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Empire State Realty OP(ESBA) - 2022 Q1 - Quarterly Report
2022-05-04 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2022 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36106 EMPIRE STATE REALTY OP, L.P. (Exact name of Registrant as specified in its charter) Delaware 45-4685158 (State or other jurisdiction of ...
Empire State Realty OP(ESBA) - 2021 Q4 - Annual Report
2022-02-24 16:00
PART I [Business](index=6&type=section&id=Item%201.%20Business) The company is a REIT managing office, retail, and multifamily assets primarily in the New York metropolitan area Portfolio Overview as of December 31, 2021 | Asset Type | Rentable Square Feet | Occupancy | Leased Percentage (incl. signed) | | :--- | :--- | :--- | :--- | | Office & Retail | 10.1 million | 82.4% | 85.7% | | Office Properties | 9.4 million | 82.5% | 85.3% | | Standalone Retail | 0.2 million | - | 100.0% | | Multifamily | 625 units | - | - | - The company operates through a **real estate segment** for commercial and multifamily assets and an **observatory segment**[25](index=25&type=chunk) - Business strategies include capitalizing on environmental leadership, pursuing acquisitions, and enhancing Observatory operations[17](index=17&type=chunk)[18](index=18&type=chunk)[19](index=19&type=chunk) - As of December 31, 2021, the company employed 693 people, with approximately **70% covered by collective bargaining agreements**[61](index=61&type=chunk)[144](index=144&type=chunk) [Risk Factors](index=15&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from the COVID-19 pandemic, geographic concentration, and regulatory changes - The COVID-19 pandemic severely impacted the observatory, with **visitor volume at 0.8 million in 2021 versus 3.5 million in 2019**[75](index=75&type=chunk)[85](index=85&type=chunk) - The portfolio's geographic concentration in New York makes it vulnerable to local economic and regulatory downturns[80](index=80&type=chunk)[82](index=82&type=chunk) - A significant portion of revenue comes from six properties, with the **Empire State Building accounting for 31.7% of 2021 rental revenues**[84](index=84&type=chunk)[85](index=85&type=chunk) - The company is subject to NYC's Local Law 97 on emissions but **expects to pay no fines in the first enforcement period (2024-2030)**[40](index=40&type=chunk)[139](index=139&type=chunk) - Tax protection agreements could limit the company's ability to sell certain properties or require specific debt levels[181](index=181&type=chunk)[182](index=182&type=chunk)[184](index=184&type=chunk) [Unresolved Staff Comments](index=29&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) The company had no unresolved comments from the SEC staff as of the end of the fiscal year 2021 - There were **no unresolved SEC staff comments** as of the end of the fiscal year 2021[205](index=205&type=chunk) [Properties](index=30&type=section&id=Item%202.%20Properties) The company's portfolio consists of 10.1 million square feet of office/retail space and recently acquired multifamily assets Office and Retail Portfolio Summary (as of Dec 31, 2021) | Metric | Value | | :--- | :--- | | Total Rentable Square Feet | 10,128,335 | | Percent Occupied | 82.4% | | Annualized Rent | $523.8 million | | Number of Leases | 730 | Top 5 Tenants by Annualized Rent (as of Dec 31, 2021) | Tenant | Annualized Rent | % of Portfolio Annualized Rent | | :--- | :--- | :--- | | LinkedIn | $26,656,726 | 5.1% | | PVH Corp. | $11,343,800 | 2.2% | | Centric Brands Inc. | $11,006,769 | 2.1% | | Sephora | $10,528,487 | 2.0% | | Li & Fung | $9,283,476 | 1.8% | Lease Expirations (All Office and Retail Properties) | Year of Expiration | % of Portfolio Rentable Square Feet Expiring | | :--- | :--- | | 2022 | 5.7% | | 2023 | 6.3% | | 2024 | 8.3% | | 2025 | 5.4% | | 2026 | 7.8% | - In December 2021, the company acquired two multifamily assets for **$307 million**, adding 625 units to its portfolio[228](index=228&type=chunk) - The company has invested approximately **$966.7 million** in its Manhattan office properties as part of a redevelopment program[229](index=229&type=chunk) [Legal Proceedings](index=37&type=section&id=Item%203.