Exhibit 99.2 FirstQuarter2024 | Table of Contents | Page | | --- | --- | | Summary | | | Supplemental Definitions | 2 | | Company Profile | 5 | | Condensed Consolidated Balance Sheets | 6 | | Condensed Consolidated Statements of Operations | 7 | | Highlights | 8 | | Selected Property Data | | | Property Summary Net Operating Income | 9 | | Same Store Net Operating Income ("NOI"), Initial Cash Rent Contributing to Cash NOI | 10 | | Leasing Activity | 11 | | Commercial Property Detail | 13 | | Portfolio Expir ...

Financial Performance - Net income for the year ended December 31, 2023, was $84.4 million, an increase of 33.5% from $63.2 million in 2022[144] - Net operating income (NOI) for 2023 was $399.2 million, compared to $404.3 million in 2022, reflecting a decrease of 1.8%[144] - Funds from operations (FFO) attributable to common stockholders and non-controlled interests was $238.0 million for 2023, compared to $235.8 million in 2022[169] - Modified funds from operations (Modified FFO) attributable to common stockholders and non-controlled interests was $245.8 million for 2023, up from $243.6 million in 2022[169] - Core funds from operations (Core FFO) attributable to common stockholders and non-controlled interests was $245.8 million for 2023, compared to $243.6 million in 2022[169] Leasing Activity - Total new leases, expansions, and renewals signed in 2023 amounted to 82, down from 130 in 2022, indicating a decline of 36.9%[153] - Total square feet leased in 2023 was 929,031, a decrease of 13.3% from 1,071,426 square feet in 2022[153] - Leasing commission costs per square foot increased to $19.80 in 2023 from $18.23 in 2022, representing an increase of 8.6%[153] - Tenant improvement costs per square foot rose to $81.86 in 2023, compared to $56.72 in 2022, marking an increase of 44.3%[153] Cash and Investments - Cash and cash equivalents increased to $407.0 million as of December 31, 2023, up from $314.7 million in 2022, primarily due to proceeds from property dispositions[161] - Net cash used in investing activities decreased by $153.6 million to $77.3 million in 2023, attributed to reduced acquisition activity and property sales[162] Debt and Financial Instruments - As of December 31, 2023, the fair value of outstanding debt was approximately $2.0 billion, which was about $194.0 million less than the book value[179] - The company has interest rate SOFR swap and cap agreements with an aggregate notional value of $573.2 million, maturing between October 1, 2024, and November 1, 2033[178] - The fair value of the company's interest rate swaps is $11.8 million, included in prepaid expenses and other assets[178] Goodwill and Tax Receivables - The company performed annual goodwill testing in October 2023, concluding that the fair value of the reporting unit exceeds its carrying value[172] - The Observatory TRS had a federal income tax receivable of $2.5 million as of December 31, 2023, reflecting an anticipated refund from the carryback of 2020 NOL[174] Risk Management - The company aims to mitigate interest rate volatility through hedging instruments, including interest rate swap agreements[177] Stock Repurchase Program - The company authorized a stock repurchase program of up to $500 million for the period from January 1, 2024, through December 31, 2025[160] Off-Balance Sheet Arrangements - As of December 31, 2023, the company had no off-balance sheet arrangements[156]

Financial Performance - Net income attributable to common unitholders for Q3 2023 was $18.8 million, representing a 105.8% increase compared to Q3 2022[145]. - Core Funds From Operations (Core FFO) for Q3 2023 reached $65.9 million, attributable to common unitholders[145]. - Total revenues for Q3 2023 were $191.5 million, a 4.3% increase from $183.7 million in Q3 2022[149]. - Operating income for Q3 2023 was $42.3 million, an increase of 18.9% from $35.5 million in Q3 2022[149]. - Net income attributable to common unitholders was $65.36 million, representing a 68.8% increase from $38.71 million in the previous year[157]. - Operating income improved to $105.93 million, a 20.3% increase from $88.07 million year-over-year[157]. - Total revenues for the period reached $546.69 million, a slight increase of 0.2% compared to $545.77 million in the previous year[157]. Revenue Sources - Observatory revenue increased by 13.6% to $37.6 million in Q3 2023, driven by higher visitation and revenue per visitor[149][154]. - Observatory revenue rose to $93.15 million, reflecting a 26.5% increase from $73.66 million in the prior year, driven by higher visitation and revenue per visitor[165]. - The increase in rental revenue was primarily due to a $5.5 million rise in base rent from new or renewed tenants[153]. - Rental revenue increased by $7.1 million due to new or renewed tenants and higher rents, offset by a $6.1 million decrease from recent transaction activity[158]. - The observatory hosted 743,000 visitors in the three months ended September 30, 2023, compared to 687,000 visitors in the same period in 2022, an increase of approximately 8.2%[210]. Expenses and Costs - Total operating expenses for Q3 2023 were $149.3 million, slightly up from $148.2 million in Q3 2022[149]. - Total operating expenses increased to $440.76 million, up 3.7% from $426.82 million in the prior year[157]. - General and administrative expenses rose primarily due to higher payroll costs associated with year-over-year wage growth[159]. - Leasing commission costs per square foot decreased to $18.41 in 2023 from $19.14 in 2022, a decline of approximately 3.8%[185]. - Tenant improvement costs per square foot increased to $78.15 in 2023 from $59.20 in 2022, an increase of approximately 32.1%[185]. Cash Flow and Liquidity - As of September 30, 2023, the company had $354.0 million in cash and cash equivalents and $850 million available under its unsecured revolving credit facility[171]. - Net cash provided by operating activities increased by $22.0 million to $196.0 million due to increased observatory operating income and changes in working capital[193]. - Net cash used in investing activities decreased by $49.7 million to $39.4 million primarily due to net proceeds from property dispositions[193]. - Distributions to equity holders amounted to $30.8 million for the nine months ended September 30, 2023, compared to $32.2 million in 2022, a decrease of approximately 4.3%[190]. - As of September 30, 2023, cash and cash equivalents were $421.0 million, down from $439.8 million in 2022, a decrease of about 4.0%[192]. Leasing Activity - The commercial portfolio was 90.5% leased, while the Manhattan office portfolio was 91.9% leased[151]. - The company signed a total of 248,479 rentable square feet of new, renewal, and expansion leases during the quarter[145]. - Total new leases signed for the nine months ended September 30, 2023, decreased to 66 from 103 in 2022, representing a decline of approximately 35.9%[185]. - Total square feet leased in the same period decreased to 772,587 from 928,598, a reduction of about 16.8%[185]. Debt and Interest Rates - The weighted average interest rate on the $2.2 billion of fixed-rate indebtedness outstanding was 3.9% per annum, with maturities at various dates through March 17, 2035[218]. - The fair value of the company's outstanding debt was approximately $2.0 billion, which was approximately $250.8 million less than the book value as of September 30, 2023[219]. - As of September 30, 2023, the company has interest rate SOFR swap and cap agreements with an aggregate notional value of $573.6 million, maturing between October 1, 2024, and November 1, 2033[217]. Market Conditions and Strategy - The company has seen sustained demand for its properties in 2023, marked by solid leasing activity and observatory performance[212]. - The company is navigating an uncertain economic environment characterized by inflation, rising interest rates, and potential recession risks, which could impact visitor numbers and pricing power[213]. - The company maintains a well-positioned balance sheet with modest leverage and access to liquidity, providing security in a rising rate environment[214]. - The company has executed capital recycling, acquisitions, and buybacks to navigate uncertain times[214]. - The company’s observatory revenues and admissions are influenced by various factors, including tourist numbers, admission prices, seasonal trends, competition, and weather[211].

