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Empire State Realty OP(FISK) - 2024 Q1 - Quarterly Results
2024-04-24 20:36
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 ...
Empire State Realty OP(FISK) - 2023 Q4 - Annual Report
2024-02-27 16:00
Debt consisted of the following as of December 31, 2023 and 2022 (amounts in thousands): F-18 If we are treated as a corporation for U.S. federal income tax purposes, we will be subject to entity-level U.S. federal income tax, and ESRT will cease to qualify as a REIT. Your ability to deduct certain losses allocated from us may be subject to limitations. We may elect to pay down our secured debt or refinance such debt with unsecured debt, which may reduce the amount of our liabilities allocable to a holder o ...
Empire State Realty OP(FISK) - 2023 Q3 - Quarterly Report
2023-11-07 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended September 30, 2023 For the transition period from to EMPIRE STATE REALTY OP, L.P. (Exact name of Registrant as specified in its charter) Delaware 45-4685158 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.) Securities registered pursuant to Section 12(b) of t ...
Empire State Realty OP(FISK) - 2023 Q2 - Quarterly Report
2023-08-03 16:00
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)
Empire State Realty OP(FISK) - 2023 Q1 - Quarterly Report
2023-05-03 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 111 West 33rd Street, 12th Floor New York, New York 10120 (Address of principal executive offices) (Zip Code) (212) 850-2600 (Registrant's telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelera ...
Empire State Realty OP(FISK) - 2022 Q4 - Annual Report
2023-02-27 16:00
We execute several dynamic strategies and enlist the guidance of Diversity, Equity and Inclusion ("DE&I") industry leaders to foster a workplace community of diverse perspectives and experiences, which we believe enhances the effectiveness of our decision making and innovation. We strive to develop an inclusive and diverse company where employees can bring their whole and authentic selves to their roles. We also engage our staff in this effort with an employee-led Inclusion Committee, which strives to assis ...
Empire State Realty OP(FISK) - 2020 Q4 - Annual Report
2021-02-25 16:00
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-36106 EMPIRE STATE REALTY OP, L.P. (Exact name of Registrant as specified in its charter) Delaware 45-4685158 (State or other jurisdiction of inco ...
Empire State Realty OP(FISK) - 2020 Q3 - Quarterly Report
2020-11-05 19:21
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 | --- | --- | --- | |------------------------------------------------------------------------------|----------------------------------------------------------------- ...
Empire State Realty OP(FISK) - 2020 Q2 - Quarterly Report
2020-08-10 15:24
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 | --- | --- | --- | |------------------------------------------------------------------------------|---------------------------------------------------------------------- ...
Empire State Realty OP(FISK) - 2020 Q1 - Quarterly Report
2020-05-06 21:26
UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the Quarterly Period Ended March 31, 2020 ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to | --- | --- | --- | |------------------------------------------------------------------------------|--------------------------------------------------------------------- ...