%20Legal%20Proceedings) The company is not involved in any material litigation beyond routine matters and a disclosed arbitration case - The company is not involved in any material litigation outside the ordinary course of business, except for a previously disclosed arbitration claim[578](index=578&type=chunk)[579](index=579&type=chunk) [Mine Safety Disclosures](index=37&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This section is not applicable to the company's operations - Not applicable[236](index=236&type=chunk) PART II [Market for Registrant's Common Equity, Related Stockholders Matters and Issuer Purchases of Equity Securities](index=38&type=section&id=Item%205.%20Market%20for%20Registrant's%20Common%20Equity%2C%20Related%20Stockholders%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's units are traded on NYSE Arca, with a reinstated dividend and an active share repurchase program - The quarterly dividend was reinstated in May 2021 and set at **$0.035 per share** for the remainder of 2021[243](index=243&type=chunk) - A **$500 million repurchase program** for common stock and OP units was authorized for 2022 through 2023[253](index=253&type=chunk) Equity Repurchases in Q4 2021 | Month | Total Shares Purchased | Average Price Paid per Share | | :--- | :--- | :--- | | October 2021 | — | — | | November 2021 | 1,452,168 | $10.06 | | December 2021 | 2,426,091 | $9.09 | [[Reserved]](index=40&type=section&id=Item%206.%20%5BReserved%5D) This item is not applicable - Not applicable[257](index=257&type=chunk) [Management's Discussion and Analysis of Financial Condition and Results of Operations](index=41&type=section&id=Item%207.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) FY2021 saw an improved net loss driven by partial observatory recovery, despite slightly lower rental revenue Financial Performance Summary (Year Ended Dec 31) | Metric | 2021 | 2020 | % Change | | :--- | :--- | :--- | :--- | | Total Revenues | $624.1M | $609.2M | 2.4% | | Rental Revenue | $559.7M | $563.1M | (0.6)% | | Observatory Revenue | $41.5M | $29.1M | 42.7% | | Operating Income | $79.1M | $58.7M | 34.9% | | Net Loss | ($13.0M) | ($22.9M) | 43.0% improvement | Non-GAAP Financial Measures (Year Ended Dec 31) | Metric | 2021 | 2020 | 2019 | | :--- | :--- | :--- | :--- | | Net Operating Income (NOI) | $343.4M | $316.0M | $396.1M | | Core Funds From Operations (Core FFO) | $194.9M | $175.4M | $267.9M | - As of December 31, 2021, the company had strong liquidity with **$423.7 million in cash** and **$850 million of undrawn capacity**[268](index=268&type=chunk)[301](index=301&type=chunk) - In July 2021, tenant GBG USA filed for bankruptcy, resulting in **$10.1 million recognized as lease termination income**[277](index=277&type=chunk)[279](index=279&type=chunk) - The fair value of the observatory reporting unit exceeded its carrying value by less than 15.0%, indicating a **heightened risk of future goodwill impairment**[282](index=282&type=chunk)[371](index=371&type=chunk) [Quantitative and Qualitative Disclosures about Market Risk](index=60&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosure%20about%20Market%20Risk) The company's primary market risk is interest rate volatility on its variable rate debt, managed via derivatives - The principal market risk is interest rate risk, with **$125.0 million in floating rate debt (5.4% of total)** as of year-end 2021[363](index=363&type=chunk)[379](index=379&type=chunk) - The company uses interest rate swaps and caps to manage risk, with an aggregate notional value of **$451.3 million**[383](index=383&type=chunk) - The company is managing the transition from LIBOR to an alternative rate like SOFR for its credit facilities and derivatives[386](index=386&type=chunk)[387](index=387&type=chunk) [Financial Statements and Supplementary Data](index=62&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section incorporates by reference the company's audited consolidated financial statements and data - This section refers to the full consolidated financial statements, which are included from