Form 8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM

8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): February 19, 2020

EMPIRE STATE REALTY TRUST, INC.

(Exact Name of Registrant as Specified in its Charter)


Maryland	001-36105	37-1645259
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

EMPIRE STATE REALTY OP, L.P.

(Exact Name of Registrant as Specified in its Charter)


Delaware	001-36106	45-4685158
(State or other Jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

111 West 33 rd Street, 12 th Floor New York, New York		10120
(Address of Principal Executive Offices)		(Zip Code)

Registrant’s telephone number, including area code: (212)

687-8700

n/a

(Former name or former address, if changed from last report)

Check the appropriate box below if the Form

8-K

filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Empire State Realty Trust, Inc.
Class A Common Stock, par value $0.01 per share	ESRT	The New York Stock Exchange
Empire State Realty OP, L.P.
Series ES Operating Partnership Units	ESBA	NYSE Arca, Inc.
Series 60 Operating Partnership Units	OGCP	NYSE Arca, Inc.
Series 250 Operating Partnership Units	FISK	NYSE Arca, Inc.

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule

12b-2

of the Securities Exchange Act of 1934 (§

240.12b-2

of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

☐

Item 2.02. Results of Operations and Financial Condition.

On February 19, 2020, Empire State Realty Trust, Inc. (the “Company” or “we”) issued a press release announcing its financial results for the fourth quarter 2019. The press release referred to certain supplemental information that is available on the Company’s website. The press release and the supplemental information are attached hereto as Exhibits 99.1 and 99.2, respectively, and are incorporated by reference herein.

The information in Item 2.02 of this Current Report, including Exhibits 99.1 and 99.2, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 7.01. Regulation FD Disclosure

As discussed in Item 2.02 above, the Company issued a press release regarding its financial results for the fourth quarter 2019 and made available on its website certain supplemental information relating thereto.

The information in Item 7.01 of this Current Report is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that Section. Such information shall not be incorporated by reference into any registration statement or other document pursuant to the Securities Act or the Exchange Act, unless it is specifically incorporated by reference therein.

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.


Exhibit No.		Description

99.1		Press Release announcing financial results for the fourth quarter 2019

99.2		Supplemental report

104		Cover Page Interactive File (the cover page tags are embedded within the Inline XBRL document).

Non-GAAP

Supplemental Financial Measures

Funds From Operations (“FFO”)

in-substance

real estate investments, gains or losses from debt restructurings and sales of depreciable operating properties, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs), less distributions to

non-controlling

interests and gains/losses from

discontinued operations and after adjustments for unconsolidated partnerships and joint ventures. FFO is a widely recognized

non-GAAP

financial measure for REITs that we believe, when considered with financial statements determined in accordance with GAAP, is useful to investors in understanding financial performance and providing a relevant basis for comparison among REITs. In addition, FFO is useful to investors as it captures features particular to real estate performance by recognizing that real estate has generally appreciated over time or maintains residual value to a much greater extent than do other depreciable assets. Investors should review FFO, along with GAAP net income, when trying to understand an equity REIT’s operating performance. We present FFO because we consider it an important supplemental measure of our operating performance and believe that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results of operations, the utility of FFO as a measure of performance is limited. There can be no assurance that FFO presented by us is comparable to similarly titled measures of other REITs. FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. Although FFO is a measure used for comparability in assessing the performance of REITs, as the NAREIT White Paper only provides guidelines for computing FFO, the computation of FFO may vary from one company to another.

Modified Funds From Operations (“Modified FFO”)

non-cash

accounting treatment under GAAP, which stems from the third quarter 2014 acquisition of two option properties following our formation transactions as they carry significantly below market ground leases, the amortization of which is material to our overall results. We present Modified FFO because we consider it an important supplemental measure of our operating performance in that it adds back the

non-cash

amortization of below-market ground leases. There can be no assurance that Modified FFO presented by us is comparable to similarly titled measures of other REITs. Modified FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Modified FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

Core Funds From Operations (“Core FFO”)

Core FFO adds back to Modified FFO the following items: acquisition expenses, deferred tax asset

write-off

and loss on early extinguishment of debt. The Company presents Core FFO because it considers it an important supplemental measure of its operating performance in that it excludes

non-recurring

items. There can be no assurance that Core FFO presented by the Company is comparable to similarly titled measures of other REITs. Core FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. In future periods, we may also exclude other items from Core FFO that we believe may help investors compare our results.

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, we present Core FAD by (i) adding to Core FFO

non-real

estate depreciation and amortization, the amortization of deferred financing costs, amortization of debt discounts and

non-cash

compensation expense and (ii) deducting straight line rent, recurring second generation leasing commissions, tenant improvements, prebuilts, capital expenditures, furniture, fixtures & equipment purchases, amortization of debt premiums and above/below market rent revenue. Core FAD is presented solely as a supplemental disclosure that management believes provides useful information regarding our ability to fund our dividends. Core FAD does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FAD is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. There can be no assurance that Core FAD presented by us is comparable to similarly titled measures of other REITs.

Net Operating Income (“NOI”)

NOI is a

non-GAAP

financial measure of performance. NOI is used by our management to evaluate and compare the performance of our properties and to determine trends in earnings and to compute the fair value of our properties as it is not affected by: (i) the cost of funds of the property owner, (ii) the impact of depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets that are included in net income computed in accordance with GAAP, (iii) acquisition expenses, loss on early extinguishment of debt and loss from derivative financial instruments, or (iv) general and administrative expenses and other gains and losses that are specific to the property owner. The cost of funds is eliminated from NOI because it is specific to the particular financing capabilities and constraints of the owner. The cost of funds is eliminated because it is dependent on historical interest rates and other costs of capital as well as past decisions made by us regarding the appropriate mix of capital which may have changed or may change in the future. Depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets are eliminated because they may not accurately represent the actual change in value in our office or retail properties that result from use of the properties or changes in market conditions. While

certain aspects of real property do decline in value over time in a manner that is reasonably captured by depreciation and amortization, the value of the properties as a whole have historically increased or decreased as a result of changes in overall economic conditions instead of from actual use of the property or the passage of time. Gains and losses from the sale of real property vary from property to property and are affected by market conditions at the time of sale which will usually change from period to period. These gains and losses can create distortions when comparing one period to another or when comparing our operating results to the operating results of other real estate companies that have not made similarly-timed purchases or sales. We believe that eliminating these costs from net income is useful because the resulting measure captures the actual revenue, generated and actual expenses incurred in operating our properties as well as trends in occupancy rates, rental rates and operating costs. However, the usefulness of NOI is limited because it excludes general and administrative costs, interest expense, depreciation and amortization expense and gains or losses from the sale of properties, and other gains and losses as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, all of which are significant economic costs. NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI is a measure of the operating performance of our properties but does not measure our performance as a whole. NOI is therefore not a substitute for net income as computed in accordance with GAAP. This measure should be analyzed in conjunction with net income computed in accordance with. Other companies may use different methods for calculating NOI or similarly titled measures and, accordingly, our NOI may not be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

EBITDA

We compute EBITDA as net income plus interest expense, income taxes and depreciation and amortization. We present EBITDA because we believe that EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of its ability to incur and service debt. EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of our financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of its liquidity.

SIGNATURE

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	EMPIRE STATE REALTY TRUST, INC. (Registrant)

Date: February 19, 2020	By:	/s/ Thomas N. Keltner, Jr.
		Name:	Thomas N. Keltner, Jr.
		Title:	Executive Vice President, General Counsel and Secretary

Pursuant to the requirements of the Exchange Act, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


	EMPIRE STATE REALTY OP, L.P. (Registrant)

	By: Empire State Realty Trust, Inc., as general partner

Date: February 19, 2020	By:	/s/ Thomas N. Keltner, Jr.
		Name:	Thomas N. Keltner, Jr.
		Title:	Executive Vice President, General Counsel and Secretary

EX-99.1


		Exhibit 99.1

EMPIRE STATE REALTY TRUST ANNOUNCES FOURTH QUARTER 2019 RESULTS

- Earnings of $0.09 Per Fully Diluted Share -

- Core FFO of $0.25 Per Fully Diluted Share -

- Leased 345,606 Square Feet of Office and Retail Space –

- Observatory Revenue Increased 9.2% to $37.7 Million –

New York, New York, February 19, 2020 - Empire State Realty Trust, Inc. (NYSE: ESRT) (the “Company”), a real estate investment trust with office and retail properties in Manhattan and the greater New York metropolitan area, today reported its operational and financial results for the fourth quarter and full year of 2019.

“We had a good quarter. We leased approximately 346,000 square feet of office and retail space, which brought our full year leasing total to over 1.3 million square feet. In aggregate for the quarter, we delivered cash rent spreads of 24.4% on new Manhattan office leases and 20.2% on all leases portfolio-wide over previous fully escalated cash rents,” stated John B. Kessler, Empire State Realty Trust’s President and Chief Operating Officer.

“Our Observatory upgrade project is now complete, visitor and industry feedback are positive, and fourth quarter results are up. For the full year, Observatory revenue adjusted for the closure of the 102^nd floor observation deck increased 2.1% due to improved pricing, offset by lower visitation,” added Kessler.

Fourth Quarter Highlights

•

Net income attributable to common stockholders was $0.09 per fully diluted share.

•

Core Funds From Operations (“Core FFO”) was $0.25 per fully diluted share.

•

Occupancy and leased percentages at December 31, 2019:

•

Total portfolio was 88.6% occupied; including Signed Leases Not Commenced (“SLNC”), the total portfolio was 91.2% leased.

•

Manhattan office portfolio (excluding the retail component of these properties) was 89.8% occupied; including SLNC, the Manhattan office portfolio was 92.7% leased.

•

Retail portfolio was 90.3% occupied; including SLNC, the retail portfolio was 93.1% leased.

•

Empire State Building was 94.1% occupied; including SLNC, the Empire State Building was 95.2% leased.

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•

Signed 47 leases, representing 345,606 rentable square feet across the total portfolio, and achieved a 20.2% increase in mark-to-market cash rent over previous fully escalated cash rents portfolio-wide on new, renewal, and expansion leases.

•

Signed 20 new leases, representing 170,247 rentable square feet for the Manhattan office portfolio (excluding the retail component of these properties), and achieved an increase of 24.4% in mark-to-market cash rent over previous fully escalated cash rents.

•

Empire State Building Observatory revenue for the fourth quarter 2019 increased by 9.2%, to $37.7 million, from $34.5 million in the fourth quarter 2018. Net operating income for the fourth quarter 2019 increased by 13.1%, to $29.0 million, from $25.6 million in the fourth quarter 2018.

•

Declared a dividend of $0.105 per share.

Full Year Highlights

•

Net income attributable to common stockholders was $0.28 per fully diluted share.

•

Core FFO was $0.90 per fully diluted share.

•

Signed 161 leases, representing 1,303,395 rentable square feet across the total portfolio, and achieved an 18.1% increase in mark-to-market cash rent over previous fully escalated cash rents portfolio-wide on new, renewal, and expansion leases.

•

Signed 76 new leases, representing 709,757 rentable square feet for the Manhattan office portfolio (excluding the retail component of these properties), and achieved an increase of 26.4% in mark-to-market cash rent over previous fully escalated cash rents.

•

Empire State Building Observatory revenue for the year ended 2019, adjusted for the closure of the 102^nd floor observation deck increased by 2.1% to $125.2 million from $122.6 million in the year ended 2018. Net operating income for the year ended 2019, adjusted for the closure of the 102^nd floor observation deck, increased by 1.7% to $91.4 million from $89.9 million in the year ended 2018. As a reminder, the 102^nd floor observation deck was closed for approximately nine months in 2019 and reopened on October 12, 2019.

•

Declared and paid dividends of $0.42 per share during 2019.

A reconciliation of net income to FFO, Modified FFO and Core FFO is provided in the tables accompanying this press release.

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Portfolio Operations

As of December 31, 2019, the Company’s total portfolio contained 10.1 million rentable square feet of office and retail space. The Company’s occupancy levels fluctuate in certain periods due to the timing lag between the date of tenants’ move out and the date of Company’s completion of redevelopment work for new leases to commence. As of December 31, 2019, the Company’s portfolio was occupied and leased as shown below. Leased percentages include SLNC.


	December 31, 2019			September 30, 2019			December 31, 2018
Percent occupied:
Total portfolio		88.6	%		89.4	%		88.8	%
Total office		88.5	%		89.3	%		88.6	%
Manhattan office		89.8	%		89.6	%		88.8	%
Empire State Building		94.1	%		93.4	%		93.4	%
Retail		90.3	%		90.7	%		90.8	%
Percent leased:
Total portfolio		91.2	%		91.7	%		91.8	%
Total office		91.0	%		91.5	%		91.8	%
Manhattan office		92.7	%		92.1	%		92.7	%
Empire State Building		95.2	%		95.3	%		94.1	%
Retail		93.1	%		94.3	%		91.3	%

Leasing

For the three months ended December 31, 2019, the Company signed 47 new, renewal, and expansion leases within the total portfolio, comprising 345,606 rentable square feet with an average starting rental rate of $65.68 per rentable square foot, representing an increase of 20.2% over the previous fully escalated cash rent.

On a blended basis, the 36 new, renewal, and expansion office leases, comprising 224,592 rentable square feet signed within the Manhattan office portfolio during the fourth quarter, had an average starting rental rate of $65.26 per rentable square foot, representing an increase of 17.5% over the previous fully escalated cash rent.

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Leases Signed in the Fourth Quarter 2019 for the Manhattan Office Portfolio

•

20 new leases, comprising 170,247 rentable square feet, with an average starting rental rate of $64.82 per rentable square foot, representing an increase of 24.4% over the previous fully escalated cash rent, and

•

16 renewal leases, comprising 54,345 rentable square feet, with an average starting rental rate of $66.62 per rentable square foot, representing an increase of 0.5% over the previous fully escalated cash rent.

