エンパイアステートリアルティOPの適時開示・決算・その他

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): October 25, 2023

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 October 25, 2023, Empire State Realty Trust, Inc. (the “Company” or “we”) issued a press release announcing its financial results for the third quarter 2023. The press release referred to certain supplemental information that is available on the Company’s website. The press release and supplemental report 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

Third Quarter 2023 Earnings

As discussed in Item 2.02 above, the Company issued a press release regarding its financial results for the third quarter 2023 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 third quarter 2023

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”)

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 believe it is 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, loss on early extinguishment of debt, severance expenses and IPO litigation expense. The Company believes Core FFO is an important supplemental measure of its operating performance because 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”) and Property Cash NOI

In some cases, the Company also presents (1) Property Cash NOI, which excludes observatory NOI and the effects of straight-line rent, fair value lease revenue, and straight-line ground rent expense adjustment, and (2) Property Cash NOI excluding lease termination fees. Property Cash NOI is presented solely as a supplemental disclosure that management believes allows investors to compare NOI performance across periods without taking into account the effect of certain non-cash rental revenues and straight-line ground rent expense adjustment. Similar to depreciation and amortization expense, fair value lease revenues, because of historical cost accounting, may distort operating performance measures at the property level. Additionally, presenting NOI excluding the impact of straight-line rent and straight-line ground rent expense adjustment provides investors with an alternative view of operating performance at the property level that more closely reflects net cash generated in the portfolio. Presenting Property Cash NOI excluding lease termination fees provides investors with additional information that allows them to compare operating performance between periods without taking into account termination fees, which can distort the results for any given period because they generally represent multiple months or years of a tenant’s rental obligations that are paid in a lump sum in connection with a negotiated early termination of the tenant’s lease and are not reflective of the core ongoing operating performance of the Company’s portfolio. However, the usefulness of NOI, Property Cash NOI, and Property Cash NOI excluding lease termination fees 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 and Property Cash NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI and Property Cash NOI are measurements of the operating performance of our properties but do not measure our performance as a whole. These metrics therefore are not substitutes for net income as computed in accordance with GAAP. These measures should be analyzed in conjunction with net income computed in accordance with GAAP. Other companies may use different methods for calculating NOI, Property Cash NOI or similarly titled measures and, accordingly, our measures may not be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

Same Store

In the Company’s analysis of NOI, particularly to make comparisons of NOI between periods meaningful, it is important to provide information for properties that were owned by the Company throughout each period presented. The Company refers to properties acquired prior to the beginning of the earliest period presented and owned by the Company through the end of the latest period presented as “Same Store.” Same Store therefore excludes properties acquired after the beginning of the earliest period presented or disposed of prior to the end of the latest period presented. Accordingly, it takes at least one year and one quarter after a property is acquired for that property to be included in Same Store. The Company’s definition of Same Store also excludes properties

held-for-sale

or those which we otherwise expect to dispose of in the subsequent quarter and our multifamily properties. For

mixed-use

properties, all same store property NOI is represented in the property category that comprises the majority of that

mixed-use

property’s NOI.

EBITDA and Adjusted 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. For Adjusted EBITDA, we add back impairment charges and gain on disposition of property.

Net Debt to Adjusted EBITDA

We compute Net Debt to Adjusted EBITDA as the Company’s

pro-rata

share of gross debt less cash and cash equivalents divided by the Company’s

pro-rata

share of trailing twelve months Adjusted EBITDA. The Company believes that the presentation of Net Debt to Adjusted EBITDA provides useful information to investors because the Company reviews Net Debt to Adjusted EBITDA as part of the management of its overall financial flexibility, capital structure and leverage based on its percentage ownership interest in all of its assets.

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: October 25, 2023	By:	/s/ Christina Chiu
	Name:	Christina Chiu
	Title:	Executive Vice President, Chief Operating Officer and Chief Financial Officer

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: October 25, 2023	By:	/s/ Christina Chiu
	Name:	Christina Chiu
	Title:	Executive Vice President, Chief Operating Officer and Chief Financial Officer

EX-99.1 2 d901070dex991.htm EX-99.1 EX-99.1

Exhibit 99.1

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EMPIRE STATE REALTY TRUST ANNOUNCES THIRD QUARTER 2023 RESULTS

– Net Income Per Fully Diluted Share of $0.07 –

– Core FFO Per Fully Diluted Share of $0.25 –

– $1.2 Billion of Liquidity, No Floating Rate Debt Exposure, No Debt Maturity Until Nov 2024 –

– 2023 Guidance Raised –

New York, New York, October 25, 2023 – Empire State Realty Trust, Inc. (NYSE: ESRT) is a NYC-focused REIT that owns and operates a portfolio of modernized, amenitized, and well-located office, retail, and multifamily assets. The company is the recognized leader in energy efficiency and indoor environmental quality. ESRT’s flagship Empire State Building – the “World’s Most Famous Building” – includes its Observatory, Tripadvisor’s 2023 Travelers’ Choice Awards: Best of the Best the #1 attraction in the US for two consecutive years. Today the Company reported its operational and financial results for the third quarter 2023. All per share amounts are on a fully diluted basis, where applicable.

Third Quarter and Recent Highlights

•

Net Income of $0.07 per share.

•

Core Funds From Operations (“Core FFO”) of $0.25 per share in the third quarter. Core FFO guidance for full year 2023 was raised to a range of $0.85-0.87 per share.

•

Signed approximately 248K rentable square feet of new, renewal, and expansion leases, inclusive of a 144K square foot lease with LinkedIn and a 25K square foot office lease with Starbucks.

•

Manhattan office portfolio leased rate increased by 30bps sequentially and increased by 250bps year-over-year to 91.9%. Total commercial portfolio is 90.5% leased as of September 30, 2023.

•

Same-Store Property Cash Net Operating Income (“NOI”) increased 8.8% year-over-year, excluding lease termination fees, primarily driven by cash rent commencement and increased tenant expense reimbursements. Same-Store Property Cash NOI guidance range for full year 2023 improved by 100 basis points.

•

Empire State Building Observatory generated $28.1 million of NOI. NOI recapture (as a % of 2019) was 99% in the third quarter and 102% year-to-date.

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•

As part of capital recycling initiatives, completed the acquisition of a prime retail asset in Williamsburg, Brooklyn, NY for $26.4 million, funded by recent 1031 disposition proceeds, and cash from the Company’s balance sheet.

•

Empire State Building was awarded the 2023 BOMA Grand Pinnacle Award and the New York Earth Building of the Year Award.

•

Achieved the highest possible GRESB 5 Star Rating for the fourth consecutive year with a score of 92. ESRT’s overall score ranked first among all 115 listed companies in the Americas, first in the most competitive peer group within the U.S and scored the highest on its Public Disclosure Assessment.

Property Operations

As of September 30, 2023, the Company’s property portfolio contained 8.6 million rentable square feet of office space, 0.7 million rentable square feet of retail space and 727 residential units, which were occupied and leased as shown below.


	September 30, 2023			June 30, 2023			September 30, 2022
Percent occupied:
Total commercial portfolio		87.0	%		86.8	%		84.2	%
Total office		86.7	%		86.5	%		84.0	%
Manhattan office		87.8	%		87.6	%		84.7	%
GNYMA office1		79.3	%		79.2	%		80.7	%
Total retail2		90.4	%		90.7	%		86.4	%

Percent leased (includes signed leases not commenced):
Total commercial portfolio		90.5	%		90.3	%		88.5	%
Total office		90.5	%		90.2	%		88.3	%
Manhattan office		91.9	%		91.6	%		89.4	%
GNYMA office1		79.9	%		80.4	%		82.8	%
Total retail2		91.5	%		91.6	%		91.9	%
Total multifamily portfolio		97.1	%		97.4	%		98.4	%

1	“GNYMA office” for the periods ended September 30, 2023 and June 30, 2023 reflects the removal of 10 Bank Street, White Plains, NY and 500 Mamaroneck, Harrison, NY.