page F-1 onwards in the Form 10-K[393](index=393&type=chunk) [Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=62&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) No changes in or disagreements with the company's accountants were reported - None reported[393](index=393&type=chunk) [Controls and Procedures](index=62&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management concluded that the company's disclosure controls and internal financial reporting controls were effective - Management concluded that **disclosure controls and procedures were effective** as of December 31, 2021[394](index=394&type=chunk) - Management's report on internal control over financial reporting concluded that **controls were effective** as of December 31, 2021[396](index=396&type=chunk) - The independent auditor, Ernst & Young LLP, issued an **unqualified opinion** on the effectiveness of internal controls[399](index=399&type=chunk) [Other Information](index=64&type=section&id=Item%209B.%20Other%20Information) No other information was required to be reported in this section - None[406](index=406&type=chunk) [Disclosure Regarding Foreign Jurisdictions that Prevent Inspections](index=64&type=section&id=Item%209C.%20Disclosure%20Regarding%20Foreign%20Jurisdictions%20that%20Prevent%20Inspections) This disclosure requirement is not applicable to the company - Not applicable[407](index=407&type=chunk) PART III [Directors, Executive Officers and Corporate Governance](index=64&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information is incorporated by reference from the 2022 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[409](index=409&type=chunk) [Executive Compensation](index=64&type=section&id=Item%2011.%20Executive%20Compensation) Information is incorporated by reference from the 2022 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[410](index=410&type=chunk) [Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=64&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information is incorporated by reference from the 2022 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[410](index=410&type=chunk) [Certain Relationships and Related Transactions, and Director Independence](index=64&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information is incorporated by reference from the 2022 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[412](index=412&type=chunk) [Principal Accounting Fees and Services](index=64&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information is incorporated by reference from the 2022 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[413](index=413&type=chunk) PART IV [Exhibits, Financial Statements and Schedules](index=64&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statements%20and%20Schedules) This section lists all financial statements, schedules, and exhibits filed with the Form 10-K report - This section provides an index of all financial statements, schedules, and exhibits included in or filed with the 10-K report[415](index=415&type=chunk)[418](index=418&type=chunk) [Form 10-K Summary](index=68&type=section&id=Item%2016.%20Form%2010-K%20Summary) No summary of the Form 10-K was provided in this section - None[424](index=424&type=chunk)
Empire State Realty OP(ESBA) - 2021 Q3 - Quarterly Report
2021-11-04 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36106 EMPIRE STATE REALTY OP, L.P. (Exact name of Registrant as specified in its charter) Delaware 45-4685158 (State or other jurisdictio ...
Empire State Realty OP(ESBA) - 2021 Q1 - Quarterly Report
2021-05-06 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2021 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36106 EMPIRE STATE REALTY OP, L.P. (Exact name of Registrant as specified in its charter) Delaware 45-4685158 (State or other jurisdiction of ...
Empire State Realty OP(ESBA) - 2020 Q1 - Quarterly Report
2020-05-06 21:26
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to | --- | --- | --- | |------------------------------------------------------------------------------|--------------------------------------------------------------------- ...