PART I. FINANCIAL INFORMATION This section presents the company's financial statements, detailed notes, and management's analysis of its financial performance [ITEM 1. FINANCIAL STATEMENTS](index=3&type=section&id=ITEM%201.%20FINANCIAL%20STATEMENTS) This section presents the company's unaudited condensed consolidated financial statements, including balance sheets, statements of operations, comprehensive income, capital, and cash flows, along with detailed notes explaining the business, accounting policies, and specific financial items for the periods ended June 30, 2023 and 2022 [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The company's balance sheet shows a slight increase in total assets from $4,163,594 thousand at December 31, 2022, to $4,184,768 thousand at June 30, 2023 | Metric | June 30, 2023 (in thousands) | December 31, 2022 (in thousands) | | :----------------------------------- | :--------------------------- | :----------------------------- | | Total Assets | $4,184,768 | $4,163,594 | | Total Liabilities | $2,473,156 | $2,480,503 | | Total Capital | $1,711,612 | $1,683,091 | | Cash and Cash Equivalents | $315,357 | $264,434 | | Assets Held for Sale | — | $35,538 | [Condensed Consolidated Statements of Operations](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) For the three months ended June 30, 2023, total revenues decreased by 3.8% year-over-year, primarily due to the absence of lease termination fees, while for the six months, total revenues decreased by 1.9% but net income attributable to common unitholders increased significantly by 57.4% Three Months Ended June 30, 2023 vs. 2022 | Metric | 2023 (in thousands) | 2022 (in thousands) | Change (YoY) | | :-------------------------------------- | :------------------ | :------------------ | :----------- | | Total Revenues | $190,542 | $198,022 | -3.8% | | Operating Income | $46,189 | $46,499 | -0.7% | | Net Income | $36,955 | $48,695 | -24.1% | | Net Income Attributable to Common Unitholders | $35,903 | $47,803 | -24.9% | | Basic EPS | $0.14 | $0.17 | -17.6% | | Diluted EPS | $0.14 | $0.17 | -17.6% | Six Months Ended June 30, 2023 vs. 2022 | Metric | 2023 (in thousands) | 2022 (in thousands) | Change (YoY) | | :-------------------------------------- | :------------------ | :------------------ | :----------- | | Total Revenues | $355,164 | $362,056 | -1.9% | | Operating Income | $63,677 | $52,547 | +21.2% | | Net Income | $48,649 | $31,474 | +54.6% | | Net Income Attributable to Common Unitholders | $46,590 | $29,595 | +57.4% | | Basic EPS | $0.18 | $0.11 | +63.6% | | Diluted EPS | $0.18 | $0.11 | +63.6% | - Lease termination fees were **$0 for Q2 2023**, down from **$18,859 thousand in Q2 2022**[6](index=6&type=chunk) [Condensed Consolidated Statements of Comprehensive Income](index=5&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income) Comprehensive income for the three months ended June 30, 2023, decreased by 23.6% year-over-year, primarily due to lower net income and a decrease in other comprehensive income, while for the six months, it decreased by 9.3% mainly due to a significant drop in unrealized gains on interest rate swap agreements Three Months Ended June 30, 2023 vs. 2022 | Metric | 2023 (in thousands) | 2022 (in thousands) | Change (YoY) | | :----------------------- | :------------------ | :------------------ | :----------- | | Net Income | $36,955 | $48,695 | -24.1% | | Other Comprehensive Income | $10,053 | $12,798 | -21.5% | | Comprehensive Income | $47,008 | $61,493 | -23.6% | Six Months Ended June 30, 2023 vs. 2022 | Metric | 2023 (in thousands) | 2022 (in thousands) | Change (YoY) | | :----------------------- | :------------------ | :------------------ | :----------- | | Net Income | $48,649 | $31,474 | +54.6% | | Other Comprehensive Income | $3,379 | $25,855 | -86.9% | | Comprehensive Income | $52,028 | $57,329 | -9.3% | - Unrealized gain on valuation of interest rate swap agreements for the six months ended June 30, 2023, was **$6,533 thousand**, a significant decrease from **$19,819 thousand in the prior year**[33](index=33&type=chunk) [Condensed Consolidated Statements of Capital](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Capital) The total capital of Empire State Realty OP, L.P. increased from $1,683,091 thousand at December 31, 2022, to $1,711,612 thousand at June 30, 2023, primarily driven by net income and other comprehensive income, partially offset by distributions and repurchases of common units - **Total Capital increased by $28,521 thousand** from December 31, 2022, to June 30, 2023[11](index=11&type=chunk) - Net income contributed **$48,649 thousand to capital** for the six months ended June 30, 2023[11](index=11&type=chunk) - Distributions for the six months ended June 30, 2023, totaled **$(20,257) thousand**[11](index=11&type=chunk) [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Net cash provided by operating activities increased significantly by $22.2 million to $105.9 million for the six months ended June 30, 2023, driven by increased observatory operating income and working capital changes, while investing activities shifted to a net cash inflow of $12.7 million due to property dispositions Cash Flow Summary (Six Months Ended June 30) | Metric | 2023 (in thousands) | 2022 (in thousands) | Change (YoY) | | :------------------------------------------ | :------------------ | :------------------ | :----------- | | Net Cash Provided by Operating Activities | $105,906 | $83,678 | +$22,228 |\n| Net Cash Provided by (Used in) Investing Activities | $12,744 | $(56,645) | +$69,389 |\n| Net Cash Used in Financing Activities | $(37,520) | $(88,912) | +$51,392 |\n| Net Increase (Decrease) in Cash and Restricted Cash | $81,130 | $(61,879) | +$143,009 | - Net proceeds from disposition of property were **$88,910 thousand in H1 2023**, compared to **$0 in H1 2022**[38](index=38&type=chunk) - Repurchases of common units decreased from **$(64,440) thousand in H1 2022** to **$(13,105) thousand in H1 2023**[15](index=15&type=chunk) [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed disclosures on the company's business, significant accounting policies, acquisitions and dispositions, deferred costs, debt, financial instruments, leases, commitments, capital, related party transactions, and segment reporting [1. Description of Business and Organization](index=11&type=section&id=1.