What changed in this filing

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Item 1. Financial Statements

2023-05-01 compared with 2022-10-31 · 109 added, 139 removed, 263 unchanged (49% of the section changed)

4 unchanged sentences

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

ASSETS September 30, 2022 December 31, 2021

ASSETS March 31, 2023 December 31, 2022

Real estate, at cost:

14 unchanged sentences

27,441 28,490

Asset held for sale 13,794 —

Other assets 59,375 67,313

30 unchanged sentences

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

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2022 2021 2022 2021

For the Three Months Ended March 31,

Rental revenues $ 52,941 $ 49,215

2 unchanged sentences

Depreciation and amortization ( 7,478 ) ( 7,351 )

General and administrative, including management fees to Vornado of $ 610 , $ 595 , $ 1,830 and $ 1,785 in each three and nine month period, respectively

General and administrative, including management fees to Vornado of $ 610 in each period

( 1,359 ) ( 1,469 )

Total expenses ( 33,781 ) ( 30,362 )

Interest and other income, net 2,017 157 3,284 480

Interest and other income 4,319 94

Interest and debt expense ( 12,253 ) ( 4,415 )

Change in fair value of marketable securities — ( 869 ) — 3,411

Net gain on sale of real estate — — — 9,124

Net income $ 11,226 $ 14,532

6 unchanged sentences

(Amounts in thousands)

For the Three Months Ended September 30, For the Nine Months Ended September 30,

2022 2021 2022 2021

For the Three Months Ended March 31,

Net income $ 11,226 $ 14,532

Other comprehensive income:

Other comprehensive (loss) income:

Change in fair value of interest rate derivatives and other ( 3,644 ) 11,727

10 unchanged sentences

Shares Amount

For the Three Months Ended September 30, 2022

Balance, June 30, 2022 5,173 $ 5,173 $ 33,865 $ 190,101 $ 21,145 $ ( 368 ) $ 249,916

Net income — — — 15,109 — — 15,109

Dividends paid ($ 4.50 per common share)

— — — ( 23,072 ) — — ( 23,072 )

Change in fair value of interest rate derivatives and other — — — — 6,393 — 6,393

Balance, September 30, 2022 5,173 $ 5,173 $ 33,865 $ 182,138 $ 27,538 $ ( 368 ) $ 248,346

For the Three Months Ended September 30, 2021

Balance, June 30, 2021 5,173 $ 5,173 $ 33,415 $ 163,845 $ 3,740 $ ( 368 ) $ 205,805

Net income — — — 11,401 — — 11,401

Dividends paid ($ 4.50 per common share)

— — — ( 23,060 ) — — ( 23,060 )

Change in fair value of interest rate derivatives — — — — 165 — 165

Balance, September 30, 2021 5,173 $ 5,173 $ 33,415 $ 152,186 $ 3,905 $ ( 368 ) $ 194,311

Capital Retained

Earnings Accumulated

Comprehensive Income (Loss) Treasury

Stock Total Equity

Shares Amount

For the Nine Months Ended September 30, 2022

For the Three Months Ended March 31, 2023

Balance, December 31, 2022 5,173 $ 5,173 $ 33,865 $ 172,243 $ 25,586 $ ( 368 ) $ 236,499

3 unchanged sentences

Change in fair value of interest rate derivatives and other — — — — ( 3,644 ) — ( 3,644 )

Deferred stock unit grants — — 450 — — — 450

Balance, September 30, 2022 5,173 $ 5,173 $ 33,865 $ 182,138 $ 27,538 $ ( 368 ) $ 248,346

For the Nine Months Ended September 30, 2021

Balance, March 31, 2023 5,173 $ 5,173 $ 33,865 $ 160,397 $ 21,942 $ ( 368 ) $ 221,009

For the Three Months Ended March 31, 2022

Balance, December 31, 2021 5,173 $ 5,173 $ 33,415 $ 206,875 $ 7,494 $ ( 368 ) $ 252,589

3 unchanged sentences

Change in fair value of interest rate derivatives — — — — 11,727 — 11,727

Deferred stock unit grants — — 450 — — — 450

Balance, September 30, 2021 5,173 $ 5,173 $ 33,415 $ 152,186 $ 3,905 $ ( 368 ) $ 194,311

Balance, March 31, 2022 5,173 $ 5,173 $ 33,415 $ 198,347 $ 19,221 $ ( 368 ) $ 255,788

See notes to consolidated financial statements (unaudited).

