8 unchanged sentences
Currently, one of the most significant factors is the ongoing adverse effect of the COVID-19 pandemic on our business, financial condition, results of operations, cash flows, operating performance and the effect it has had and may continue to have on our tenants, the global, national, regional and local economies and financial markets and the real estate market in general.
−Removed: The extent of the impact of the COVID-19 pandemic will depend on future developments, including the duration of the pandemic, which are highly uncertain at this time, but that impact could be material.
+Added: The extent of the impact of the COVID-19 pandemic will depend on future developments, including the duration of the pandemic, which continue to be highly uncertain, but that impact could be material.
Moreover, you are cautioned that the COVID-19 pandemic will heighten many of the risks identified in “Item 1A.
−Removed: – Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2019, as well as the risks set forth herein.
+Added: – Risk Factors” in Part I of our Annual Report on Form 10-K for the year ended December 31, 2020.
For a further discussion of factors that could materially affect the outcome of our forward-looking statements, see “Item 1A.
−Removed: – Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2019, “Item 1A.
−Removed: – Risk Factors” in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2020 and June 30, 2020 and “Item 1A.
−Removed: – Risk Factors” in this Quarterly Report on Form 10-Q.
+Added: – Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2020.
For these statements, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995.
2 unchanged sentences
We do not undertake any obligation to release publicly, any revisions to our forward-looking statements to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q.
−Removed: Management’s Discussion and Analysis of Financial Condition and Results of Operations include a discussion of our consolidated financial statements for the three and nine months ended September 30, 2020 and 2019.
+Added: Management’s Discussion and Analysis of Financial Condition and Results of Operations include a discussion of our consolidated financial statements for the three months ended March 31, 2021 and 2020.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.
Actual results could differ from those estimates.
−Removed: 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.
+Added: The results of operations for the three months ended March 31, 2021 are not necessarily indicative of the operating results for the full year.
Critical Accounting Policies
1 unchanged sentence
Management’s Discussion and Analysis of Financial Condition and Results of Operations” and “Note 3 – Summary of Significant Accounting Policies” to the consolidated financial statements included therein.
−Removed: For the nine months ended September 30, 2020, there were no material changes to these policies.
+Added: For the three months ended March 31, 2021, there were no material changes to these policies.
Alexander’s, Inc.
9 unchanged sentences
Our business has been adversely affected by the ongoing COVID-19 pandemic.
−Removed: 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.
+Added: 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.
−Removed: 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.
−Removed: See Note 4 - Recently Issued Accounting Literature for additional information.
−Removed: 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.
−Removed: 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.
−Removed: There are $1,619,000 of unamortized deferred leasing costs on our consolidated balance sheet related to Century 21 as of September 30, 2020.
−Removed: 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.
−Removed: Of these amounts, $2,716,000 in each period is attributable to Century 21.
−Removed: 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.
−Removed: Of these amounts, $5,919,000 in each period is attributable to Century 21.
−Removed: Prospectively, revenue recognition for these tenants will be based on actual amounts received.
−Removed: Quarter Ended September 30, 2020 Financial Results Summary
−Removed: Net income for the quarter ended September 30, 2020 was $6,604,000, or $1.29 per diluted share, compared to $16,493,000, or $3.22 per diluted share in the prior year’s quarter.
−Removed: Funds from operations (“FFO”) (non-GAAP) for the quarter ended September 30, 2020 was $15,363,000, or $3.00 per diluted share, compared to $25,208,000 or $4.92 per diluted share in the prior year’s quarter.
−Removed: Nine Months Ended September 30, 2020 Financial Results Summary
−Removed: Net income for the nine months ended September 30, 2020 was $23,507,000, or $4.59 per diluted share, compared to $45,641,000, or $8.92 per diluted share in the prior year’s nine months.
−Removed: FFO (non-GAAP) for the nine months ended September 30, 2020 was $57,102,000, or $11.15 per diluted share, compared to $75,044,000 or $14.66 per diluted share in the prior year’s nine months.
−Removed: Overview - continued
+Added: 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 for qualifying deferrals and abatements.
+Added: 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.
+Added: Quarter Ended March 31, 2021 Financial Results Summary
+Added: Net income for the quarter ended March 31, 2021 was $17,882,000, or $3.49 per diluted share, compared to $4,572,000, or $0.89 per diluted share in the prior year’s quarter.