%20Description%20of%20Business%20and%20Organization) Empire State Realty OP, L.P. conducts its business through Empire State Realty Trust, Inc. (ESRT), owning and managing office, retail, and multifamily properties in Manhattan and the greater New York metropolitan area, including the Empire State Building and its Observatory Experience - The Company owns, manages, operates, acquires, and repositions office, retail, and multifamily properties in Manhattan and the greater New York metropolitan area[66](index=66&type=chunk) - Portfolio includes **9.4 million rentable square feet of office and retail space**, 11 office properties (8.6 million sq ft), 4 standalone retail properties (0.2 million sq ft), and 3 multifamily properties (721 units) in Manhattan[17](index=17&type=chunk) - ESRT, as the sole general partner, owned approximately **59.4% of the operating partnership units** as of June 30, 2023[42](index=42&type=chunk)[228](index=228&type=chunk) [2. Summary of Significant Accounting Policies](index=11&type=section&id=2.%20Summary%20of%20Significant%20Accounting%20Policies) The financial statements are prepared in conformity with GAAP for interim financial information, with no material changes to significant accounting policies from the 2022 Annual Report on Form 10-K, and the company consolidates entities where it has a controlling financial interest - Financial statements are prepared in conformity with **GAAP for interim financial information**[18](index=18&type=chunk) - No material changes to significant accounting policies from the **2022 Annual Report on Form 10-K**[43](index=43&type=chunk) - The company consolidates entities with a controlling financial interest, including VIEs where it is the primary beneficiary, with **no VIEs as of June 30, 2023**[54](index=54&type=chunk) [3. Acquisitions and Dispositions](index=12&type=section&id=3.%20Acquisitions%20and%20Dispositions) The company completed the sale of 500 Mamaroneck Avenue in Harrison, NY, on April 5, 2023, for $53.0 million, recording a gain of $13.6 million, and also sold 69-97 and 103-107 Main Street in Westport, Connecticut, on February 1, 2023, for $40.0 million, recording a gain of $15.7 million - Sale of 500 Mamaroneck Avenue (Harrison, NY) completed on April 5, 2023, for **$53.0 million**, resulting in a **$13.6 million gain**[21](index=21&type=chunk)[294](index=294&type=chunk) - Sale of 69-97 and 103-107 Main Street (Westport, CT) completed on February 1, 2023, for **$40.0 million**, resulting in a **$15.7 million gain**[56](index=56&type=chunk)[120](index=120&type=chunk) [4. Deferred Costs, Acquired Lease Intangibles and Goodwill](index=13&type=section&id=4.%20Deferred%20Costs,%20Acquired%20Lease%20Intangibles%20and%20Goodwill) As of June 30, 2023, net deferred costs (excluding financing costs) were $172,754 thousand, acquired below-market ground leases, net, were $325,157 thousand, and goodwill remained at $491.5 million, allocated to the observatory ($227.5 million) and real estate ($264.0 million) segments, with no impairment indicators found - Deferred costs, net (excluding financing costs): **$172,754 thousand** as of June 30, 2023[63](index=63&type=chunk) - Acquired below-market ground leases, net: **$325,157 thousand** as of June 30, 2023[24](index=24&type=chunk) - Goodwill: **$491.5 million** as of June 30, 2023, with **$227.5 million allocated to observatory** and **$264.0 million to real estate**[48](index=48&type=chunk) [5. Debt](index=14&type=section&id=5.%20Debt) As of June 30, 2023, total consolidated indebtedness was $2.3 billion, with a weighted average interest rate of 3.9% and a weighted average maturity of 5.9 years, with no outstanding debt maturing until November 2024 (excluding principal amortization) - Total consolidated indebtedness: **$2,243,388 thousand** as of June 30, 2023[231](index=231&type=chunk) - Weighted average interest rate: **3.9%**; Weighted average maturity: **5.9 years**[90](index=90&type=chunk)[166](index=166&type=chunk) - No outstanding debt maturing until **November 2024** (excluding principal amortization)[90](index=90&type=chunk)[121](index=121&type=chunk) Principal Payments Schedule (in thousands) | Year | Amortization | Maturities | Total | | :-------- | :----------- | :---------- | :---------- | | Remainder 2023 | $4,363 | $— | $4,363 | | 2024 | $8,861 | $77,675 | $86,536 | | 2025 | $6,893 | $315,000 | $321,893 | | 2026 | $7,330 | $225,000 | $232,330 | | 2027 | $6,461 | $319,000 | $325,461 | | Thereafter | $22,079 | $1,268,699 | $1,290,778 | | **Total** | **$55,987** | **$2,205,374** | **$2,261,361** | [6. Accounts Payable and Accrued Expenses](index=16&type=section&id=6.%20Accounts%20Payable%20and%20Accrued%20Expenses) Total accounts payable and accrued expenses decreased from $80,729 thousand at December 31, 2022, to $71,709 thousand at June 30, 2023, mainly due to a decrease in accrued capital expenditures and general accounts payable Accounts Payable and Accrued Expenses (in thousands) | Metric | June 30, 2023 | December 31, 2022 | | :------------------------------------ | :------------ | :---------------- | | Accrued capital expenditures | $38,677 | $44,293 | | Accounts payable and accrued expenses | $29,468 | $32,927 | | Accrued interest payable | $3,564 | $3,509 | | Total accounts payable and accrued expenses | $71,709 | $80,729 | [7. Financial Instruments and Fair Values](index=16&type=section&id=7.%20Financial%20Instruments%20and%20Fair%20Values) The company uses derivative financial instruments, primarily interest rate swaps and caps, to manage interest rate risk, not for speculative purposes, with an aggregate notional value of $574.0 million and a fair value asset position of $19.4 million as of June 30, 2023 - Derivative financial instruments (interest rate swaps and caps) used to manage interest rate risk, not for speculation[165](index=165&type=chunk)[237](index=237&type=chunk) - Aggregate notional value of derivatives: **$574.0 million** as of June 30, 2023[142](index=142&type=chunk)[238](index=238&type=chunk) - Fair value of derivative instruments in an asset position: **$19.4 million** as of June 30, 2023, classified as **Level 2**[142](index=142&type=chunk)[238](index=238&type=chunk)[263](index=263&type=chunk) [8. Leases](index=18&type=section&id=8.