3 unchanged sentences

(Amounts in thousands)

For the Nine Months Ended September 30,

For the Three Months Ended March 31,

CASH FLOWS FROM OPERATING ACTIVITIES 2023 2022

2 unchanged sentences

Depreciation and amortization, including amortization of debt issuance costs 7,899 7,762

Net gain on sale of real estate — ( 9,124 )

Straight-lining of rental income 6,028 7,411

Stock-based compensation expense 450 450

Change in fair value of marketable securities — ( 3,411 )

Straight-lining of rents 2,067 2,139

Other non-cash adjustments 1,741 —

Change in operating assets and liabilities:

Tenant and other receivables, net 1,031 1,497

Tenant and other receivables ( 959 ) 610

Other assets 2,959 11,445

5 unchanged sentences

Construction in progress and real estate additions ( 2,060 ) ( 1,158 )

Proceeds from sale of real estate — 9,291

Return of short-term investment — 3,600

Purchase of U.S.

Proceeds from maturities of U.S.

Treasury bills 166,832 —

Net cash used in investing activities ( 206,117 ) ( 1,820 )

Net cash provided by (used in) investing activities 164,772 ( 1,158 )

CASH FLOWS FROM FINANCING ACTIVITIES

2 unchanged sentences

Net cash used in financing activities ( 23,110 ) ( 23,060 )

Net (decrease) increase in cash and cash equivalents ( 199,114 ) 19,894

Cash, cash equivalents and restricted cash at beginning of period 483,505 449,877

Cash, cash equivalents and restricted cash at end of period $ 284,391 $ 469,771

Net increase in cash and cash equivalents and restricted cash 162,398 7,967

Cash and cash equivalents and restricted cash at beginning of period 214,478 483,505

Cash and cash equivalents and restricted cash at end of period $ 376,876 $ 491,472

RECONCILIATION OF CASH AND CASH EQUIVALENTS AND RESTRICTED CASH

6 unchanged sentences

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION

Cash payments for interest $ 15,808 $ 14,182

Cash payments for interest, net of amounts capitalized in 2022 $ 11,476 $ 3,728

NON-CASH TRANSACTIONS

Liability for real estate additions, including $ 3 and $ 109 for development fees due to Vornado in 2022 and 2021, respectively

Liability for real estate additions, including $ 3 for development fees due

to Vornado in 2022

$ 1,481 $ 1,232

Write-off of fully depreciated assets 4,044 —

Reclassification of asset held for sale 13,794 —

See notes to consolidated financial statements (unaudited).

7 unchanged sentences

We are managed by, and our properties are leased and developed by, Vornado Realty Trust (“Vornado”) (NYSE:

We have six properties in the New York City metropolitan area.

We have six properties in New York City.

Basis of Presentation

5 unchanged sentences

Actual results could differ from those estimates.

The results of operations for the three and nine months ended September 30, 2022 are not necessarily indicative of the operating results for the full year.

Our investments in U.S.

Treasury bills are accounted for as available-for-sale debt instruments and are recorded at fair value in “investments in U.S.

Treasury bills” on our consolidated balance sheet as of September 30, 2022.

See Note 8 - Fair Value Measurements for information on our investments in U.S.

Treasury bills.

The results of operations for the three months ended March 31, 2023 are not necessarily indicative of the operating results for the full year.

We operate in one reportable segment.

Recently Issued Accounting Literature

In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2020-04 establishing Accounting Standards Codification (“ASC”) Topic 848, Reference Rate Reform and in January 2021, the FASB issued ASU 2021-01, Reference Rate Reform (Topic 848):

Scope (collectively, “ASC 848”).

ASC 848 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts.

The guidance in ASC 848 is optional and may be elected over time as reference rate reform activities occur.

In March 2020, the Financial Accounting Standards Board (“FASB”) issued an update (“ASU 2020-04”) establishing Accounting Standards Codification (“ASC”) Topic 848 (“ASC 848”), Reference Rate Reform.

ASU 2020-04 contains practical expedients for reference rate reform related activities that impact debt, leases, derivatives and other contracts.

The guidance in ASU 2020-04 is optional and may be elected over time as reference rate reform activities occur.