Significant Leases Executed During the Fourth Quarter 2019

•

At 250 West 57^th Street, the Company signed a new lease with Concord Music Group, Inc. for approximately 46,300 square feet for a term of 15.8 years.

•

At 1400 Broadway, the Company signed an expansion lease totaling approximately 15,100 rentable square feet with The Interpublic Group of Companies, Inc. for a term of 4.3 years.

•

At 10 Union Square East, the Company signed a new retail lease with Target Corporation for approximately 32,600 rentable square feet for a term of 15.8 years.

Observatory

The 102^nd floor Observatory was closed for redevelopment for approximately nine months in 2019 and re-opened on October 12,2019. The Company completed its work on the 80th floor component of its Observatory upgrade program and opened this floor on November 26, 2019. The overall Observatory upgrade program is now complete.

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Fourth Quarter Observatory Results

Observatory revenue for the fourth quarter 2019 increased 9.2% compared to the fourth quarter 2018 driven by improved pricing and the reopening of the 102^nd floor observation deck, which was open for most of the fourth quarter 2019. The Observatory hosted approximately 894,000 visitors in the fourth quarter 2019 compared to 945,000 visitors in the fourth quarter 2018, a decrease of 5.5%. There were 22 bad weather days in the fourth quarter 2019 compared to 19 bad weather days in the fourth quarter 2018.

Year-to-Date Observatory Results

Observatory revenue for the year ended December 31, 2019 declined 1.9% compared to the year ended December 31, 2018 driven by the closure of the 102nd floor observation deck for approximately nine months as part of the Observatory upgrade program and a visitation decline, partially offset by improved pricing. As set forth in the chart below, excluding the 102nd floor revenue in each period, year-over-year revenue growth for the year ended December 31, 2019 would have increased 2.1%.


(dollars in thousands)	2019			2018			Percent Change
Observatory revenue	$	128,769		$	131,227			(1.9	%)
Less: 102^nd floor revenue		(3,555	)		(8,578	)		—

Observatory revenue excluding 102^nd floor	$	125,214		$	122,649			2.1	%

Number of visitors		3,505,000			3,805,000			(7.9	%)
Bad weather days		73			56

Balance Sheet

As of December 31, 2019, the Company had total debt outstanding of approximately $1.7 billion and held cash and cash equivalents of $233.9 million. The Company’s consolidated net debt to total market capitalization was approximately 25.2% and consolidated net debt to EBITDA was 4.1x.

Dividend

On December 31, 2019, the Company paid a dividend of $0.105 per share, or unit as applicable, for the fourth quarter 2019 to holders of the Company’s Class A common stock (NYSE: ESRT) and Class B common stock and to holders of the Series ES, Series 250 and Series 60 partnership units (NYSE Arca: ESBA, FISK and OGCP, respectively) and Series PR partnership units of Empire State Realty OP, L.P., the Company’s operating partnership (the “Operating Partnership”). The Company paid a dividend of $0.15 per unit for the fourth quarter 2019 to holders of the Operating Partnership’s Series 2014 private perpetual preferred units and paid a dividend of $0.175 per unit for the fourth quarter 2019 to holders of the Operating Partnership’s Series 2019 private perpetual preferred units.

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Webcast and Conference Call Details

Empire State Realty Trust, Inc. will host a webcast and conference call, open to the general public, on Thursday, February 20, 2020 at 2:00 pm Eastern time.

The webcast will be accessible on the “Investors” section of the Company’s website at www.empirestaterealtytrust.com. To listen to the live webcast, go to the site at least five minutes prior to the scheduled start time in order to register, download and install any necessary audio software. Shortly after the call, a replay of the webcast will be available for 90 days on the Company’s website.

The conference call can also be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780 for international callers. A dial-in replay will be available starting shortly after the call until February 27, 2020, which can be accessed by dialing 1-844-512-2921 for domestic callers or 1-412-317-6671 for international callers. The passcode for this dial-in replay is 13698061.

The Supplemental Report will be available prior to the conference call on the “Investors” section of the Company’s website at www.empirestaterealtytrust.com.

About Empire State Realty Trust

Empire State Realty Trust, Inc. (NYSE: ESRT), a leading real estate investment trust (REIT), owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the world’s most famous building. Headquartered in New York, New York, the Company’s office and retail portfolio covers 10.1 million rentable square feet, as of December 31, 2019, consisting of 9.4 million rentable square feet in 14 office properties, including nine in Manhattan, three in Fairfield County, Connecticut, and two in Westchester County, New York; and approximately 700,000 rentable square feet in the retail portfolio.

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Forward-Looking Statements

This press release includes “forward looking statements” within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or the negative of these words and phrases or similar words or phrases. The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: changes in our industry, the real estate markets, either nationally or in Manhattan or the greater New York metropolitan area; resolution of legal proceedings involving the Company; reduced demand for office or retail space; general volatility of the capital and credit markets and the market price of the Company’s Class A common stock and the publicly-traded partnership units of the Operating Partnership; changes in our business strategy; changes in technology and market competition that affect utilization of our broadcast or other facilities; changes in domestic or international tourism, including geopolitical events and currency exchange rates; defaults on, early terminations of, or non-renewal of, leases by tenants; fluctuations in interest rates; declining real estate valuations and impairment charges; termination or expiration of our ground leases; our failure to obtain or maintain necessary outside financing, including our unsecured revolving credit facility and term loan facility; our leverage; decreased rental rates or increased vacancy rates; our failure to redevelop and reposition properties, or to execute any newly planned capital project, successfully or on the anticipated timeline or at the anticipated costs; difficulties in identifying properties to acquire and completing acquisitions; risks of real estate development (including our Metro Tower development site) and capital projects, including the cost of construction delays and cost overruns; impact of changes in governmental regulations, tax laws and rates and similar matters; our failure to qualify as a REIT; and environmental uncertainties and risks related to adverse weather conditions, rising sea levels and natural disasters. For a further discussion of these and other factors that could impact the Company’s future results, performance or transactions, see the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission.

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While forward-looking statements reflect the Company’s good faith beliefs, they are not guarantees of future performance. The Company disclaims any obligation to update or revise publicly any forward-looking statement to reflect changes in underlying assumptions or factors, new information, data or methods, future events, or other changes after the date of this press release, except as required by applicable law. Prospective investors should not place undue reliance on any forward-looking statements, which are based only on information currently available to the Company (or to third parties making the forward-looking statements).

Contact:

Investors

Empire State Realty Trust Investor Relations

(212) 850-2678

IR@empirestaterealtytrust.com

Media

Sard Verbinnen & Co.

(212) 687-8080

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Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Income

(unaudited and amounts in thousands, except per share data)


	Three Months Ended December 31,
	2019			2018
Revenues
Rental revenue ⁽¹⁾	$	151,701		$	123,261
Tenant expense reimbursement ⁽¹⁾		—			19,746
Observatory revenue		37,730			34,536
Lease termination fees		1,240			18,683
Third-party management and other fees		299			289
Other revenue and fees		3,963			2,794

Total revenues		194,933			199,309
Operating expenses
Property operating expenses		43,901			41,004
Ground rent expenses		2,332			2,332
General and administrative expenses		16,618			13,673
Observatory expenses		8,743			8,899
Real estate taxes		29,818			28,229
Depreciation and amortization		46,409			46,682

Total operating expenses		147,821			140,819
Total operating income		47,112			58,490
Other income (expense):
Interest income		1,352			3,452
Interest expense		(18,534	)		(20,849	)

Income before income taxes		29,930			41,093
Income tax expense		(1,210	)		(1,312	)

Net income		28,720			39,781
Preferred unit distributions		(1,041	)		(234	)
Net income attributable to non-controlling interests		(10,880	)		(16,705	)

Net income attributable to common stockholders	$	16,799		$	22,842

Total weighted average shares
Basic		180,166			171,829

Diluted		296,852			297,492

Net income per share attributable to common stockholders
Basic	$	0.09		$	0.13

Diluted	$	0.09		$	0.13

Note:

(1)

The Company adopted Financial Accounting Standards Board Topic 842 using the modified retrospective approach as of January 1, 2019 and elected to apply the transition provisions of the standard at adoption. As such, the prior period amounts presented under ASC 840 were not restated to conform with the 2019 presentation. The Company adopted the practical expedient in Topic 842, which allowed the Company to avoid separating lease and non-lease rental income. Consequently, all rental income earned pursuant to tenant leases in 2019 is reflected as one category, “Rental Revenue,” in the 2019 consolidated statements of income. The billed tenant expense reimbursement was $21.5 million for the three months ended December 31, 2019.

In connection with the adoption of Topic 842, beginning in 2019, the Company expensed certain leasing costs that were previously capitalized. Had the Company adopted Topic 842 in 2018, it would have expensed in general and administrative expenses an additional $1.3 million of such costs in the fourth quarter 2018.

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Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Income

(unaudited and amounts in thousands, except per share data)


	Year Ended December 31,
	2019			2018
Revenues
Rental revenue ⁽¹⁾	$	586,414		$	493,231
Tenant expense reimbursement ⁽¹⁾		—			72,372
Observatory revenue		128,769			131,227
Lease termination fees		4,352			20,847
Third-party management and other fees		1,254			1,440
Other revenue and fees		10,554			12,394

Total revenues		731,343			731,511
Operating expenses
Property operating expenses		174,977			167,379
Ground rent expenses		9,326			9,326
General and administrative expenses		61,063			52,674
Observatory expenses		33,767			32,767
Real estate taxes		115,916			110,000
Depreciation and amortization		181,588			168,508

Total operating expenses		576,637			540,654
Total operating income		154,706			190,857
Other income (expense):
Interest income		11,259			10,661
Interest expense		(79,246	)		(79,623	)

Income before income taxes		86,719			121,895
Income tax benefit (expense)		(2,429	)		(4,642	)

Net income		84,290			117,253
Preferred unit distributions		(1,743	)		(936	)
Net income attributable to non-controlling interests		(33,102	)		(50,714	)

Net income attributable to common stockholders	$	49,445		$	65,603

Total weighted average shares
Basic		178,340			167,571

Diluted		297,798			297,259

Net income per share attributable to common stockholders
Basic	$	0.28		$	0.39

Diluted	$	0.28		$	0.39

Note:

(1)

In connection with the adoption of Topic 842, beginning in 2019, the Company expensed certain leasing costs that were previously capitalized. Had the Company adopted Topic 842 in 2018, it would have expensed in general and administrative expenses an additional $4.6 million of such costs in the year ended December 31, 2018.

LOGO

Empire State Realty Trust, Inc.

Reconciliation of Net Income to Funds From Operations (“FFO”),

Modified Funds From Operations (“Modified FFO”) and Core Funds From Operations (“Core FFO”)

(unaudited and amounts in thousands, except per share data)


	Three Months Ended December 31,
	2019			2018
Net income	$	28,720		$	39,781
Preferred unit distributions		(1,041	)		(234	)
Real estate depreciation and amortization		45,298			45,771

FFO attributable to common stockholders and non-controlling interests		72,977			85,318
Amortization of below-market ground leases		1,958			1,958

Modified FFO attributable to common stockholders and non-controlling interests		74,935			87,276

Core FFO attributable to common stockholders and non-controlling interests	$	74,935		$	87,276

Total weighted average shares
Basic		296,852			297,492

Diluted		296,852			297,492

FFO per share
Basic	$	0.25		$	0.29

Diluted	$	0.25		$	0.29

Modified FFO per share
Basic	$	0.25		$	0.29

Diluted	$	0.25		$	0.29

Core FFO per share
Basic	$	0.25		$	0.29

Diluted	$	0.25		$	0.29

LOGO

Empire State Realty Trust, Inc.

Reconciliation of Net Income to Funds From Operations (“FFO”),

Modified Funds From Operations (“Modified FFO”) and Core Funds From Operations (“Core FFO”)

(unaudited and amounts in thousands, except per share data)


	Year Ended December 31,
	2019			2018
Net income	$	84,290		$	117,253
Preferred unit distributions		(1,743	)		(936	)
Real estate depreciation and amortization		177,515			166,292

FFO attributable to common stockholders and non-controlling interests		260,062			282,609
Amortization of below-market ground leases		7,831			7,831

Modified FFO attributable to common stockholders and non-controlling interests		267,893			290,440

Core FFO attributable to common stockholders and non-controlling interests	$	267,893		$	290,440

Total weighted average shares
Basic		297,798			297,258

Diluted		297,798			297,259

FFO per share
Basic	$	0.87		$	0.95

Diluted	$	0.87		$	0.95

Modified FFO per share
Basic	$	0.90		$	0.98

Diluted	$	0.90		$	0.98

Core FFO per share
Basic	$	0.90		$	0.98

Diluted	$	0.90		$	0.98

LOGO

Empire State Realty Trust, Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)


	December 31, 2019			December 31, 2018
Assets
Commercial real estate properties, at cost	$	3,109,433		$	2,884,486
Less: accumulated depreciation		(862,534	)		(747,304	)

Commercial real estate properties, net		2,246,899			2,137,182
Cash and cash equivalents		233,946			204,981
Restricted cash		37,651			65,832
Short-term investments		—			400,000
Tenant and other receivables		25,423			29,437
Deferred rent receivables		220,960			200,903
Prepaid expenses and other assets		65,453			64,345
Deferred costs, net		228,150			241,223
Acquired below market ground leases, net		352,566			360,398
Right of use assets		29,307			—
Goodwill		491,479			491,479

Total assets	$	3,931,834		$	4,195,780

Liabilities and equity
Mortgage notes payable, net	$	605,542		$	608,567
Senior unsecured notes, net		798,392			1,046,219
Unsecured term loan facility, net		264,640			264,147
Unsecured revolving credit facility		—			—
Accounts payable and accrued expenses		143,786			130,676
Acquired below market leases, net		39,679			52,450
Ground lease liabilities		29,307			—
Deferred revenue and other liabilities		72,015			44,810
Tenants’ security deposits		30,560			57,802

Total liabilities		1,983,921			2,204,671
Total equity		1,947,913			1,991,109

Total liabilities and equity	$	3,931,834		$	4,195,780

EX-99.2

Exhibit 99.2

LOGO





		Fourth Quarter 2019

Table of Contents


	*Page*
*Summary*
Company Profile		3
Financial Highlights		4
*Selected Property Data*
Property Summary Net Operating Income		5
Net Operating Income and Initial Free Rent Burn-Off		6
Leasing Activity		7
Portfolio Expirations and Vacates Summary		9
Property Detail		10
Tenant Lease Expirations		11
Largest Tenants and Portfolio Tenant Diversification by Industry		14
Capital Expenditures and Redevelopment Program		15
Observatory Summary		16
*Financial information*
Condensed Consolidated Balance Sheets		17
Condensed Consolidated Statements of Income		18
Core FFO, Modified FFO, FFO, FAD and EBITDA		19
Consolidated Debt Analysis
Debt Summary		20
Debt Detail		21
Debt Maturities		22
Ground Leases		22
Supplemental Definitions		23

Forward-looking Statements

We make forward-looking statements in this supplemental package within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. You should not rely on them as predictions of future events. For these statements, we claim the protections of the safe harbor for forward-looking statements contained in such Sections.

