What changed in this filing

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Item 1. Financial Statements

2023-10-30 compared with 2023-07-31 · 58 added, 54 removed, 351 unchanged (24% of the section changed)

4 unchanged sentences

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

ASSETS June 30, 2023 December 31, 2022

ASSETS September 30, 2023 December 31, 2022

Real estate, at cost:

46 unchanged sentences

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

For the Three Months Ended June 30, For the Six Months Ended June 30,

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

2023 2022 2023 2022

17 unchanged sentences

(Amounts in thousands)

For the Three Months Ended June 30, For the Six Months Ended June 30,

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

2023 2022 2023 2022

Net income $ 10,754 $ 15,109 $ 86,127 $ 44,455

Other comprehensive income (loss):

Other comprehensive (loss) income:

Change in fair value of interest rate derivatives and other ( 1,486 ) 6,393 ( 2,020 ) 20,044

10 unchanged sentences

Shares Amount

For the Three Months Ended June 30, 2023

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

For the Three Months Ended September 30, 2023

Balance, June 30, 2023 5,173 $ 5,173 $ 34,315 $ 201,472 $ 25,052 $ ( 368 ) $ 265,644

Net income — — — 10,754 — — 10,754

1 unchanged sentence

— — — ( 23,088 ) — — ( 23,088 )

Change in fair value of interest rate derivatives and other — — — — 3,110 — 3,110

Deferred stock unit grants — — 450 — — — 450

Change in fair value of interest rate derivatives — — — — ( 1,486 ) — ( 1,486 )

Balance, September 30, 2023 5,173 $ 5,173 $ 34,315 $ 189,138 $ 23,566 $ ( 368 ) $ 251,824

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

For the Three Months Ended June 30, 2022

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

Net income — — — 15,109 — — 15,109

2 unchanged sentences

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

Deferred stock unit grants — — 450 — — — 450

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

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

Capital Retained

3 unchanged sentences

Shares Amount

For the Six Months Ended June 30, 2023

For the Nine Months Ended September 30, 2023

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

4 unchanged sentences

Deferred stock unit grants — — 450 — — — 450

Balance, June 30, 2023 5,173 $ 5,173 $ 34,315 $ 201,472 $ 25,052 $ ( 368 ) $ 265,644

For the Six Months Ended June 30, 2022

Balance, September 30, 2023 5,173 $ 5,173 $ 34,315 $ 189,138 $ 23,566 $ ( 368 ) $ 251,824

For the Nine Months Ended September 30, 2022

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

4 unchanged sentences

Deferred stock unit grants — — 450 — — — 450

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

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

See notes to consolidated financial statements (unaudited).

3 unchanged sentences

(Amounts in thousands)

For the Six Months Ended June 30,

For the Nine Months Ended September 30,

CASH FLOWS FROM OPERATING ACTIVITIES 2023 2022

5 unchanged sentences

Stock-based compensation expense 450 450

Interest rate cap premium amortization 4,049 —

Other non-cash adjustments 1,295 ( 1,420 )

12 unchanged sentences

Purchase of interest rate cap ( 11,258 ) —

Proceeds from interest rate cap 1,889 —

Purchase of U.S.

39 unchanged sentences

Actual results could differ from those estimates.

The results of operations for the three and six months ended June 30, 2023 are not necessarily indicative of the operating results for the full year.

The results of operations for the three and nine months ended September 30, 2023 are not necessarily indicative of the operating results for the full year.

We operate in one reportable segment.

8 unchanged sentences

ASU 2022-06 is effective immediately for all companies.

As of June 30, 2023, we have transitioned all of our LIBOR-indexed debt and derivatives and, for our derivatives in hedge accounting relationships, utilized the elective relief in ASC 848, allowing for the continuation of hedge accounting through the transition process.

As of September 30, 2023, we have transitioned all of our LIBOR-indexed debt and derivatives and, for our derivatives in hedge accounting relationships, utilized the elective relief in ASC 848, allowing for the continuation of hedge accounting through the transition process.

ALEXANDER’S, INC.

2 unchanged sentences

Revenue Recognition

The following is a summary of revenue sources for the three and six months ended June 30, 2023 and 2022.