2	“Total retail” for the period ended September 30, 2022 includes the Westport, CT retail assets which were sold in February 2023.

LOGO

Leasing

The tables below summarize leasing activity for the three months ended September 30, 2023. During the third quarter of 2023, the Company signed 21 leases in the total portfolio totaling 248,479 square feet. Within the Manhattan office portfolio, the Company signed 18 office leases totaling 235,438 square feet.

Total Portfolio


Total Portfolio	Total Leases Executed		Total square footage executed		Average cash rent psf – leases executed		Previously escalated cash rents psf		% of new cash rent over/ under previously escalated rents
Office		20		245,292	$	66.71	$	60.28		10.7	%
Retail		1		3,187	$	169.44	$	169.31		0.1	%
Total Overall		21		248,479	$	68.03	$	61.68		10.3	%

Manhattan Office Portfolio


Manhattan Office Portfolio	Total Leases Executed		Total square footage executed		Average cash rent psf – leases executed		Previously escalated cash rents psf		% of new cash rent over / under previously escalated rents
New Office		8		78,305	$	65.59	$	59.89		9.5	%
Renewal Office		10		157,133	$	68.79	$	61.68		11.5	%
Total Office		18		235,438	$	67.73	$	61.08		10.9	%

Leasing Activity Highlights

•

A 10-year 143,778 square foot lease with LinkedIn at the Empire State Building. LinkedIn will expand by 25,132 square feet and exercise its option to relocate 118,646 square feet, which will bring LinkedIn’s total leased square footage at the Empire State Building to 526,541 square feet.

•

An 11-year 24,640 square foot office lease with Starbucks at the Empire State Building.

•

After the quarter end, an 11-year 9,497 square foot new lease with Elemis, a L’Occitane subsidiary, at 111 W 33rd Street and an extension of L’Occitane’s existing 20,962 square foot lease at 111 W 33rd Street for approximately 5 additional years.

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Observatory Results

Observatory revenue for the third quarter of 2023 was $37.6 million and expenses were $9.5 million. Observatory NOI was $28.1 million, a 14% increase year-over-year. This represents a 99% NOI recapture rate as a percentage of 2019 levels.

Portfolio Transaction Activity

In the third quarter of 2023, the Company closed on the acquisition of a prime retail asset located at the northeast corner of North 6th Street and Wythe Avenue in the Williamsburg neighborhood of Brooklyn, New York, for $26.4 million. The transaction was funded by proceeds from a recent non-core asset disposition in a 1031, tax deferred exchange, and cash from the Company’s balance sheet.

In aggregate, since December 2021, the Company has disposed of five non-core suburban assets and redeployed proceeds into the acquisition of approximately $0.5 billion of NYC multifamily and retail assets in tax deferred exchanges.

Balance Sheet

The Company had $1.2 billion of total liquidity as of September 30, 2023, which was comprised of $354 million of cash, plus $850 million available under its revolving credit facility. At September 30, 2023, the Company had total debt outstanding of approximately $2.2 billion, no floating rate debt exposure, and a weighted average interest rate of 3.9% per annum. The weighted average term to maturity was 5.7 years and the Company has no debt maturity until November 2024. At September 30, 2023, the Company’s ratio of net debt to adjusted EBITDA was 5.5x.

Share Repurchase

The stock repurchase program began in March 2020 and through October 24, 2023, approximately $293.7 million has been repurchased at a weighted average price of $8.18 per share. There were no share repurchases during the third quarter.

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Dividend

On September 29, 2023, the Company paid a quarterly dividend of $0.035 per share or unit, as applicable, for the third quarter of 2023 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”).

On September 29, 2023, the Company paid a quarterly preferred dividend of $0.15 per unit for the third quarter of 2023 to holders of the Operating Partnership’s Series 2014 private perpetual preferred units and a preferred dividend of $0.175 per unit for the third quarter of 2023 to holders of the Operating Partnership’s Series 2019 private perpetual preferred units.

2023 Earnings Outlook

The Company updates the 2023 Core FFO guidance range to $0.85 to $0.87 per fully diluted share. This reflects an improvement in the 2023 same-store property cash NOI outlook. The Company’s guidance does not include the impact of any significant future lease termination fee income or any unannounced acquisition, disposition or other capital markets activity. Key assumptions are included in the table below.



Key Assumptions	2023 Updated Guidance (Oct 2023)		2023 Prior Guidance (July 2023)		Comments
Earnings

Core FFO Per Fully Diluted Share		$0.85 to $0.87		$0.83 to $0.86	• Includes $0.04 from multifamily assets

Commercial Property Drivers

Commercial Occupancy at year-end		85% to 87%		85% to 87%

SS Property Cash NOI (excluding lease termination fees)		-2% to -4% from 2022		-3% to -5% from 2022	• Assumes modest revenue growth • Assumes increased building utilization and an ~8% y/y increase in operating expenses and real estate taxes, partially offset by higher tenant expense reimbursements

Observatory Drivers

Observatory NOI		$88M to $96M		$88M to $96M	• Reflects average quarterly expenses of ~$9M

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	Low		High
Net Income (Loss) Attributable to Common Stockholders and the Operating Partnership	$	0.23	$	0.25
Add:
Impairment Charge		0.00		0.00
Real Estate Depreciation & Amortization		0.72		0.72
Less:
Private Perpetual Distributions		0.02		0.02
Gain on Disposal of Real Estate, net		0.11		0.11

FFO Attributable to Common Stockholders and the Operating Partnership	$	0.82	$	0.84
Add:
Amortization of Below Market Ground Lease		0.03		0.03

Core FFO Attributable to Common Stockholders and the Operating Partnership	$	0.85	$	0.87

The estimates set forth above may be subject to fluctuations as a result of several factors, including continued impacts of pandemics on our business and our market, our ability to complete planned capital improvements in line with budget, costs of integration of completed acquisitions, costs associated with future acquisitions or other transactions, straight-line rent adjustments and the amortization of above and below-market leases. There can be no assurance that the Company’s actual results will not differ materially from the estimates set forth above.

Investor Presentation Update

The Company has posted on the “Investors” section of ESRT’s website the latest investor presentation, which contains additional information on its businesses, financial condition and results of operations.

Webcast and Conference Call Details

Empire State Realty Trust, Inc. will host a webcast and conference call, open to the general public, on Thursday, October 26, 2023 at 12:00 pm Eastern time.

The webcast will be accessible on the “Investors” section of ESRT’s website. To listen to the live webcast, go to the site at least five minutes prior to the scheduled start time in order to register and download and install any necessary audio software. The conference call can also be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780 for international callers.

Starting shortly after the call until November 2, 2023, a replay of the webcast will be available on the Company’s website, and a dial-in replay will be available 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 13739121.

LOGO

The Supplemental Report and Investor Presentation are additional components of the quarterly earnings announcement and are now available on the “Investors” section of ESRT’s website.

The Company uses, and intends to continue to use, the “Investors” page of its website, which can be found at www.esrtreit.com, as a means to disclose material nonpublic information and to comply with its disclosure obligations under Regulation FD, including, without limitation, through the posting of investor presentations that may include material nonpublic information. Accordingly, investors should monitor the “Investors” page, in addition to following our press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document.