You can identify forward-looking statements by the use of forward-looking terminology such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or similar words or phrases in the positive or negative. In particular, forward looking statements include those pertaining to our capital resources, portfolio performance, dividend policy, results of operations, anticipated growth in our portfolio from operations, acquisitions, and market conditions and demographics.

Forward-looking statements involve numerous risks and uncertainties, many of which are difficult to predict and generally beyond our control. They depend on assumptions, data or methods which may be incorrect or imprecise, and we may not be able to realize them. We do not guarantee that the transactions and events described will happen as described (or that they will happen at all).

The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: changes in our industry and markets, either nationally or in Manhattan or the greater New York metropolitan area; resolution of legal proceedings involving our company; reduced demand for office or retail space; new office or observatory development in our market; general volatility of the capital and credit markets and the market price of our Class A common stock and listed operating partnership units; changes in our business strategy; defaults on, early terminations of, or non-renewal of, leases by tenants; insolvency of a major tenant or a significant number of smaller tenants; litigation; fluctuations in interest rates; increased operating costs; declining real estate valuations and impairment charges; availability, terms and deployment of capital; our failure to obtain necessary outside financing; our expected leverage; decreased rental rates or increased vacancy rates; breach of or the expiration of our ground lease; our failure to generate sufficient cash flows to service our outstanding indebtedness; our failure to redevelop, renovate and reposition properties or to execute any planned capital project, successfully or on the anticipated timeline or at the anticipated costs; difficulties in identifying properties to acquire and completing acquisitions; risks of real estate acquisitions, dispositions and development (including our Metro Tower development site), including construction delays and cost overruns; our failure to operate acquired properties and operations successfully; our ability to manage our growth effectively; changes in governmental regulations, tax laws and rates and similar matters; estimates relating to our ability to make distributions to our securityholders in the future; our failure to qualify as a REIT; a future terrorist event in the U.S.; environmental uncertainties and risks related to adverse weather conditions and natural disasters; lack or insufficient amounts of insurance; financial market fluctuations; availability of, and our ability to attract and retain, qualified personnel; conflicts of interest affecting our senior management team; competition; changes in real estate and zoning laws and increases in real property tax rates; inability to comply with applicable rules and regulations and, in particular, public companies and damages resulting from security breaches through cyberattacks, cyber intrusions or otherwise, as well as other significant disruptions of our technology (IT) networks related systems. While forward-looking statements reflect our good faith beliefs, they are not guarantees of future performance. We disclaim any obligation to update or revise any forward-looking statement to reflect changes in underlying assumptions or factors, or new information, data or methods, future events or other changes after the date of this presentation, except as required by applicable law. For a further discussion of these and other factors that could impact our future results, performance or transactions, see the section entitled “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2018 and other risks described in documents we subsequently file from time to time with the Securities and Exchange Commission.

Page 2





		Fourth Quarter 2019

COMPANY PROFILE

Empire State Realty Trust, Inc., or the Company, is a leading real estate investment trust (REIT) that owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the world’s most famous building.

BOARD OF DIRECTORS


Anthony E. Malkin		Chairman and Chief Executive Officer
William H. Berkman		Director, Chair of Finance Committee
Leslie D. Biddle		Director
Thomas J. DeRosa		Director
Steven J. Gilbert		Director, Lead Director
S. Michael Giliberto		Director, Chair of Audit Committee
Patricia S. Han		Director
James D. Robinson IV		Director, Chair of Compensation and Nominating/Corporate Governance Committees

EXECUTIVE MANAGEMENT


Anthony E. Malkin		Chairman and Chief Executive Officer
John B. Kessler		President and Chief Operating Officer
Thomas P. Durels		Executive Vice President, Real Estate
Thomas N. Keltner, Jr.		Executive Vice President, General Counsel and Secretary

COMPANY INFORMATION


Corporate Headquarters	Investor Relations	New York Stock Exchange
111 West 33rd Street, 12th Floor	Greg Faje	Trading Symbol: ESRT
New York, NY 10120	IR@empirestaterealtytrust.com
www.empirestaterealtytrust.com
(212) 687-8700

RESEARCH COVERAGE


Bank of America Merrill Lynch	James Feldman	(646) 855-5808	james.feldman@baml.com
BMO Capital Markets Corp.	John Kim	(212) 885-4115	jp.kim@bmo.com
BTIG	Thomas Catherwood	(212) 738-6140	tcatherwood@btig.com
Citi	Michael Bilerman	(212) 816-1383	michael.bilerman@citi.com
	Emmanuel Korchman	(212) 816-1382	emmanuel.korchman@citi.com
Evercore ISI	Steve Sakwa	(212) 446-9462	steve.sakwa@evercoreisi.com
	Jason Green	(212) 446-9449	jason.green@evercoreisi.com
Green Street Advisors	Daniel Ismail	(949) 640-8780	dismail@greenstreetadvisors.com
Goldman Sachs	Richard Skidmore	(801) 741-5459	richard.skidmore@gs.com
KeyBanc Capital Markets	Jordan Sadler	(917) 368-2280	jsadler@key.com
	Craig Mailman	(917) 368-2316	cmailman@key.com
Stifel Nicolaus & Company, Inc.	John Guinee	(443) 224-1307	jwguinee@stifel.com
Wells Fargo Securities, LLC	Blaine Heck	(443) 263-6529	blaine.heck@wellsfargo.com

Page 3



		Fourth Quarter 2019
		Financial Highlights
		(unaudited and dollars in thousands, except per share amounts)


	Three Months Ended
Selected Items:	December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Revenue	$	194,933		$	192,873		$	176,244		$	167,293		$	199,309
Net income	$	28,720		$	26,784		$	18,930		$	9,856		$	39,781
Cash net operating income ⁽¹⁾	$	103,992		$	98,757		$	93,737		$	80,080		$	113,336
Core funds from operations (“Core FFO”) ⁽¹⁾	$	74,935		$	71,810		$	64,476		$	56,672		$	87,276
Core funds available for distribution (“Core FAD”) ⁽¹⁾	$	41,903		$	54,650		$	48,235		$	41,179		$	68,142
Core FFO per share - diluted	$	0.25		$	0.24		$	0.22		$	0.19		$	0.29
Diluted weighted average shares		296,852,000			298,151,000			298,131,000			298,049,000			297,492,000
Dividends declared and paid per share	$	0.105		$	0.105		$	0.105		$	0.105		$	0.105



Portfolio Statistics:
Number of properties		20			20			20			20			20
Total rentable square footage		10,138,057			10,134,495			10,134,435			10,130,875			10,128,839
Percent occupied ⁽²⁾		88.6	%		89.4	%		90.2	%		88.8	%		88.8	%
Percent leased ⁽³⁾		91.2	%		91.7	%		92.2	%		91.5	%		91.8	%

Observatory Metrics:
Number of visitors ⁽⁴⁾		894,000			1,042,000			968,000			601,000			945,000
Change in visitors year over year		(5.5	%)		(10.7	%)		(7.7	%)		(6.7	%)		(4.6	%)
Observatory revenues ⁽⁵⁾	$	37,730		$	37,575		$	32,895		$	20,569		$	34,536
Change in revenues year over year		9.2	%		(6.6	%)		(6.6	%)		(3.2	%)		4.9	%



Ratios:
Consolidated Debt to Total Market Capitalization ⁽⁶⁾		28.2	%		27.7	%		29.8	%		28.5	%		30.8	%
Consolidated Net Debt to Total Market Capitalization ⁽⁶⁾		25.2	%		24.1	%		23.6	%		21.6	%		23.4	%
Consolidated Debt and Perpetual Preferred Units to Total Market Capitalization ⁽⁶⁾		29.7	%		28.2	%		30.2	%		28.9	%		31.2	%
Consolidated Net Debt and Perpetual Preferred Units to Total Market Capitalization ⁽⁶⁾		26.8	%		24.5	%		24.0	%		22.0	%		23.8	%
Consolidated Debt to EBITDA ⁽⁷⁾		4.8	x		4.6	x		5.3	x		5.2	x		5.2	x
Consolidated Net Debt to EBITDA ⁽⁷⁾		4.1	x		3.8	x		3.9	x		3.6	x		3.6	x
Interest Coverage Ratio		5.0	x		4.8	x		4.4	x		4.0	x		5.7	x
Core FFO Payout Ratio ⁽⁸⁾		43	%		45	%		50	%		56	%		35	%
Core FAD Payout Ratio ⁽⁹		76	%		59	%		66	%		77	%		45	%



Class A common stock price at quarter end	$	13.96		$	14.27		$	14.81		$	15.80		$	14.23
Average closing price	$	14.04		$	14.12		$	15.48		$	15.36		$	15.65
Dividends per share - annualized	$	0.42		$	0.42		$	0.42		$	0.42		$	0.42
Dividend yield ⁽¹⁰⁾		3.0	%		2.9	%		2.8	%		2.7	%		3.0	%
Series 2013 Private Perpetual Preferred Units outstanding ($16.62 liquidation value)		1,560,360			1,560,360			1,560,360			1,560,360			1,560,360
Series 2019 Private Perpetual Preferred Units outstanding ($13.52 liquidation value)		4,610,383			—			—			—			—
Class A common stock		180,877,597			179,131,090			176,991,123			175,557,910			173,872,536
Class B common stock		1,016,799			1,018,463			1,029,782			1,035,327			1,038,090
Operating partnership units		117,757,653			124,107,019			126,870,876			128,232,650			128,415,440

Total common stock and operating partnership units outstanding ⁽¹¹⁾		299,652,049			304,256,572			304,891,781			304,825,887			303,326,066

Notes:

(1)	Represents non-GAAP financial measures. For a discussion on what these metrics represent and why the Company presents them, see page 23 and for a reconciliation of these metrics to net income, see pages 5 and 19.

(2)	Based on leases signed and commenced as of end of period.

(3)	Represents occupancy and includes signed leases not commenced.

(4)	Reflects the number of visitors who pass through the turnstile, excluding visitors who make a second visit on the same ticket at no additional charge.

(5)	Observatory revenues include the fixed license fee received from WDFG North America, the Observatory gift shop operator. See page 16.

(6)

Market capitalization represents the sum of (i) Company’s common stock per share price as of December 31, 2019 multiplied by the total outstanding number of shares of common stock and operating partnership units as of December 31, 2019; (ii) the number of Series 2014 perpetual preferred units at December 31, 2019 multiplied by $16.62, (iii) the number of Series 2019 perpetual preferred units at December 31, 2019 multiplied by $13.52, and (iv) our outstanding indebetedness as of December 31, 2019.

(7)	Calculated based on trailing 12 months EBITDA.

(8)	Represents the amount of Core FFO paid out in distributions.

(9)	Represents the amount of Core FAD paid out in distributions.

(10)	Based on the closing price per share of Class A common stock on December 31, 2019.

(11)

As of December 31, 2019, the Company has had conversions from operating partnership units and Class B common shares to Class A common shares totaling 53.8 million shares or approximately $751 million at a closing share price of $13.96. This represents a 65% increase in the number of Class A shares since the IPO.

