PART I. FINANCIAL INFORMATION [ITEM 1. FINANCIAL STATEMENTS](index=3&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) The unaudited financial statements detail balance sheets, operations, equity, and cash flows for periods ended September 30, 2021 [Condensed Consolidated Balance Sheets](index=4&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Total assets and liabilities slightly decreased while cash and cash equivalents increased from year-end 2020 | Metric | September 30, 2021 (thousands) | December 31, 2020 (thousands) | | :--- | :--- | :--- | | Total Assets | $4,112,163 | $4,150,695 | | Total Liabilities | $2,398,482 | $2,419,388 | | Total Equity | $1,713,681 | $1,731,307 | | Cash and Cash Equivalents | $582,188 | $526,714 | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Net loss narrowed year-over-year, driven by significant growth in observatory revenue and lease termination fees | Metric | Three Months Ended Sep 30, 2021 (thousands) | Three Months Ended Sep 30, 2020 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2020 (thousands) | | :--- | :--- | :--- | :--- | :--- | | Net Loss | $(10,183) | $(12,269) | $(8,963) | $(23,599) | | Total Revenues | $165,048 | $146,575 | $463,760 | $457,829 | | Observatory Revenue | $12,796 | $4,419 | $23,758 | $24,049 | | Lease Termination Fees | $11,321 | $331 | $15,949 | $1,575 | | Basic Earnings Per Share | $(0.04) | $(0.05) | $(0.04) | $(0.09) | | Dividends Per Share | $0.035 | $— | $0.070 | $0.210 | - Observatory revenue increased by **189.6%** for the three months ended September 30, 2021, compared to the same period in 2020[168](index=168&type=chunk) - Lease termination fees surged by **3,320.2%** for the three months ended September 30, 2021, compared to the same period in 2020[168](index=168&type=chunk) [Condensed Consolidated Statements of Comprehensive Loss](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) Comprehensive loss significantly decreased due to improved unrealized gains on interest rate swap agreements | Metric | Three Months Ended Sep 30, 2021 (thousands) | Three Months Ended Sep 30, 2020 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2020 (thousands) | | :--- | :--- | :--- | :--- | :--- | | Comprehensive Loss | $(7,366) | $(9,332) | $(415) | $(36,953) | | Unrealized gain (loss) on valuation of interest rate swap agreements | $(103) | $64 | $(139) | $(19,340) | [Condensed Consolidated Statements of Stockholders' Equity (Three Months)](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders%27%20Equity%20for%20The%20Three%20Months%20Ended%20September%2030%2C%202021%20and%202020) Stockholders' equity decreased in Q3 2021 due to share repurchases and dividends, partially offset by other comprehensive income | Metric | Balance at June 30, 2021 (thousands) | Balance at September 30, 2021 (thousands) | | :--- | :--- | :--- | | Total Stockholders' Equity | $1,055,659 | $1,038,978 | | Repurchases of common shares | N/A | $(6,510) | | Dividends and distributions | N/A | $(11,029) | | Other comprehensive income | N/A | $2,817 | [Condensed Consolidated Statements of Stockholders' Equity (Nine Months)](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders%27%20Equity%20for%20The%20Nine%20Months%20Ended%20September%2030%2C%202021%20and%202020) Total equity decreased over nine months due to share repurchases and dividends exceeding other comprehensive income | Metric | Balance at Dec 31, 2020 (thousands) | Balance at September 30, 2021 (thousands) | | :--- | :--- | :--- | | Total Equity | $1,731,307 | $1,713,681 | | Repurchases of common shares | N/A | $(10,043) | | Dividends and distributions | N/A | $(22,584) | | Other comprehensive income | N/A | $8,548 | [Condensed Consolidated Statements of Cash Flows](index=12&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash from operations increased while financing activities used cash, resulting in a net increase in total cash | Metric | Nine Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2020 (thousands) | | :--- | :--- | :--- | | Net Cash Provided by Operating Activities | $167,027 | $163,553 | | Net Cash Used in Investing Activities | $(70,760) | $(113,354) | | Net Cash (Used in) Provided by Financing Activities | $(43,239) | $106,157 | | Net Increase in Cash and Cash Equivalents and Restricted Cash | $53,028 | $156,356 | | Cash and Cash Equivalents and Restricted Cash—End of Period | $620,967 | $427,953 | [Notes to Condensed Consolidated Financial Statements](index=15&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) These notes provide essential context and detailed breakdowns for the financial statements [1. Description of Business and Organization](index=15&type=section&id=1.