+Added: Funds from operations (“FFO”) (non-GAAP) for the quarter ended March 31, 2021 was $25,781,000, or $5.03 per diluted share, compared to $23,744,000 or $4.64 per diluted share in the prior year’s quarter.
Square Footage, Occupancy and Leasing Activity
−Removed: As of September 30, 2020, our portfolio was comprised of seven properties aggregating 2,449,000 square feet, of which 2,254,000 square feet was in service and 195,000 square feet (the former Sears space at our Rego Park I property) was out of service for redevelopment.
−Removed: The in service square feet was 96% occupied as of September 30, 2020.
−Removed: 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.
−Removed: On September 14, 2020, we amended and extended the $350,000,000 mortgage loan on the retail condominium of our 731 Lexington Avenue property.
−Removed: 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.
−Removed: The principal of the loan is non-recourse to us.
−Removed: The interest-only loan remains at the same rate, LIBOR plus 1.40% (1.56% as of September 30, 2020).
−Removed: On October 23, 2020, we completed a financing of The Alexander apartment tower in the amount of $94,000,000.
−Removed: The interest-only loan has a fixed rate of 2.63% and matures in November 2027.
+Added: As of March 31, 2021, our portfolio was comprised of seven properties aggregating 2,455,000 square feet, of which 2,219,000 square feet was in service and 236,000 square feet (primarily the former Century 21 space at our Rego Park II property and a portion of the former Sears space at our Rego Park I property) was out of service for redevelopment.
+Added: Excluding residential, the in service square feet was 95% occupied as of March 31, 2021.
+Added: The in service residential square feet was 80% occupied as of March 31, 2021.
Significant Tenant
−Removed: 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.
+Added: 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.
−Removed: Results of Operations – Three Months Ended September 30, 2020, compared to September 30, 2019
+Added: Results of Operations – Three Months Ended March 31, 2021, compared to March 31, 2020
Rental Revenues
−Removed: Rental revenues were $43,499,000 in the quarter ended September 30, 2020, compared to $57,760,000 in the prior year’s quarter, a decrease of $14,261,000.
−Removed: This decrease was primarily due to (i) $6,590,000 from the write-off of receivables arising from the straight-lining of rents from certain of our retail tenants, of which $5,919,000 is attributable to Century 21, (ii) $3,814,000 of lower rental income from certain of our retail tenants which were deemed uncollectible, of which $2,716,000 is attributable to Century 21 and (iii) $3,034,000 from retail tenant vacancies at our 731 Lexington Avenue property.
+Added: Rental revenues were $56,153,000 in the quarter ended March 31, 2021, compared to $54,110,000 in the prior year’s quarter, an increase of $2,043,000.
+Added: This increase was primarily due to lease termination fee income received during the quarter ended March 31, 2021 from a retail tenant at our 731 Lexington Avenue property.
Operating Expenses
−Removed: Operating expenses were $22,448,000 in the quarter ended September 30, 2020, compared to $23,389,000 in the prior year’s quarter, a decrease of $941,000.
−Removed: This decrease was primarily due to lower reimbursable operating expenses.
+Added: Operating expenses were $23,800,000 in the quarter ended March 31, 2021, compared to $21,753,000 in the prior year’s quarter, an increase of $2,047,000.
+Added: This increase was primarily due to higher operating expenses subject to recovery, including real estate taxes and common area maintenance.
Depreciation and Amortization
−Removed: Depreciation and amortization was $7,587,000 in the quarter ended September 30, 2020, compared to $7,831,000 in the prior year’s quarter, a decrease of $244,000.
+Added: Depreciation and amortization was $8,542,000 in the quarter ended March 31, 2021, compared to $7,909,000 in the prior year’s quarter, an increase of $633,000.
+Added: This increase was primarily due to the acceleration of depreciation expense related to retail tenant lease expirations at our 731 Lexington Avenue property.
General and Administrative Expenses
−Removed: General and administrative expenses were $1,386,000 in the quarter ended September 30, 2020, compared to $1,333,000 in the prior year’s quarter, an increase of $53,000.
+Added: General and administrative expenses were $1,543,000 in the quarter ended March 31, 2021, compared to $1,451,000 in the prior year’s quarter, an increase of $92,000.
Interest and Other Income, net
−Removed: Interest and other income, net was $220,000 in the quarter ended September 30, 2020, compared to $2,075,000 in the prior year’s quarter, a decrease of $1,855,000.