Empire State Realty OP(ESBA) - 2018 Q4 - Annual Report
2019-02-28 15:54
Part I [Item 1. Business](index=5&type=section&id=Item%201.%20Business) A REIT managing a 10.1 million sq. ft. portfolio of office and retail properties, including the Empire State Building Portfolio Overview as of December 31, 2018 | Metric | Value | | :--- | :--- | | Total Portfolio Size | 10.1 million rentable sq. ft. | | Total Properties | 14 office, 6 standalone retail | | Portfolio Occupancy | 88.8% | | Portfolio Leased (incl. signed not commenced) | 91.8% | | Manhattan Office Properties | 9 properties, 7.6 million rentable sq. ft. | | Greater NY Metro Office Properties | 5 properties, 1.8 million rentable sq. ft. | - The Empire State Building's observatories are a significant revenue source, attracting approximately **3.8 million visitors** in 2018, a slight decrease from **3.94 million** in 2017[12](index=12&type=chunk) - The company's competitive strengths include its irreplaceable Midtown Manhattan portfolio, expertise in repositioning properties, and leadership in energy efficiency retrofitting, which has reduced energy use at the Empire State Building by **45%** from pre-retrofit levels[14](index=14&type=chunk)[16](index=16&type=chunk)[17](index=17&type=chunk) - Primary business strategies focus on vacating, redeveloping, and re-leasing space at higher rents to better credit tenants, increasing below-market rents as leases expire, and opportunistically pursuing acquisitions[22](index=22&type=chunk)[23](index=23&type=chunk)[26](index=26&type=chunk) - The company operates through two reportable segments: a Real Estate segment for all property-related activities and an Observatory segment for the 86th and 102nd-floor observatories at the Empire State Building[32](index=32&type=chunk) [Item 1A. Risk Factors](index=13&type=section&id=Item%201A.%20Risk%20Factors) The company faces significant risks from its concentrated New York portfolio, reliance on key properties, lease expiration, and debt structure - All properties are located in Manhattan and the greater New York metropolitan area, exposing the company to greater economic risks than a more geographically diverse portfolio[56](index=56&type=chunk) - The company relies heavily on six properties for **72.2%** of its portfolio's rental revenue, with the Empire State Building alone accounting for **31.9%** for the year ended December 31, 2018[59](index=59&type=chunk) - The Empire State Building's observatory faces increasing competition from two existing and two new observatories projected for completion in 2020, which could negatively impact visitor numbers and revenue[59](index=59&type=chunk) - Lease expiration risk is notable, with leases representing **7.2%** of the portfolio's square footage expiring in 2019 and **8.3%** in 2020[61](index=61&type=chunk) - As of December 31, 2018, the company had approximately **$1.9 billion** in total debt, exposing it to risks such as default, refinancing challenges, and restrictive covenants[86](index=86&type=chunk) - Tax protection agreements with the Malkin Group and another investor could limit the company's ability to sell four specified properties or reduce certain indebtedness without incurring tax indemnification obligations[99](index=99&type=chunk) [Item 1B. Unresolved Staff Comments](index=38&type=section&id=Item%201B.%20Unresolved%20Staff%20Comments) As of December 31, 2018, the company reported no unresolved comments from the SEC staff - The company had no unresolved comments with the SEC staff as of the end of the fiscal year[211](index=211&type=chunk) Part II [Item 2. Properties](index=39&type=section&id=Item%202.%20Properties) The company's 10.1 million sq. ft. portfolio, 88.8% occupied, comprises 14 office and 6 retail properties, undergoing active redevelopment Portfolio Summary by Segment (as of Dec 31, 2018) | Segment | Rentable Square Feet | Percent Occupied | Annualized Rent (in millions) | | :--- | :--- | :--- | :--- | | Manhattan Office Properties | 8,076,058 | 88.9% | $450.6 | | Greater NY Metro Office Properties | 1,847,033 | 87.6% | $66.1 | | Standalone Retail Properties | 205,748 | 94.4% | $18.8 | | **Portfolio Total** | **10,128,839** | **88.8%** | **$535.5** | - The tenant base is diversified by industry, with Consumer Goods (**21.8%**), Retail (**17.1%**), and Finance, Insurance, Real Estate (**16.1%**) being the largest sectors by annualized rent[218](index=218&type=chunk) - The five largest tenants (Global Brands Group, LinkedIn, Coty Inc., PVH Corp., and