%20Leases) The company leases various spaces to tenants, generating rental revenue from fixed and variable payments, with future contractual minimum lease payments totaling $4,057,406 thousand as of June 30, 2023, and also has operating lease agreements for three ground lease assets with right-of-use assets and lease liabilities both at $28.6 million Rental Revenue Components (in thousands) | Component | Three Months Ended June 30, 2023 | | :---------------- | :------------------------------- | | Fixed payments | $138,318 | | Variable payments | $16,285 | | Total rental revenue | $154,603 | - Future contractual minimum lease payments (lessor) on non-cancellable operating leases: **$4,057,406 thousand** as of June 30, 2023[245](index=245&type=chunk) - Operating lease agreements for three ground lease assets: Right-of-use assets and lease liabilities of **$28.6 million each**, with a weighted average remaining lease term of **46.9 years**[247](index=247&type=chunk)[267](index=267&type=chunk) [9. Commitments and Contingencies](index=19&type=section&id=9.%20Commitments%20and%20Contingencies) The company estimates $138.4 million in future capital expenditures for tenant improvements and leasing commissions, faces ongoing legal proceedings related to a 2014 arbitration claim with a recent $1.2 million award confirmed, and has identified asbestos in some properties without current removal plans that would trigger regulations - Estimated future capital expenditures (tenant improvements and leasing commissions): **$138.4 million**[97](index=97&type=chunk)[225](index=225&type=chunk) - Legal proceedings: Arbitration claim from 2014 related to IPO and formation transactions, with a **$1.2 million award confirmed** against Respondents by New York State court on July 31, 2023[269](index=269&type=chunk) - Environmental matters: Asbestos identified in certain properties, but no current plans for removal that would trigger regulations; remediation for soil contamination at Westport retail assets and 500 Mamaroneck is ongoing[203](index=203&type=chunk)[204](index=204&type=chunk) [10. Capital](index=21&type=section&id=10.%20Capital) As of June 30, 2023, ESRT owned 59.4% of the operating partnership units, with 159.8 million Class A common stock shares and 110.1 million operating partnership units outstanding, and has a $500 million stock and operating partnership unit repurchase program with approximately $396.7 million remaining authorized - ESRT's ownership of operating partnership units: **59.4%** as of June 30, 2023[228](index=228&type=chunk) - Stock and operating partnership unit repurchase program: **$500 million authorized** (Jan 1, 2022 - Dec 31, 2023), with **$396.7 million remaining** as of June 30, 2023[172](index=172&type=chunk)[211](index=211&type=chunk) - Total distributions paid for H1 2023: **$18.2 million to OP unitholders**, **$2.1 million to preferred unitholders**[215](index=215&type=chunk) [11. Related Party Transactions](index=25&type=section&id=11.%20Related%20Party%20Transactions) The company engages in various related party transactions, including supervisory fees ($0.3 million for Q2 2023), property management fees ($0.05 million for Q2 2023), and other services revenue ($0.1 million for Q2 2023) from entities affiliated with Anthony E. Malkin, with a loan of $0.1 million remaining outstanding to the buyer of Westport retail assets - Supervisory fees from affiliated entities: **$0.3 million (Q2 2023)**, **$0.5 million (H1 2023)**[185](index=185&type=chunk) - Property management fees from affiliated entities: **$0.05 million (Q2 2023)**, **$0.2 million (H1 2023)**[186](index=186&type=chunk) - Loan outstanding to buyer of Westport retail assets: **$0.1 million** as of June 30, 2023[188](index=188&type=chunk) [12. Segment Reporting](index=25&type=section&id=12.%20Segment%20Reporting) The company operates in two reportable segments: real estate and observatory, with the real estate segment generating $33.65 million in net income and $3,928,943 thousand in segment assets for Q2 2023, while the observatory segment generated $3.305 million in net income and $255,825 thousand in segment assets - Two reportable segments: **Real Estate and Observatory**[189](index=189&type=chunk) Segment Performance (Three Months Ended June 30, 2023) | Metric | Real Estate (in thousands) | Observatory (in thousands) | Total (in thousands) | | :---------------- | :------------------------- | :------------------------- | :------------------- | | Total Revenues | $178,051 | $33,433 | $190,542 | | Total Operating Expenses | $135,653 | $29,642 | $144,353 | | Net Income | $33,650 | $3,305 | $36,955 | | Segment Assets | $3,928,943 | $255,825 | $4,184,768 | Segment Performance (Six Months Ended June 30, 2023) | Metric | Real Estate (in thousands) | Observatory (in thousands) | Total (in thousands) | | :---------------- | :------------------------- | :------------------------- | :------------------- | | Total Revenues | $336,433 | $55,587 | $355,164 | | Total Operating Expenses | $274,888 | $53,455 | $291,487 | | Net Income | $45,549 | $3,100 | $48,649 | [13. Subsequent Events](index=29&type=section&id=13.%20Subsequent%20Events) No material subsequent events were reported - No subsequent events[198](index=198&type=chunk) [ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS](index=30&type=section&id=ITEM%202.%20MANAGEMENT'S%20DISCUSSION%20AND%20ANALYSIS%20OF%20FINANCIAL%20CONDITION%20AND%20RESULTS%20OF%20OPERATIONS) This section provides a detailed comparison of the company's financial performance for the three and six months ended June 30, 2023, against the corresponding periods in 2022, along with an analysis of its financial position, liquidity, capital resources, and an outlook on market conditions [Overview and Highlights](index=32&type=section&id=Overview%20and%20Highlights) For the three months ended June 30, 2023, the company achieved Core FFO of $69.2 million and net income attributable to common unitholders of $35.9 million, with the commercial portfolio 90.3% leased and the Empire State Building Observatory generating $24.8 million in net operating income - Core FFO attributable to common unitholders: **$69.2 million for Q2 2023**[288](index=288&type=chunk) - Net income attributable to common unitholders: **$35.9 million for Q2 2023**[77](index=77&type=chunk) - Commercial portfolio **90.3% leased**; Manhattan office portfolio **91.6% leased**[272](index=272&type=chunk) [Results of Operations - Three Months Ended June 30, 2023 vs. 2022](index=32&type=section&id=Results%20of%20Operations%20-%20Three%20Months%20Ended%20June%2030,%202023%20vs.