About Empire State Realty Trust

Empire State Realty Trust, Inc. (NYSE: ESRT) is a NYC-focused REIT that owns and operates a portfolio of modernized, amenitized, and well-located office, retail, and multifamily assets. The company is the recognized leader in energy efficiency and indoor environmental quality. ESRT’s flagship Empire State Building – the “World’s Most Famous Building” – includes its Observatory, Tripadvisor’s 2023 Travelers’ Choice Awards: Best of the Best the #1 attraction in the US for two consecutive years. As of September 30, 2023, ESRT’s portfolio is comprised of approximately 8.6 million rentable square feet of office space, 0.7 million rentable square feet of retail space and 727 residential units across three multifamily properties. More information about Empire State Realty Trust can be found at esrtreit.com and by following ESRT on Facebook, Instagram, TikTok, X, and LinkedIn.

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Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995 and are including this statement for purposes of complying with those safe harbor provisions.

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You can identify forward-looking statements by the use of forward-looking terminology such as “aims,” “anticipates,” “approximately,” “believes,” “contemplates,” “continues,” “estimates,” “expects,” “forecasts,” “hope,” “intends,” “may,” “plans,” “seeks,” “should,” “thinks,” “will,” “would” or the negative of these words and phrases or similar words or phrases. For the avoidance of doubt, any projection, guidance, or similar estimation about the future or future results, performance or achievements is a forward-looking statement.

Forward-looking statements are subject to substantial risks and uncertainties, many of which are difficult to predict and are generally beyond our control, and you should not rely on them as predictions of future events. Forward-looking statements 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).

Many important factors could cause our actual results, performance, achievements, and future events to differ materially from those set forth, implied, anticipated, expected, projected, assumed or contemplated in our forward-looking statements, including, among other things: (i) economic, market, political and social impact of, and uncertainty relating to, any catastrophic events, including pandemics, epidemics or other outbreaks of disease, natural disasters and extreme weather events, terrorism and other armed hostilities, as well as cybersecurity threats and technology disruptions; ; (ii) a failure of conditions or performance regarding any event or transaction described herein, (iii) resolution of legal proceedings involving the Company; (iv) reduced demand for office, multifamily or retail space, including as a result of the changes in the use of office space and remote work; (v) changes in our business strategy; (vi) changes in technology and market competition that affect utilization of our office, retail, observatory, broadcast or other facilities; (vii) changes in domestic or international tourism, including due to health crises and pandemics, geopolitical events, including global hostilities, currency exchange rates, and/or competition from recently opened observatories in New York City, any or all of which may cause a decline in Observatory visitors; (viii) defaults on, early terminations of, or non-renewal of, leases by tenants; (ix) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors; (x) declining real estate valuations and impairment charges; (xi) termination of our ground leases; (xii) changes in our ability to pay down, refinance, restructure or extend our indebtedness as it becomes due and potential limitations on our ability to borrow additional funds in compliance with drawdown conditions and financial covenants; (xiii) decreased rental rates or increased vacancy rates; (xiv) our failure to execute any newly planned capital project successfully or on the anticipated timeline or budget; (xv) difficulties in identifying and completing acquisitions; (xvi) risks related to any development project (including our Metro Tower potential development site); (xvii) impact of changes in governmental regulations, tax laws and rates and similar matters; (xviii) our failure to qualify as a REIT; (xix) environmental uncertainties and risks related to climate change, adverse weather conditions, rising sea levels and natural disasters; (xx) incurrence of taxable capital gain on disposition of an asset due to failure of use or compliance with a 1031 exchange program; and (xxi) accuracy of our methodologies and estimates regarding ESG metrics and goals, tenant willingness and ability to collaborate in reporting ESG metrics and meeting ESG goals, and impact of governmental regulation on our ESG efforts.

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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” of our annual report on Form 10-K for the year ended December 31, 2022 and any additional factors that may be contained in any filing we make with the SEC.

While forward-looking statements reflect the Company’s good faith beliefs, they do not guarantee future performance. Any forward-looking statement contained in this press release speaks only as of the date on which it was made, and we assume no 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 and Media

Empire State Realty Trust Investor Relations

(212) 850-2678

IR@esrtreit.com

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Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Operations

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


	Three Months Ended September 30,
	2023			2022
Revenues
Rental revenue	$	151,458		$	148,290
Observatory revenue		37,562			33,051
Lease termination fees		—			—
Third-party management and other fees		268			389
Other revenue and fees		2,238			1,982

Total revenues		191,526			183,712
Operating expenses
Property operating expenses		42,817			42,798
Ground rent expenses		2,331			2,331
General and administrative expenses		16,012			15,725
Observatory expenses		9,471			8,516
Real estate taxes		32,014			31,831
Depreciation and amortization		46,624			46,984

Total operating expenses		149,269			148,185

Total operating income		42,257			35,527
Other income (expense):
Interest income		4,462			1,564
Interest expense		(25,382	)		(25,516	)

Income before income taxes		21,337			11,575
Income tax expense		(1,409	)		(1,457	)

Net income		19,928			10,118
Net (income) loss attributable to noncontrolling interests:
Noncontrolling interest in the Operating
Partnership		(7,207	)		(3,560	)
Noncontrolling interests in other partnerships		(111	)		49
Preferred unit distributions		(1,050	)		(1,050	)

Net income attributable to common stockholders	$	11,560		$	5,557

Total weighted average shares
Basic		161,851			162,165

Diluted		266,073			267,121

Earnings per share attributable to common stockholders
Basic	$	0.07		$	0.03

Diluted	$	0.07		$	0.03

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Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Operations

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


	Nine Months Ended September 30,
	2023			2022
Revenues
Rental revenue	$	446,152		$	445,143
Observatory revenue		93,149			73,660
Lease termination fees		—			20,032
Third-party management and other fees		1,076			1,025
Other revenue and fees		6,313			5,908

Total revenues		546,690			545,768
Operating expenses
Property operating expenses		124,380			118,875
Ground rent expenses		6,994			6,994
General and administrative expenses		47,795			45,287
Observatory expenses		25,983			22,507
Real estate taxes		95,292			91,637
Depreciation and amortization		140,312			172,394

Total operating expenses		440,756			457,694

Total operating income		105,934			88,074
Other income (expense):
Interest income		10,396			2,144
Interest expense		(76,091	)		(75,572	)
Gain on disposition of property		29,261			27,170

Income before income taxes		69,500			41,816
Income tax benefit		(923	)		(224	)

Net income		68,577			41,592
Net (income) loss attributable to noncontrolling interests:
Noncontrolling interest in the Operating
Partnership		(25,424	)		(14,865	)
Noncontrolling interests in other partnerships		(69	)		271
Preferred unit distributions		(3,151	)		(3,151	)

Net income attributable to common stockholders	$	39,933		$	23,847

Total weighted average shares
Basic		160,799			166,354

Diluted		265,269			270,966

Earnings per share attributable to common stockholders
Basic	$	0.25		$	0.14

Diluted	$	0.25		$	0.14

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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 September 30,
	2023			2022
Net income	$	19,928		$	10,118
Noncontrolling interests in other partnerships		(111	)		49
Preferred unit distributions		(1,050	)		(1,050	)
Real estate depreciation and amortization		45,174			45,461

FFO attributable to common stockholders and Operating Partnership units		63,941			54,578

Amortization of below-market ground leases		1,957			1,957

Modified FFO attributable to common stockholders and Operating Partnership units		65,898			56,535

Core FFO attributable to common stockholders and Operating Partnership units	$	65,898		$	56,535

Total weighted average shares and
Operating Partnership units
Basic		262,756			266,035

Diluted		266,073			267,121

FFO per share
Basic	$	0.24		$	0.21

Diluted	$	0.24		$	0.20

Modified FFO per share
Basic	$	0.25		$	0.21

Diluted	$	0.25		$	0.21

Core FFO per share
Basic	$	0.25		$	0.21

Diluted	$	0.25		$	0.21

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)