Page 4



		Fourth Quarter 2019
		Property Summary - Same Store Net Operating Income (“NOI”) by Quarter
		(unaudited and dollars in thousands)


	Three Months Ended
	December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Same Store Total Portfolio
Revenues	$	155,664		$	152,633		$	142,655		$	146,016		$	145,801
Operating expenses		(76,051	)		(79,824	)		(70,826	)		(73,518	)		(71,565	)

Same store property NOI		79,613			72,809			71,829			72,498			74,236
Straight-line rent		(6,276	)		(5,174	)		(3,203	)		(5,404	)		(5,445	)
Above/below-market rent revenue amortization		(1,530	)		(1,682	)		(1,745	)		(2,354	)		(1,733	)
Below-market ground lease amortization		1,958			1,957			1,958			1,958			1,958

Total same store property cash NOI - excluding lease termination fees	$	73,765		$	67,910		$	68,839		$	66,698		$	69,016

Percent increase/decrease over prior year		6.9	%		2.0	%		0.2	%		0.1	%		-1.4	%

Property cash NOI	$	73,765		$	67,910		$	68,839		$	66,698		$	69,016
Observatory cash NOI		28,987			28,486			24,535			12,994			25,637
Lease termination fees		1,240			2,361			363			388			18,683

Total portfolio same store cash NOI	$	103,992		$	98,757		$	93,737		$	80,080		$	113,336


Same Store Manhattan Office Portfolio ⁽¹⁾
Revenues	$	132,672		$	130,214		$	120,249		$	123,290		$	122,481
Operating expenses		(65,509	)		(68,516	)		(60,152	)		(62,665	)		(60,919	)

Same store property NOI		67,163			61,698			60,097			60,625			61,562
Straight-line rent		(6,705	)		(5,319	)		(4,163	)		(5,408	)		(5,037	)
Above/below-market rent revenue amortization		(1,530	)		(1,682	)		(1,745	)		(2,354	)		(1,733	)
Below-market ground lease amortization		1,958			1,957			1,958			1,958			1,958

Total same store property cash NOI - excluding lease termination fees		60,886			56,654			56,147			54,821			56,750
Lease termination fees		995			835			301			326			17,962

Total same store property cash NOI	$	61,881		$	57,489		$	56,448		$	55,147		$	74,712


Same Store Greater New York Metropolitan Area Office Portfolio
Revenues	$	18,771		$	18,137		$	17,798		$	18,045		$	18,566
Operating expenses		(8,663	)		(9,373	)		(8,784	)		(8,927	)		(8,839	)

Same store property NOI		10,108			8,764			9,014			9,118			9,727
Straight-line rent		285			(42	)		655			(124	)		(516	)
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—

Total same store property cash NOI - excluding lease termination fees		10,393			8,722			9,669			8,994			9,211
Lease termination fees		245			710			62			62			721

Total same store property cash NOI	$	10,638		$	9,432		$	9,731		$	9,056		$	9,932


Same Store Standalone Retail Portfolio
Revenues	$	4,221		$	4,282		$	4,608		$	4,681		$	4,754
Operating expenses		(1,879	)		(1,935	)		(1,890	)		(1,926	)		(1,807	)

Same store property NOI		2,342			2,347			2,718			2,755			2,947
Straight-line rent		144			187			305			128			108
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—

Total same store property cash NOI - excluding lease termination fees		2,486			2,534			3,023			2,883			3,055
Lease termination fees		—			816			—			—			—

Total same store property cash NOI	$	2,486		$	3,350		$	3,023		$	2,883		$	3,055

Note:

Includes 511,984 rentable square feet of retail space in the Company’s nine Manhattan office properties.

Page 5



		Fourth Quarter 2019
		Net Operating Income (“NOI”), Initial Free Rent Burn-Off and Signed Leases Not Commenced
		(unaudited and dollars in thousands)


	Three Months Ended
Reconciliation of Net Income to NOI and Cash NOI	December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Net income	$	28,720		$	26,784		$	18,930		$	9,856		$	39,781
Add:
General and administrative expenses		16,618			14,421			15,998			14,026			13,673
Depreciation and amortization		46,409			44,260			44,821			46,098			46,682
Interest expense		18,534			19,426			20,597			20,689			20,849
Income tax expense (benefit)		1,210			1,338			611			(730	)		1,312
Less:
Third-party management and other fees		(299	)		(304	)		(331	)		(320	)		(289	)
Interest income		(1,352	)		(2,269	)		(3,899	)		(3,739	)		(3,452	)

Net operating income		109,840			103,656			96,727			85,880			118,556
Straight-line rent		(6,276	)		(5,174	)		(3,203	)		(5,404	)		(5,445	)
Above/below-market rent revenue amortization		(1,530	)		(1,682	)		(1,745	)		(2,354	)		(1,733	)
Below-market ground lease amortization		1,958			1,957			1,958			1,958			1,958

Total cash NOI - including Observatory and lease termination income		103,992			98,757			93,737			80,080			113,336
Less: Observatory NOI		(28,987	)		(28,486	)		(24,535	)		(12,994	)		(25,637	)
Less: lease termination income		(1,240	)		(2,361	)		(363	)		(388	)		(18,683	)

Total property cash NOI - excluding Observatory and lease termination income	$	73,765		$	67,910		$	68,839		$	66,698		$	69,016

Burn-off of Free Rent and Signed Leases Not Commenced


	Incremental Annual		Base Cash Rent Contributing to Cash NOI in the Following Years
Total Portfolio	Revenue		2020		2021		2022		2023
Commenced leases in free rent period	$	28,518	$	19,734	$	28,518	$	28,518	$	28,518
Signed leases not commenced		23,470		4,411		15,667		20,270		21,052

Total	$	51,988	$	24,145	$	44,185	$	48,788	$	49,570

Commenced leases in free rent period


				Incremental Annual Revenue
	Square Feet		Cash Rent Date			Base Cash Rent Contributing to Cash NOI in the Following Years
	Square Feet		Cash Rent Date			2020			2021		2022		2023
First quarter 2020 - 16 leases		225,315	Jan. 2020 - Mar. 2020	$	11,023	$	9,798	⁽¹⁾	$	11,023	$	11,023	$	11,023
Second quarter 2020 - 10 leases		211,192	Apr. 2020 - Jun. 2020		12,106		7,944			12,106		12,106		12,106
Third quarter 2020 - 4 leases		79,001	Jul. 2020 - Sept. 2020		4,730		1,870			4,730		4,730		4,730
Fourth quarter 2020 - 3 leases		20,841	Oct. 2020 - Dec. 2020		659		122			659		659		659

				$	28,518	$	19,734		$	28,518	$	28,518	$	28,518

Signed leases not commenced (“SLNC”)


				Expected Base Rent				Incremental
		Square		Commencement				Annual		Base Cash Rent Contributing to Cash NOI in the Following Years
Tenant		Feet		GAAP		Cash		Revenue ⁽²⁾		2020		2021		2022		2023
Diligent Corporation			14,214		Jan. 2020		Sept. 2020	$	910	$	301	$	910	$	910	$	910
Interpublic Group of Companies, Inc.			15,086		Apr. 2020		May 2020		1,060		701		1,060		1,060		1,060
Kaplan Hecker & Fink LLP			26,997		Jun. 2020		Jul. 2020		2,000		872		2,000		2,000		2,000
Uber Technologies, Inc.			32,927		Sept. 2020		Jan. 2021		2,300		—		2,300		2,300		2,300
Concord Music Group, Inc.			46,329		Sept. 2020		Jul. 2021		2,870		—		1,353		2,870		2,870
First Republic Bank			14,430		Jan. 2021		Jul. 2021		2,040		—		1,017		2,040		2,040
LinkedIn Corporation:
LinkedIn Corporation			52,939		Apr. 2021		Sept. 2021		1,000		—		329		1,000		1,000
LinkedIn Corporation			52,666		Nov. 2021		Nov. 2021		900		—		147		900		900
LinkedIn Corporation			52,574		Jul. 2022		Jul. 2022		1,110		—		—		555		1,110
LinkedIn Corporation			30,283		Apr. 2023		Sept. 2023		670		—		—		—		222
Target			32,579		Jun. 2024		Oct. 2024		1,970		—		—		—		—
Other SLNC	112,638		Jan. 2020 - Aug. 2020		Feb. 2020 - Jan. 2021				6,640		2,537		6,551		6,635		6,640

Total	483,662							$	23,470	$	4,411	$	15,667	$	20,270	$	21,052

Notes:

(1)	As an example, the 2020 amount represents cash revenue contributing from the cash rent commencement date of January 2020 through December 2020. The full annual amount is realized in 2021.

(2)	Reflects new annual rent less annual rent from existing tenant in the space.

Page 6



		Fourth Quarter 2019
		Property Summary - Leasing Activity by Quarter
		(unaudited)


	Three Months Ended
	December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Total Portfolio
Total leases executed		47			25			55			34			35
Weighted average lease term		8.6 years			10.7 years			6.4 years			8.3 years			10.5 years
Average free rent period		5.3 months			6.9 months			2.8 months			4.7 months			5.4 months
Office
Total square footage executed		313,027			374,256			228,346			300,408			241,978
Average cash rent psf - leases executed	$	59.74		$	62.83		$	59.13		$	61.79		$	62.44
Previously escalated cash rents psf	$	54.02		$	51.10		$	51.72		$	54.36		$	49.69
Percentage of new cash rent over previously escalated rents		10.6	%		23.0	%		14.3	%		13.7	%		25.7	%
Retail
Total square footage executed		32,579			14,430			32,706			7,643			4,782
Average cash rent psf - leases executed	$	122.78		$	141.68		$	71.52		$	109.54		$	104.57
Previously escalated cash rents psf	$	60.79		$	104.66		$	72.08		$	106.84		$	128.16
Percentage of new cash rent over previously escalated rents		102.0	%		35.4	%		(0.8	%)		2.5	%		(18.4	%)
Total Portfolio
Total square footage executed		345,606			388,686			261,052			308,051			246,760
Average cash rent psf - leases executed	$	65.68		$	65.76		$	61.25		$	63.90		$	63.57
Previously escalated cash rents psf	$	54.66		$	53.09		$	54.58		$	56.35		$	51.32
Percentage of new cash rent over previously escalated rents		20.2	%		23.9	%		12.2	%		13.4	%		23.9	%
Leasing commission costs per square foot	$	19.84		$	23.75		$	15.61		$	15.00		$	26.07
Tenant improvement costs per square foot		55.65			65.59			47.06			55.09			86.99

Total LC and TI per square foot ⁽²⁾	$	75.49		$	89.34		$	62.67		$	70.09		$	113.06

Occupancy		88.6	%		89.4	%		90.2	%		88.8	%		88.8	%
Manhattan Office Portfolio ⁽¹⁾
Total leases executed		36			18			40			30			28
Office - New Leases
Total square footage executed		170,247			266,769			119,235			153,506			204,999
Average cash rent psf - leases executed	$	64.82		$	71.36		$	65.08		$	63.74		$	64.82
Previously escalated cash rents psf	$	52.12		$	53.83		$	53.26		$	52.65		$	49.85
Percentage of new cash rent over previously escalated rents		24.4	%		32.6	%		22.2	%		21.1	%		30.0	%
Office - Renewal Leases
Total square footage executed		54,345			18,826			56,211			131,304			13,547
Average cash rent psf - leases executed	$	66.62		$	53.83		$	62.37		$	62.51		$	60.75
Previously escalated cash rents psf	$	66.27		$	53.64		$	55.88		$	58.55		$	56.55
Percentage of new cash rent over previously escalated rents		0.5	%		0.4	%		11.6	%		6.8	%		7.4	%
Retail - New and Renewal Leases
Total square footage executed		—			14,430			3,711			1,998			862
Average cash rent psf - leases executed	$	—		$	141.68		$	405.41		$	80.00		$	78.30
Previously escalated cash rents psf	$	—		$	104.66		$	317.25		$	73.73		$	78.30
Percentage of new cash rent over previously escalated rents		—			35.4	%		27.8	%		8.5	%		0.0	%
Total Manhattan Office Portfolio
Total square footage executed		224,592			300,025			179,157			286,808			219,408
Average cash rent psf - leases executed	$	65.26		$	73.64		$	71.28		$	63.29		$	64.62
Previously escalated cash rents psf	$	55.54		$	56.26		$	59.55		$	55.50		$	50.38
Percentage of new cash rent over previously escalated rents		17.5	%		30.9	%		19.7	%		14.0	%		28.3	%
Leasing commission costs per square foot	$	19.81		$	28.93		$	20.53		$	14.50		$	27.50
Tenant improvement costs per square foot		70.39			78.31			56.60			54.18			90.85

Total LC and TI per square foot ⁽²⁾	$	90.20		$	107.24		$	77.13		$	68.68		$	118.35

Occupancy		89.7	%		89.6	%		90.6	%		88.9	%		88.9	%

Page 7



		Fourth Quarter 2019
		Property Summary - Leasing Activity by Quarter - (Continued)
		(unaudited)


	Three Months Ended
	December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Greater New York Metropolitan Area Office Portfolio
Total leases executed		10			7			12			3			6
Total square footage executed		88,435			88,661			52,900			15,598			23,432
Average cash rent psf - leases executed	$	45.73		$	39.08		$	42.30		$	36.60		$	42.59
Previously escalated cash rents psf	$	50.15		$	42.36		$	43.82		$	35.78		$	44.30
Percentage of new cash rent over previously escalated rents		(8.8	%)		(7.7	%)		(3.5	%)		2.3	%		(3.9	%)
Leasing commission costs per square foot	$	8.00		$	6.22		$	6.05		$	15.32		$	11.32
Tenant improvement costs per square foot		26.02			22.53			37.37			77.21			50.30

Total LC and TI per square foot ⁽²⁾	$	34.02		$	28.75		$	43.42		$	92.53		$	61.62

Occupancy		83.0	%		88.0	%		87.8	%		87.8	%		87.6	%
Standalone Retail Portfolio
Total leases executed		1			—			3			1			1
Total square footage executed		32,579			—			28,995			5,645			3,920
Average cash rent psf - leases executed	$	122.78		$	—		$	28.78		$	120.00		$	110.34
Previously escalated cash rents psf	$	60.79		$	—		$	40.70		$	118.56		$	139.12
Percentage of new cash rent over previously escalated rents		102.0	%		—			(29.3	%)⁽³⁾		1.2	%		(20.7	%)
Leasing commission costs per square foot	$	52.21		$	—		$	2.68		$	39.08		$	34.10
Tenant improvement costs per square foot		34.47			—			5.79			40.00			90.00

Total LC and TI per square foot ⁽²⁾	$	86.68		$	—		$	8.47		$	79.08		$	124.10

Occupancy		93.7	%		93.7	%		93.7	%		94.4	%		94.4	%

Notes:

(1)	Includes 511,984 rentable square feet of retail space in the Company’s nine Manhattan office properties.

(2)	Presents all tenant improvement and leasing commission costs as if they were incurred in the period in which the lease was signed, which may be different than the period in which they were actually paid.

(3)	Includes the renewal of two parking garages comprising 27,143 of rentable square feet. These below grade spaces have market rents considerably lower than the Company’s typical street grade retail and drove the negative spread for the quarter.