%202022) Total revenues decreased by 3.8% due to the absence of lease termination fees, while rental revenue increased by 3.5% due to a one-time reserve reversal, and observatory revenue increased by 22.2% due to higher visitation, resulting in a 24.9% decrease in net income attributable to common unitholders - Total Revenues decreased by **3.8% to $190,542 thousand**[109](index=109&type=chunk) - Rental Revenue increased by **3.5% to $154,603 thousand**, primarily due to the reversal of a straight-line rent receivable reserve[80](index=80&type=chunk)[109](index=109&type=chunk) - Observatory Revenue increased by **22.2% to $33,433 thousand**, driven by higher visitation[109](index=109&type=chunk)[324](index=324&type=chunk) [Results of Operations - Six Months Ended June 30, 2023 vs. 2022](index=35&type=section&id=Results%20of%20Operations%20-%20Six%20Months%20Ended%20June%2030,%202023%20vs.%202022) Total revenues decreased by 1.9%, primarily due to property dispositions, while rental revenue decreased by 0.7% for the same reason, but observatory revenue increased by 36.9% from higher visitation, leading to a significant 57.4% increase in net income attributable to common unitholders - Total Revenues decreased by **1.9% to $355,164 thousand**[113](index=113&type=chunk) - Rental Revenue decreased by **0.7% to $294,694 thousand**, primarily due to property dispositions[85](index=85&type=chunk)[113](index=113&type=chunk) - Observatory Revenue increased by **36.9% to $55,587 thousand**, driven by increased visitation[113](index=113&type=chunk)[299](index=299&type=chunk) [Liquidity and Capital Resources](index=38&type=section&id=Liquidity%20and%20Capital%20Resources) The company maintains strong liquidity with $315.4 million in cash and cash equivalents and $850 million available under its unsecured revolving credit facility as of June 30, 2023, with total consolidated indebtedness of $2.3 billion and no maturities until November 2024, while remaining in compliance with all financial covenants - Cash and cash equivalents: **$315.4 million** as of June 30, 2023[301](index=301&type=chunk) - Unsecured revolving credit facility: **$850 million available**[301](index=301&type=chunk) Financial Covenants Compliance (June 30, 2023) | Financial Covenant | Required | June 30, 2023 | In Compliance | | :------------------------- | :-------- | :-------------- | :------------ | | Maximum total leverage | < 60% | 33.8 % | Yes | | Maximum secured leverage | < 40% | 13.2 % | Yes | | Minimum fixed charge coverage | > 1.50x | 3.1x | Yes | | Minimum unencumbered interest coverage | > 1.75x | 5.3x | Yes | | Maximum unsecured leverage | < 60% | 25.1 % | Yes | [Non-GAAP Financial Measures](index=44&type=section&id=Non-GAAP%20Financial%20Measures) This section discusses non-GAAP financial measures used by management to evaluate performance, including Net Operating Income (NOI), Funds from Operations (FFO), Modified FFO, and Core FFO, which provide supplemental insights into property-level performance and overall operating results by excluding certain non-cash or non-recurring items Net Operating Income (NOI) (in thousands) | Period | 2023 | 2022 | | :----- | :---------- | :---------- | | Q2 | $108,163 | $120,353 | | H1 | $188,340 | $206,343 | FFO, Modified FFO, and Core FFO Attributable to Common Unitholders (in thousands) | Metric | Q2 2023 | Q2 2022 | H1 2023 | H1 2022 | | :---------------------------------------- | :------ | :------ | :------ | :------ | | FFO attributable to common unitholders | $67,225 | $77,204 | $108,240 | $124,410 | | Modified FFO attributable to common unitholders | $69,183 | $79,162 | $112,156 | $128,326 | | Core FFO attributable to common unitholders | $69,183 | $79,162 | $112,156 | $128,326 | - NOI is used to evaluate property performance, excluding financing costs, depreciation, amortization, and general & administrative expenses[154](index=154&type=chunk) [Factors That May Influence Future Results of Operations](index=48&type=section&id=Factors%20That%20May%20Influence%20Future%20Results%20of%20Operations) Future results are influenced by leasing activity, observatory operations, and the broader economic outlook, with 9.7% of the portfolio's rentable square footage available to lease and significant lease expirations in 2023 and 2024, while observatory revenues depend on tourism trends, pricing, seasonality, and competition - Available space to lease: **0.9 million rentable square feet (9.7% of portfolio)** as of June 30, 2023[319](index=319&type=chunk) - Lease expirations: **3.4% in 2023**, **5.4% in 2024**[319](index=319&type=chunk) - Observatory visitors: **666,000 in Q2 2023** (up from 573,000 in Q2 2022), driving revenue increase[160](index=160&type=chunk) [Critical Accounting Estimates](index=50&type=section&id=Critical%20Accounting%20Estimates) There were no material changes to the critical accounting estimates disclosed in the company's Annual Report - No material changes to critical accounting estimates[141](index=141&type=chunk) [ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURE ABOUT MARKET RISK](index=51&type=section&id=ITEM%203.%20QUANTITATIVE%20AND%20QUALITATIVE%20DISCLOSURE%20ABOUT%20MARKET%20RISK) The company is exposed to interest rate risk, primarily on its unsecured revolving credit facility and debt refinancings, which it mitigates using derivative financial instruments like interest rate swaps and caps, with an aggregate notional value of $574.0 million as of June 30, 2023 - Exposure to interest rate changes primarily on unsecured revolving credit facility and debt refinancings[165](index=165&type=chunk) - Mitigates interest rate risk using derivative financial instruments (interest rate SOFR swap and cap agreements)[142](index=142&type=chunk)[165](index=165&type=chunk) - Aggregate notional value of derivatives: **$574.0 million** as of June 30, 2023[142](index=142&type=chunk) [ITEM 4. CONTROLS AND PROCEDURES](index=51&type=section&id=ITEM%204.%20CONTROLS%20AND%20PROCEDURES) The company's management, including ESRT's CEO and CFO, evaluated the effectiveness of its disclosure controls and procedures as of June 30, 2023, and concluded they were effective, with no material changes to internal control over financial reporting identified - Disclosure controls and procedures were evaluated and deemed **effective** as of June 30, 2023[167](index=167&type=chunk) - No material changes to internal control over financial reporting were identified[168](index=168&type=chunk) PART II. OTHER INFORMATION This section covers legal proceedings, risk factors, equity sales, defaults, and other disclosures [ITEM 1. LEGAL PROCEEDINGS](index=53&type=section&id=ITEM%201.