	Nine Months Ended September 30,
	2023			2022
Net income	$	68,577		$	41,592
Noncontrolling interests in other partnerships		(69	)		271
Preferred unit distributions		(3,151	)		(3,151	)
Real estate depreciation and amortization		136,085			167,446
Gain on disposition of property		(29,261	)		(27,170	)

FFO attributable to common stockholders and Operating Partnership units		172,181			178,988

Amortization of below-market ground leases		5,873			5,873

Modified FFO attributable to common stockholders and Operating Partnership units		178,054			184,861

Core FFO attributable to common stockholders and Operating Partnership units	$	178,054		$	184,861

Total weighted average shares and
Operating Partnership units
Basic		263,379			269,880

Diluted		265,269			270,966

FFO per share
Basic	$	0.65		$	0.66

Diluted	$	0.65		$	0.66

Modified FFO per share
Basic	$	0.68		$	0.68

Diluted	$	0.67		$	0.68

Core FFO per share
Basic	$	0.68		$	0.68

Diluted	$	0.67		$	0.68

LOGO

Empire State Realty Trust, Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)


	September 30,			December 31,
	2023			2022
Assets
Commercial real estate properties, at cost	$	3,620,097		$	3,551,449
Less: accumulated depreciation		(1,217,967	)		(1,137,267	)

Commercial real estate properties, net		2,402,130			2,414,182
Assets held for sale		—			35,538
Cash and cash equivalents		353,999			264,434
Restricted cash		66,954			50,244
Tenant and other receivables		37,651			24,102
Deferred rent receivables		254,233			240,188
Prepaid expenses and other assets		82,918			98,114
Deferred costs, net		175,488			187,570
Acquired below market ground leases, net		323,199			329,073
Right of use assets		28,496			28,670
Goodwill		491,479			491,479

Total assets	$	4,216,547		$	4,163,594

Liabilities and equity
Mortgage notes payable, net	$	878,757		$	883,705
Senior unsecured notes, net		973,819			973,659
Unsecured term loan facility, net		389,158			388,773
Accounts payable and accrued expenses		83,299			80,729
Acquired below market leases, net		14,703			17,849
Ground lease liabilities		28,496			28,670
Deferred revenue and other liabilities		75,688			76,091
Tenants’ security deposits		39,307			25,084
Liabilities related to assets held for sale		—			5,943

Total liabilities		2,483,227			2,480,503
Total equity		1,733,320			1,683,091

Total liabilities and equity	$	4,216,547		$	4,163,594

EX-99.2 3 d901070dex992.htm EX-99.2 EX-99.2

Exhibit 99.2

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		Third Quarter 2023


	Page
Table of Contents
Summary
Supplemental Definitions		3
Company Profile		5
Condensed Consolidated Balance Sheets		6
Condensed Consolidated Statements of Operations		7
Highlights		8
Selected Property Data
Property Summary Net Operating Income		9
Same Store Net Operating Income (“NOI”), Initial Cash Rent Contributing to Cash NOI		10
Leasing Activity		11
Commercial Property Detail		13
Portfolio Expirations and Vacates Summary		14
Tenant Lease Expirations		15
Largest Tenants and Portfolio Tenant Diversification by Industry		17
Capital Expenditures and Redevelopment Program		18
Observatory Summary		19
Financial information
FFO, Modified FFO, Core FFO, FAD and EBITDA		20
Consolidated Debt Analysis
Debt Summary		21
Debt Detail		22
Debt Maturities		23
Ground Leases		23

Forward-looking Statements

This presentation 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,” “thinks,” “forecasts,” anticipates,” “hope,” “may,” “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 with the intention of identifying statements about the future. For the avoidance of doubt, any projection, guidance or similar estimation about the future or future results, performance or achievements is a forward-looking statement. Although the assumptions and estimates on which forward-looking statements are based are believed by our management to be reasonable and based on the best currently available information, such forward-looking statements are based on assumptions that are inherently subject to significant uncertainties and contingencies, many of which are beyond our control.

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: (i) economic, market, political and social impact of, and uncertainty relating to, any catastrophic events, including pandemics, epidemics or other outbreaks of disease, natural disasters and extreme weather events, terrorism and other armed hostilities, as well as cybersecurity threats and technology disruptions; ; (ii) a failure of conditions or performance regarding any event or transaction described herein, (iii) resolution of legal proceedings involving the Company; (iv) reduced demand for office, multifamily or retail space, including as a result of the changes in the use of office space and remote work; (v) changes in our business strategy; (vi) changes in technology and market competition that affect utilization of our office, retail, observatory, broadcast or other facilities; (vii) changes in domestic or international tourism, including due to health crises and pandemics, geopolitical events, including global hostilities, currency exchange rates, and/or competition from recently opened observatories in New York City, any or all of which may cause a decline in Observatory visitors; (viii) defaults on, early terminations of, or non-renewal of, leases by tenants; (ix) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors; (x) declining real estate valuations and impairment charges; (xi) termination of our ground leases; (xii) changes in our ability to pay down, refinance, restructure or extend our indebtedness as it becomes due and potential limitations on our ability to borrow additional funds in compliance with drawdown conditions and financial covenants; (xiii) decreased rental rates or increased vacancy rates; (xiv) our failure to execute any newly planned capital project successfully or on the anticipated timeline or budget; (xv) difficulties in identifying and completing acquisitions; (xvi) risks related to any development project (including our Metro Tower potential development site); (xvii) impact of changes in governmental regulations, tax laws and rates and similar matters; (xviii) our failure to qualify as a REIT; (xix) environmental uncertainties and risks related to climate change, adverse weather conditions, rising sea levels and natural disasters; (xx) incurrence of taxable capital gain on disposition of an asset due to failure of use or compliance with a 1031 exchange program; and (xxi) accuracy of our methodologies and estimates regarding ESG metrics and goals, tenant willingness and ability to collaborate in reporting ESG metrics and meeting ESG goals, and impact of governmental regulation on our ESG efforts. 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” of our annual report on Form 10-K for the year ended December 31, 2022 and any additional factors that may be contained in any filing we make with the SEC.

While forward-looking statements reflect the Company’s good faith beliefs, they do not guarantee future performance. Any forward-looking statement contained in this presentation speaks only as of the date on which it was made, and we assume no 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 presentation, 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).

Page 2

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Third Quarter 2023

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, we believe 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 believe 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 believe it is 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: loss on early extinguishment of debt, acquisition expenses, severance expenses and IPO litigation expense. The Company believes Core FFO is an important supplemental measure of its operating performance because 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”) and Property Cash 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, impairment charges 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 to investors 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. In some cases, the Company also presents (1) Property Cash NOI, which excludes observatory NOI and the effects of straight-line rent, fair value lease revenue, and straight-line ground rent expense adjustment, and (2) Property Cash NOI excluding lease termination fees. Property Cash NOI is presented solely as a supplemental disclosure that management believes allows investors to compare NOI performance across periods without taking into account the effect of certain non-cash rental revenues and straight-line ground rent expense adjustment. Similar to depreciation and amortization expense, fair value lease revenues, because of historical cost accounting, may distort operating performance measures at the property level. Additionally, presenting NOI excluding the impact of straight-line rent and straight-line ground rent expense adjustment provides investors with an alternative view of operating performance at the property level that more closely reflects net cash generated in the portfolio. Presenting Property Cash NOI excluding lease termination fees provides investors with additional information that allows them to compare operating performance between periods without taking into account termination fees, which can distort the results for any given period because they generally represent multiple months or years of a tenant’s rental obligations that are paid in a lump sum in connection with a negotiated early termination of the tenant’s lease and are not reflective of the core ongoing operating performance of the Company’s portfolio. However, the usefulness of NOI, Property Cash NOI, and Property Cash NOI excluding lease termination fees 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 and Property Cash NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI and Property Cash NOI are measurements of the operating performance of our properties but do not measure our performance as a whole. These metrics therefore are not substitutes for net income as computed in accordance with GAAP. These measures should be analyzed in conjunction with net income computed in accordance with GAAP. Other companies may use different methods for calculating NOI, Property Cash NOI or similarly titled measures and, accordingly, our measures may not be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

Same Store

Page 3

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Third Quarter 2023

Supplemental Definitions

EBITDA and Adjusted 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. For adjusted EBITDA, we add back impairment charges and gain on disposition of property.