Sephora) represent approximately **27.7%** of the portfolio's occupied square footage and **19.7%** of its annualized rent[218](index=218&type=chunk) - The company has invested approximately **$865.7 million** in its Manhattan office properties' redevelopment and repositioning program from 2002 through December 31, 2018[234](index=234&type=chunk) - A multi-year capital project at the Empire State Building began in 2017 with a total anticipated investment of approximately **$163 million** to enhance the visitor experience and improve tenant access, with the first phase completed in August 2018[238](index=238&type=chunk)[239](index=239&type=chunk)[240](index=240&type=chunk) [Item 3. Legal Proceedings](index=46&type=section&id=Item%203.%20Legal%20Proceedings) The company is defending an ongoing arbitration claim from former investors alleging breach of fiduciary duty related to its IPO - The company is defending an arbitration claim from 12 former investors of Empire State Building Associates L.L.C. alleging breach of fiduciary duty in connection with the IPO, which the company believes is without merit[588](index=588&type=chunk)[589](index=589&type=chunk) [Item 4. Mine Safety Disclosures](index=46&type=section&id=Item%204.%20Mine%20Safety%20Disclosures) This item is not applicable to the company - Not applicable[243](index=243&type=chunk) [Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities](index=47&type=section&id=Item%205.%20Market%20for%20Registrant%27s%20Common%20Equity%2C%20Related%20Stockholder%20Matters%20and%20Issuer%20Purchases%20of%20Equity%20Securities) The company's OP units are listed on NYSE Arca, with regular quarterly distributions and an equity incentive plan - The company's traded OP units (Series ES, 60, and 250) are listed on the NYSE Arca under the symbols ESBA, OGCP, and FISK, respectively[246](index=246&type=chunk) - The company has a 2013 Equity Incentive Plan authorizing up to **12.2 million shares** for awards, with **4,323,054** securities remaining available for future issuance as of December 31, 2018[250](index=250&type=chunk)[253](index=253&type=chunk) [Item 6. Selected Financial Data](index=49&type=section&id=Item%206.%20Selected%20Financial%20Data) This section provides a five-year summary of the company's key financial data, including revenues, income, assets, and debt Selected Financial Data (2017-2018) | Metric (in thousands) | 2018 | 2017 | | :--- | :--- | :--- | | Total revenues | $731,511 | $709,526 | | Operating income | $190,857 | $192,903 | | Net income | $117,253 | $118,253 | | Total assets | $4,195,780 | $3,931,347 | | Total Debt | $1,918,933 | $1,688,721 | | FFO attributable to common stockholders | $282,609 | $276,491 | [Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=51&type=section&id=Item%207.%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section analyzes 2018 financial performance, highlighting revenue growth, liquidity, debt structure, and ongoing redevelopment initiatives - Key achievements in 2018 included achieving Core FFO of **$290.4 million**, signing **1 million square feet** of leases with a **19.8%** mark-to-market rent increase, and opening the new Observatory entrance at the Empire State Building[266](index=266&type=chunk)[268](index=268&type=chunk)[271](index=271&type=chunk) Comparison of Operations: 2018 vs. 2017 (in thousands) | Line Item | 2018 | 2017 | Change % | | :--- | :--- | :--- | :--- | | Total Revenues | $731,511 | $709,526 | 3.1% | | Observatory Revenue | $131,227 | $127,118 | 3.2% | | Lease Termination Fees | $20,847 | $13,551 | 53.8% | | Total Operating Expenses | $540,654 | $516,623 | 4.7% | | Operating Income | $190,857 | $192,903 | (1.1)% | | Net Income | $117,253 | $118,253 | (0.8)% | - As of December 31, 2018, the company had a strong liquidity position with **$605.0 million** in cash and short-term investments and **$1.1 billion** available under its unsecured revolving credit facility[329](index=329&type=chunk) - Total consolidated debt was approximately **$1.9 billion** with a weighted average interest rate of **3.84%** and a weighted average maturity of **8.1 years**, with **100%** of the debt being fixed-rate[331](index=331&type=chunk) FFO Reconciliation (in thousands) | Metric | 2018 | 2017 | | :--- | :--- | :--- | | Net income | $117,253 | $118,253 | | FFO | $282,609 | $276,491 | | Modified FFO | $290,440 | $284,322 | | Core FFO | $290,440 | $286,925 | [Item 7A. Quantitative and Qualitative Disclosures About Market Risk](index=72&type=section&id=Item%207A.