Page 8



		Fourth Quarter 2019
		Total Portfolio Expirations and Vacates Summary
		(unaudited and in square feet)


	Actual			Forecast ⁽¹⁾
	Three Months Ended			Three Months Ended
Total Portfolio ⁽²⁾	December 31, 2019			March 31, 2020			June 30, 2020			September 30, 2020		December 31, 2020			Full Year 2020			Full Year 2021
Total expirations		311,050			92,373			370,671			162,334		144,394			769,772			660,924
Less: broadcasting		(2,528	)		(906	)		(309	)		—		(753	)		(1,968	)		(1,049	)

Office and retail expirations		308,522			91,467			370,362			162,334		143,641			767,804			659,875

Renewal & relocations ⁽³⁾		72,524			31,086			57,774			60,501		25,951			175,312			160,115
Short-term renewals ⁽⁴⁾		3,339			—			—			—		—			—			—
New leases ⁽⁵⁾		71,797			7,190			171,863			18,315		3,162			200,530			11,469
Tenant vacates ⁽⁶⁾		140,744			26,335			101,820			55,951		42,656			226,762			197,954
Intentional vacates ⁽⁷⁾		20,118			26,755			28,105			10,892		—			65,752			20,244
Holdover ⁽⁸⁾		—			—			—			—		—			—			—
Unknown ⁽⁹⁾		—			101			10,800			16,675		71,872			99,448			270,093

Total Portfolio expirations and vacates		308,522			91,467			370,362			162,334		143,641			767,804			659,875


Manhattan Office Portfolio
Total expirations		144,036			53,312			242,738			150,443		111,753			558,246			419,381
Less: broadcasting		(2,528	)		(906	)		(309	)		—		(753	)		(1,968	)		(1,049	)

Office expirations		141,508			52,406			242,429			150,443		111,000			556,278			418,332

Renewal & relocations ⁽³⁾		32,298			13,039			26,008			53,752		17,587			110,386			33,280
Short-term renewals ⁽⁴⁾		—			—			—			—		—			—			—
New leases ⁽⁵⁾		71,797			7,190			164,549			18,315		3,162			193,216			11,469
Tenant vacates ⁽⁶⁾		17,537			22,996			20,533			50,809		34,762			129,100			143,100
Intentional vacates ⁽⁷⁾		19,876			9,080			20,668			10,892		—			40,640			20,244
Holdover ⁽⁸⁾		—			—			—			—		—			—			—
Unknown ⁽⁹⁾		—			101			10,671			16,675		55,489			82,936			210,239

Total expirations and vacates		141,508			52,406			242,429			150,443		111,000			556,278			418,332


Greater New York Metropolitan Area Office Portfolio
Office expirations		163,999			17,148			117,062			8,391		23,076			165,677			211,165

Renewal & relocations ⁽³⁾		37,453			13,809			28,461			3,249		8,364			53,883			108,503
Short-term renewals ⁽⁴⁾		3,339			—			—			—		—			—			—
New leases ⁽⁵⁾		—			—			7,314			—		—			7,314			—
Tenant vacates ⁽⁶⁾		123,207			3,339			81,287			5,142		—			89,768			46,455
Intentional vacates ⁽⁷⁾		—			—			—			—		—			—			—
Holdover ⁽⁸⁾		—			—			—			—		—			—			—
Unknown ⁽⁹⁾		—			—			—			—		14,712			14,712			56,207

Total expirations and vacates		163,999			17,148			117,062			8,391		23,076			165,677			211,165


Retail Portfolio
Retail expirations		3,015			21,913			10,871			3,500		9,565			45,849			30,378

Renewal & relocations ⁽³⁾		2,773			4,238			3,305			3,500		—			11,043			18,332
Short-term renewals ⁽⁴⁾		—			—			—			—		—			—			—
New leases ⁽⁵⁾		—			—			—			—		—			—			—
Tenant vacates ⁽⁶⁾		—			—			—			—		7,894			7,894			8,399
Intentional vacates ⁽⁷⁾		242			17,675			7,437			—		—			25,112			—
Holdover ⁽⁸⁾		—			—			—			—		—			—			—
Unknown ⁽⁹⁾		—			—			129			—		1,671			1,800			3,647

Total expirations and vacates		3,015			21,913			10,871			3,500		9,565			45,849			30,378

Notes:

(1)	These forecasts, which are subject to change, are based on management’s expectations, including, among other things, discussions with and other information provided by tenants as well as management’s analyses of past historical trends.

(2)	Any lease on month to month or short-term will re-appear in “Actual” in each period until tenant has vacated or renewed, and thus it would be double counted if periods were cumulated. “Forecast” avoids double counting.

(3)	For forecasted periods, “Renewals” assume tenants renew their existing leases in all or a portion of their current spaces, and “Relocations” assume tenants move within a building or within the Company’s portfolio.

(4)	Represents tenants which signed renewal leases for a term of less than six months and reappear in forecast periods in 2020.

(5)	For forecasted periods, “New Leases” represents leases that have been signed with a new tenant, a subtenant who signed a direct lease or a tenant who expanded. The lease commencement dates are provided on page 6. There may be downtime between the lease expiration and the new lease commencement.

(6)	For forecasted periods, “Tenant Vacates” assumes a tenant elects not to renew at the end of their existing lease or exercises an early termination option.

(7)	For forecasted periods, “Intentional Vacates” assumes the Company decides not to renew tenant at the end of their existing lease due to anticipated future redevelopment or for other reasons. This also may include early lease terminations.

(8)	Holdover represents a tenant that remains in its space, paying rent after the expiration of its lease, but is not anticipated to continue doing so on a monthly basis. These tenants may reappear in forecast periods in 2020.

(9)	For forecasted periods, “Unknown” represents tenants’ existing leases which do not fall into any of the above categories: Renewals & Relocations, New Leases, Tenant Vacates or Intentional Vacates and tenants’ whose intention is unknown.

Page 9



		Fourth Quarter 2019
		Property Detail
		(unaudited)


Property Name	Location or Sub-Market	Rentable Square Feet ⁽¹⁾		Percent Occupied ⁽²⁾			Annualized Rent ⁽³⁾		Annualized Rent per Occupied Square Foot ⁽⁴⁾		Number of Leases ⁽⁵⁾
*Manhattan Office Properties - Office*
The Empire State Building ⁽⁶⁾	Penn Station -Times Sq. South		2,711,163		95.0	%	$	155,183,111	$	60.25		168
One Grand Central Place	Grand Central		1,249,248		87.2	%		64,693,231		59.39		187
1400 Broadway ⁽⁸⁾	Penn Station -Times Sq. South		914,983		88.3	%		43,275,161		53.56		24
111 West 33rd Street ⁽⁹⁾	Penn Station -Times Sq. South		641,067		95.4	%		36,721,047		60.03		23
250 West 57th Street	Columbus Circle - West Side		473,811		72.3	%		21,181,440		61.87		43
501 Seventh Avenue	Penn Station -Times Sq. South		461,652		81.6	%		18,610,631		49.42		28
1359 Broadway	Penn Station -Times Sq. South		455,849		97.5	%		24,472,645		55.09		33
1350 Broadway ⁽¹⁰⁾	Penn Station -Times Sq. South		372,643		85.3	%		18,856,099		59.29		56
1333 Broadway	Penn Station -Times Sq. South		292,835		80.3	%		12,430,192		52.88		9

*Manhattan Office Properties - Office*			7,573,251		89.8	%		395,423,557		58.14		571
*Manhattan Office Properties - Retail*
The Empire State Building ⁽⁷⁾	Penn Station -Times Sq. South		104,862		69.5	%		13,533,939		185.82		13
One Grand Central Place	Grand Central		68,732		79.0	%		6,438,552		118.57		13
1400 Broadway ⁽⁸⁾	Penn Station -Times Sq. South		20,418		77.4	%		2,049,950		129.64		8
112 West 34th Street ⁽⁹⁾	Penn Station -Times Sq. South		90,132		100.0	%		23,273,046		258.21		4
250 West 57th Street	Columbus Circle - West Side		67,927		100.0	%		10,315,884		151.87		8
501 Seventh Avenue	Penn Station -Times Sq. South		33,632		87.3	%		2,018,064		68.74		8
1359 Broadway	Penn Station -Times Sq. South		27,506		100.0	%		2,346,399		85.30		6
1350 Broadway ⁽¹⁰⁾	Penn Station -Times Sq. South		31,774		95.6	%		7,126,817		234.52		5
1333 Broadway	Penn Station -Times Sq. South		67,001		100.0	%		9,318,123		139.07		4

*Manhattan Office Properties - Retail*			511,984		88.9	%		76,420,774		167.86		69

*Sub-Total/Weighted Average Manhattan Office Properties - Office and Retail*			8,085,235		89.7	%		471,844,331		65.03		640

*Greater New York Metropolitan Area Office Properties*
First Stamford Place ⁽¹¹⁾	Stamford, CT		779,098		87.9	%		29,645,250		43.31		44
Metro Center	Stamford, CT		287,909		86.5	%		15,566,110		62.51		24
383 Main Avenue	Norwalk, CT		260,546		49.7	%		3,853,921		29.74		20
500 Mamaroneck Avenue	Harrison, NY		287,157		82.8	%		7,152,838		30.10		29
10 Bank Street	White Plains, NY		232,517		100.0	%		8,361,727		35.96		36

*Sub-Total/Weighted Average Greater New York Metropolitan Area Office Properties*			1,847,227		83.0	%		64,579,846		42.12		153

*Standalone Retail Properties*
10 Union Square	Union Square		58,007		92.6	%		6,099,375		113.55		11
1542 Third Avenue	Upper East Side		56,250		100.0	%		4,151,047		73.80		4
1010 Third Avenue	Upper East Side		44,662		100.0	%		3,612,691		80.89		2
77 West 55th Street	Midtown		25,388		100.0	%		2,773,026		109.23		3
69-97 Main Street	Westport, CT		16,958		48.5	%		985,964		119.90		2
103-107 Main Street	Westport, CT		4,330		100.0	%		770,916		178.04		1

*Sub-Total/Weighted Average Standalone Retail Properties*			205,595		93.7	%		18,393,019		95.52		23

*Portfolio Total*			10,138,057		88.6	%	$	554,817,196	$	61.77		816

*Total/Weighted Average Office Properties*			9,420,478		88.5	%	$	460,003,403	$	55.19		724
*Total/Weighted Average Retail Properties*			717,579		90.3	%		94,813,793		146.36		92

*Portfolio Total*			10,138,057		88.6	%	$	554,817,196	$	61.77		816

Notes:

(1)	Excludes (i) 193,268 square feet of space across the Company’s portfolio attributable to building management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.

(2)	Based on leases signed and commenced as of December 31, 2019.

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

(4)	Represents annualized rent under leases commenced as of December 31, 2019 divided by occupied square feet.

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

(6)	Includes 36,970 rentable square feet of space leased by the Company’s broadcasting tenants.

(7)	Includes 5,300 rentable square feet of space leased by WDFG North America, a licensee of the Company’s observatory.

(8)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 44 years (expiring December 31, 2063).

(9)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 58 years (expiring May 31, 2077).

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

(11)	First Stamford Place consists of three buildings.

Page 10



		Fourth Quarter 2019
		Tenant Lease Expirations
		(unaudited)


*Total Lease Expirations*	Number of Leases Expiring ⁽¹⁾		Rentable Square Feet Expiring ⁽²⁾		Percent of Portfolio Rentable Square Feet Expiring			Annualized Rent ⁽³⁾		Percent of Annualized Rent			Annualized Rent Per Rentable Square Foot
Available		—		893,363		8.8	%	$	—		0.0	%	$	—
Signed leases not commenced		25		262,621		2.6	%		—		0.0	%		—
4Q 2019 ⁽⁴⁾		12		52,705		0.5	%		2,512,326		0.5	%		47.67

Total 2019		12		52,705		0.5	%		2,512,326		0.5	%		47.67
1Q 2020		30		92,373		0.9	%		6,719,616		1.2	%		72.74
2Q 2020		39		370,671		3.7	%		20,254,191		3.7	%		54.64
3Q 2020		32		162,334		1.6	%		9,507,089		1.7	%		58.56
4Q 2020		23		144,394		1.4	%		8,357,127		1.5	%		57.88

Total 2020		124		769,772		7.6	%		44,838,023		8.1	%		58.25
2021		104		660,924		6.5	%		38,190,079		6.9	%		57.78
2022		110		570,712		5.6	%		36,716,025		6.6	%		64.33
2023		86		684,157		6.7	%		42,811,151		7.7	%		62.58
2024		84		806,258		8.0	%		48,199,253		8.7	%		59.78
2025		68		449,796		4.4	%		33,119,723		6.0	%		73.63
2026		55		730,874		7.2	%		40,651,456		7.3	%		55.62
2027		46		541,363		5.3	%		32,345,164		5.8	%		59.75
2028		28		1,038,287		10.2	%		56,895,634		10.3	%		54.80
2029		34		855,645		8.4	%		60,777,278		11.0	%		71.03
Thereafter		65		1,821,580		18.2	%		117,761,084		21.2	%		65.65

Total		841		10,138,057		100.0	%	$	554,817,196		100.0	%	$	61.77


*Manhattan Office Properties ⁽⁵⁾*
Available		—		553,707		7.3	%	$	—		0.0	%	$	—
Signed leases not commenced		19		218,629		2.9	%		—		0.0	%		—
4Q 2019 ⁽⁴⁾		10		29,763		0.4	%		1,618,591		0.4	%		54.38

Total 2019		10		29,763		0.4	%		1,618,591		0.4	%		54.38
1Q 2020		19		53,312		0.7	%		3,032,599		0.8	%		56.88
2Q 2020		27		242,738		3.2	%		13,400,073		3.4	%		55.20
3Q 2020		26		150,443		2.0	%		8,460,582		2.1	%		56.24
4Q 2020		18		111,753		1.5	%		5,490,598		1.4	%		49.13

Total 2020		90		558,246		7.4	%		30,383,852		7.7	%		54.43
2021		66		419,381		5.5	%		23,884,192		6.0	%		56.95
2022		81		380,806		5.0	%		22,575,532		5.7	%		59.28
2023		63		513,024		6.8	%		30,207,994		7.6	%		58.88
2024		61		569,494		7.5	%		32,968,415		8.3	%		57.89
2025		44		291,977		3.9	%		18,270,905		4.6	%		62.58
2026		35		519,454		6.9	%		29,833,963		7.5	%		57.43
2027		33		407,276		5.4	%		23,056,903		5.8	%		56.61
2028		18		948,934		12.5	%		52,754,107		13.3	%		55.59
2029		23		629,262		8.3	%		36,879,869		9.3	%		58.61
Thereafter		47		1,533,298		20.2	%		92,989,234		23.8	%		60.65

Total Manhattan office properties		590		7,573,251		100.0	%	$	395,423,557		100.0	%	$	58.14

Notes:

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

(2)	Excludes (i) 193,268 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.