%20LEGAL%20PROCEEDINGS) The company refers to Note 9 of the financial statements for a description of legal proceedings, noting no material litigation was threatened or ongoing as of June 30, 2023, other than routine business disputes and the previously disclosed arbitration claim - Refer to **Note 9 for legal proceedings**[170](index=170&type=chunk) - No new material litigation as of June 30, 2023, beyond routine disputes and the arbitration claim detailed in Note 9[286](index=286&type=chunk) [ITEM 1A. RISK FACTORS](index=53&type=section&id=ITEM%201A.%20RISK%20FACTORS) There have been no material changes to the risk factors previously disclosed in the company's Annual Report and the quarterly report on Form 10-Q for the quarter ended March 31, 2023 - No material changes to risk factors disclosed in the Annual Report or Q1 2023 10-Q[171](index=171&type=chunk) [ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS](index=53&type=section&id=ITEM%202.%20UNREGISTERED%20SALES%20OF%20EQUITY%20SECURITIES%20AND%20USE%20OF%20PROCEEDS) The company had no unregistered sales of equity securities, and under its repurchase program, ESRT repurchased 1,214,770 shares in April 2023 at an average price of $6.09 per share and 2,700 shares in May 2023 at $6.00 per share, with approximately $396.7 million remaining available for repurchase as of June 30, 2023 - No unregistered sales of equity securities[146](index=146&type=chunk)[172](index=172&type=chunk) Equity Repurchases (Q2 2023) | Period | Total Number of Shares Purchased | Weighted Average Price per Share | Dollar Value Available for Future Purchase (in thousands) | | :------------------ | :------------------------------- | :------------------------------- | :-------------------------------------------------------- | | April 1 - April 30, 2023 | 1,214,770 | $6.09 | $396,736 | | May 1 - May 31, 2023 | 2,700 | $6.00 | $396,720 | | June 1 - June 30, 2023 | — | — | $396,720 | - Approximately **$396.7 million remained authorized for repurchase** as of June 30, 2023[172](index=172&type=chunk) [ITEM 3. DEFAULTS UPON SENIOR SECURITIES](index=53&type=section&id=ITEM%203.%20DEFAULTS%20UPON%20SENIOR%20SECURITIES) There were no defaults upon senior securities - No defaults upon senior securities[148](index=148&type=chunk)[173](index=173&type=chunk) [ITEM 4. MINE SAFETY DISCLOSURES](index=53&type=section&id=ITEM%204.%20MINE%20SAFETY%20DISCLOSURES) Not applicable - Not applicable[149](index=149&type=chunk)[173](index=173&type=chunk) [ITEM 5. OTHER INFORMATION](index=53&type=section&id=ITEM%205.%20OTHER%20INFORMATION) No other information was reported - No other information[199](index=199&type=chunk) [ITEM 6. EXHIBITS](index=54&type=section&id=ITEM%206.%20EXHIBITS) This section lists the exhibits filed with the report, including certifications from the CEO and Principal Financial Officer, and XBRL taxonomy documents - Includes certifications (31.1, 31.2, 32.1, 32.2) and XBRL taxonomy documents (101.INS, 101.SCH, 101.CAL, 101.DEF, 101.LAB, 101.PRE, 104)[151](index=151&type=chunk) SIGNATURES This section contains the official signatures certifying the accuracy and completeness of the report [SIGNATURES](index=55&type=section&id=SIGNATURES) The report was duly signed on behalf of Empire State Realty OP, L.P. by its general partner, Empire State Realty Trust, Inc., on August 4, 2023, by the Executive Vice President, Chief Operating Officer and Chief Financial Officer, and the Senior Vice President, Chief Accounting Officer - Report signed on **August 4, 2023**[153](index=153&type=chunk)[202](index=202&type=chunk) - Signed by **Christina Chiu (EVP, COO, CFO)** and **Stephen V. Horn (SVP, Chief Accounting Officer)**[176](index=176&type=chunk)

Financial Performance - Empire State Building Observatory generated $14.3 million of net operating income with a visitor count increase of 65% year over year [200]. - Net income attributable to common unitholders was $10.7 million [218]. - Net cash provided by operating activities increased by $18.7 million to $86.4 million due to changes in working capital [237]. - Distributions to equity holders amounted to $9.7 million in Q1 2023, compared to $10.8 million in Q1 2022 [252]. Debt and Cash Management - As of March 31, 2023, total consolidated indebtedness was approximately $2.3 billion with a weighted average interest rate of 3.9% [213]. - As of March 31, 2023, the company had $272.6 million available in cash and cash equivalents, and $850 million available under its unsecured revolving credit facility [228]. - As of March 31, 2023, the fair value of outstanding debt was approximately $2.1 billion, which was about $180.9 million less than the book value [29]. - Cash and cash equivalents decreased from $482.7 million in Q1 2022 to $380.8 million in Q1 2023, primarily due to real estate acquisitions and higher capital expenditures [253]. Leasing Activity - The company signed a total of 202,057 rentable square feet of new, renewal, and expansion leases [219]. - Total new leases signed in Q1 2023 were 18, down from 42 in Q1 2022, with total square feet leased decreasing from 317,633 to 201,145 [247]. - Leasing commission costs per square foot increased from $19.70 in 2022 to $20.99 in 2023, while tenant improvement costs per square foot rose from $66.26 to $83.39 [247]. - As of March 31, 2023, the company expects to incur approximately $107.9 million in additional costs for tenant improvements and leasing commissions [248]. Asset Management - The company closed on the sale of 69-97 and 103-107 Main Street in Westport, Connecticut at a gross asset valuation of $40.0 million [214]. - The company has interest rate swap agreements with an aggregate notional value of $574.4 million, maturing between October 2024 and November 2033 [28]. - The company plans to fund capital improvements through operating cash flow, cash on hand, and borrowings under the unsecured revolving credit facility [249]. Stock Repurchase and Shareholder Returns - The company repurchased $11.6 million of its common stock in the first quarter of 2023 [220]. - The company has authorized a repurchase program of up to $500 million for its Class A common stock and operating partnership units, effective until December 31, 2023 [252]. Tenant Concentration - The company's five largest tenants represented approximately 15.7% of total annualized rent, with the largest tenant accounting for 6.1% of total annualized rent [267]. Operating Expenses - The increase in property operating expenses reflects higher payroll and repairs and maintenance due to increased building utilization [221]. - The company was in compliance with all financial covenants as of March 31, 2023, including a maximum total leverage ratio of 36.9% [217].