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company's primary market risk is interest rate risk, actively managed through hedging instruments, with no variable-rate debt exposure - The principal market risk is interest rate risk, and as of December 31, 2018, the company had no variable rate debt outstanding, as its **$265.0 million** unsecured term loan was fixed via an interest rate swap[399](index=399&type=chunk)[415](index=415&type=chunk) - The company utilized interest rate LIBOR swap agreements with an aggregate notional value of **$515.0 million** to fix interest rates on existing and anticipated debt[416](index=416&type=chunk) [Item 8. Financial Statements and Supplementary Data](index=72&type=section&id=Item%208.%20Financial%20Statements%20and%20Supplementary%20Data) This section incorporates the company's audited consolidated financial statements and supplementary data by reference - The company's financial statements are incorporated by reference and begin on page F-1 of the report[419](index=419&type=chunk) [Item 9. Changes in and Disagreements with Accountants on Accounting and Financial Disclosure](index=72&type=section&id=Item%209.%20Changes%20in%20and%20Disagreements%20with%20Accountants%20on%20Accounting%20and%20Financial%20Disclosure) The company reported no changes in or disagreements with its accountants on accounting and financial disclosure - None reported[420](index=420&type=chunk) [Item 9A. Controls and Procedures](index=73&type=section&id=Item%209A.%20Controls%20and%20Procedures) Management and independent auditors concluded that the company's disclosure controls and internal control over financial reporting were effective - Management concluded that disclosure controls and procedures were effective as of the end of the period[423](index=423&type=chunk) - The company's management concluded that its internal control over financial reporting was effective as of December 31, 2018, based on the COSO criteria[425](index=425&type=chunk) - The independent auditor, Ernst & Young LLP, issued an unqualified opinion, stating that the company maintained effective internal control over financial reporting as of December 31, 2018[426](index=426&type=chunk) [Item 9B. Other Information](index=75&type=section&id=Item%209B.%20Other%20Information) The company reported no other information for this item - None[433](index=433&type=chunk) Part III [Item 10. Directors, Executive Officers and Corporate Governance](index=75&type=section&id=Item%2010.%20Directors%2C%20Executive%20Officers%20and%20Corporate%20Governance) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[435](index=435&type=chunk) [Item 11. Executive Compensation](index=75&type=section&id=Item%2011.%20Executive%20Compensation) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[436](index=436&type=chunk) [Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters](index=75&type=section&id=Item%2012.%20Security%20Ownership%20of%20Certain%20Beneficial%20Owners%20and%20Management%20and%20Related%20Stockholder%20Matters) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[436](index=436&type=chunk) [Item 13. Certain Relationships and Related Transactions, and Director Independence](index=75&type=section&id=Item%2013.%20Certain%20Relationships%20and%20Related%20Transactions%2C%20and%20Director%20Independence) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[438](index=438&type=chunk) [Item 14. Principal Accounting Fees and Services](index=75&type=section&id=Item%2014.%20Principal%20Accounting%20Fees%20and%20Services) Information for this item is incorporated by reference from the company's 2019 Annual Meeting of Stockholders proxy statement - Information is incorporated by reference from the ESRT Proxy Statement[439](index=439&type=chunk) Part IV [Item 15. Exhibits, Financial Statements and Schedules](index=75&type=section&id=Item%2015.%20Exhibits%2C%20Financial%20Statements%20and%20Schedules) This section lists the financial statements, schedules, and exhibits filed as part of the Annual Report on Form 10-K - This section lists all documents filed as part of the report, including financial statements, schedules for Valuation and Qualifying Accounts and Real Estate and Accumulated Depreciation, and various material contracts and agreements[441](index=441&type=chunk)[442](index=442&type=chunk)[443](index=443&type=chunk) [Item 16. Form 10-K Summary](index=78&type=section&id=Item%2016.%20Form%2010-K%20Summary) The company did not provide a summary for this item - None[448](index=448&type=chunk)