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

(4)	Represents leases that are included in occupancy as of December 31, 2019 and expire on December 31, 2019.

(5)	Excludes (i) retail space in the Company’s Manhattan office properties and (ii) the Empire State Building broadcasting licenses and observatory operations.

Page 11



		Fourth Quarter 2019
		Tenant Lease Expirations
		(unaudited)


					Percent of
			Rentable		Portfolio								Annualized
	Number		Square		Rentable					Percent of			Rent Per
*Greater New York Metropolitan*	of Leases		Feet		Square Feet			Annualized		Annualized			Rentable
*Area Office Properties*	Expiring ⁽¹⁾		Expiring ⁽²⁾		Expiring			Rent ⁽³⁾		Rent			Square Foot
Available		—		290,105		15.7	%	$	—		0.0	%	$	—
Signed leases not commenced		3		23,790		1.3	%		—		0.0	%		—
4Q 2019 ⁽⁴⁾		2		22,942		1.2	%		893,735		1.4	%		38.96

Total 2019		2		22,942		1.2	%		893,735		1.4	%		38.96
1Q 2020		7		17,148		0.9	%		697,736		1.1	%		40.69
2Q 2020		9		117,062		6.3	%		6,266,163		9.7	%		53.53
3Q 2020		4		8,391		0.5	%		399,028		0.6	%		47.55
4Q 2020		3		23,076		1.2	%		1,026,443		1.6	%		44.48

Total 2020		23		165,677		9.0	%		8,389,370		13.0	%		50.64
2021		30		211,463		11.4	%		9,229,602		14.3	%		43.65
2022		20		131,159		7.1	%		5,033,664		7.8	%		38.38
2023		13		116,429		6.3	%		5,625,440		8.7	%		48.32
2024		13		211,452		11.4	%		9,454,115		14.6	%		44.71
2025		17		124,824		6.8	%		4,170,289		6.5	%		33.41
2026		11		136,739		7.4	%		5,443,406		8.4	%		39.81
2027		8		77,821		4.2	%		2,863,088		4.4	%		36.79
2028		6		81,366		4.4	%		2,924,296		4.5	%		35.94
2029		5		128,301		6.9	%		5,011,126		7.8	%		39.06
Thereafter		5		125,159		6.9	%		5,541,715		8.6	%		44.28

Total greater New York metropolitan area office properties		156		1,847,227		100.0	%	$	64,579,846		100.0	%	$	42.12


*Retail Properties*
Available		—		49,551		6.9	%	$	—		0.0	%	$	—
Signed leases not commenced		3		20,202		2.8	%		—		0.0	%		—
4Q 2019 ⁽⁴⁾		—		—		0.0	%		—		0.0	%		—

Total 2019		—		—		0.0	%		—		0.0	%		—
1Q 2020		4		21,913		3.1	%		2,989,281		3.2	%		136.42
2Q 2020		3		10,871		1.5	%		587,955		0.6	%		54.08
3Q 2020		2		3,500		0.5	%		647,479		0.7	%		184.99
4Q 2020		2		9,565		1.3	%		1,840,086		1.9	%		192.38

Total 2020		11		45,849		6.4	%		6,064,801		6.4	%		132.28
2021		8		30,080		4.2	%		5,076,285		5.4	%		168.76
2022		9		58,747		8.2	%		9,106,829		9.6	%		155.02
2023		10		54,704		7.6	%		6,977,717		7.4	%		127.55
2024		10		25,312		3.5	%		5,776,723		6.1	%		228.22
2025		7		32,995		4.6	%		10,678,529		11.3	%		323.64
2026		9		74,681		10.4	%		5,374,087		5.7	%		71.96
2027		5		56,266		7.8	%		6,425,173		6.8	%		114.19
2028		4		7,987		1.1	%		1,217,231		1.3	%		152.40
2029		6		98,082		13.7	%		18,886,283		19.9	%		192.56
Thereafter		13		163,123		22.8	%		19,230,135		20.1	%		117.89

Total retail properties		95		717,579		100.0	%	$	94,813,793		100.0	%	$	146.36

Notes:

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

(2)	Excludes (i) 193,268 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.

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

(4)	Represents leases that are included in occupancy as of December 31, 2019 and expire on December 31, 2019.

(5)	Represents two license agreements.

Page 12



		Fourth Quarter 2019
		Tenant Lease Expirations
		(unaudited)


					Percent of
			Rentable		Portfolio								Annualized
	Number		Square		Rentable					Percent of			Rent Per
	of Leases		Feet		Square Feet			Annualized		Annualized			Rentable
*Empire State Building Office ⁽¹⁾*	Expiring ⁽²⁾		Expiring ⁽³⁾		Expiring			Rent ^{(4) (5)}		Rent			Square Foot
Available		—		102,923		3.8	%	$	—		0.0	%	$	—
Signed leases not commenced		3		32,381		1.2	%		—		0.0	%		—
4Q 2019 ⁽⁶⁾		1		3,045		0.1	%		205,590		0.1	%		67.52

Total 2019		1		3,045		0.1	%		205,590		0.1	%		67.52
1Q 2020		5		15,872		0.6	%		727,287		0.5	%		45.82
2Q 2020		7		193,044		7.1	%		10,415,976		6.7	%		53.96
3Q 2020		7		35,445		1.3	%		2,142,269		1.4	%		60.44
4Q 2020		6		37,592		1.4	%		1,997,247		1.3	%		53.13

Total 2020		25		281,953		10.4	%		15,282,779		9.8	%		54.20
2021		18		100,971		3.7	%		5,926,900		3.8	%		58.70
2022		23		118,751		4.4	%		7,537,771		4.9	%		63.48
2023		21		105,319		3.9	%		6,941,595		4.5	%		65.91
2024		18		227,351		8.4	%		14,198,337		9.1	%		62.45
2025		12		96,753		3.6	%		6,348,452		4.1	%		65.62
2026		10		132,344		4.9	%		8,221,791		5.3	%		62.12
2027		8		29,184		1.1	%		1,762,316		1.1	%		60.39
2028		4		545,713		20.1	%		30,765,395		19.8	%		56.38
2029		7		282,020		10.4	%		17,327,003		11.2	%		61.44
Thereafter		21		652,455		24.0	%		40,665,182		26.3	%		62.33

Total Empire State Building office		171		2,711,163		100.0	%	$	155,183,111		100.0	%	$	60.25


			Annualized				Percent of
	Annualized		Expense		Annualized		Annualized
*Empire State Building Broadcasting Licenses and Leases*	Base Rent ⁽⁷⁾		Reimbursements		Rent ⁽⁴⁾		Rent
4Q 2019 ⁽⁶⁾	$	31,710	$	9,350	$	41,060		0.3	%

Total 2019		31,710		9,350		41,060		0.3	%
1Q 2020		—		—		—		0.0	%
2Q 2020		137,188		30,457		167,645		1.1	%
3Q 2020		—		—		—		0.0	%
4Q 2020		99,320		31,212		130,532		0.9	%

Total 2020		236,508		61,669		298,177		2.0	%
2021		55,685		95,592		151,277		1.0	%
2022		1,687,610		419,185		2,106,795		14.4	%
2023		82,480		24,996		107,476		0.7	%
2024		65,000		35,789		100,789		0.7	%
2025		1,533,492		178,579		1,712,071		11.7	%
2026		807,668		82,290		889,958		6.1	%
2027		787,969		76,331		864,300		5.9	%
2028		248,614		14,028		262,642		1.8	%
2029		—		—		—		0.0	%
Thereafter		7,134,396		956,421		8,090,817		55.4	%

Total Empire State Building broadcasting licenses and leases	$	12,671,132	$	1,954,230	$	14,625,362		100.0	%

Notes:

(1)	Excludes retail space, broadcasting licenses and observatory operations

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

(3)	Excludes 52,508 rentable square feet of space attributable to building management use.

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

(5)	Includes approximately $5.1 million of annualized rent related to physical space occupied by broadcasting tenants for their broadcasting operations. Does not include license fees charged to broadcasting tenants.

(6)	Represents leases that are included in occupancy as of December 31, 2019 and expire on December 31, 2019.

(7)	Represents license fees for the use of the Empire State Building mast and base rent for physical space occupied by broadcasting tenants.

Page 13



		Fourth Quarter 2019
		20 Largest Tenants and Portfolio Tenant Diversification by Industry
		(unaudited)


				Weighted				Percent of
				Average		Total		Portfolio					Percent of
				Remaining		Occupied		Rentable					Portfolio
		Lease		Lease		Square		Square			Annualized		Annualized
20 Largest Tenants	Property	Expiration ⁽¹⁾		Term⁽²⁾		Feet ⁽³⁾		Feet ⁽⁴⁾			Rent ⁽⁵⁾		Rent ⁽⁶⁾
1. Global Brands Group	ESB, 1333 B’Way		Oct. 2023 - Oct. 2028		8.1 years		668,942		6.6	%	$	36,579,836		6.6	%
2. LinkedIn	ESB		Aug. 2036		16.7 years		312,947		3.1	%		18,434,225		3.3	%
3. Coty	ESB		Apr. 2020 - Jan. 2030		5.3 years		312,471		3.1	%		17,712,823		3.2	%
4. PVH Corp.	501 Seventh Avenue		Oct. 2028		8.8 years		237,281		2.3	%		11,716,228		2.1	%
5. Sephora	112 West 34th Street		Jan. 2029		9.1 years		11,334		0.1	%		10,468,996		1.9	%
6. Li & Fung	1359 Broadway		Oct. 2021 - Oct. 2027		4.3 years		149,436		1.5	%		7,701,934		1.4	%
7. Signature Bank	1333 & 1400 Broadway		Jul. 2030 - Apr. 2035		14.8 years		124,884		1.2	%		7,540,459		1.4	%
8. Urban Outfitters	1333 Broadway		Sept. 2029		9.8 years		56,730		0.6	%		7,367,374		1.3	%
9. Macy’s	111 West 33rd Street		May 2030		10.4 years		131,117		1.3	%		7,157,511		1.3	%
10. Footlocker	112 West 34th Street		Sept. 2031		11.8 years		34,192		0.3	%		6,898,262		1.2	%
11. Federal Deposit Insurance Corp.	ESB		Dec. 2024		5.0 years		119,226		1.2	%		6,837,182		1.2	%
12. Duane Reade	ESB, 1350 B’Way, 250 West 57th		Feb. 2021 - Sept. 2027		4.9 years		47,541		0.5	%		6,704,508		1.2	%
13. HNTB Corporation	ESB		Feb. 2029		9.2 years		105,143		1.0	%		6,666,632		1.2	%
14. The Interpublic Group of Co’s, Inc.	111 West 33rd St & 1400 B’way		Jul. 2024 - Feb. 2025		4.8 years		124,884		1.2	%		6,443,584		1.2	%
15. Legg Mason	First Stamford Place		Sept. 2024		4.8 years		137,583		1.4	%		6,407,814		1.2	%
16. Shutterstock	ESB		Apr. 2029		9.3 years		104,386		1.0	%		5,953,855		1.1	%
17. Fragomen	1400 Broadway		Feb. 2035		15.2 years		107,680		1.1	%		5,922,400		1.1	%
18. WDFG North America	ESB		Dec. 2025		6.0 years		5,300		0.1	%		5,863,030		1.1	%
19. The Michael J. Fox Foundation	111 West 33rd Street		Nov. 2029		9.9 years		86,492		0.9	%		5,390,818		1.0	%
20. ASCAP	250 West 57th Street		Aug. 2034		14.7 years		87,943		0.9	%		5,345,814		1.0	%

Total							2,965,512		29.4	%	$	193,113,285		35.0	%

Notes:

(1)	Expiration dates are per lease and do not assume exercise of renewal or extension options. For tenants with more than two leases, the lease expiration is shown as a range.

(2)	Represents the weighted average lease term, based on annualized rent.

(3)	Based on leases signed and commenced as of December 31, 2019.

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

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

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

Portfolio Tenant Diversification by Industry (based on annualized rent)

LOGO

Page 14



		Fourth Quarter 2019
		Capital Expenditures and Redevelopment Program and Leasing Opportunity
		(unaudited and dollars in thousands)


	Three Months Ended
Capital expenditures	December 31, 2019		September 30, 2019		June 30, 2019		March 31, 2019		December 31, 2018
Tenant improvements - first generation	$	22,479	$	17,639	$	17,255	$	19,142	$	26,079
Tenant improvements - second generation		12,581		8,734		10,513		9,028		7,963
Leasing commissions - first generation		578		574		4,742		1,276		4,533
Leasing commissions - second generation		13,244		2,651		3,016		1,869		2,845
Building improvements - first generation		14,457		10,988		12,910		11,022		10,085
Building improvements - second generation		6,556		4,931		6,296		4,840		8,624
Observatory capital project ⁽¹⁾		17,574		18,185		14,539		13,789		12,750

Total	$	87,469	$	63,702	$	69,271	$	60,966	$	72,879

Note:

(1)	Total Observatory capital project spent-to-date was $155.4 million as of December 31, 2019.