−Removed: This decrease was primarily due to $1,532,000 of lower interest income due to a decrease in average interest rates and $316,000 of lower dividend income from Macerich.
+Added: Interest and other income, net was $172,000 in the quarter ended March 31, 2021, compared to $1,543,000 in the prior year’s quarter, a decrease of $1,371,000.
+Added: This decrease was primarily due to $1,052,000 of lower interest income due to a decrease in average interest rates and $316,000 of lower dividend income from The Macerich Company (“Macerich”).
Interest and Debt Expense
−Removed: Interest and debt expense was $4,463,000 in the quarter ended September 30, 2020, compared to $9,772,000 in the prior year’s quarter, a decrease of $5,309,000.
−Removed: This decrease was primarily due to (i) $4,727,000 of lower interest expense due to a decrease in LIBOR and (ii) $1,117,000 of lower amortization of debt issuance costs, partially offset by (iii) $438,000 of higher interest expense due to an increase in average debt balances.
+Added: Interest and debt expense was $5,140,000 in the quarter ended March 31, 2021, compared to $8,573,000 in the prior year’s quarter, a decrease of $3,433,000.
+Added: This decrease was primarily due to $3,558,000 of lower interest expense due to a decrease in LIBOR.
Change in Fair Value of Marketable Securities
−Removed: Change in fair value of marketable securities was an expense of $1,231,000 in the quarter ended September 30, 2020, resulting from a decrease in The Macerich Company’s (“Macerich”) share price of $2.18 on 564,612 shares owned.
+Added: Change in fair value of marketable securities was income of $582,000 in the quarter ended March 31, 2021, resulting from an increase in Macerich’s share price of $1.03 on 564,612 shares owned.
Change in fair value of marketable securities was an expense of $11,395,000 in the prior year’s quarter, resulting from a decrease in Macerich’s share price of $21.29 on 535,265 shares owned.
−Removed: Results of Operations – Nine Months Ended September 30, 2020, compared to September 30, 2019
−Removed: Rental Revenues
−Removed: Rental revenues were $143,087,000 in the nine months ended September 30, 2020, compared to $170,470,000 in the prior year’s nine months, a decrease of $27,383,000.
−Removed: This decrease was primarily due to (i) $10,837,000 from the write-off of receivables arising from the straight-lining of rents from certain of our retail tenants, of which $5,919,000 is attributable to Century 21, (ii) $9,045,000 from retail tenant vacancies at our 731 Lexington Avenue property and (iii) $4,836,000 of lower rental income from certain of our retail tenants which were deemed uncollectible, of which $2,716,000 is attributable to Century 21.
−Removed: Operating Expenses
−Removed: Operating expenses were $63,979,000 in the nine months ended September 30, 2020, compared to $66,905,000 in the prior year’s nine months, a decrease of $2,926,000.
−Removed: This decrease was primarily due to lower reimbursable operating expenses.
−Removed: Depreciation and Amortization
−Removed: Depreciation and amortization was $23,129,000 in the nine months ended September 30, 2020, compared to $23,528,000 in the prior year’s nine months, a decrease of $399,000.
−Removed: General and Administrative Expenses
−Removed: General and administrative expenses were $4,948,000 in the nine months ended September 30, 2020, compared to $4,471,000 in the prior year’s nine months, an increase of $477,000.
−Removed: This increase was primarily due to higher stock-based compensation expense in connection with the fair value of deferred stock units granted to a newly appointed member of our Board of Directors during the second quarter of 2020, comprised of an initial award of $150,000 and a $56,000 annual award and $214,000 due to higher professional fees.
−Removed: Interest and Other Income, net
−Removed: Interest and other income, net was $2,473,000 in the nine months ended September 30, 2020, compared to $6,428,000 in the prior year’s nine months, a decrease of $3,955,000.
−Removed: This decrease was primarily due to $3,924,000 of lower interest income due to a decrease in average interest rates.
−Removed: Interest and Debt Expense
−Removed: Interest and debt expense was $19,208,000 in the nine months ended September 30, 2020, compared to $30,096,000 in the prior year’s nine months, a decrease of $10,888,000.
−Removed: This decrease was primarily due to (i) $11,274,000 of lower interest expense due to a decrease in LIBOR and (ii) $1,448,000 of lower amortization of debt issuance costs, partially offset by (iii) $1,664,000 of higher interest expense due to an increase in average debt balances.