For the Three Months Ended June 30, For the Six Months Ended June 30,

The following is a summary of revenue sources for the three and nine months ended September 30, 2023 and 2022.

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

(Amounts in thousands) 2023 2022 2023 2022

3 unchanged sentences

Rental revenues $ 55,413 $ 53,729 $ 162,027 $ 152,768

The components of lease revenues for the three and six months ended June 30, 2023 and 2022 are as follows:

For the Three Months Ended June 30, For the Six Months Ended June 30,

The components of lease revenues for the three and nine months ended September 30, 2023 and 2022 are as follows:

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

(Amounts in thousands) 2023 2022 2023 2022

3 unchanged sentences

Bloomberg L.P.

(“Bloomberg”) accounted for revenue of $ 59,177,000 and $ 55,909,000 for the six months ended June 30, 2023 and 2022, respectively, representing approximately 56 % of our rental revenues in each period.

(“Bloomberg”) accounted for revenue of $ 89,863,000 and $ 81,536,000 for the nine months ended September 30, 2023 and 2022, respectively, representing approximately 55 % and 53 % of our rental revenues in each period, respectively.

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

2 unchanged sentences

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

On December 3, 2022, IKEA closed its 112,000 square foot store at our Rego Park I property under a lease that was set to expire in December 2030.

The lease included a right to terminate effective no earlier than March 16, 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.

On September 27, 2023, we entered into a lease modification agreement with IKEA which accelerates its lease termination date to April 1, 2024.

Under the lease modification agreement, IKEA will pay its remaining rent due through March 16, 2026 and the $ 10,000,000 termination payment over the modified lease term.

Real Estate Sale

5 unchanged sentences

Related Party Transactions

As of June 30, 2023, Vornado owned 32.4 % of our outstanding common stock.

As of September 30, 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

Pursuant to the Sales Agreement, we paid a $ 711,000 sales commission to Vornado in the second quarter of 2023 related to the sale of the Rego Park III land parcel.

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.

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

For the Three Months Ended June 30, For the Six Months Ended June 30,

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

We also have an agreement with a wholly owned subsidiary of Vornado to manage the parking garages at our Rego Park I and Rego Park II properties.

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

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

(Amounts in thousands) 2023 2022 2023 2022

3 unchanged sentences

Commission on sale of real estate — — 711 —

Property management, cleaning, engineering and security fees

1,550 1,547 2,959 2,816

Property management, cleaning, engineering, parking and security fees 1,442 1,358 4,401 4,174

$ 3,116 $ 2,116 $ 8,356 $ 7,653

As of June 30, 2023, the amounts due to Vornado were $ 823,000 for management, property management, cleaning, engineering and security fees and $ 129,000 for leasing fees.

As of September 30, 2023, the amounts due to Vornado were $ 974,000 for leasing fees and $ 526,000 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.

4 unchanged sentences

On June 9, 2023, we exercised our remaining one-year extension option on the $ 500,000,000 interest-only mortgage loan on the office condominium of our 731 Lexington Avenue property.

The interest rate on the loan remained at LIBOR plus 0.90 % through July 15, 2023 and then is at the Prime Rate through loan maturity on June 11, 2024.

In addition, in June 2023, we purchased an interest rate cap for $ 11,258,000 , which capped LIBOR at 6.00 % through July 15, 2023 and then the Prime Rate ( 8.25 % as of June 30, 2023) at 6.00 % through loan maturity.

The following is a summary of our outstanding mortgages payable as of June 30, 2023 and December 31, 2022.

The interest rate on the loan remained at LIBOR plus 0.90 % through July 15, 2023 and thereafter at the Prime Rate through loan maturity on June 11, 2024.

In June 2023, we purchased an interest rate cap for $ 11,258,000 , which capped LIBOR at 6.00 % through July 15, 2023 and caps the Prime Rate ( 8.50 % as of September 30, 2023) at 6.00 % through loan maturity.

The following is a summary of our outstanding mortgages payable as of September 30, 2023 and December 31, 2022.