Tenant space redevelopment by square feet ^{(2) (3)}

•

Future redevelopment (Empire State Building) - 170,000 square feet

•

Future redevelopment (other Manhattan properties) - 380,000 square feet

•

Redevelopment completed - 7,420,000 square feet

Inventory of vacant space⁽²⁾

•

Developed - 500,000 square feet, 91%

•

Undeveloped - 50,000 square feet, 9%

Inventory of undeveloped space⁽²⁾

•

Vacant - 50,000 square feet, 9%

•

Expires in 2020 - 160,000 square feet, 29%

•

Expires in 2020 and thereafter - 340,000 square feet, 62%

Developed 20,000 square feet in the fourth quarter 2019 and 110,000 square feet through December 31, 2019.

Leasing Opportunity - Inventory of Current Vacant Space as of December 31, 2019 (in square feet)


Total Portfolio vacant space			1,156,000

Signed leases not commenced (“SLNC”):
Manhattan Office Properties SLNC			219,000
Greater New York Office Properties SLNC			24,000
Retail Properties SLNC			20,000
Redeveloped Manhattan Office space			437,000
Greater New York Office Properties space			290,000
Retail Properties space			49,000
Undeveloped Manhattan Office space			21,000
Space held off market			51,000
Other			45,000

Total			1,156,000

Notes:

(2)	These estimates are based on the Company’s current budgets and are subject to change.

(3)

Redevelopment program is for the Manhattan office assets only. Square footage based on market measurement. Developed space includes space that has been demolished and completed asbestos abatement and available for lease up or ready to be prebuilt. Permanent building use spaces, amenity spaces and broadcasting spaces are excluded.

Page 15



		Fourth Quarter 2019
		Observatory Summary
		(unaudited and dollars in thousands)


			Three Months Ended
Observatory NOI	Twelve Months to Date		December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Observatory revenue ⁽¹⁾	$	128,769	$	37,730		$	37,575		$	32,895		$	20,569		$	34,536
Observatory expenses		33,767		8,743			9,089			8,360			7,575			8,899

NOI		95,002		28,987			28,486			24,535			12,994			25,637
Intercompany rent expense ⁽²⁾		82,469		23,715			23,242			21,491			14,021			20,598

NOI after intercompany rent	$	12,533	$	5,272		$	5,244		$	3,044		$	(1,027	)	$	5,039


Observatory Metrics
Number of visitors ⁽³⁾				894,000			1,042,000			968,000			601,000			945,000
Change in visitors year over year				(5.5	%)		(10.7	%)		(7.7	%)		(6.7	%)		(4.6	%)
Number of bad weather days (“BWD”) ⁽⁴⁾				22			12			24			15			19
102nd floor revenue ⁽⁵⁾			$	3,375		$	—		$	—		$	180		$	2,388

Notes:

(1)

Observatory revenues include the fixed license fee received from WDFG North America, the Observatory gift shop operator. For the three months ended December 31, 2019, September 30, 2019, June 30, 2019, March 31, 2019, and December 31, 2018, the fixed license fee was $1,453, $1,453, $1,453, $1,453, and $1,411, respectively.

(2)	The observatory pays a market-based rent payment comprised of fixed and percentage rent to the Empire State Building. Intercompany rent is eliminated upon consolidation.

(3)	Reflects the number of visitors who pass through the turnstile, excluding visitors who make a second visit on the same ticket at no additional charge.

(4)	The Company defines a bad weather day as one in which the top of the Empire State Building is obscured from view for more than 50% of the day.

(5)	Reflects revenues derived from the 102nd floor observatory which are included in total observatory revenues above.

Annual Observatory Revenues 2015 to 2019

LOGO

Note:

(1)	The 102nd floor observatory was closed for approximately nine months in 2019 for renovations.

Page 16



		Fourth Quarter 2019
		Condensed Consolidated Balance Sheets
		(unaudited and dollars in thousands)


	December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Assets
Commercial real estate properties, at cost:
Land	$	201,196		$	201,196		$	201,196		$	201,196		$	201,196
Development costs		7,989			7,989			7,987			7,987			7,987
Building and improvements		2,900,248			2,830,353			2,784,472			2,727,497			2,675,303

		3,109,433			3,039,538			2,993,655			2,936,680			2,884,486
Less: accumulated depreciation		(862,534	)		(829,495	)		(809,197	)		(777,794	)		(747,304	)

Commercial real estate properties, net		2,246,899			2,210,043			2,184,458			2,158,886			2,137,182
Cash and cash equivalents		233,946			293,710			375,335			242,910			204,981
Restricted cash		37,651			36,609			38,043			61,766			65,832
Short term investments		—			—			150,000			350,000			400,000
Tenant and other receivables, net		25,423			29,287			31,264			22,052			29,437
Deferred rent receivables, net		220,960			214,685			209,510			206,307			200,903
Prepaid expenses and other assets		65,453			41,927			60,818			37,766			64,345
Deferred costs, net		228,150			223,698			228,782			233,382			241,223
Acquired below-market ground leases, net		352,566			354,524			356,482			358,440			360,398
Right of use assets		29,307			29,355			29,404			29,452			—
Goodwill		491,479			491,479			491,479			491,479			491,479

Total assets	$	3,931,834		$	3,925,317		$	4,155,575		$	4,192,440		$	4,195,780

Liabilities and Equity
Mortgage notes payable, net	$	605,542		$	606,313		$	607,072		$	607,823		$	608,567
Senior unsecured notes, net		798,392			798,347			1,047,939			1,047,078			1,046,219
Unsecured term loan facility, net		264,640			264,517			264,394			264,271			264,147
Unsecured revolving credit facility		—			—			—			—			—
Accounts payable and accrued expenses		143,786			143,201			131,842			127,986			130,676
Acquired below-market leases, net		39,679			42,655			45,651			48,731			52,450
Ground lease liabilties		29,307			29,355			29,404			29,452			—
Deferred revenue and other liabilities		72,015			68,742			48,858			43,339			44,810
Tenants’ security deposits		30,560			31,841			32,383			56,559			57,802

Total liabilities		1,983,921			1,984,971			2,207,543			2,225,239			2,204,671
Total equity		1,947,913			1,940,346			1,948,032			1,967,201			1,991,109

Total liabilities and equity	$	3,931,834		$	3,925,317		$	4,155,575		$	4,192,440		$	4,195,780

Page 17



		Fourth Quarter 2019
		Condensed Consolidated Statements of Income
		(unaudited and in thousands, except per share amounts)


	Three Months Ended
	December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Revenues
Rental revenue ⁽¹⁾	$	151,701		$	150,225		$	141,071		$	143,417		$	123,261
Tenant expense reimbursement		—			—			—			—			19,746
Observatory revenue		37,730			37,575			32,895			20,569			34,536
Lease termination fees		1,240			2,361			363			388			18,683
Third party management and other fees		299			304			331			320			289
Other revenue and fees		3,963			2,408			1,584			2,599			2,794

Total revenues		194,933			192,873			176,244			167,293			199,309
Operating expenses
Property operating expenses		43,901			47,894			40,227			42,955			41,004
Ground rent expenses		2,332			2,331			2,332			2,331			2,332
General and administrative expenses		16,618			14,421			15,998			14,026			13,673
Observatory expenses		8,743			9,089			8,360			7,575			8,899
Real estate taxes		29,818			29,599			28,267			28,232			28,229
Depreciation and amortization		46,409			44,260			44,821			46,098			46,682

Total operating expenses		147,821			147,594			140,005			141,217			140,819

Total operating income		47,112			45,279			36,239			26,076			58,490
Other income (expense)
Interest income		1,352			2,269			3,899			3,739			3,452
Interest expense		(18,534	)		(19,426	)		(20,597	)		(20,689	)		(20,849	)

Income before income taxes		29,930			28,122			19,541			9,126			41,093
Income tax (expense) benefit		(1,210	)		(1,338	)		(611	)		730			(1,312	)

Net income		28,720			26,784			18,930			9,856			39,781
Perpetual preferred unit distributions		(1,041	)		(234	)		(234	)		(234	)		(234	)
Net income attributable to non-controlling interests		(10,880	)		(10,668	)		(7,609	)		(3,945	)		(16,705	)

Net income attributable to common stockholders	$	16,799		$	15,882		$	11,087		$	5,677		$	22,842

Weighted average common shares outstanding
Basic		180,166			178,352			176,796			175,850			171,829

Diluted		296,852			298,151			298,131			298,049			297,492

Net income per share attributable to common stockholders
Basic and diluted	$	0.09		$	0.09		$	0.06		$	0.03		$	0.13

Dividends per share	$	0.105		$	0.105		$	0.105		$	0.105		$	0.105

Notes:

(1)

The Company adopted Financial Accounting Standards Board Topic 842, Lease Accounting, using the modified retrospective approach on January 1, 2019 and elected to apply the transition provisions of the standard at adoption. As such, the prior period amounts presented under ASC 840 were not restated to conform with the 2019 presentation. The Company adopted the practical expedient in Topic 842, which allows the Company to avoid separating lease and non-lease rental income. Consequently, all rental income earned pursuant to tenant leases in 2019 is reflected as one category, “Rental Revenue,” in the 2019 consolidated statements of income.

The following table reflects the components of 2019 rental revenue.


Rental Revenue	December 31, 2019		September 30, 2019		June 30, 2019		March 31, 2019
Base rent	$	130,234	$	129,098	$	125,170	$	126,634
Billed tenant expense reimbursement		21,467		21,127		15,901		16,783

Total rental revenue	$	151,701	$	150,225	$	141,071	$	143,417

The Company believes the preceding table of the components of rental revenue is not, and is not intended to be, a presentation in accordance with GAAP. The Company believes this information is frequently used by management, investors, securities analysts and other interested parties to evaluate the Company’s performance.

Page 18



		Fourth Quarter 2019
		Funds from Operations (“FFO”), Modified Funds From Operations (“Modified FFO”), Core Funds from Operations (“Core FFO”), Core Funds Available for Distribution (“Core FAD”) and EBITDA
		(unaudited and in thousands, except per share amounts)


	Three Months Ended
Reconciliation of Net Income to FFO, Modified FFO and Core FFO	December 31, 2019			September 30, 2019			June 30, 2019			March 31, 2019			December 31, 2018
Net Income	$	28,720		$	26,784		$	18,930		$	9,856		$	39,781
Preferred unit distributions		(1,041	)		(234	)		(234	)		(234	)		(234	)
Real estate depreciation and amortization		45,298			43,303			43,822			45,092			45,771

FFO attributable to common stockholders and non-controlled interests		72,977			69,853			62,518			54,714			85,318
Amortization of below-market ground lease		1,958			1,957			1,958			1,958			1,958

Modified FFO attributable to common stockholders and non-controlled interests		74,935			71,810			64,476			56,672			87,276

Core FFO attributable to common stockholders and non-controlled interests	$	74,935		$	71,810		$	64,476		$	56,672		$	87,276

Total weighted average shares and Operating Partnership Units
Basic		296,852			298,151			298,131			298,049			297,492

Diluted		296,852			298,151			298,131			298,049			297,492

FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.25		$	0.23		$	0.21		$	0.18		$	0.29

Diluted	$	0.25		$	0.23		$	0.21		$	0.18		$	0.29

Modified FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.25		$	0.24		$	0.22		$	0.19		$	0.29

Diluted	$	0.25		$	0.24		$	0.22		$	0.19		$	0.29

Core FFO attributable to common stockholders and non-controlled interests per share
Basic	$	0.25		$	0.24		$	0.22		$	0.19		$	0.29

Diluted	$	0.25		$	0.24		$	0.22		$	0.19		$	0.29


Reconciliation of Core FFO to Core FAD
Core FFO	$	74,935		$	71,810		$	64,476		$	56,672		$	87,276
Add:
Amortization of deferred financing costs		873			923			1,020			1,021			1,021
Non-real estate depreciation and amortization		1,110			958			998			1,007			912
Amortization of non-cash compensation expense		5,465			4,049			5,924			5,419			4,722
Amortization of debt discount		—			311			668			668			667
Amortization of loss on interest rate derivative		385			385			385			385			385
Deduct:
Straight-line rental revenues		(6,276	)		(5,174	)		(3,203	)		(5,404	)		(5,445	)
Above/below-market rent revenue amortization		(1,530	)		(1,682	)		(1,745	)		(2,354	)		(1,733	)
Corporate capital expenditures		(678	)		(614	)		(463	)		(498	)		(231	)
Tenant improvements - second generation		(12,581	)		(8,734	)		(10,513	)		(9,028	)		(7,963	)
Building improvements - second generation		(6,556	)		(4,931	)		(6,296	)		(4,840	)		(8,624	)
Leasing commissions - second generation		(13,244	)		(2,651	)		(3,016	)		(1,869	)		(2,845	)

Core FAD	$	41,903		$	54,650		$	48,235		$	41,179		$	68,142


Reconciliation of Net Income to EBITDA
Net income	$	28,720		$	26,784		$	18,930		$	9,856		$	39,781
Interest expense		18,534			19,426			20,597			20,689			20,849
Income tax expense (benefit)		1,210			1,338			611			(730	)		1,312
Depreciation and amortization		46,409			44,260			44,821			46,098			46,682

EBITDA	$	94,873		$	91,808		$	84,959		$	75,913		$	108,624

Page 19



		Fourth Quarter 2019
		Debt Summary
		(unaudited and dollars in thousands)


	December 31, 2019								September 30, 2019
				Weighted Average								Weighted Average
				Interest			Maturity					Interest			Maturity
Debt Summary	Balance			Rate			(Years)		Balance			Rate			(Years)
Fixed rate mortgage debt	$	610,821			4.10	%		9.0	$	611,783			4.10	%		9.3
Senior unsecured notes		800,000			4.19	%		9.5		800,000			4.19	%		9.8
Unsecured term loan facility ⁽¹⁾		265,000			3.35	%		2.7		265,000			3.35	%		2.9

Total fixed rate debt		1,675,821			4.03	%		8.3		1,676,783			4.03	%		8.5
Unsecured revolving credit facility		—			—			1.7		—			—			1.9

Total variable rate debt ⁽²⁾		—			—			1.7		—			—			1.9

Total debt		1,675,821			4.03	%		8.3		1,676,783			4.03	%		8.5

Discount		—								—
Deferred financing costs, net		(7,247	)							(7,606	)

Total	$	1,668,574							$	1,669,177

Note:

(1)	LIBOR is fixed at 2.1485% under a variable to fixed interest rate swap agreement.

