable as of March 31, 2021 and December 31, 2020.

We may refinance our maturing debt as it comes due or choose to pay it down.

(Amounts in thousands) Maturity Interest Rate at September 30, 2020 September 30, 2020 December 31, 2019

(Amounts in thousands) Maturity Interest Rate at March 31, 2021 March 31, 2021 December 31, 2020

First mortgages secured by:

6 unchanged sentences

12, 2025 1.46 % 202,544 202,544

The Alexander apartment tower Nov.

01, 2027 2.63 % 94,000 94,000

Total 1,164,544 1,164,544

Deferred debt issuance costs, net of accumulated amortization of $ 13,416 and $ 13,034 , respectively

3 unchanged sentences

Maturity represents the extended maturity based on our unilateral right to extend.

(2) Interest at LIBOR plus 1.40 %.

(2) Interest at LIBOR plus 1.40 % which is subject to an interest rate swap with a fixed rate of 1.72 %.

(3) Interest at LIBOR plus 1.35 %.

The amount of this loan is net of our loan participation of $ 50,000 and $ 195,708 as of September 30, 2020 and December 31, 2019, respectively.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Stock-Based Compensation

We account for stock-based compensation in accordance with ASC Topic 718, Compensation – Stock Compensation (“ASC 718”).

Our 2016 Omnibus Stock Plan (the “Plan”) provides for grants of incentive and non-qualified stock options, restricted stock, stock appreciation rights, deferred stock units (“DSUs”) and performance shares, as defined, to the directors, officers and employees of the Company and Vornado.

In May 2020, we granted each of the members of our Board of Directors 329 DSUs with a market value of $ 75,000 per grant.

The grant date fair value of these awards was $ 56,250 per grant, or $ 450,000 in the aggregate, in accordance with ASC 718.

In addition, 876 DSUs, constituting an initial award with a market value of $ 200,000 , were granted to a newly appointed Director.

The grant date fair value of this award was $ 150,000 in accordance with ASC 718.

The DSUs entitle the holders to receive shares of the Company’s common stock without the payment of any consideration.

The DSUs vested immediately and accordingly, were expensed on the date of grant, but the shares of common stock underlying the DSUs are not deliverable to the grantee until the grantee is no longer serving on the Company’s Board of Directors.

As of September 30, 2020, there were 14,916 DSUs outstanding and 490,871 shares were available for future grant under the Plan.

The loan balance of $ 252,544 is presented net of our participation of $ 50,000 as of March 31, 2021 and December 31, 2020.

On April 7, 2021, we used our participation in this loan to reduce the loan balance to $ 202,544 .

Fair Value Measurements

7 unchanged sentences

Financial Assets and Liabilities Measured at Fair Value

Financial assets measured at fair value on our consolidated balance sheets as of September 30, 2020 and December 31, 2019, consist of marketable securities, which are presented in the table below based on their level in the fair value hierarchy, and an interest rate cap, which fair value was insignificant as of September 30, 2020 and December 31, 2019.

There were no financial liabilities measured at fair value as of September 30, 2020 and December 31, 2019.

As of September 30, 2020

(Amounts in thousands) Total Level 1 Level 2 Level 3

Marketable securities $ 3,834 $ 3,834 $ — $ —

As of December 31, 2019

Financial assets measured at fair value on our consolidated balance sheet as of March 31, 2021 consist of marketable securities and an interest rate swap, which are presented in the table below based on their level in the fair value hierarchy, and an interest rate cap, which fair value was insignificant as of March 31, 2021.

There were no financial liabilities measured at fair value as of March 31, 2021.

As of March 31, 2021

(Amounts in thousands) Total Level 1 Level 2 Level 3

Marketable securities $ 6,606 $ 6,606 $ — $ —

Interest rate swap (included in other assets) 4,516 — 4,516 —

$ 11,122 $ 6,606 $ 4,516 $ —

ALEXANDER’S, INC.

2 unchanged sentences

Fair Value Measurements - continued

Financial assets measured at fair value on our consolidated balance sheet as of December 31, 2020 consist of marketable securities, which are presented in the table below based on their level in the fair value hierarchy, and an interest rate cap, which fair value was insignificant as of December 31, 2020.

Financial liabilities measured at fair value as of December 31, 2020 consist of an interest rate swap, which is presented in the table below based on its level in the fair value hierarchy.

As of December 31, 2020

(Amounts in thousands) Total Level 1 Level 2 Level 3

Marketable securities $ 6,024 $ 6,024 $ — $ —

Interest rate swap (included in other liabilities) $ 667 $ — $ 667 $ —

Financial Assets and Liabilities not Measured at Fair Value

2 unchanged sentences

The fair value of our mortgages payable is calculated by discounting the future contractual cash flows of these instruments using current risk-adjusted rates available to borrowers with similar credit ratings, which are provided by a third-party specialist, and is classified as Level 2.

The table below summarizes the carrying amounts and fair values of these financial instruments as of September 30, 2020 and December 31, 2019.

As of September 30, 2020 As of December 31, 2019

The table below summarizes the carrying amounts and fair values of these financial instruments as of March 31, 2021 and December 31, 2020.