We have elected to apply the hedge accounting expedients related to probability and the assessments of effectiveness for future LIBOR-indexed cash flows to assume that the index upon which future hedged transactions will be based matches the index on the corresponding derivatives.

Application of these expedients preserves the presentation of derivatives consistent with past presentation.

In December 2022 the FASB issued accounting standard update 2022-06 that defers the sunset of ASC 848 from December 31, 2022 to December 31, 2024.

We continue to evaluate the impact of the guidance and may apply other elections as applicable as additional changes in the market occur.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Revenue Recognition

The following is a summary of revenue sources for the three and nine months ended September 30, 2022 and 2021.

For the Three Months Ended September 30, For the Nine Months Ended September 30,

The following is a summary of revenue sources for the three months ended March 31, 2023 and 2022.

For the Three Months Ended March 31,

(Amounts in thousands) 2023 2022

3 unchanged sentences

Rental revenues $ 52,941 $ 49,215

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, 2022 and 2021 are as follows:

For the Three Months Ended September 30, For the Nine Months Ended September 30,

The components of lease revenues for the three months ended March 31, 2023 and 2022 are as follows:

For the Three Months Ended March 31,

(Amounts in thousands) 2023 2022

3 unchanged sentences

Bloomberg L.P.

(“Bloomberg”) accounted for revenue of $ 81,536,000 and $ 85,057,000 for the nine months ended September 30, 2022 and 2021, respectively, representing approximately 53 % and 54 % of our total revenues in each period, respectively.

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

(“Bloomberg”) accounted for revenue of $ 29,516,000 and $ 27,518,000 for the three months ended March 31, 2023 and 2022, respectively, representing approximately 56 % of our rental revenues in each period.

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

If we were to lose Bloomberg as a tenant, or if Bloomberg were to be unable to fulfill its obligations under its lease, it would adversely affect our results of operations and financial condition.

1 unchanged sentence

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

Asset Held For Sale

On March 8, 2023, we entered into an agreement to sell the Rego Park III land parcel in Queens, New York, for $ 71,060,000 inclusive of consideration for Brownfield tax benefits and reimbursement of costs for plans, specifications and improvements to date.

The sale, which is subject to customary closing conditions, is expected to be completed in the second quarter of 2023.

The financial statement gain will be approximately $ 54,000,000 .

As of March 31, 2023, the $ 13,794,000 carrying value of the property was classified as "Asset held for sale" on our consolidated balance sheets.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Related Party Transactions

As of September 30, 2022, Vornado owned 32.4 % of our outstanding common stock.

As of March 31, 2023, 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.

7 unchanged sentences

We also have agreements with Building Maintenance Services LLC, a wholly owned subsidiary of Vornado, to supervise (i) cleaning, engineering and security services at our 731 Lexington Avenue property and (ii) security services at our Rego Park I and Rego Park II properties and The Alexander apartment tower.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Related Party Transactions - continued

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

For the Three Months Ended September 30, For the Nine Months Ended September 30,

For the Three Months Ended March 31,

(Amounts in thousands) 2023 2022

2 unchanged sentences

Leasing fees 41 1,318

Commission on sale of real estate — — — 300

Property management, cleaning, engineering and security fees

$ 2,150 $ 3,290

$ 2,116 $ 3,489 $ 7,653 $ 8,518

As of September 30, 2022, the amounts due to Vornado were $ 513,000 for management, property management, cleaning, engineering and security fees;

$ 144,000 for development fees;

and $ 58,000 for leasing fees.

As of December 31, 2021, the amounts due to Vornado were $ 669,000 for management, property management, cleaning, engineering and security fees;

$ 141,000 for development fees;

and $ 69,000 for leasing fees.

As of March 31, 2023, the amounts due to Vornado were $ 675,000 for management, property management, cleaning, engineering and security fees.

As of December 31, 2022, the amounts due to Vornado were $ 742,000 for management, property management, cleaning, engineering and security fees and $ 59,000 for leasing fees.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Mortgages Payable

The following is a summary of our outstanding mortgages payable as of September 30, 2022 and December 31, 2021.

The following is a summary of our outstanding mortgages payable as of March 31, 2023 and December 31, 2022.