Financial Risks and Compliance - High mortgage rates and unavailability of mortgage debt may reduce the number of properties the company can acquire, impacting net income and cash distributions[44] - The company’s growth is dependent on external sources of capital, which are outside of its control[45] - The company may incur significant costs to comply with environmental laws, particularly New York City's Local Law 97, which imposes greenhouse gas emissions limits[60] - The company may face significant costs related to compliance with the Americans with Disabilities Act (ADA), impacting financial condition[67] - Changes in rent control or stabilization regulations could adversely affect the company's operations and property values[75] - The company’s insurance may not cover all potential losses, exposing it to significant costs and risks related to uninsured events[53] - The company has faced litigation risks that could materially affect its financial condition[78] Environmental Sustainability - The company has achieved carbon neutrality in 2022 and aims for a net zero carbon emissions target by 2030 for the Empire State Building and 2035 for its office portfolio[69] - The company has reduced carbon emissions at the Empire State Building by over 54% and across its commercial portfolio by 43% since 2009, achieving carbon neutrality as of January 2022[98] - The company has implemented energy efficiency retrofitting and sustainability initiatives, which are expected to enhance property desirability and reduce operating expenses for tenants[94] - The company has made significant investments in energy efficiency, partnering with various organizations to implement retrofits in the existing built environment[98] - The company is recognized as a leader in energy efficiency and sustainability within the real estate industry[98] Operational Challenges - The company faces risks from natural disasters and climate change, which could damage properties and limit access, adversely affecting demand and operational costs[46] - The company relies heavily on technology for operations, increasing vulnerability to cyberattacks, which could disrupt business and compromise confidential information[72] - The company has collective bargaining agreements covering 66% of its workforce, and failure to negotiate acceptable renewals could lead to strikes and increased operating costs[65] - The company is subject to increasing ESG-related pressures, which may impact costs and access to capital markets[79] Growth and Investment Strategy - The company completed acquisitions of three multifamily properties in Manhattan for a combined total of 721 units since December 2021[96] - The company has a flexible balance sheet and access to capital, positioning it to identify and execute accretive acquisitions[96] - The company actively manages its properties to attract high credit-quality tenants and control operating expenses[94] - The company has a dedicated investment function to identify potential investment opportunities in New York City[96]

Portfolio and Occupancy - As of December 31, 2020, the total portfolio contained 10.1 million rentable square feet of office and retail space, with an occupancy rate of 85.9% and a leased rate of 88.7% including signed leases not yet commenced[12]. - The Empire State Building, with 2,714,482 rentable square feet, had an occupancy rate of 88.5% and generated annualized rent of $146.2 million[210]. - One Grand Central Place, with 1,246,992 rentable square feet, had an occupancy rate of 84.1% and generated annualized rent of $63.1 million[210]. - The retail properties in the portfolio had an overall occupancy rate of 86.9% and generated annualized rent of approximately $69.9 million[210]. - As of December 31, 2020, the company had approximately 1.1 million rentable square feet of vacant space[107]. - The annualized rent from the portfolio was approximately $542.7 million, with a projected increase to approximately 88.7% leased when accounting for leases signed but not yet commenced[209]. Financial Performance and Liquidity - The company secured an additional $180 million in ten-year financing, maintaining $1.6 billion in liquidity as of December 31, 2020, with no debt maturities until November 2024[17]. - The company has a total debt outstanding of $2.2 billion, with a weighted average interest rate of 3.91% and a weighted average maturity of 8.2 years[31]. - The company experienced a significant reduction in cash flows, which could negatively impact its ability to pay dividends and maintain REIT qualification[89]. - The COVID-19 pandemic led to a 93.8% decline in visitor volume during Q4 2020 compared to the same period in 2019, significantly impacting revenue[88]. - Observatory revenue for 2020 was $29.1 million, representing a 77.4% decline compared to 2019[88]. COVID-19 Impact - The COVID-19 pandemic has created volatility and negative pressure in financial markets, adversely affecting the company's and its tenants' operations[87]. - The pandemic has increased the risk of tenant bankruptcies, which could lead to reduced rental income and financial strain on the company[104]. - The company reduced operating expenses and general administrative costs, including executive compensation reductions, to navigate the challenges posed by the COVID-19 pandemic[15]. Energy Efficiency and Sustainability - Approximately 76% of the portfolio's square footage is ENERGY STAR certified, with the Empire State Building achieving a 43% reduction in energy use post-retrofit, resulting in over $6.9 million in annual energy cost savings[22][29]. - The company has made energy efficiency retrofitting a portfolio-wide initiative, passing on cost savings to tenants through lower utility costs[41]. - The company was the first commercial real estate portfolio in the Americas to achieve the WELL Health-Safety Rating for Facility Operations and Management in 2020[26]. - The company self-manages all properties and implements energy efficiency initiatives, which are expected to attract high credit-quality tenants and reduce operating costs[41]. Tenant Relationships and Leasing - Since 2013, the company has achieved 217 tenant expansions totaling over 1.9 million square feet, indicating strong tenant relationships and proactive management[36]. - The company maintains strong relationships with brokers to negotiate attractive leasing deals, focusing on high credit-quality tenants[40]. - Approximately 16.5% of the portfolio's annualized rent was derived from retail tenants, a sector facing significant challenges due to the pandemic[102]. Governance and Management - The management team owns 12.7% of ESRT's common stock on a fully diluted basis, aligning their interests with those of the securityholders[30]. - The company has made strides in enhancing gender and ethnic diversity in its board and management team over the past two years[75]. - As of December 31, 2020, the Chairman, President, and CEO, Anthony E. Malkin, along with the Malkin Group, holds approximately 18.5% of the voting power of the company's outstanding common stock[189]. Risks and Compliance - The company faces risks related to compliance with the Americans with Disabilities Act (ADA), which may require significant costs to bring non-compliant properties into compliance[155]. - The company is susceptible to reductions in visitor demand due to adverse weather and competition from other observatories in New York City[120]. - The company may incur significant costs and face operational restrictions due to environmental laws and potential contamination at its properties[145]. - The company is exposed to risks associated with property development, including potential delays and increased costs, particularly for a planned 0.4 million rentable square foot office building in Stamford, Connecticut[115]. Insurance and Taxation - The company carries comprehensive insurance, including $2 billion in terrorism coverage for the Empire State Building, ensuring financial protection against potential losses[55]. - The company carries terrorism insurance on all properties, with deductibles deemed commercially reasonable[58]. - The company must ensure that income from its Observatory and broadcast facilities qualifies for REIT gross income tests to avoid restructuring operations[174]. - The company must distribute at least 90% of its REIT taxable income annually to maintain its REIT status[63]. Future Outlook and Strategy - The company has established a dedicated investment function, including a Chief Investment Officer and a full acquisitions team, to focus on acquiring Manhattan office properties and other real estate in densely populated areas[35]. - Future acquisitions may expose the company to additional risks and competition from private investors, potentially impacting its growth strategy[125]. - The company intends to make distributions to securityholders, but these will depend on earnings and financial condition, with no assurance of sustainability[201].