%20Description%20of%20Business%20and%20Organization) Empire State Realty Trust, Inc. is a self-managed REIT focused on office and retail properties in the New York area - ESRT is a self-administered and self-managed REIT that owns, manages, operates, acquires, and repositions office and retail properties in Manhattan and the greater New York metropolitan area[29](index=29&type=chunk) - As of September 30, 2021, the total portfolio contained **10.1 million rentable square feet** of office and retail space[30](index=30&type=chunk) - ESRT owned approximately **60.8%** of the aggregate operating partnership units in the Operating Partnership as of September 30, 2021[31](index=31&type=chunk) [2. Summary of Significant Accounting Policies](index=15&type=section&id=2.%20Summary%20of%20Significant%20Accounting%20Policies) Financial statements adhere to GAAP and SEC regulations, with key policies involving significant estimates and recent adoptions - Unaudited condensed consolidated financial statements are prepared in conformity with GAAP for interim financial information and SEC rules[33](index=33&type=chunk) - The company consolidates entities where it has a controlling financial interest, including variable interest entities where it is the primary beneficiary (e.g., the Operating Partnership)[37](index=37&type=chunk) - Significant accounting estimates include allocation of purchase price for acquired real estate, useful life of assets, impairment analysis, tenant expense reimbursements, and valuation of derivative instruments and debt[40](index=40&type=chunk) - The company elected to apply hedge accounting expedients related to probability and effectiveness assessments for future LIBOR-indexed cash flows under **ASU 2020-04 (Reference Rate Reform)**[42](index=42&type=chunk)[44](index=44&type=chunk) [3. Deferred Costs, Acquired Lease Intangibles and Goodwill](index=19&type=section&id=3.%20Deferred%20Costs%2C%20Acquired%20Lease%20Intangibles%20and%20Goodwill) Deferred costs decreased, while goodwill underwent an impairment test with the observatory unit's fair value exceeding its carrying value | Metric | September 30, 2021 (thousands) | December 31, 2020 (thousands) | | :--- | :--- | :--- | | Total deferred costs, net (excluding financing) | $181,495 | $201,721 | | Acquired below-market ground leases, net | $338,862 | $344,735 | | Acquired below-market leases, net | $(23,512) | $(31,705) | - Goodwill as of September 30, 2021, was **$491.5 million**, allocated $227.5 million to the observatory segment and $264.0 million to the real estate segment[46](index=46&type=chunk) - An impairment test for the Observatory reporting unit's goodwill determined its fair value exceeded its carrying value by **less than 15.0%**, influenced by COVID-19 impacts[46](index=46&type=chunk)[48](index=48&type=chunk) [4. Debt](index=21&type=section&id=4.%20Debt) The company maintained compliance with all debt covenants, with total principal debt of approximately $2.15 billion | Metric | September 30, 2021 (thousands) | | :--- | :--- | | Total Principal Debt | $2,148,831 | | Weighted Average Interest Rate | 3.9% | | Weighted Average Maturity | 7.4 years | - The company was in compliance with all debt covenants as of September 30, 2021[49](index=49&type=chunk)[55](index=55&type=chunk)[58](index=58&type=chunk) - Excluding principal amortization, **no outstanding debt matures until November 2024**[146](index=146&type=chunk) - The company has an amended senior unsecured credit facility of up to **$1.065 billion**, including an $850.0 million revolving credit facility (undrawn as of Sep 30, 2021) and a $215.0 million term loan facility[53](index=53&type=chunk) [5. Accounts Payable and Accrued Expenses](index=25&type=section&id=5.%20Accounts%20Payable%20and%20Accrued%20Expenses) Accounts payable and accrued expenses decreased, with a notable reduction in interest rate swap agreement liability | Metric | September 30, 2021 (thousands) | December 31, 2020 (thousands) | | :--- | :--- | :--- | | Total Accounts Payable and Accrued Expenses | $94,216 | $103,203 | | Interest Rate Swap Agreement Liability | $4,887 | $8,849 | [6. Financial Instruments and Fair Values](index=25&type=section&id=6.%20Financial%20Instruments%20and%20Fair%20Values) The company uses interest rate swaps to manage interest rate risk, with derivatives classified as Level 2 fair value - Derivative financial instruments, primarily interest rate swap and forward agreements, are used to manage interest rate risk and are not considered speculative[60](index=60&type=chunk) - As of September 30, 2021, an interest rate LIBOR swap with an aggregate notional value of **$265.0 million** had a fair value of **$(4.9) million** (liability) and was designated as a highly effective cash flow hedge[62](index=62&type=chunk)[65](index=65&type=chunk) - Derivatives are classified as **Level 2** in the fair value hierarchy, while mortgage notes, senior unsecured notes, and term loan facilities are determined using **Level 3** inputs[67](index=67&type=chunk)[68](index=68&type=chunk) [7. Leases](index=28&type=section&id=7.%20Leases) The company's rental revenue includes fixed and variable payments, with future minimum lease payments totaling $3.9 billion | Metric | Three Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | | :--- | :--- | :--- | | Total Rental Revenue | $139,558 | $420,586 | | Fixed Payments | $124,764 | $374,968 | | Variable Payments | $14,794 | $45,618 | - Future contractual minimum lease payments (as lessor) on non-cancellable operating leases total **$3,902,670 thousand** as of September 30, 2021, expiring through 2039[74](index=74&type=chunk) - Operating lease agreements (as lessee) relate to three ground lease assets, with right-of-use assets and lease liabilities of **$28.9 million** each, and a weighted average remaining lease term of **48.6 years**[75](index=75&type=chunk) [8. Commitments and Contingencies](index=29&type=section&id=8.%20Commitments%20and%20Contingencies) The company faces ongoing IPO-related litigation and anticipates $85.2 million in unfunded capital expenditures - An arbitration panel awarded claimants approximately **$1.2 million** (inclusive of interest) in IPO-related litigation, with the court denying the company's motion to vacate[80](index=80&type=chunk)[81](index=81&type=chunk) - Estimated unfunded capital expenditures of approximately **$85.2 million** for tenant improvements and leasing commissions under existing lease agreements[83](index=83&type=chunk) - The company is unable to reasonably estimate the fair value of conditional asset retirement obligations related to asbestos removal due to indeterminable settlement dates[85](index=85&type=chunk) [9. Equity](index=33&type=section&id=9.%20Equity) The company reauthorized a $500 million stock repurchase program and reinstated quarterly dividends in Q3 2021 - As of September 30, 2021, there were **285,104,512 common stock and OP Units outstanding**, with ESRT owning 60.8%[96](index=96&type=chunk) - The Board of Directors reauthorized a stock repurchase program of up to **$500 million** of Class A common stock and OP units through December 31, 2021[97](index=97&type=chunk) | Metric | Three Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | | :--- | :--- | :--- | | Total Dividends Paid to Common Stockholders | $6,100 | $12,100 | | Total Distributions Paid to OP Unitholders | $3,900 | $7,300 | | Total Distributions Paid to Preferred Unitholders | $1,100 | $3,200 | - The company reinstated its quarterly dividend, declaring **$0.035 per share** for the third quarter of 2021[227](index=227&type=chunk) - Unrecognized compensation expense for LTIP units and restricted stock was **$28.1 million** at September 30, 2021, to be recognized over a weighted average period of **2.4 years**[109](index=109&type=chunk) [10. Related Party Transactions](index=39&type=section&id=10.%20Related%20Party%20Transactions) The company engages in various transactions with entities affiliated with its Chairman and CEO, Anthony E. Malkin | Metric | Three Months Ended Sep 30, 2021 (thousands) | Three Months Ended Sep 30, 2020 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2020 (thousands) | | :--- | :--- | :--- | :--- | :--- | | Supervisory Fees Revenue | $300 | $200 | $800 | $700 | | Property Management Fee Revenue | $100 | $100 | $200 | $200 | | Other Revenue (rent & computer support) | $100 | $100 | $200 | $200 | [11. Segment Reporting](index=41&type=section&id=11.%20Segment%20Reporting) The company operates in two segments, with the real estate segment reporting a net loss and the observatory segment generating net income in Q3 2021 - The company has two reportable segments: **real estate** (ownership, management, operation of properties) and **observatory** (Empire State Building observatories)[117](index=117&type=chunk) | Metric | Real Estate (3 Months Ended Sep 30, 2021, thousands) | Observatory (3 Months Ended Sep 30, 2021, thousands) | | :--- | :--- | :--- | | Net Income (Loss) | $(11,329) | $1,146 | | Total Operating Income | $11,984 | $1,219 | | Total Revenues | $157,424 | $12,934 | | Metric | Real Estate (9 Months Ended Sep 30, 2021, thousands) | Observatory (9 Months Ended Sep 30, 2021, thousands) | | :--- | :--- | :--- | | Net Loss | $(3,906) | $(5,057) | | Total Operating Income (Loss) | $66,732 | $(8,696) | | Total Revenues | $456,135 | $23,896 | - During the nine months ended September 30, 2020, the real estate segment recorded **$6.2 million in impairment charges**, including a $4.1 million write-off for a power generation project and a $2.1 million write-off for a halted build-to-suit development[125](index=125&type=chunk) [12. Subsequent Events](index=45&type=section&id=12.%20Subsequent%20Events) The company signed conditional agreements to acquire two Manhattan multifamily assets for approximately $307 million - On October 26, 2021, the company signed conditional agreements to purchase two multifamily assets in Manhattan (625 residential units) for approximately **$307 million**, including **$186 million** of assumed debt[126](index=126&type=chunk) - The transaction is subject to conditions, and there is no assurance that it will close[127](index=127&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=46&type=section&id=ITEM%202.%20MANAGEMENT%27S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) Management discusses financial performance, liquidity, and capital resources, including COVID-19 impacts and non-GAAP measures [Overview](index=48&type=section&id=Overview) The company reported a net loss of $7.0 million but achieved Core FFO of $55.3 million for Q3 2021 amid recovering operations - Incurred net loss attributable to the Company of **$7.0 million** and achieved Core Funds From Operations ('Core FFO') of **$55.3 million** for the three months ended September 30, 2021[136](index=136&type=chunk) - Empire State Building Observatory revenue for Q3 2021 increased to **$12.8 million**, more than doubling Q2 earnings contribution, as visitation continued to ramp up[138](index=138&type=chunk) - Signed **34 new, renewal, and expansion leases**, representing a total of **268,055 rentable square feet**, including 21 leases totaling 212,301 rentable square feet in the Manhattan office portfolio[139](index=139&type=chunk) - Repurchased **$6.5 million** of common stock at a weighted average price of **$10.41 per share** in Q3 2021 and through October 26, 2021[140](index=140&type=chunk) - As of September 30, 2021, the total portfolio contained **10.1 million rentable square feet** of office and retail space[141](index=141&type=chunk) [Impact of COVID-19](index=50&type=section&id=Impact%20of%20COVID-19) The pandemic continued to impact operations, particularly the observatory and leasing, though the company maintains strong liquidity - The company holds **$582.2 million in cash and cash equivalents** and has **$850 million undrawn capacity** under its unsecured revolving credit facility[148](index=148&type=chunk) - All office buildings remained open, with scaled-back operations to reduce costs, while the company implemented plans for safe tenant reoccupation[152](index=152&type=chunk)[153](index=153&type=chunk) - Leasing activity slowed due to economic uncertainty, with the portfolio **86.5% leased** as of September 30, 2021[155](index=155&type=chunk) - GBG USA Inc. filed for Chapter 11 bankruptcy, leading to a **$1.6 million non-cash write-off** of straight-line receivables and the conversion of a **$17.0 million letter of credit** to cash, applied against receivables and recognized as rental revenue and lease termination income[158](index=158&type=chunk)[159](index=159&type=chunk)[160](index=160&type=chunk) - The Empire State Building Observatory fully reopened with interactive exhibits on June 16, 2021, but visitor mix remains impacted by international travel restrictions, with full restoration expected in 2022[164](index=164&type=chunk) [Results of Operations](index=54&type=section&id=Results%20of%20Operations) Net loss improved year-over-year for both three and nine-month periods, driven by increased observatory and lease termination revenue [Three Months Ended September 30, 2021 Compared to the Three Months Ended September 30, 2020](index=54&type=section&id=Three%20Months%20Ended%20September%2030%2C%202021%20Compared%20to%20the%20Three%20Months%20Ended%20September%2030%2C%202020) Total revenues increased 12.6% in Q3 2021, driven by a 189.6% surge in observatory revenue and a 3,320.2% rise in lease termination fees | Metric | 2021 (thousands) | 2020 (thousands) | Change (thousands) | % Change | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $165,048 | $146,575 | $18,473 | 12.6% | | Observatory Revenue | $12,796 | $4,419 | $8,377 | 189.6% | | Lease Termination Fees | $11,321 | $331 | $10,990 | 3,320.2% | | Net Loss Attributable to Common Stockholders | $(6,977) | $(8,204) | $1,227 | 15.0% | | Depreciation and Amortization | $65,794 | $44,733 | $(21,061) | (47.1)% | - The increase in depreciation and amortization reflects write-offs primarily related to one tenant[180](index=180&type=chunk) - Real estate taxes decreased due to a reduction in assessed value for the tax period July 1, 2021, to June 30, 2022[179](index=179&type=chunk) [Nine Months Ended September 30, 2021 Compared to the Nine Months Ended September 30, 2020](index=57&type=section&id=Nine%20Months%20Ended%20September%2030%2C%202021%20Compared%20to%20the%20Nine%20Months%20Ended%20September%2030%2C%202020) Total revenues rose 1.3% over nine months, driven by a significant increase in lease termination fees, improving net loss by 54.4% | Metric | 2021 (thousands) | 2020 (thousands) | Change (thousands) | % Change | | :--- | :--- | :--- | :--- | :--- | | Total Revenues | $463,760 | $457,829 | $5,931 | 1.3% | | Lease Termination Fees | $15,949 | $1,575 | $14,374 | 912.6% | | Net Loss Attributable to Common Stockholders | $(7,523) | $(16,502) | $8,979 | 54.4% | | Property Operating Expenses | $92,429 | $105,054 | $12,625 | 12.0% | | General and Administrative Expenses | $42,369 | $48,617 | $6,248 | 12.9% | - The decrease in property operating expenses was primarily due to lower payroll, cleaning, and repair/maintenance costs, driven by lower tenant utilization[193](index=193&type=chunk) - The decrease in general and administrative expenses was primarily due to lower equity compensation expense, lower legal leasing costs, and higher severance costs in 2020[195](index=195&type=chunk) - Impairment charges in 2020 included a **$4.1 million write-off** for a power generation project and a **$2.1 million write-off** for a halted build-to-suit development[197](index=197&type=chunk) [Liquidity and Capital Resources](index=61&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with $582.2 million in cash and $850 million undrawn credit, with no debt maturing until 2024 - As of September 30, 2021, the company had **$582.2 million in cash and cash equivalents** and **$850 million available** under its unsecured revolving credit facility[206](index=206&type=chunk) - Total consolidated indebtedness was approximately **$2.1 billion**, with a weighted average interest rate of **3.9%** and a weighted average maturity of **7.4 years**[207](index=207&type=chunk) - Excluding principal amortization, there is **no outstanding debt maturing until November 2024**[207](index=207&type=chunk) - The company was in compliance with all financial covenants under its credit facilities and senior unsecured notes as of September 30, 2021[210](index=210&type=chunk)[213](index=213&type=chunk) - The company reinstated its quarterly dividend in May 2021, declaring **$0.035 per share** for Q3 2021[227](index=227&type=chunk) - The Board of Directors authorized the repurchase of up to **$500 million** of Class A common stock and OP units through December 31, 2021[230](index=230&type=chunk) [Net Operating Income ("NOI")](index=71&type=section&id=Net%20Operating%20Income%20(%22NOI%22)) NOI, a non-GAAP measure used to evaluate property performance, increased for both the three and nine-month periods - NOI is a non-GAAP financial measure used to evaluate property performance, excluding cost of funds, depreciation, amortization, and general and administrative expenses[236](index=236&type=chunk) | Metric | Three Months Ended Sep 30, 2021 (thousands) | Three Months Ended Sep 30, 2020 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2020 (thousands) | | :--- | :--- | :--- | :--- | :--- | | Net Operating Income | $93,110 | $72,154 | $254,827 | $235,891 | [Funds from Operations ("FFO")](index=72&type=section&id=Funds%20from%20Operations%20(%22FFO%22)) FFO, a supplemental non-GAAP measure of operating performance for REITs, increased significantly year-over-year - FFO is a non-GAAP financial measure, defined by NAREIT, that excludes impairment write-offs, gains/losses from debt restructurings and property sales, and includes real estate-related depreciation and amortization[240](index=240&type=chunk) | Metric | Three Months Ended Sep 30, 2021 (thousands) | Three Months Ended Sep 30, 2020 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2020 (thousands) | | :--- | :--- | :--- | :--- | :--- | | FFO attributable to common stockholders and non-controlled interests | $53,332 | $30,969 | $139,035 | $117,169 | [Modified Funds From Operations ("Modified FFO")](index=74&type=section&id=Modified%20Funds%20From%20Operations%20(%22Modified%20FFO%22)) Modified FFO, which adjusts for ground lease amortization, provides a more comprehensive view of operating performance - Modified FFO adds back an adjustment for any above or below-market ground lease amortization to traditionally defined FFO[242](index=242&type=chunk) | Metric | Three Months Ended Sep 30, 2021 (thousands) | Three Months Ended Sep 30, 2020 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2020 (thousands) | | :--- | :--- | :--- | :--- | :--- | | Modified FFO attributable to common stockholders and non-controlled interests | $55,289 | $32,926 | $144,908 | $123,042 | [Core Funds From Operations ("Core FFO")](index=74&type=section&id=Core%20Funds%20From%20Operations%20(%22Core%20FFO%22)) Core FFO adjusts for non-recurring items like litigation and severance expenses to clarify core operating performance - Core FFO adds back to Modified FFO items such as IPO litigation expense, severance expenses, and loss on early extinguishment of debt to provide a supplemental measure of operating performance[243](index=243&type=chunk) | Metric | Three Months Ended Sep 30, 2021 (thousands) | Three Months Ended Sep 30, 2020 (thousands) | Nine Months Ended Sep 30, 2021 (thousands) | Nine Months Ended Sep 30, 2020 (thousands) | | :--- | :--- | :--- | :--- | :--- | | Core FFO attributable to common stockholders and non-controlled interests | $55,289 | $34,896 | $145,122 | $128,106 | [Factors That May Influence Future Results of Operations](index=76&type=section&id=Factors%20That%20May%20Influence%20Future%20Results%20of%20Operations) Future results depend on COVID-19's impact on tourism and office demand, leasing activity, and observatory operations - The economic uncertainty relating to the COVID-19 pandemic continues to impact leasing activity, potentially leading to higher vacancy, longer fill times, increased concessions, and lower rental rates[155](index=155&type=chunk) - As of September 30, 2021, **13.5%** of the portfolio's net rentable square footage was available to lease, with **2.3%** and **5.5%** of leases expiring in 2021 and 2022, respectively[250](index=250&type=chunk) - Observatory operations are closely tied to national and international travel trends, which remain adversely impacted by the COVID-19 pandemic, with pre-COVID-19 attendance levels not expected until 2022[253](index=253&type=chunk)[254](index=254&type=chunk) [Critical Accounting Estimates](index=78&type=section&id=Critical%20Accounting%20Estimates) No material changes were made to the critical accounting estimates disclosed in the 2020 Annual Report on Form 10-K - No material changes to critical accounting estimates since the Annual Report on Form 10-K for the year ended December 31, 2020[256](index=256&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK](index=79&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURE%20ABOUT%20MARKET%20RISK) The company's primary market risk is interest rate risk, which it mitigates with hedging instruments while monitoring the LIBOR transition - The primary market risk is interest rate risk on variable rate indebtedness, with floating rate debt representing **2.5%** of total enterprise value as of September 30, 2021[258](index=258&type=chunk) - The company uses hedging instruments, such as interest rate swap agreements, to mitigate interest rate volatility and fix a portion of interest rates for financing and refinancing transactions[259](index=259&type=chunk)[260](index=260&type=chunk) - As of September 30, 2021, an interest rate LIBOR swap agreement with a notional value of **$265.0 million** fixes the LIBOR interest rate at **2.1485%** and matures on August 24, 2022[261](index=261&type=chunk) - The company is monitoring and evaluating risks related to the phasing out of USD LIBOR after June 30, 2023, and the transition to alternative reference rates like SOFR[264](index=264&type=chunk)[266](index=266&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=81&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) Management concluded that disclosure controls and procedures were effective, with no material changes to internal controls - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of September 30, 2021[272](index=272&type=chunk) - No material changes to internal control over financial reporting were identified during the period covered by the report[273](index=273&type=chunk) PART II. OTHER INFORMATION [ITEM 1. LEGAL PROCEEDINGS](index=81&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) This section refers to Note 8 of the financial statements for details on legal proceedings, including IPO-related litigation - Legal proceedings are described in Note 8 to the Notes to Condensed Consolidated Financial Statements[274](index=274&type=chunk) [ITEM 1A. RISK FACTORS](index=81&type=section&id=ITEM%201A.%20RISK%20FACTORS) No material changes have been made to the risk factors previously disclosed in the 2020 Annual Report and Q1 2021 Quarterly Report - No material changes to the risk factors included in the Annual Report on Form 10-K for 2020 and the Quarterly Report on Form 10-Q for Q1 2021[275](index=275&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=81&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company reported no unregistered sales of equity securities and continued its $500 million stock repurchase program - No recent sales of unregistered securities[276](index=276&type=chunk) - The Board of Directors authorized the repurchase of up to **$500 million** of Class A common stock and operating partnership units through December 31, 2021[278](index=278&type=chunk) Equity Repurchases (Three Months Ended September 30, 2021) | Period | Total Shares Purchased | Weighted Average Price per Share | Maximum Approximate Dollar Available for Purchase (in thousands) | | :--- | :--- | :--- | :--- | | July 2021 | — | — | $496,467 | | August 2021 | 403,831 | $10.54 | $492,212 | | September 2021| 221,771 | $10.17 | $489,958 | [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=83&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) The company reported no defaults upon its senior securities - No defaults upon senior securities[280](index=280&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=83&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) The company stated that mine safety disclosures are not applicable - Mine safety disclosures are not applicable[280](index=280&type=chunk) [ITEM 5. OTHER INFORMATION](index=83&type=section&id=ITEM%205.%20OTHER%20INFORMATION) The company reported no other information for this period - No other information to report[280](index=280&type=chunk) [ITEM 6. EXHIBITS](index=84&type=section&id=ITEM%206.%20EXHIBITS) This section lists the exhibits filed with the Form 10-Q, including officer certifications and XBRL documents - Exhibits include certifications from the Chief Executive Officer (31.1, 32.1) and Principal Financial Officer (31.2, 32.2), along with XBRL Instance, Schema, Calculation, Definitions, Labels, and Presentation Documents[282](index=282&type=chunk) [SIGNATURES](index=85&type=section&id=SIGNATURES) The report is duly signed by the company's Chief Financial Officer and Chief Accounting Officer - The report is signed by Christina Chiu, Executive Vice President and Chief Financial Officer, and Stephen V. Horn, Senior Vice President, Chief Accounting Officer[287](index=287&type=chunk)

EMPIRE STATE REALTY TRUST Investor Presentation October 2021 Well-Positioned with Path to the Future Balance sheet � $582 million cash, $850 million undrawn revolving credit facility � No outstanding debt maturity until 2024 Value proposition � � Energy efficient, Indoor Environmental Quality leadership, modernized for the 21吋 Century Benefits from the flight to quality trend in the leasing market � Less expensive than new construction/aged Class A Upside � $45 million in contracted revenue growth represent ...