Net Debt to Adjusted EBITDA

We compute Net Debt to Adjusted EBITDA as the Company’s pro-rata share of gross debt less cash and cash equivalents divided by the Company’s pro-rata share of trailing twelve months Adjusted EBITDA. The Company believes that the presentation of Net Debt to Adjusted EBITDA provides useful information to investors because the Company reviews Net Debt to Adjusted EBITDA as part of the management of its overall financial flexibility, capital structure and leverage based on its percentage ownership interest in all of its assets.

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		Third Quarter 2023

COMPANY PROFILE

Empire State Realty Trust, Inc., or the Company, is a NYC-focused REIT that owns and manages a well-positioned property portfolio of office, retail, and multifamily assets. ESRT owns the iconic Empire State Building – “the World’s Most Famous Building” – and the newly reimagined Empire State Building Observatory that was named #1 attraction in the US for the second year in a row, in Tripadvisor’s 2023 Travelers’ Choice Awards: Best of the Best.

BOARD OF DIRECTORS


Anthony E. Malkin		Chairman, President and Chief Executive Officer
Thomas J. DeRosa		Director, Chair of the Compensation and Human Capital Committee
Steven J. Gilbert		Director, Lead Independent Director
S. Michael Giliberto		Director, Chair of the Audit Committee
Patricia S. Han		Director
Grant H. Hill		Director
R. Paige Hood		Director, Chair of the Finance Committee
James D. Robinson IV		Director, Chair of the Nominating and Corporate Governance Committee
Christina Van Tassell		Director
Hannah Yang		Director

EXECUTIVE MANAGEMENT


Anthony E. Malkin		Chairman, President and Chief Executive Officer
Christina Chiu		Executive Vice President, Chief Operating Officer and Chief Financial Officer
Thomas P. Durels		Executive Vice President, Real Estate

COMPANY INFORMATION


Corporate Headquarters	Investor Relations	New York Stock Exchange
111 West 33rd Street, 12th Floor	IR@esrtreit.com	Trading Symbol: ESRT
New York, NY 10120 www.esrtreit.com
(212) 850-2600

RESEARCH COVERAGE


Bank of America Merrill Lynch	Camille Bonnel	(416) 369-2140	camille.bonnel@bofa.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 Griffin	(212) 816-5871	michael.a.griffin@citi.com
Evercore ISI	Steve Sakwa	(212) 446-9462	steve.sakwa@evercoreisi.com
Green Street Advisors	Dylan Burzinski	(949) 640-8780	dburzinski@greenstreetadvisors.com
KeyBanc Capital Markets	Todd Thomas	(917) 368-2286	tthomas@key.com
Wells Fargo Securities, LLC	Blaine Heck	(443) 263-6529	blaine.heck@wellsfargo.com
Wolfe Research	Andrew Rosivach	(646) 582-9251	arosivach@wolferesearch.com

Page 5

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Third Quarter 2023

Condensed Consolidated Balance Sheets

(unaudited and dollars in thousands)


	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Assets
Commercial real estate properties, at cost:
Land	$	366,364		$	361,497		$	361,497		$	365,540		$	334,598
Development costs		8,178			8,204			8,178			8,166			8,162
Building and improvements		3,245,555			3,196,181			3,183,615			3,177,743			3,194,787

		3,620,097			3,565,882			3,553,290			3,551,449			3,537,547
Less: accumulated depreciation		(1,217,967	)		(1,180,558	)		(1,162,923	)		(1,137,267	)		(1,159,364	)

Commercial real estate properties, net		2,402,130			2,385,324			2,390,367			2,414,182			2,378,183
Assets held for sale		—			—			35,980			35,538			—
Cash and cash equivalents		353,999			315,357			272,648			264,434			387,248
Restricted cash		66,954			80,451			108,183			50,244			52,567
Tenant and other receivables		37,651			32,901			23,879			24,102			30,547
Deferred rent receivables		254,233			249,881			238,842			240,188			239,750
Prepaid expenses and other assets		82,918			98,986			57,891			98,114			72,905
Deferred costs, net		175,488			176,678			182,367			187,570			188,706
Acquired below-market ground leases, net		323,199			325,157			327,115			329,073			331,030
Right of use assets		28,496			28,554			28,612			28,670			28,725
Goodwill		491,479			491,479			491,479			491,479			491,479

Total assets	$	4,216,547		$	4,184,768		$	4,157,363		$	4,163,594		$	4,201,140

Liabilities and Equity
Mortgage notes payable, net	$	878,757		$	880,592		$	882,142		$	883,705		$	915,202
Senior unsecured notes, net		973,819			973,768			973,714			973,659			973,607
Unsecured term loan facility, net		389,158			389,028			388,901			388,773			388,645
Unsecured revolving credit facility, net		—			—			—			—			—
Accounts payable and accrued expenses		83,299			71,709			71,605			80,729			94,436
Acquired below-market leases, net		14,703			15,280			16,581			17,849			18,897
Ground lease liabilities		28,496			28,554			28,612			28,670			28,725
Deferred revenue and other liabilities		75,688			73,972			76,769			76,091			80,249
Tenants’ security deposits		39,307			40,253			35,111			25,084			27,550
Liabilities related to assets held for sale		—			—			6,862			5,943			—

Total liabilities		2,483,227			2,473,156			2,480,297			2,480,503			2,527,311
Total equity		1,733,320			1,711,612			1,677,066			1,683,091			1,673,829

Total liabilities and equity	$	4,216,547		$	4,184,768		$	4,157,363		$	4,163,594		$	4,201,140

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Third Quarter 2023

Condensed Consolidated Statements of Operations

(unaudited and in thousands, except per share amounts)


	Three Months Ended
	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Revenues
Rental revenue (1)	$	151,458		$	154,603		$	140,091		$	145,905		$	148,290
Observatory revenue		37,562			33,433			22,154			32,318			33,051
Lease termination fees		—			—			—			—			—
Third party management and other fees		268			381			427			336			389
Other revenue and fees		2,238			2,125			1,950			2,714			1,982

Total revenues		191,526			190,542			164,622			181,273			183,712

Operating expenses
Property operating expenses		42,817			39,519			42,044			39,060			42,798
Ground rent expenses		2,331			2,332			2,331			2,332			2,331
General and administrative expenses		16,012			16,075			15,708			16,478			15,725
Observatory expenses		9,471			8,657			7,855			8,529			8,516
Real estate taxes		32,014			31,490			31,788			31,420			31,831
Depreciation and amortization		46,624			46,280			47,408			44,500			46,984

Total operating expenses		149,269			144,353			147,134			142,319			148,185

Total operating income		42,257			46,189			17,488			38,954			35,527

Other income (expense)
Interest income		4,462			3,339			2,595			2,804			1,564
Interest expense		(25,382	)		(25,405	)		(25,304	)		(25,634	)		(25,516	)
Gain on disposition of property		—			13,565			15,696			6,818			—

Income before income taxes		21,337			37,688			10,475			22,942			11,575
Income tax (expense) benefit		(1,409	)		(733	)		1,219			(1,322	)		(1,457	)