As of March 31, 2021 As of December 31, 2020

(Amounts in thousands) Carrying

5 unchanged sentences

Commitments and Contingencies

We maintain general liability insurance with limits of $ 300,000,000 per occurrence and per property, of which the first $ 1,000,000 includes communicable disease coverage, and all-risk property and rental value insurance coverage with limits of $ 1.7 billion per occurrence, including coverage for acts of terrorism, with sub-limits for certain perils such as floods and earthquakes on each of our properties.

Fifty Ninth Street Insurance Company, LLC (“FNSIC”), our wholly owned consolidated subsidiary, acts as a direct insurer for coverage for acts of terrorism, including nuclear, biological, chemical and radiological (“NBCR”) acts, as defined by the Terrorism Risk Insurance Act of 2002, as amended to date and which has been extended through December 2027.

6 unchanged sentences

We are responsible for uninsured losses and for deductibles and losses in excess of our insurance coverage, which could be material.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Commitments and Contingencies - continued

Our mortgage loans are non-recourse to us and contain customary covenants requiring us to maintain insurance.

3 unchanged sentences

The lease contains a purchase option in October 2021 for $ 75,000,000 .

The property is encumbered by a $ 68,000,000 interest-only mortgage loan with a fixed rate of 4.72 %, which matures in October 2021.

The property is encumbered by a $ 68,000,000 interest-only mortgage loan with a fixed rate of 4.72 %, which matures on October 4, 2021.

The annual triple-net rent is the sum of $ 700,000 plus the amount of interest on the mortgage loan.

1 unchanged sentence

If the purchase option is not exercised, the triple-net rent for the last 20 years would include debt service sufficient to fully amortize $ 68,000,000 over the remaining 20 -year lease term.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Commitments and Contingencies - continued

Rego Park I Litigation

7 unchanged sentences

On October 15, 2018, Sears filed for Chapter 11 bankruptcy relief resulting in an automatic stay of this case.

Kings Plaza Transfer Tax

In 2012, we sold the Kings Plaza Regional Shopping Center (“Kings Plaza”) and paid real property transfer taxes to New York City in connection with the sale.

In 2015, the New York City Department of Finance (“NYC DOF”) issued a Notice of Determination to us assessing an additional New York City real property transfer tax amount, including interest.

In 2014, in a case with similar facts, the NYC DOF issued a Notice of Determination to a Vornado joint venture assessing an additional New York City real property transfer tax amount, including interest.

In January 2017, a New York City administrative law judge made a determination upholding the Vornado joint venture’s position that such additional real property transfer taxes were not due.

On February 16, 2018, the New York City Tax Appeals Tribunal (the “Tribunal”) overturned the January 2017 determination.

The Vornado joint venture appealed the Tribunal’s decision to the Appellate Division of the Supreme Court of the State of New York and on April 25, 2019, the Tribunal’s decision was unanimously upheld.

The Vornado joint venture filed a motion to reargue the Appellate Division’s decision or for leave to appeal to the New York State Court of Appeals.

On December 12, 2019, that motion was denied and the case can no longer be appealed.

Based on the precedent of the Tribunal’s decision, we paid the potential additional real property transfer taxes of $ 23,797,000 ($ 15,874,000 of real property transfer tax and $ 7,923,000 of interest) on April 5, 2018.

We are currently evaluating our options relating to this matter.

Letters of Credit

Approximately $ 1,030,000 of standby letters of credit were issued and outstanding as of September 30, 2020.

Approximately $ 960,000 of standby letters of credit were issued and outstanding as of March 31, 2021.

There are various other legal actions against us in the ordinary course of business.

4 unchanged sentences

Diluted income per share is determined using the weighted average shares of common stock outstanding during the period, and assumes all potentially dilutive securities were converted into common shares at the earliest date possible.

There were no potentially dilutive securities outstanding during the three and nine months ended September 30, 2020 and 2019.

Three Months Ended September 30, Nine Months Ended September 30,

There were no potentially dilutive securities outstanding during the three months ended March 31, 2021 and 2020.

Three Months Ended March 31,

(Amounts in thousands, except share and per share amounts)

2020 2019 2020 2019

Net income $ 17,882 $ 4,572

6 unchanged sentences

We have reviewed the accompanying consolidated balance sheet of Alexander’s, Inc.

and subsidiaries (the “Company”) as of September 30, 2020, the related consolidated statements of income, comprehensive income and changes in equity, for the three-month and nine-month periods ended September 30, 2020 and 2019, and of cash flows for the nine-month periods ended September 30, 2020 and 2019, and the related notes (collectively referred to as the “interim financial information”).

and subsidiaries (the “Company”) as of March 31, 2021, the related consolidated statements of income, comprehensive income, changes in equity, and cash flows for the three-month periods ended March 31, 2021 and 2020, and the related notes (collectively referred to as the “interim financial information”).

Based on our reviews, we are not aware of any material modifications that should be made to the accompanying interim financial information for it to be in conformity with accounting principles generally accepted in the United States of America.

12 unchanged sentences

New York, New York

November 2, 2020

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements