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Item 2. Properties

2024-02-28 compared with 2023-02-28 · 73 added, 80 removed, 207 unchanged (43% of the section changed)

Summary of Office and Retail Portfolio

As of December 31, 2022, our office and retail portfolio consisted of approximately 9.7 million rentable square feet and was approximately 85.2% occupied, yielding approximately $526.9 million of annualized rent.

We have 12 office properties and our retail properties are comprised of retail space at the base of our Manhattan office and multifamily properties, four standalone retail properties in Manhattan and two contiguous standalone retail properties in Westport, Connecticut (1) .

All of the Manhattan properties are located in dynamic retail corridors with convenient access to mass transportation, a diverse te nant base and high pedestrian traffic.

Giving effect to leases signed but not yet commenced, our office and retail portfolio was approximately 88.6% leased as of December 31, 2022.

Summary of Office, Retail, and Multifamily Portfolio

As of December 31, 2023, our office and retail portfolio was comprised of approximately 8.6 million rentable square feet of office space and 0.7 million rentable square feet of retail space and was approximately 86.3% occupied and 90.6% leased, yielding approximately $536.0 million of annualized rent.

We have 11 office properties and our retail properties are comprised of retail space at the base of our New York City office and multifamily properties, and five standalone retail properties predominantly located in Manhattan.

All properties are located in dynamic retail corridors with convenient access to mass transportation, a diverse te nant base and high pedestrian traffic.

Our real estate segment includes all activities related to the ownership, management, operation, acquisition, repositioning and disposition of all of our real estate assets other than the 86th and 102nd floor observatories at the Empire State Building, which are operated by our Observatory segment.

(1) On February 1, 2023, the two retail properties in Westport, Connecticut were sold.

The tables below present an overview as of December 31, 2023.

Rentable Rent per

Square Percent Annualized Occupied Number of

Square Percent Percent Annualized Occupied Number of

Property Name Location or Sub-Market Feet (1)

Square Foot (5)

Manhattan Office Properties - Office

The Empire State Building (6)

Penn Station -Times Sq.

Office - Manhattan

The Empire State Building Penn Station -Times Sq.

South 2,713,783 84.6 % 91.8 % $ 149,146,291 $ 64.98 144

16 unchanged sentences

South 296,349 84.4 % 94.4 % 14,545,148 58.12 13

Manhattan Office Properties - Office 7,572,479 86.0 % 394,619,464 60.58 494

Greater New York Metropolitan Area Office Properties

Office - Manhattan 7,570,663 87.3 % 92.1 % 406,385,625 61.47 475

Office - Greater New York Metropolitan Area

First Stamford Place (10)

1 unchanged sentence

Metro Center Stamford, CT 281,510 70.9 % 70.9 % 10,914,848 54.71 20

500 Mamaroneck Avenue (11)

Harrison, NY 286,335 90.4 % 7,681,621 29.69 34

Sub-Total/Weighted Average Greater New York Metropolitan Office Properties 1,347,507 80.2 % 46,052,346 42.63 98

Manhattan Office Properties - Retail

Office - Greater New York Metropolitan Area 1,063,241 76.6 % 79.3 % 37,606,025 46.15 68

Total/Weighted Average Office Properties 8,633,904 86.0 % 90.5 % 443,991,650 59.79 543

Retail Properties

112 West 34th Street (8)

Penn Station -Times Sq.

South 93,057 100.0 % 100.0 % 24,825,569 266.78 4

The Empire State Building Penn Station -Times Sq.

1 unchanged sentence

One Grand Central Place Grand Central 68,733 99.4 % 99.4 % 8,977,805 131.41 12

1400 Broadway (7)

Penn Station -Times Sq.

South 18,618 75.1 % 1,471,265 105.24 6

112 West 34th Street (8)

Penn Station -Times Sq.

1333 Broadway Penn Station -Times Sq.

South 67,001 100.0 % 100.0 % 10,155,485 151.57 4

250 West 57th Street Columbus Circle - West Side 65,526 91.4 % 91.4 % 9,111,860 152.07 7

10 Union Square Union Square 58,006 91.9 % 91.9 % 8,181,304 153.49 10

1542 Third Avenue Upper East Side 56,135 100.0 % 100.0 % 2,542,042 45.28 4

1010 Third Avenue Upper East Side 38,235 100.0 % 100.0 % 3,460,188 90.50 2

501 Seventh Avenue Penn Station -Times Sq.

South 35,859 50.8 % 59.6 % 1,310,333 71.94 5

1359 Broadway Penn Station -Times Sq.

South 27,467 68.9 % 1,079,511 57.01 4

1350 Broadway Penn Station -Times Sq.

1350 Broadway (9)

Penn Station -Times Sq.

South 30,710 77.8 % 77.8 % 5,962,833 249.70 5

1 unchanged sentence

South 29,247 83.0 % 100.0 % 1,668,652 68.73 5

Manhattan Office Properties - Retail 499,012 87.6 % 67,403,680 154.17 60

Standalone Retail Properties

10 Union Square Union Square 58,006 85.5 % 6,944,628 139.95 8

1542 Third Avenue Upper East Side 56,250 100.0 % 2,652,308 41.15 4

1010 Third Avenue Upper East Side 38,235 26.1 % 412,120 41.24 1

561 10th Avenue (11)

Hudson Yards 28,266 100.0 % 100.0 % 2,007,748 71.03 3

77 West 55th Street Midtown 25,388 100.0 % 100.0 % 1,978,407 77.93 3

69-97 Main Street (12)

Westport, CT 16,874 100.0 % 1,866,809 110.63 5

103-107 Main Street (12)

Westport, CT 4,330 100.0 % 756,705 174.76 1

Sub-Total/Weighted Average Standalone Retail Properties 199,083 81.6 % 14,584,820 89.78 22

Multifamily Retail Properties

561 10th Avenue Hudson Yards 28,919 94.9 % 2,395,101 87.27 2

345 East 94th Street Upper East Side 3,700 100.0 % 247,782 66.97 1

298 Mulberry Street NoHo 10,365 100.0 % 1,645,002 158.71 1

Sub-Total/Weighted Average Multifamily Retail Properties 42,984 96.6 % 4,287,885 103.30 4

Office and Retail Portfolio Total 9,661,065 85.2 % $ 526,948,195 $ 63.98 678

Total/Weighted Average Office Properties 8,919,986 85.1 % $ 440,671,810 $ 58.02 592

1400 Broadway (7)

Penn Station -Times Sq.

South 17,879 78.2 % 78.2 % 1,538,836 110.07 6

298 Mulberry Street (12)

NoHo 10,365 100.0 % 100.0 % 1,802,507 173.90 1

Williamsburg Retail (13)

Brooklyn 6,538 100.0 % 100.0 % 1,158,422 177.18 3

345 East 94th Street (14)

Upper East Side 3,700 100.0 % 100.0 % 263,134 71.12 1

Total/Weighted Average Retail Properties 725,315 90.4 % 92.1 % 91,977,514 140.27 85

Office and Retail Portfolio Total 9,661,065 85.2 % $ 526,948,195 $ 63.98 678

(1) Excludes (i) 197,242 square feet of space across our commercial portfolio attributable to building management use and tenant amenities and (ii) 80,225 square feet of space attributable to our observatory.

(2) Based on leases signed and commenced as of December 31, 2022 and calculated as (i) rentable square feet less available square feet divided by (ii) rentable square feet.

Portfolio Total 9,359,219 86.3 % 90.6 % $ 535,969,164 $ 66.32 628

(1) Excludes (i) 189,148 square feet of space across the Company's portfolio attributable to building management use and tenant amenities and (ii) 83,190 square feet of space attributable to the Company's Observatory.

(2) Based on leases signed and commenced as of December 31, 2023.

(3) Includes occupied space plus leases signed but not commenced as of December 31, 2023.

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

2 unchanged sentences

If a tenant has more than one lease, whether or not at the same property, but with different expirations, the number of leases is calculated equal to the number of leases with different expirations.

(6) Includes 37,747 rentable square feet of space leased by our broadcasting tenants.

(7) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 40 years (expiring December 31, 2063).