−Removed: Change in Fair Value of Marketable Securities
−Removed: Change in fair value of marketable securities was an expense of $10,789,000 in the nine months ended September 30, 2020, consisting of $10,774,000 resulting from a decrease in Macerich’s share price of $20.13 on 535,265 shares owned and $15,000 resulting from a decrease in Macerich’s share price of $0.51 on 29,347 shares owned.
−Removed: Change in fair value of marketable securities was an expense of $6,257,000 in the prior year’s nine months, resulting from a decrease in Macerich’s share price of $11.69 on 535,265 shares owned.
Liquidity and Capital Resources
2 unchanged sentences
As a result of the COVID-19 pandemic, in limited circumstances, we have agreed to and may continue to agree to rent deferrals and abatements for certain of our tenants.
−Removed: 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.
−Removed: 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.
+Added: 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.
Other sources of liquidity to fund cash requirements include our existing cash, proceeds from financings, including mortgage or construction loans secured by our properties and proceeds from asset sales.
−Removed: As of September 30, 2020, we had $373,612,000 of liquidity comprised of $369,778,000 of cash and cash equivalents and restricted cash and $3,834,000 of marketable securities.
+Added: As of March 31, 2021, we had $487,122,000 of liquidity comprised of $480,516,000 of cash and cash equivalents and restricted cash and $6,606,000 of marketable securities.
We anticipate that cash flows from continuing operations over the next twelve months, together with existing cash balances, will be adequate to fund our business operations, cash dividends to stockholders, debt amortization and capital expenditures.
1 unchanged sentence
However, there can be no assurance that additional financing or capital will be available to refinance our debt, or that the terms will be acceptable or advantageous to us.
−Removed: The challenges posed by the COVID-19 pandemic and the impact on our business and cash flows are evolving rapidly and cannot be predicted at this time but that impact could be material.
+Added: The challenges posed by the COVID-19 pandemic and the impact on our business and cash flows continue to evolve and cannot be predicted at this time but that impact could be material.
Consequently, we will continue to evaluate our liquidity and financial position on an ongoing basis.
−Removed: Nine Months Ended September 30, 2020
−Removed: Cash and cash equivalents and restricted cash were $369,778,000 as of September 30, 2020, compared to $313,977,000 as of December 31, 2019, an increase of $55,801,000.
−Removed: This increase resulted from (i) $55,521,000 of net cash provided by operating activities and (ii) $23,910,000 of net cash provided by financing activities, partially offset by (iii) $23,630,000 of net cash used in investing activities.
−Removed: Net cash provided by operating activities of $55,521,000 was comprised of (i) net income of $23,507,000 and (ii) adjustments for non-cash items of $59,157,000, partially offset by (iii) the net change in operating assets and liabilities of $27,143,000.
−Removed: The adjustments for non-cash items were comprised of (i) depreciation and amortization (including amortization of debt issuance costs) of $25,554,000, (ii) straight-lining of rental income of $18,306,000, (iii) the change in fair value of marketable securities of $10,789,000, (iv) write-off of tenant receivables of $4,122,000 and (v) stock-based compensation expense of $600,000, partially offset by (vi) $214,000 of dividends received in stock from Macerich.
−Removed: Net cash provided by financing activities of $23,910,000 was primarily comprised of (i) proceeds from the reduction of our participation in our Rego Park II mortgage loan of $145,708,000, partially offset by (ii) dividends paid of $69,118,000 and (iii) debt repayments of $50,000,000.
−Removed: Net cash used in investing activities was comprised of construction in progress and real estate additions of $23,630,000.
−Removed: Nine Months Ended September 30, 2019
−Removed: Cash and cash equivalents and restricted cash were $313,777,000 as of September 30, 2019, compared to $289,495,000 as of December 31, 2018, an increase of $24,282,000.
+Added: Three Months Ended March 31, 2021
+Added: Cash and cash equivalents and restricted cash were $480,516,000 as of March 31, 2021, compared to $449,877,000 as of December 31, 2020, an increase of $30,639,000.
This increase resulted from (i) $53,966,000 of net cash provided by operating activities, partially offset by (ii) $23,085,000 of net cash used in financing activities and (iii) $242,000 of net cash used in investing activities.
Net cash provided by operating activities of $53,966,000 was comprised of (i) net income of $17,882,000, (ii) adjustments for non-cash items of $11,013,000 and (iii) the net change in operating assets and liabilities of $25,071,000.