Net income		19,928			36,955			11,694			21,620			10,118
Net (income) loss attributable to noncontrolling interests:
Non-controlling interests in the Operating Partnership		(7,207	)		(14,049	)		(4,168	)		(7,947	)		(3,560	)
Non-controlling interests in other partnerships		(111	)		(1	)		43			(28	)		49
Private perpetual preferred unit distributions		(1,050	)		(1,051	)		(1,050	)		(1,050	)		(1,050	)

Net income attributable to common stockholders	$	11,560		$	21,854		$	6,519		$	12,595		$	5,557

Weighted average common shares outstanding
Basic		161,851			160,028			161,339			161,720			162,165

Diluted		266,073			264,196			265,197			265,370			267,121

Earnings per share attributable to common stockholders
Basic and diluted	$	0.07		$	0.14		$	0.04		$	0.08		$	0.03

Dividends per share	$	0.035		$	0.035		$	0.035		$	0.035		$	0.035

Note: (1) The following table reflects the components of rental revenue.
	Three Months Ended
	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Rental Revenue
Base rent	$	133,228		$	138,808		$	124,782		$	131,745		$	131,800
Billed tenant expense reimbursement		18,230			15,795			15,309			14,160			16,490

Total rental revenue	$	151,458		$	154,603		$	140,091		$	145,905		$	148,290

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.

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Third Quarter 2023

Highlights

(unaudited and dollars and shares in thousands, except per share amounts)


	Three Months Ended
	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Office and Retail Metrics:
Total rentable square footage		9,361,656			9,356,165			9,637,356			9,661,065			9,882,226
Percent occupied (1)		87.0	%		86.8	%		86.7	%		85.2	%		84.2	%
Percent leased (2)		90.5	%		90.3	%		89.4	%		88.6	%		88.5	%

Same Store Property Cash Net Operating Income (NOI):
Manhattan office portfolio	$	61,985		$	62,800		$	58,227		$	61,913		$	57,257
Greater New York office portfolio		3,982			4,291			3,121			3,731			4,202
Retail portfolio		1,752			1,609			512			753			809

Total Same Store Property Cash NOI	$	67,719		$	68,700		$	61,860		$	66,397		$	62,268

Multifamily Metrics:
Multifamily Cash NOI (4)	$	4,837		$	3,756		$	3,499		$	2,848		$	2,579
Total number of units		727			721			721			721			625
Percent occupied		97.1	%		97.4	%		97.2	%		96.3	%		98.4	%

Observatory Metrics:
Observatory NOI	$	28,091		$	24,776		$	14,299		$	23,789		$	24,535
Number of visitors (3)		743,000			666,000			443,000			660,000			687,000
Change in visitors year-over-year		8.2	%		16.2	%		64.7	%		83.3	%		169.4	%

Ratios at ESRT pro-rata share: (4)
Debt to Total Market Capitalization (5)		49.7	%		51.4	%		54.8	%		54.0	%		54.8	%
Net Debt to Total Market Capitalization (5)		45.4	%		47.6	%		51.6	%		50.9	%		50.2	%
Debt and Perpetual Preferred Units to Total Market Capitalization (5)		51.7	%		53.5	%		56.9	%		56.1	%		57.0	%
Net Debt and Perpetual Preferred Units to Total Market Capitalization (5)		47.6	%		49.8	%		53.9	%		53.1	%		52.6	%
Debt to Adjusted EBITDA (6)		6.6	x		6.7	x		6.6	x		6.5	x		6.7	x
Net Debt to Adjusted EBITDA (6)		5.5	x		5.8	x		5.7	x		5.7	x		5.6	x
Core FFO Payout Ratio (7)		14	%		14	%		20	%		16	%		17	%
Core FAD Payout Ratio (8)		27	%		33	%		97	%		23	%		51	%
Core FFO per share - diluted	$	0.25		$	0.26		$	0.16		$	0.22		$	0.21
Diluted weighted average shares		266,073			264,196			265,197			265,370			267,121

Class A common stock price at quarter end	$	8.04		$	7.49		$	6.49		$	6.74		$	6.56
Dividends declared and paid per share	$	0.035		$	0.035		$	0.035		$	0.035		$	0.035
Dividends per share - annualized	$	0.14		$	0.14		$	0.14		$	0.14		$	0.14
Dividend yield (9)		1.7	%		1.9	%		2.2	%		2.1	%		2.1	%
Series 2013 Private Perpetual Preferred Units outstanding ($16.62 liquidation value)		1,560			1,560			1,560			1,560			1,560
Series 2019 Private Perpetual Preferred Units outstanding ($13.52 liquidation value)		4,664			4,664			4,664			4,664			4,664
Class A common stock		161,346			159,843			160,340			160,140			160,576
Class B common stock (10)		987			988			989			990			993
Operating partnership units		108,618			110,087			110,618			109,905			110,960

Total common stock and operating partnership units outstanding (11)		270,951			270,918			271,947			271,035			272,529

Notes:

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

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

(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)	Calculated including ESRT’s pro-rata 90% share of NOI, debt, interest, EBITDA and FFO at its joint venture properties.

(5)

Market capitalization represents the sum of (i) Company’s common stock per share price as of September 30, 2023 multiplied by the total outstanding number of shares of common stock and operating partnership units as of September 30, 2023; (ii) the number of Series 2014 perpetual preferred units at September 30, 2023 multiplied by $16.62, (iii) the number of Series 2019 perpetual preferred units at September 30, 2023 multiplied by $13.52, and (iv) our outstanding indebtedness as of September 30, 2023.

(6)	Calculated based on trailing 12 months Adjusted EBITDA.

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

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

(9)	Based on the closing price per share of Class A common stock on September 30, 2023.

(10)

We have two classes of common stock as a means to give our OP Unit holders voting rights in the public company that correspond to their economic interest in the combined entity. A one-time option was created at our formation transactions for any pre-IPO OP Unit holder to exchange one OP Unit out of every 50 OP Units they owned for one Class B share, and such Class B share carries 50 votes.

(11)	Represents fully diluted common stock and operating partnership units as it includes unvested restricted stock and unvested LTIP units.

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Third Quarter 2023

Property Summary - Same Store (1) Net Operating Income (“NOI”) by Quarter

(unaudited and dollars in thousands)


	Three Months Ended
	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Same Store Portfolio
Revenues	$	144,331		$	147,806		$	131,565		$	138,097		$	138,981
Operating expenses		(73,074	)		(68,653	)		(70,641	)		(67,132	)		(71,102	)

Same store property NOI		71,257			79,153			60,924			70,965			67,879
Straight-line rent		(4,900	)		(11,742	)		(328	)		(5,896	)		(7,235	)
Above/below-market rent revenue amortization		(595	)		(669	)		(694	)		(630	)		(333	)
Below-market ground lease amortization		1,957			1,958			1,958			1,958			1,957

Total same store property cash NOI - excluding lease termination fees	$	67,719		$	68,700		$	61,860		$	66,397		$	62,268

Percent change over prior year		8.8	%		1.1	%		(11.4	)%		(3.3	)%		(6.9	)%

Property cash NOI	$	67,719		$	68,700		$	61,860		$	66,397		$	62,268
Lease termination fees		—			—			—			—			—

Total same store property cash NOI	$	67,719		$	68,700		$	61,860		$	66,397		$	62,268

Same Store Manhattan Office(2)
Revenues	$	130,888		$	133,986		$	119,435		$	125,014		$	125,136
Operating expenses		(66,294	)		(61,601	)		(63,708	)		(60,332	)		(64,220	)

Same store property NOI		64,594			72,385			55,727			64,682			60,916
Straight-line rent		(3,971	)		(10,874	)		1,236			(4,097	)		(5,283	)
Above/below-market rent revenue amortization		(595	)		(669	)		(694	)		(630	)		(333	)
Below-market ground lease amortization		1,957			1,958			1,958			1,958			1,957