(8) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 55 years (expiring May 31, 2077).

(9) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to us, of approximately 28 years (expiring July 31, 2050).

(8) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 54 years (expiring June 10, 2077).

(9) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 27 years (expiring July 31, 2050).

(10) First Stamford Place consists of three buildings.

(11) We have entered into an agreement to sell this property.

The transaction is expected to close in the first quarter 2023, subject to customary closing conditions.

(12) Property was sold on February 1, 2023.

(11) Does not include the square footage related to the 417 residential units at this property.

(12) Does not include the square footage related to the 96 residential units at this property.

(13) Does not include the square footage related to the 6 residential units at this property.

(14) Does not include the square footage related to the 208 residential units at this property.

Tenant Diversification

23 unchanged sentences

2036 12.7 years 501,409 5.4 % $ 33,465,435 6.2 %

Signature Bank 1333 & 1400 Broadway Jul.

2035 12.1 years 308,207 3.2 % 18,175,128 3.4 %

501 Seventh Avenue Oct.

Flagstar Bank 1400 Broadway Aug.

2039 15.7 years 313,109 3.3 % 18,285,046 3.4 %

2 unchanged sentences

2028 4.8 years 221,365 2.4 % 11,952,833 2.2 %

Sephora 112 West 34th Street Jan.

501 Seventh Avenue Oct.

2028 4.8 years 237,281 2.5 % 11,519,383 2.1 %

Li & Fung 1359 Broadway, ESB Oct.

Sephora 112 West 34th Street Jan.

2029 5.1 years 11,334 0.1 % 10,533,585 2.0 %

1 unchanged sentence

2038 14.1 years 81,340 0.9 % 9,341,224 1.7 %

Empire State Building Jan.

2030 6.1 years 156,187 1.7 % 8,497,458 1.6 %

Macy's 111 West 33rd Street May 2030 6.4 years 131,117 1.4 % 8,451,562 1.6 %

1 unchanged sentence

2029 5.8 years 56,730 0.6 % 8,185,595 1.5 %

Coty Empire State Building Jan.

Li & Fung 1359 Broadway, ESB Oct.

2028 4.5 years 149,061 1.6 % 7,954,806 1.5 %

Foot Locker 112 West 34th Street Sept.

Footlocker 112 West 34th Street Sept.

2031 7.8 years 34,192 0.4 % 7,745,828 1.4 %

4 unchanged sentences

2029 5.2 years 105,143 1.1 % 7,000,733 1.3 %

Institutional Capital Network, Inc.

One Grand Central Place Feb.

2035 10.6 years 94,331 1.0 % 6,351,680 1.2 %

The Michael J.

3 unchanged sentences

2029 5.3 years 104,386 1.1 % 6,096,096 1.1 %

Fragoman 1400 Broadway Feb.

Fragomen 1400 Broadway Feb.

2035 11.2 years 107,680 1.2 % 5,959,656 1.1 %

Institutional Capital Network, Inc.

One Grand Central Place Feb.2023 - Oct.

Burlington Merchandising Corp.

1400 Broadway Jan.

2038 14.1 years 102,898 1.1 % 5,932,832 1.1 %

1 unchanged sentence

2034 10.7 years 87,943 0.9 % 5,384,628 1.0 %

Walgreens ESB, 1350 Broadway May 2025 - Sept.

2027 3.5 years 39,142 0.4 % 4,903,003 0.9 %

The Interpublic Group of Co's, Inc.

111 West 33rd St & 1400 B'Way Jul.

Duane Reade Empire State Building, 1350 Broadway May 2025 - Sept.

2027 2.5 years 39,142 0.4 % 4,941,165 0.9 %

4 unchanged sentences

(3) Based on leases signed and commenced as of December 31, 2023.