−Removed: The adjustments for non-cash items were comprised of (i) depreciation and amortization (including amortization of debt issuance costs) of $27,401,000, (ii) the change in fair value of marketable securities of $6,257,000, (iii) straight-lining of rental income of $1,950,000 and (iv) stock-based compensation expense of $394,000.
−Removed: Net cash used in financing activities was primarily comprised of dividends paid of $69,090,000.
+Added: The adjustments for non-cash items were comprised of (i) depreciation and amortization (including amortization of debt issuance costs) of $8,958,000 and (ii) straight-lining of rental income of $2,637,000, partially offset by (iii) the change in fair value of marketable securities of $582,000.
+Added: Net cash used in financing activities of $23,085,000 was primarily comprised of dividends paid of $23,050,000.
+Added: Net cash used in investing activities was comprised of construction in progress and real estate additions of $3,842,000, partially offset by the return of short-term investments of $3,600,000.
+Added: Three Months Ended March 31, 2020
+Added: Cash and cash equivalents and restricted cash were $454,646,000 as of March 31, 2020, compared to $313,977,000 as of December 31, 2019, an increase of $140,669,000.
+Added: This increase resulted from (i) $122,595,000 of net cash provided by financing activities and (ii) $25,035,000 of net cash provided by operating activities, partially offset by (iii) $6,961,000 of net cash used in investing activities.
+Added: Net cash provided by financing activities of $122,595,000 was primarily comprised of proceeds from the reduction of our participation in our Rego Park II mortgage loan of $145,708,000, partially offset by dividends paid of $23,034,000.
+Added: Net cash provided by operating activities of $25,035,000 was comprised of (i) net income of $4,572,000 and (ii) adjustments for non-cash items of $22,532,000, partially offset by (iii) the net change in operating assets and liabilities of $2,069,000.
+Added: The adjustments for non-cash items were comprised of (i) the change in fair value of marketable securities of $11,395,000, (ii) depreciation and amortization (including amortization of debt issuance costs) of $9,202,000 and (iii) straight-lining of rental income of $1,935,000.
Net cash used in investing activities was comprised of construction in progress and real estate additions of $6,961,000.
1 unchanged sentence
Commitments and Contingencies
−Removed: 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.
+Added: 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 and excluding communicable disease coverage.
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.
11 unchanged sentences
The lease contains a purchase option in October 2021 for $75,000,000.
−Removed: 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.
+Added: 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.
10 unchanged sentences
On October 15, 2018, Sears filed for Chapter 11 bankruptcy relief resulting in an automatic stay of this case.
−Removed: Liquidity and Capital Resources - continued
−Removed: Kings Plaza Transfer Tax
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: On February 16, 2018, the New York City Tax Appeals Tribunal (the “Tribunal”) overturned the January 2017 determination.
−Removed: 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.
−Removed: 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.
−Removed: On December 12, 2019, that motion was denied and the case can no longer be appealed.
−Removed: 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.
−Removed: We are currently evaluating our options relating to this matter.
Letters of Credit
−Removed: Approximately $1,030,000 of standby letters of credit were issued and outstanding as of September 30, 2020.
+Added: 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.
7 unchanged sentences
A reconciliation of our net income to FFO is provided below.
−Removed: FFO (non-GAAP) for the three and nine months ended September 30, 2020 and 2019
−Removed: FFO (non-GAAP) for the quarter ended September 30, 2020 was $15,363,000, or $3.00 per diluted share, compared to $25,208,000, or $4.92 per diluted share in the prior year’s quarter.
−Removed: FFO (non-GAAP) for the nine months ended September 30, 2020 was $57,102,000, or $11.15 per diluted share, compared to $75,044,000, or $14.66 per diluted share in the prior year’s nine months.
+Added: FFO (non-GAAP) for the three months ended March 31, 2021 and 2020
+Added: FFO (non-GAAP) for the quarter ended March 31, 2021 was $25,781,000, or $5.03 per diluted share, compared to $23,744,000, or $4.64 per diluted share in the prior year’s quarter.
The following table reconciles our net income to FFO (non-GAAP):
−Removed: Three Months Ended Nine Months Ended
−Removed: September 30, September 30,
+Added: Three Months Ended
(Amounts in thousands, except share and per share amounts) 2021 2020
6 unchanged sentences
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.