Total same store property cash NOI - excluding lease termination fees		61,985			62,800			58,227			61,913			57,257
Lease termination fees		—			—			—			—			—

Total same store property cash NOI	$	61,985		$	62,800		$	58,227		$	61,913		$	57,257

Same Store Greater New York Metropolitan Area Office
Revenues	$	9,902		$	10,325		$	10,079		$	10,617		$	10,610
Operating expenses		(5,127	)		(5,384	)		(5,428	)		(5,196	)		(5,370	)

Same store property NOI		4,775			4,941			4,651			5,421			5,240
Straight-line rent		(793	)		(650	)		(1,530	)		(1,690	)		(1,038	)
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—

Total same store property cash NOI - excluding lease termination fees		3,982			4,291			3,121			3,731			4,202
Lease termination fees		—			—			—			—			—

Total same store property cash NOI	$	3,982		$	4,291		$	3,121		$	3,731		$	4,202

Same Store Retail
Revenues	$	3,541		$	3,495		$	2,051		$	2,466		$	3,235
Operating expenses		(1,653	)		(1,668	)		(1,505	)		(1,604	)		(1,512	)

Same store property NOI		1,888			1,827			546			862			1,723
Straight-line rent		(136	)		(218	)		(34	)		(109	)		(914	)
Above/below-market rent revenue amortization		—			—			—			—			—
Below-market ground lease amortization		—			—			—			—			—

Total same store property cash NOI - excluding lease termination fees		1,752			1,609			512			753			809
Lease termination fees		—			—			—			—			—

Total same store property cash NOI	$	1,752		$	1,609		$	512		$	753		$	809

Notes:

(1)

Excludes multifamily properties, 10 Bank Street, White Plains, NY which was sold in December 2022, 69-97 and 103-107 Main Street, Westport, CT which were sold in February 2023, 500 Mamaroneck Ave, Harrison, NY which was sold in April 2023 and Williamsburg retail in New York City, NY which was acquired in September 2023.

(2)	Includes 498,672 rentable square feet of retail space in the Company’s nine Manhattan office properties.

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Third Quarter 2023

Same Store Net Operating Income (“NOI”), Initial Cash Rent Contributing to Cash NOI

(unaudited and dollars in thousands)


	Three Months Ended
	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Reconciliation of Net Income to Cash NOI and Same Store Cash NOI
Net income	$	19,928		$	36,955		$	11,694		$	21,620		$	10,118
Add:
General and administrative expenses		16,012			16,075			15,708			16,478			15,725
Depreciation and amortization		46,624			46,280			47,408			44,500			46,984
Interest expense		25,382			25,405			25,304			25,634			25,516
Income tax expense (benefit)		1,409			733			(1,219	)		1,322			1,457
Less:
Gain on disposition of property		—			(13,565	)		(15,696	)		(6,818	)		—
Third-party management and other fees		(268	)		(381	)		(427	)		(336	)		(389	)
Interest income		(4,462	)		(3,339	)		(2,595	)		(2,804	)		(1,564	)

Net operating income		104,625			108,163			80,177			99,596			97,847

Straight-line rent		(5,015	)		(11,859	)		(556	)		(6,029	)		(7,341	)
Above/below-market rent revenue amortization		(554	)		(675	)		(703	)		(622	)		(677	)
Below-market ground lease amortization		1,957			1,958			1,958			1,958			1,957

Total cash NOI - including observatory and lease termination income		101,013			97,587			80,876			94,903			91,786
Less: observatory NOI		(28,091	)		(24,776	)		(14,299	)		(23,789	)		(24,535	)
Less: cash NOI from non-Same Store properties		(5,203	)		(4,111	)		(4,717	)		(4,717	)		(4,983	)

Total Same Store property cash NOI - including lease termination income		67,719			68,700			61,860			66,397			62,268
Less: Lease termination income		—			—			—			—			—

Total Same Store property cash NOI - excluding observatory and lease termination income	$	67,719		$	68,700		$	61,860		$	66,397		$	62,268

Multifamily NOI(1)
Revenues	$	8,581		$	8,119		$	7,624		$	6,251		$	6,115
Operating expenses		(3,683	)		(4,254	)		(4,013	)		(3,345	)		(3,169	)

NOI		4,898			3,865			3,611			2,906			2,946
Straight-line rent		(103	)		(101	)		(102	)		(64	)		(57	)
Above/below-market rent revenue amortization		42			(8	)		(10	)		6			(310	)

Cash NOI	$	4,837		$	3,756		$	3,499		$	2,848		$	2,579

Initial Cash Rent Contributing to Cash NOI in the Following Years From Burn-off of Free Rent and Signed Leases not Commenced


	Square Feet		Initial Annual Cash Rent		Initial Cash Rent Contributing to Cash NOI in the Following Years
Expected Cash Commencement	Square Feet		Initial Annual Cash Rent		2023		2024		2025		2026		2027
Fourth quarter 2023		208,707		10,006		3,747		10,006		10,006		9,983		9,710
First quarter 2024		197,569		10,835		—		9,949		9,565		9,450		9,450
Second quarter 2024		149,272		11,045		—		7,426		11,045		11,045		11,045
Third quarter 2024		46,817		2,936		—		1,002		2,936		2,936		2,936
Fourth quarter 2024		84,097		4,382		—		732		4,382		4,382		4,382
First quarter 2025		22,632		1,367		—		—		1,229		1,367		1,367
Second quarter 2025		144,031		8,625		—		—		5,633		8,625		8,625
Third quarter 2025		24,640		1,602		—		—		531		1,602		1,602
Fourth quarter 2025		21,262		1,318		—		—		328		1,318		1,318

		899,027	$	52,116	$	3,747	$	29,115	$	45,655	$	50,708	$	50,435

	Incremental Annual		Initial Annual		Initial Cash Rent Contributing to Cash NOI in the Following Years
3Q 2023	Cash Rent(2)		Cash Rent		2023		2024		2025		2026		2027
Commenced leases in free rent period	$	28,336	$	29,411	$	3,747	$	24,041	$	28,097	$	28,002	$	27,730
Signed leases not commenced		21,803		22,705		—		5,074		17,558		22,706		22,705

	$	50,139	$	52,116	$	3,747	$	29,115	$	45,655	$	50,708	$	50,435

Notes:

(1)	Calculated including ESRT’s pro-rata 90% share at its joint venture properties.

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

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Third Quarter 2023

Property Summary - Leasing Activity by Quarter

(unaudited)


	Three Months Ended
	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Total Office and Retail Portfolio
Total leases executed		21			31			19			29			34
Weighted average lease term		8.6 years			7.9 years			9.1 years			5 years			7.9 years
Average free rent period		10.5 months			7.2 months			8.6 months			4.6 months			8.7 months

Office
Total square footage executed		245,292			326,150			201,145			142,828			294,016
Average starting cash rent psf - leases executed	$	66.71		$	64.27		$	57.11		$	55.46		$	52.35
Previously escalated cash rents psf	$	60.28		$	56.20		$	54.89		$	55.10		$	49.67
Percentage of new cash rent over previously escalated rents		10.7	%		14.4	%		4.1	%		0.7	%		5.0	%

Retail
Total square footage executed		3,187			10,164			912			1,498			41,366
Average starting cash rent psf - leases executed	$	169.44		$	122.70		$	39.47		$	262.60		$	137.72
Previously escalated cash rents psf	$	169.31		$	178.14		$	65.79		$	416.07		$	153.81
Percentage of new cash rent over previously escalated rents		0.1	%		(31.1	%)		(40.0	%)		(36.9	%)		(10.5	%)