(2)	In July 2018 the Company entered into a $250 million forward starting interest rate swap agreement, which fixed three month LIBOR at 2.958% for the first $250 million of its next financing.


Available Capacity	Facility		Outstanding at December 31, 2019		Letters of Credit		Available Capacity
Unsecured revolving credit facility ⁽¹⁾	$	1,100,000	$	—	$	—	$	1,100,000



Covenant Summary	Required			Current Quarter			In Compliance
Maximum Total Leverage⁽²⁾		< 60	%		25.2	%	Yes
Maximum Secured Debt		< 40	%		9.1	%	Yes
Minimum Fixed Charge Coverage		> 1.50	x		4.2	x	Yes
Minimum Unencumbered Interest Coverage		> 1.75	x		7.6	x	Yes
Maximum Unsecured Leverage		< 60	%		18.7	%	Yes
Minimum Tangible Net Worth	$	1,252,954		$	1,862,954		Yes

Notes:

(1)

The unsecured revolving credit and term loan facility has an accordion feature allowing for an increase in maximum aggregate principal balance to $1.75 billion under certain circumstances. This unsecured revolving credit facility matures in August 2021 with two additional six-month extension options.

(2)	Represents the ratio of total indebtedness to total asset value as defined and determined in accordance with the credit facility agreement.

Page 20



		Fourth Quarter 2019
		Debt Detail
		(unaudited and dollars in thousands)


	Stated Interest Rate (%)			Current Interest Rate (%)			Principal Balance			Maturity Date		Amortization
Fixed rate mortgage debt:
Metro Center		3.59	%		3.59	%	$	89,650			11/5/2024		30 years
10 Union Square		3.70	%		3.70	%		50,000			4/1/2026		Interest only
1542 Third Avenue		4.29	%		4.29	%		30,000			5/1/2027		Interest only
First Stamford Place ⁽¹⁾		4.28	%		4.28	%		180,000			7/1/2027		5 years interest only; 30 years thereafter
1010 Third Avenue and 77 West 55th Street		4.01	%		4.01	%		38,251			1/5/2028		30 years
10 Bank Street		4.23	%		4.23	%		32,920			6/1/2032		25 years
383 Main Avenue		4.44	%		4.44	%		30,000			6/30/2032		5 years interest only; 30 years thereafter
1333 Broadway		4.21	%		4.21	%		160,000			2/5/2033		Interest only

Total mortgage debt								610,821
Unsecured revolving credit facility		LIBOR plus 1.10	%		2.86	%		—			8/29/2021		Interest only
Unsecured term loan facility ⁽²⁾		LIBOR plus 1.20	%		3.35	%		265,000			8/29/2022		Interest only
Senior unsecured notes:
Series A		3.93	%		3.93	%		100,000			3/27/2025		Interest only
Series B		4.09	%		4.09	%		125,000			3/27/2027		Interest only
Series C		4.18	%		4.18	%		125,000			3/27/2030		Interest only
Series D		4.08	%		4.08	%		115,000			1/22/2028		Interest only
Series E		4.26	%		4.26	%		160,000			3/22/2030		Interest only
Series F		4.44	%		4.44	%		175,000			3/22/2033		Interest only

Total / weighted average debt					4.03	%		1,675,821

Deferred financing costs, net								(7,247	)

Total ⁽³⁾							$	1,668,574

Notes:

(1)	Represents a $164 million mortgage loan bearing interest at 4.09% and a $16 million loan bearing interest at 6.25%.

(2)	LIBOR is fixed at 2.1485% under a variable to fixed interest rate swap agreement.

(3)	Capitalized interest was $0.2 million for the three months ended December 31, 2019.

Page 21



		Fourth Quarter 2019
		Debt Maturities and Ground Lease Commitments
		(unaudited and dollars in thousands)


Year	Amortization		Maturities ⁽¹⁾		Total			Percentage of Total Debt			Weighted Average Interest Rate of Maturing Debt
2020	$	3,938	$	—	$	3,938			0.2	%		n/a
2021		4,090		—		4,090			0.2	%		n/a
2022		5,628		265,000		270,628			16.1	%		3.35	%
2023		7,876		—		7,876			0.5	%		n/a
2024		7,958		77,675		85,633			5.1	%		3.59	%
Thereafter		25,910		1,277,746		1,303,656			77.8	%		4.19	%

Total debt	$	55,400	$	1,620,421		1,675,821			100.0	%		4.03	%

Deferred financing costs, net						(7,247	)

Total					$	1,668,574

Note:

(1)	Assumes no extension options are exercised.

Debt Maturity Profile

LOGO


Ground Lease Commitments ⁽¹⁾
Year	1350 Broadway ⁽²⁾		1400 Broadway ⁽³⁾		111 West 33rd Street ⁽⁴⁾		Total
2020	$	108	$	675	$	735	$	1,518
2021		108		675		735		1,518
2022		108		675		735		1,518
2023		108		675		735		1,518
2024		108		675		735		1,518
Thereafter		1,929		26,325		38,526		66,780

	$	2,469	$	29,700	$	42,201	$	74,370

Notes:

(1)	There are no fair value market resets, no step-ups, and no escalations in the three ground lease commitments.

(2)	Expires July 31, 2050 with a remaining term, including unilateral extension rights available to the Company, of approximately 31 years.

(3)	Expires December 31, 2063 with a remaining term, including unilateral extension rights available to the Company, of approximately 44 years.

(4)	Expires May 31, 2077 with a remaining term, including unilateral extension rights available to the Company, of approximately 58 years.

Page 22




		Fourth Quarter 2019
		Supplemental Definitions

Funds From Operations (“FFO”)

We compute FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income (loss) (determined in accordance with GAAP), excluding impairment writedowns of investments in depreciable real estate and investments in in-substance real estate investments, gains or losses from debt restructurings and sales of depreciable operating properties, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs), less distributions to non-controlling interests and gains/losses from discontinued operations and after adjustments for unconsolidated partnerships and joint ventures. FFO is a widely recognized non-GAAP financial measure for REITs that we believe, when considered with financial statements determined in accordance with GAAP, is useful to investors in understanding financial performance and providing a relevant basis for comparison among REITs. In addition, FFO is useful to investors as it captures features particular to real estate performance by recognizing that real estate has generally appreciated over time or maintains residual value to a much greater extent than do other depreciable assets. Investors should review FFO, along with GAAP net income, when trying to understand an equity REIT’s operating performance. We present FFO because we consider it an important supplemental measure of our operating performance and believe that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results of operations, the utility of FFO as a measure of its performance is limited. There can be no assurance that FFO presented by us is comparable to similarly titled measures of other REITs. FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. Although FFO is a measure used for comparability in assessing the performance of REITs, as the NAREIT White Paper only provides guidelines for computing FFO, the computation of FFO may vary from one company to another.

Modified Funds From Operations (“Modified FFO”)

Modified FFO adds back an adjustment for any above or below-market ground lease amortization to traditionally defined FFO. We consider this a useful supplemental measure in evaluating our operating performance due to the non-cash accounting treatment under GAAP, which stems from the third quarter 2014 acquisition of two option properties following our formation transactions as they carry significantly below market ground leases, the amortization of which is material to our overall results. We present Modified FFO because we consider it an important supplemental measure of our operating performance in that it adds back the non-cash amortization of below-market ground leases. There can be no assurance that Modified FFO presented by us is comparable to similarly titled measures of other REITs. Modified FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Modified FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions.

Core Funds From Operations (“Core FFO”)

Core FFO adds back to Modified FFO the following items: deferred tax asset write-off, loss on early extinguishment of debt and acquisition expenses. The Company presents Core FFO because it considers it an important supplemental measure of its operating performance in that it excludes non-recurring items. There can be no assurance that Core FFO presented by the Company is comparable to similarly titled measures of other REITs. Core FFO does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FFO is not indicative of cash available to fund ongoing cash needs, including the ability to make cash distributions. In future periods, we may also exclude other items from Core FFO that we believe may help investors compare our results.

Core Funds Available for Distribution (“Core FAD”)

In addition to Core FFO, we present Core FAD by (i) adding to Core FFO non-real estate depreciation and amortization, the amortization of deferred financing costs, amortization of debt discounts and non-cash compensation expenses and (ii) deducting straight line rent, recurring second generation leasing commissions, tenant improvements, prebuilts, capital expenditures, furniture, fixtures & equipment, amortization of debt premiums and above/below market rent revenue. Core FAD is presented solely as a supplemental disclosure that we believe provides useful information regarding our ability to fund our dividends. Core FAD does not represent cash generated from operating activities and should not be considered as an alternative to net income (loss) determined in accordance with GAAP or to cash flow from operating activities determined in accordance with GAAP. Core FAD is not indicative of cash available to fund ongoing cash needs., including the ability to make cash distributions. There can be no assurance that Core FAD presented by us is comparable to similarly titled measures of other REITs.

Net Operating Income (NOI)

NOI is a non-GAAP financial measure of performance. NOI is used by our management to evaluate and compare the performance of our properties and to determine trends in earnings and to compute the fair value of our properties as it is not affected by; (i) the cost of funds of the property owner, (ii) the impact of depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets that are included in net income computed in accordance with GAAP, (iii) acquisition expenses, loss on early extinguishment of debt and loss from derivative financial instruments or (iv) general and administrative expenses and other gains and losses that are specific to the property owner. The cost of funds is eliminated from net operating income because it is specific to the particular financing capabilities and constraints of the owner. The cost of funds is also eliminated because it is dependent on historical interest rates and other costs of capital as well as past decisions made by us regarding the appropriate mix of capital which may have changed or may change in the future. Depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets are eliminated because they may not accurately represent the actual change in value in our office or retail properties that result from use of the properties or changes in market conditions. While certain aspects of real property do decline in value over time in a manner that is reasonably captured by depreciation and amortization, the value of the properties as a whole have historically increased or decreased as a result of changes in overall economic conditions instead of from actual use of the property or the passage of time. Gains and losses from the sale of real property vary from property to property and are affected by market conditions at the time of sale which will usually change from period to period. These gains and losses can create distortions when comparing one period to another or when comparing our operating results to the operating results of other real estate companies that have not made similarly timed, purchases or sales. We believe that eliminating these costs from net income is useful because the resulting measure captures the actual revenue, generated and actual expenses incurred in operating our properties as well as trends in occupancy rates, rental rates and operating costs. However, the usefulness of NOI is limited because it excludes general and administrative costs, interest expense, depreciation and amortization expense and gains or losses from the sale of properties, and other gains and losses as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, all of which are significant economic costs. NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI is a measure of the operating performance of our properties but does not measure our performance as a whole. NOI is therefore not a substitute for net income as computed in accordance with GAAP. This measure should be analyzed in conjunction with net income computed in accordance with GAAP. Other companies may use different methods for calculating NOI or similarly titled measures and, accordingly, our NOI may not-be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

EBITDA

We compute EBITDA as net income plus interest expense, income taxes and depreciation. We present EBITDA because we believe that EBITDA, along with cash flow from operating activities, investing activities and financing activities, provides investors with an additional indicator of its ability to incur and service debt. EBITDA should not be considered as an alternative to net income (determined in accordance with GAAP), as an indication of our financial performance, as an alternative to net cash flows from operating activities (determined in accordance with GAAP), or as a measure of its liquidity.

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Cover Page	Feb. 19, 2020
Document Information [Line Items]
Amendment Flag	false
Entity Central Index Key	0001541401
Document Type	8-K
Document Period End Date	Feb. 19, 2020
Entity Registrant Name	EMPIRE STATE REALTY TRUST, INC.
Entity Incorporation State Country Code	MD
Entity File Number	001-36105
Entity Tax Identification Number	37-1645259
Entity Address, Address Line One	111 West 33rd Street
Entity Address, Address Line Two	12th Floor
Entity Address, City or Town	New York
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10120
City Area Code	212
Local Phone Number	687-8700
Written Communications	false
Soliciting Material	false
Pre Commencement Tender Offer	false
Pre Commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
EMPIRE STATE REALTY OP, L.P. [Member]
Document Information [Line Items]
Entity Registrant Name	EMPIRE STATE REALTY OP, L.P.
Entity Incorporation State Country Code	DE
Entity File Number	001-36106
Entity Tax Identification Number	45-4685158
Entity Emerging Growth Company	false
Common Class A [Member]
Document Information [Line Items]
Security 12b Title	Class A Common Stock, par value $0.01 per share
Trading Symbol	ESRT
Security Exchange Name	NYSE
Series Es Operating Partnership Units [Member] \| EMPIRE STATE REALTY OP, L.P. [Member]
Document Information [Line Items]
Security 12b Title	Series ES Operating Partnership Units
Trading Symbol	ESBA
Security Exchange Name	NYSEArca
Series 60 Operating Partnership Units [Member] \| EMPIRE STATE REALTY OP, L.P. [Member]
Document Information [Line Items]
Security 12b Title	Series 60 Operating Partnership Units
Trading Symbol	OGCP
Security Exchange Name	NYSEArca
Series 250 Operating Partnership Units [Member] \| EMPIRE STATE REALTY OP, L.P. [Member]
Document Information [Line Items]
Security 12b Title	Series 250 Operating Partnership Units
Trading Symbol	FISK
Security Exchange Name	NYSEArca