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

Interest Rate at June 30, 2023 Balance as of

(Amounts in thousands) Maturity June 30, 2023 December 31, 2022

Interest Rate at September 30, 2023 Balance as of

(Amounts in thousands) Maturity September 30, 2023 December 31, 2022

First mortgages secured by:

12 unchanged sentences

$ 1,092,125 $ 1,091,051

(1) Interest rate listed represents the rate in effect as of June 30, 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 % through July 15, 2023 (LIBOR was capped at 6.00 % through July 15, 2023) and then at the Prime Rate (capped at 6.00 % through loan maturity).

(1) Interest at the Prime Rate (capped at 6.00 % through loan maturity).

(2) Interest rate listed represents the rate in effect as of September 30, 2023 based on SOFR as of contractual reset date plus contractual spread, adjusted for hedging instruments as applicable.

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

7 unchanged sentences

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 June 30, 2023, there were 23,388 DSUs outstanding and 482,399 shares were available for future grant under the Plan.

As of September 30, 2023, there were 23,388 DSUs outstanding and 482,399 shares were available for future grant under the Plan.

ALEXANDER’S, INC.

11 unchanged sentences

Financial Assets and Liabilities Measured at Fair Value

Financial assets measured at fair value on our consolidated balance sheet as of June 30, 2023 consist of 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 June 30, 2023.

As of June 30, 2023

Financial assets measured at fair value on our consolidated balance sheet as of September 30, 2023 consisted of 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, 2023.

As of September 30, 2023

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

Interest rate derivatives (included in other assets) $ 33,694 $ — $ 33,694 $ —

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

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

12 unchanged sentences

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 June 30, 2023 and December 31, 2022, respectively.

Fair Value as of As of June 30, 2023

(Amounts in thousands) June 30, 2023 December 31, 2022 Notional Amount Swapped Rate Expiration Date

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 September 30, 2023 and December 31, 2022, respectively.

Fair Value as of As of September 30, 2023

(Amounts in thousands) September 30, 2023 December 31, 2022 Notional Amount Rate Expiration Date

Interest rate swap related to:

5 unchanged sentences

(1) SOFR cap strike rate of 4.15 %.

(2) In June 2023, we purchased an interest rate cap for $ 11,258 , which capped LIBOR at 6.00 % through July 15, 2023 and then the Prime Rate ( 8.25 % as of June 30, 2023) at 6.00 % through loan maturity.

(2) In June 2023, we purchased an interest rate cap for $ 11,258 , which capped LIBOR at 6.00 % through July 15, 2023 and caps the Prime Rate ( 8.50 % as of September 30, 2023) at 6.00 % through loan maturity.

See Note 7 - Mortgages Payable for further information.

3 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 amount and fair value of these financial instruments as of June 30, 2023 and December 31, 2022.

As of June 30, 2023 As of December 31, 2022

The table below summarizes the carrying amount and fair value of these financial instruments as of September 30, 2023 and December 31, 2022.

As of September 30, 2023 As of December 31, 2022

(Amounts in thousands) Carrying

20 unchanged sentences

Letters of Credit

Approximately $ 900,000 of standby letters of credit were issued and outstanding as of June 30, 2023.

Approximately $ 900,000 of standby letters of credit were issued and outstanding as of September 30, 2023.

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

4 unchanged sentences

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 and six months ended June 30, 2023 and 2022.

For the Three Months Ended June 30, For the Six Months Ended June 30,

There were no potentially dilutive securities outstanding during the three and nine months ended September 30, 2023 and 2022.

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

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

8 unchanged sentences

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

and subsidiaries (the “Company”) as of June 30, 2023, the related consolidated statements of income, comprehensive income, and changes in equity, for the three-month and six-month periods ended June 30, 2023, and 2022, and of cash flows for the six-month periods ended June 30, 2023 and 2022, and the related notes (collectively referred to as the “interim financial information”).

and subsidiaries (the “Company”) as of September 30, 2023, the related consolidated statements of income, comprehensive income, and changes in equity, for the three-month and nine-month periods ended September 30, 2023, and 2022, and of cash flows for the nine-month periods ended September 30, 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

July 31, 2023

October 30, 2023

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