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

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

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

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

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

Lease Expirations

28 unchanged sentences

2032 29 368,694 3.9 % 26,223,606 4.9 % 71.13

2033 29 329,711 3.5 % 21,332,708 4.0 % 64.70

Thereafter 48 1,944,947 20.8 % 129,627,759 24.2 % 66.65

20 unchanged sentences

2032 21 334,698 4.4 % 23,105,190 5.7 % 69.03

2033 15 141,599 1.9 % 8,587,282 2.1 % 60.65

Thereafter 35 1,717,713 22.8 % 108,337,878 26.6 % 63.07

20 unchanged sentences

1 — — % 6,180 — % —

2033 3 151,754 14.3 % 7,494,005 19.9 % 49.38

Thereafter 2 92,628 8.8 % 3,862,084 10.3 % 41.69

Total 71 1,063,241 100.0 % $ 37,606,025 100.0 % $ 46.15

Retail Properties

Rentable Portfolio Annualized

17 unchanged sentences

2032 7 33,996 4.7 % 3,112,236 3.4 % 91.55

2033 11 36,358 5.0 % 5,251,421 5.7 % 144.44

Thereafter 11 134,606 18.7 % 17,427,798 18.8 % 129.47

Total 90 725,315 100.0 % $ 91,977,514 100.0 % $ 140.27

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

(2) Excludes (i) 184,725 rentable square feet across our commercial portfolio attributable to building management use and tenant amenities and (ii) 80,225 square feet of space attributable to our observatory.

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

(2) Excludes (i) 189,148 rentable square feet across the Company's portfolio attributable to building management use and tenant amenities and (ii)

83,190 square feet of space attributable to the Company's Observatory.

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

(4) Represents leases that are included in occupancy as of December 31, 2023 and expire on December 31, 2023.

(5) Excludes (i) retail space in our Manhattan office properties and (ii) the Empire State Building broadcasting licenses and Observatory operations.

(5) Includes an aggregate of 541,996 rentable square feet of retail space in our Manhattan office properties and multifamily properties.

Excludes the Empire State Building broadcasting licenses and observatory operations.

(6) Represents a telecom lease with no square footage.

Portfolio Transaction Activity

During April 2022, we transferred 383 Main Avenue, Norwalk CT, which was encumbered by a $30.0 million mortgage, back to the lender in a consensual foreclosure and recognized a non-cash gain of $27.2 million, which is included in Gain on sale/disposition of properties in our condensed consolidated statement of operations.

Prior to the consummation of this transaction, in December 2021, we recorded a $7.7 million impairment charge on the property as we had concluded the cost basis of the asset exceeded its fair value given our reduced holding period and new intent to transfer property ownership to the lender.

On December 7, 2022, we closed on the sale of 10 Bank Street, White Plains, NY, which was encumbered by a $30.0 million mortgage, at a gross asset valuation of $42.0 million.

On December 20, 2022, we closed on the acquisition of a 100% free-market, full service multifamily asset located at 298 Mulberry Street in Manhattan for a purchase price of $114.9 million.

The property has a total of 96 units and was 100% leased as of December 31, 2022.

Subsequent to the year ended December 31, 2022, on February 1, 2023 we closed on the sale of 69-97 and 103-107 Main Street in Westport, Connecticut at a gross asset valuation of $40.0 million.

The Westport sale was a related party transaction approved in accordance with the Company's protocols.

See "Financial Statements - Note 11 Related Party Transactions ".

In December 2022, we also entered into a purchase and sale agreement for 500 Mamaroneck Avenue in Harrison, NY at a gross asset valuation of $53.0 million.

This transaction is expected to close in the first quarter of 2023, subject to customary closing conditions.

On February 1, 2023, we closed on the sale of 69-97 and 103-107 Main Street in Westport, Connecticut at a gross asset valuation of $40.0 million.

Refer to "Financial Statements - Note 11 Related Party Transactions" in this Annual Report on Form 10-K.

On April 5, 2023, we closed on the sale of 500 Mamaroneck Avenue in Harrison, New York at a gross asset valuation of $53.0 million.

On September 14, 2023, we closed on the acquisition of a Williamsburg retail property located on the corner of North 6 th Street and Wythe Avenue in Brooklyn, New York, for a purchase price of $26.4 million.

Refer to "Financial Statements - Note 3 Acquisitions and Dispositions" in this Annual Report on Form 10-K.

LEGAL PROCEEDINGS

3 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.

What changed 10-K

Item 2. Properties