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

Interest Rate at September 30, 2022 Balance as of

(Amounts in thousands) Maturity September 30, 2022 December 31, 2021

Interest Rate at March 31, 2023 Balance at

(Amounts in thousands) Maturity March 31, 2023 December 31, 2022

First mortgages secured by:

11 unchanged sentences

$ 1,091,438 $ 1,091,051

(1) Interest rate listed represents the rate in effect as of September 30, 2022 based on LIBOR as of contractual reset date plus contractual spread, adjusted for hedging instruments as applicable.

(2) Interest at LIBOR plus 0.90 %.

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

(3) Interest at LIBOR plus 1.40 % which was swapped to a fixed rate of 1.72 % through May 2025.

(4) Interest at LIBOR plus 1.35 %.

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 2022, we granted each of the members of our Board of Directors 326 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.

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, 2022, there were 19,796 DSUs outstanding and 485,991 shares were available for future grant under the Plan.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(1) Interest rate listed represents the rate in effect as of March 31, 2023 based on LIBOR or SOFR as of contractual reset date plus contractual spread, adjusted for hedging instruments as applicable.

(2) Interest at LIBOR plus 0.90 % (LIBOR capped at a r ate of 6.00 % thr ough June 2023).

Maturity represents the extended maturity based on our one-year as-of right extension option.

The interest rate of the loan will be equal to the Prime rate ( 8.00 % as of March 31, 2023) during the one-year extension period beginning June 2023.

(3) Interest at SOFR plus 1.51 % which was swapped to a fixed rate of 1.76 % through May 2025.

(4) Interest at SOFR plus 1.45 % (SOFR is capped at a rate of 4.15 % thr ough November 2024).

Fair Value Measurements

8 unchanged sentences

Financial Assets and Liabilities Measured at Fair Value

Financial assets measured at fair value on our consolidated balance sheet as of September 30, 2022 consist of U.S.

Financial assets measured at fair value on our consolidated balance sheet as of March 31, 2023 consist of U.S.

Treasury bills (classified as available-for-sale) and interest rate derivatives which are presented in the table below based on their level in the fair value hierarchy.

There were no financial liabilities measured at fair value as of September 30, 2022.

As of September 30, 2022

There were no financial liabilities measured at fair value as of March 31, 2023.

As of March 31, 2023

Total Level 1 Level 2 Level 3

5 unchanged sentences

$ 124,437 $ 99,780 $ 24,657 $ —

(1) During the nine months ended September 30, 2022, we purchased $ 197,407 of U.S.

Treasury bills with an aggregate face value of $ 200,000 .

As of September 30, 2022, our investments in U.S.

Treasury bills have an aggregate amortized cost of $ 198,827 and have remaining maturities of less than one year.

Financial assets measured at fair value on our consolidated balance sheet as of December 31, 2021 consist of interest rate derivatives, which are presented in the table below based on their level in the fair value hierarchy.

(1) As of March 31, 2023, our investments in U.S.

Treasury bills have an aggregate accreted value of $ 99,881 prior to being marked to fair value and have remaining maturities of less than one year.

During the three months ended March 31, 2023, we realized proceeds of $ 170,000 from maturing U.S.

Treasury bills.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Fair Value Measurements - continued

Financial assets measured at fair value on our consolidated balance sheet as of December 31, 2022 consist of U.S.

Treasury bills (classified as available for-sale) and interest rate derivatives which are presented in the table below based on their level in the fair value hierarchy.

There were no financial liabilities measured at fair value as of December 31, 2022.

1 unchanged sentence

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

Investments in U.S.

Treasury bills (1)

$ 266,963 $ 266,963 $ — $ —

Interest rate derivatives (included in other assets) 29,351 — 29,351 —

$ 296,314 $ 266,963 $ 29,351 $ —

(1) During the year ended December 31, 2022, we purchased $ 364,238 in U.S.

Treasury bills with an aggregate par value of $ 370,000 and realized proceeds of $ 100,000 from maturing U.S.

Treasury bills.

As of December 31, 2022 our investments in U.S.

Treasury bills had an aggregate accreted value of $ 267,809 prior to being marked to fair value and had remaining maturities of less than one year.

Interest Rate Derivatives

We recognize the fair value of all interest rate derivatives in “other assets” or “other liabilities” on our consolidated balance sheets and since all of our interest rate derivatives have been designated as cash flow hedges, changes in the fair value are recognized in other comprehensive income.

The table below summarizes our interest rate derivatives, all of which hedge the interest rate risk attributable to the variable rate debt noted as of March 31, 2023 and December 31, 2022, respectively.