Empire State Realty Trust, Inc. (NYSE:ESRT) Q3 2021 Results Conference Call October 28, 2021 12:00 PM ET Company Participants Tom Keltner - EVP, General Counsel Tony Malkin - Chairman, President & CEO Tom Durels - EVP, Real Estate Christina Chiu - CFO Conference Call Participants Steve Sakwa - Evercore ISI Craig Mailman - KeyBanc Capital Markets Jamie Feldman - Bank of America Michael Bilerman - Citi John Kim - BMO Capital Markets Blaine Heck - Wells Fargo Operator Greetings, and welcome to Empire State Re ...

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 June 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: 001-36105 EMPIRE STATE REALTY TRUST, INC. (Exact name of Registrant as specified in its charter) Maryland 37-1645259 (State or other jurisdiction ...

EMPIRE STATE REALTY TRUST Investor Presentation July 2021 Well-Positioned with Path to the Future Flexible balance sheet � Ample liquidity of $1.4 billion comprised of $541 million cash plus $850 million undrawn capacity on revolving credit facility � Modest leverage � No outstanding debt maturity until 2024 Manhattan office portfolio represents attractive value proposition � � Fully modernized, energy efficient assets with Indoor Environmental Quality leadership, centrally located near mass transit Substan ...

Empire State Realty Trust, Inc. (NYSE:ESRT) Q2 2021 Earnings Conference Call July 29, 2021 1:00 PM ET Company Participants Gregory Faje - VP, IR Thomas Durels - EVP, Real Estate Anthony Malkin - Chairman, CEO & President Christina Chiu - EVP & CFO Thomas Keltner - EVP, General Counsel & Secretary Conference Call Participants John Kim - BMO Capital Markets Elvis Rodriguez - Bank of America Merrill Lynch Brian Spahn - Evercore ISI James Feldman - Bank of America Merrill Lynch Operator Greetings, and welcome t ...

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: 001-36105 EMPIRE STATE REALTY TRUST, INC. (Exact name of Registrant as specified in its charter) Maryland 37-1645259 (State or other jurisdiction ...

EMPIRE STATE REALTY TRUST Investor Presentation April 2021 Well-Positioned with Path to the Future Flexible balance sheet � Ample liquidity of $1.4 billion comprised of $567 million cash plus $850 million undrawn capacity on revolving credit facility � Modest leverage � No outstanding debt maturity until 2024 Manhattan office portfolio represents attractive value proposition � Fully modernized, energy efficient assets with Indoor Environmental Quality leadership, centrally located near mass transit � Substa ...

Empire State Realty Trust, Inc. (NYSE:ESRT) Q1 2021 Earnings Conference Call April 29, 2021 12:00 PM ET Company Participants Thomas Keltner - General Counsel Tony Malkin - Chairman and Chief Executive Officer Tom Durels - Executive Vice President, Real Estate Christina Chiu - Executive Vice President and Chief Financial Officer Conference Call Participants Steve Sakwa - Evercore ISI Emmanuel Korchman - Citigroup Blaine Heck - Wells Fargo Craig Mailman - Keybanc Capital Markets James Feldman - Bank of Americ ...

EMPIRE STATE REALTY TRUST Investor Presentation March 2021 Well-Positioned with Path to the Future Flexible balance sheet � Ample liquidity of $1.6 billion comprised of $527 million cash plus $1.1 billion undrawn capacity on revolving credit facility � Modest leverage � No outstanding debt maturity until 2024 Manhattan office portfolio represents attractive value proposition � Fully modernized, energy efficient assets with Indoor Environmental Quality leadership, centrally located near mass transit � Substa ...