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, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to | --- | --- | --- | |------------------------------------------------------------------------------|----------------------------------------------------------------- ...

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, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to | --- | --- | --- | |------------------------------------------------------------------------------|---------------------------------------------------------------------- ...

Financial Performance - Achieved net income of $7.2 million and Core Funds From Operations of $53.7 million for the three months ended March 31, 2020[140]. - Total revenues for the three months ended March 31, 2020, were $170.224 million, a 1.8% increase from $167.293 million in the same period in 2019[170]. - Rental revenue increased by 3.3% to $148.113 million compared to $143.417 million in the prior year[170]. - Operating expenses decreased by 1.4% to $141.217 million, primarily due to lower property operating expenses[170]. - Net Operating Income (NOI) for the three months ended March 31, 2020, was $88.7 million, compared to $85.9 million for the same period in 2019, representing an increase of approximately 2.1%[235]. - Funds from Operations (FFO) attributable to common stockholders was $51.7 million for the three months ended March 31, 2020, compared to $54.7 million for the same period in 2019, indicating a decrease of approximately 5.6%[242]. - Modified Funds From Operations (Modified FFO) attributable to common stockholders was $53.6 million for the three months ended March 31, 2020, compared to $56.7 million for the same period in 2019, reflecting a decrease of approximately 5.5%[242]. Portfolio and Occupancy - Total portfolio occupancy was 88.7%, with 91.1% leased including signed leases not commenced[140]. - As of March 31, 2020, the portfolio was 91.1% leased, with 6.8% of leases expiring in 2020 and 6.6% in 2021[158]. - The portfolio included 10.1 million rentable square feet of office and retail space as of March 31, 2020[143]. - As of March 31, 2020, approximately 0.9 million rentable square feet were available to lease, representing 8.9% of the net rentable square footage in the portfolio[248]. - Leases representing 6.8% and 6.6% of net rentable square footage will expire in 2020 and 2021, respectively, expected to represent approximately 6.8% and 6.9% of annualized rent for those periods[248]. Debt and Financing - Total debt outstanding was approximately $2.5 billion with a weighted average interest rate of 3.60%[149]. - Raised $300 million in net proceeds from financings and drew $550 million under the unsecured revolving credit facility[152]. - The company has an amended unsecured revolving credit and term loan facility totaling $1.1 billion, with $550 million drawn on the revolving credit facility and $215 million on the term loan facility[192]. - The term loan facility bears interest at a floating rate of 1.20% to 1.75% based on the leverage ratio, with potential reductions if investment-grade ratings are achieved[193]. - The company maintained a maximum total leverage ratio of 35.4%, well below the 60% limit set by financial covenants[211]. - The weighted average interest rate on $2.0 billion of fixed-rate indebtedness was 3.60% per annum as of March 31, 2020[259]. - The fair value of outstanding debt was approximately $2.6 billion, exceeding the historical book value by approximately $104.6 million[260]. Cash and Liquidity - Cash and cash equivalents were approximately $1.0 billion as of March 31, 2020, with $550 million undrawn capacity under the credit facility[152]. - As of March 31, 2020, the company had approximately $1.009 billion in cash and cash equivalents and $550 million available under its unsecured revolving credit facility[189]. - Cash and cash equivalents were $1,045.9 million as of March 31, 2020, compared to $304.7 million as of March 31, 2019, indicating a significant increase[225]. - Net cash provided by operating activities decreased by $13.1 million to $64.8 million for the three months ended March 31, 2020, compared to $77.9 million for the same period in 2019[227]. - Net cash used in investing activities increased by $29.4 million to $40.6 million for the three months ended March 31, 2020, compared to $11.2 million for the same period in 2019[228]. - Net cash provided by financing activities increased by $783.0 million to $750.1 million for the three months ended March 31, 2020, compared to $32.9 million used in financing activities for the same period in 2019[229]. Revenue Sources and Trends - Increased Empire State Building Observatory revenues by 13.2% to $14.4 million in the first two months of 2020[142]. - Observatory revenue for Q1 2020 was $19.5 million, a 5.0% decrease from $20.6 million in Q1 2019, with a visitor decline of 29.8% from 601,000 to 422,000[251]. - The company expects to experience increased occupancy levels and rents over the long term despite short-term lower occupancy due to property redevelopment[249]. - The company’s revenues and results can be impacted by expiring leases that are not renewed or re-leased at current average base rental rates[248]. Tenant and Lease Activity - Signed 35 leases representing 149,143 rentable square feet, achieving a 3.4% increase in mark-to-market cash rent[140]. - The company has received rent deferral requests from 186 tenants, representing approximately 32% of annual rental revenue[160]. - The company signed a total of 4 new leases in retail properties for 31,662 square feet, with leasing commission costs of $1.5 million for the three months ended March 31, 2020[213]. - The company signed 1.3 million rentable square feet of new leases, expansions, and lease renewals for the year ended December 31, 2019, and 0.1 million square feet during the three months ended March 31, 2020[244]. Capital Expenditures and Investments - The company incurred capital expenditures of $13.9 million for the three months ended March 31, 2020, a decrease from $30.1 million in the same period of 2019[214]. - The company expects to incur approximately $146.1 million in additional costs for tenant improvements and leasing commissions, funded through operating cash flow and borrowings[214]. - The company has invested approximately $929.5 million in Manhattan office properties for redevelopment and repositioning since 2002[148]. Distributions and Shareholder Returns - The company expects to make quarterly distributions to securityholders, adhering to the requirement to distribute at least 90% of its REIT taxable income[186]. - Distributions to securityholders amounted to $32.7 million for the three months ended March 31, 2020, compared to $31.9 million for the same period in 2019, reflecting a year-over-year increase of approximately 2.5%[221]. - The company has authorized the repurchase of up to $500 million of its Class A common stock and operating partnership units through December 31, 2020[222].