Fair Value as of As of March 31, 2023

(Amounts in thousands) March 31, 2023 December 31, 2022 Notional Amount Swapped Rate Expiration Date

Interest rate swap related to:

731 Lexington Avenue mortgage loan, retail condominium $ 22,453 $ 26,718 $ 300,000 1.76 % 05/25

Interest rate caps related to:

Rego Park II shopping center mortgage loan 2,196 2,622 202,544 (1) 11/24

731 Lexington Avenue mortgage loan, office condominium 8 11 500,000 (2) 06/23

Included in other assets $ 24,657 $ 29,351

(1) SOFR cap strike rate of 4.15 %

(2) LIBOR cap strike rate of 6.00 %

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, 2022 and December 31, 2021.

As of September 30, 2022 As of December 31, 2021

The table below summarizes the carrying amount and fair value of these financial instruments as of March 31, 2023 and December 31, 2022.

As of March 31, 2023 As of December 31, 2022

(Amounts in thousands) Carrying

16 unchanged sentences

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

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

The principal amounts of our mortgage loans are non-recourse to us and the loans contain customary covenants requiring us to maintain insurance.

Although we believe that we have adequate insurance coverage for purposes of these agreements, we may not be able to obtain an equivalent amount of coverage at reasonable costs in the future.

1 unchanged sentence

Letters of Credit

Approximately $ 900,000 of standby letters of credit were issued and outstanding as of September 30, 2022.

In January 2022, New World Mall LLC, the sub-tenant at our Flushing property, exercised its one remaining 10 -year extension option through January 2037.

As a result, we remeasured our related ground lease liability to include our 10 -year extension option and recorded an estimated incremental right-of-use asset and lease liability of approximately $ 17,000,000 which is included in “other assets” and “other liabilities,” respectively, on our consolidated balance sheet as of September 30, 2022.

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

In our opinion, the outcome of such matters in the aggregate will not have a material effect on our financial position, results of operations or cash flows.

ALEXANDER’S, INC.

AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

Approximately $ 900,000 of standby letters of credit were issued and outstanding as of March 31, 2023.

There are various legal actions brought against us from time-to-time in the ordinary course of business.

In our opinion, the outcome of such pending matters in the aggregate will not have a material effect on our financial position, results of operations or cash flows.

Earnings Per Share

The following table sets forth the computation of basic and diluted income per share.

Basic income per share is determined using the weighted average shares of common stock outstanding during the period.

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, 2022 and 2021.

For the Three Months Ended September 30, For the Nine Months Ended September 30,

The following table sets forth the computation of basic and diluted income per share, including a reconciliation of net income and the number of shares used in computing basic and diluted income per share.

Basic income per share is determined using the weighted average shares of common stock (including deferred stock units) outstanding during the period.

Diluted income per share is determined using the weighted average shares of common stock (including deferred stock units) 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 months ended March 31, 2023 and 2022.

For the Three Months Ended March 31,

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

2022 2021 2022 2021

Net income $ 11,226 $ 14,532

2 unchanged sentences

Net income per common share – basic and diluted $ 2.19 $ 2.84

Subsequent Events

On October 3, 2022, we invested an additional $ 166,832,000 in U.S.

Treasury bills.

These investments in U.S.

Treasury bills have an aggregate face value of $ 170,000,000 , have maturities of less than one year and are accounted for as available-for-sale debt instruments.

On October 26, 2022, IKEA, which leases 112,000 square feet of retail space at our Rego Park I shopping center, announced that it plans to close its store at the property.

IKEA remains obligated under its lease which expires in December 2030.

The lease includes a right to terminate effective no earlier than March 2026, subject to payment of rent through the termination date and an additional termination payment equal to the lesser of $ 10,000,000 or the amount of rent due under the remaining term.

REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

2 unchanged sentences

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

and subsidiaries (the “Company”) as of September 30, 2022, the related consolidated statements of income, comprehensive income, and changes in equity, for the three-month and nine-month periods ended September 30, 2022 and 2021, and of cash flows for the nine-month periods ended September 30, 2022 and 2021, and the related notes (collectively referred to as the “interim financial information”).

and subsidiaries (the “Company”) as of March 31, 2023, the related consolidated statements of income, comprehensive income, changes in equity and cash flows for the three-month periods ended March 31, 2023 and 2022, 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

October 31, 2022

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