Total Office and Retail Portfolio
Total square footage executed		248,479			336,314			202,057			144,326			335,382
Average starting cash rent psf - leases executed	$	68.03		$	66.10		$	57.03		$	57.66		$	63.01
Previously escalated cash rents psf	$	61.68		$	60.03		$	54.94		$	58.93		$	62.84
Percentage of new cash rent over previously escalated rents		10.3	%		10.1	%		3.8	%		(2.2	%)		0.3	%

Leasing commission costs per square foot	$	19.53		$	17.34		$	20.90		$	13.60		$	19.04
Tenant improvement costs per square foot	$	91.09			64.40			83.02			41.12			53.67

Total LC and TI per square foot (1)	$	110.62		$	81.74		$	103.92		$	54.72		$	72.71

Occupancy		87.0	%		86.8	%		86.7	%		85.2	%		84.2	%

Manhattan Office Portfolio
Total leases executed		18			25			15			22			21

Office - New Leases
Total square footage executed		78,305			156,949			168,335			75,182			94,467
Average starting cash rent psf - leases executed	$	65.59		$	66.35		$	57.42		$	62.95		$	59.97
Previously escalated cash rents psf	$	59.89		$	48.93		$	54.71		$	58.78		$	48.52
Percentage of new cash rent over previously escalated rents		9.5	%		35.6	%		4.9	%		7.1	%		23.6	%

Office - Renewal Leases
Total square footage executed		157,133			151,361			14,929			17,658			84,867
Average starting cash rent psf - leases executed	$	68.79		$	62.55		$	62.44		$	63.87		$	57.97
Previously escalated cash rents psf	$	61.68		$	63.79		$	63.90		$	65.80		$	59.37
Percentage of new cash rent over previously escalated rents		11.5	%		(1.9	%)		(2.3	%)		(2.9	%)		(2.3	%)

Total Manhattan Office Portfolio
Total square footage executed		235,438			308,310			183,264			92,840			179,334
Average starting cash rent psf - leases executed	$	67.73		$	64.48		$	57.83		$	63.12		$	59.02
Previously escalated cash rents psf	$	61.08		$	56.23		$	55.46		$	60.11		$	53.65
Percentage of new cash rent over previously escalated rents		10.9	%		14.7	%		4.3	%		5.0	%		10.0	%

Leasing commission costs per square foot	$	18.54		$	17.02		$	21.88		$	15.54		$	12.53
Tenant improvement costs per square foot		93.00			64.58			81.92			48.72			47.13
Total LC and TI per square foot(1)	$	111.54		$	81.60		$	103.80		$	64.26		$	59.66

Occupancy		87.8	%		87.6	%		87.8	%		86.0	%		84.7	%

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Third Quarter 2023

Property Summary - Leasing Activity by Quarter - (Continued)

(unaudited)


	Three Months Ended
	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Greater New York Metropolitan Area Office Portfolio
Total leases executed		2			3			3			5			6

Total square footage executed		9,854			17,840			17,881			49,988			114,682
Average starting cash rent psf - leases executed	$	42.53		$	50.55		$	43.98		$	40.26		$	41.56
Previously escalated cash rents psf	$	41.00		$	54.38		$	44.33		$	45.15		$	43.75
Percentage of new cash rent over previously escalated rents		3.7	%		(7.1	%)		(0.8	%)		(10.8	%)		(5.0	%)

Leasing commission costs per square foot	$	9.35		$	16.48		$	11.86		$	6.31		$	12.89
Tenant improvement costs per square foot		34.49			81.70			98.47			25.53			61.75

Total LC and TI per square foot (1)	$	43.84		$	98.18		$	110.33		$	31.84		$	74.64

Occupancy		79.3	%		79.2	%		80.6	%		80.2	%		80.7	%

Retail Portfolio
Total leases executed		1			3			1			2			7

Total square footage executed		3,187			10,164			912			1,498			41,366
Average starting cash rent psf - leases executed	$	169.44		$	122.70		$	39.47		$	262.60		$	137.72
Previously escalated cash rents psf	$	169.31		$	178.14		$	65.79		$	416.07		$	153.81
Percentage of new cash rent over previously escalated rents		0.1	%		(31.1	%)		(40.0	%)		(36.9	%)		(10.5	%)

Leasing commission costs per square foot	$	123.73		$	28.28		$	—		$	136.80		$	64.33
Tenant improvement costs per square foot		125.00			28.40			—			90.32			59.57

Total LC and TI per square foot (1)	$	248.73		$	56.68		$	—		$	227.12		$	123.90

Occupancy		90.4	%		90.7	%		86.7	%		86.5	%		86.4	%

Multifamily Portfolio
Percent occupied		97.1	%		97.4	%		97.2	%		96.3	%		98.4	%
Total number of units		727			721			721			721			625

Notes:

(1)	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.

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Third Quarter 2023

Commercial Property Detail

(unaudited)


Property Name	Location or Sub-Market	Rentable Square Feet (1)		Percent Occupied (2)			Percent Leased (3)			Annualized Rent (4)		Annualized Rent per Occupied Square Foot (5)		Number of Leases (6)
Office - Manhattan
The Empire State Building	Penn Station -Times Sq. South		2,715,171		83.7	%		90.2	%	$	147,241,340	$	64.82		143
One Grand Central Place	Grand Central		1,241,663		86.1	%		91.5	%		64,712,177		60.54		149
1400 Broadway (7)	Penn Station -Times Sq. South		917,265		100.0	%		100.0	%		51,514,805		56.16		18
111 West 33rd Street (8)	Penn Station -Times Sq. South		639,695		95.1	%		95.1	%		39,620,657		65.13		22
250 West 57th Street	Columbus Circle - West Side		472,707		80.6	%		80.6	%		23,984,177		62.97		28
501 Seventh Avenue	Penn Station -Times Sq. South		461,678		88.4	%		88.4	%		20,235,194		49.60		19
1359 Broadway	Penn Station -Times Sq. South		456,004		87.9	%		95.8	%		23,447,971		58.51		32
1350 Broadway (9)	Penn Station -Times Sq. South		372,939		87.7	%		89.6	%		19,427,209		59.38		52
1333 Broadway	Penn Station -Times Sq. South		296,360		88.8	%		98.8	%		15,472,897		58.77		14

Office - Manhattan			7,573,482		87.8	%		91.9	%		405,656,427		61.04		477

Office - Greater New York Metropolitan Area
First Stamford Place (10)	Stamford, CT		781,359		79.3	%		80.1	%		26,439,740		42.68		48
Metro Center	Stamford, CT		281,510		79.4	%		79.4	%		12,483,772		55.86		22

Office - Greater New York Metropolitan Area			1,062,869		79.3	%		79.9	%		38,923,512		46.17		70

Total/Weighted Average Office Properties			8,636,351		86.7	%		90.5	%	$	444,579,939	$	59.36		547

Retail Properties
112 West 34th Street (8)	Penn Station -Times Sq. South		93,057		100.0	%		100.0	%		24,825,569		266.78		4
The Empire State Building	Penn Station -Times Sq. South		90,660		71.9	%		71.9	%		6,984,916		107.20		10
One Grand Central Place	Grand Central		68,733		99.4	%		99.4	%		8,949,972		131.00		13
1333 Broadway	Penn Station -Times Sq. South		67,001		100.0	%		100.0	%		9,966,632		148.75		4
250 West 57th Street	Columbus Circle - West Side		65,526		91.4	%		91.4	%		9,111,860		152.07		7
10 Union Square	Union Square		58,006		91.9	%		91.9	%		8,181,304		153.49		10
1542 Third Avenue	Upper East Side		56,135		100.0	%		100.0	%		2,542,042		45.28		4
1010 Third Avenue	Upper East Side		38,235		100.0	%		100.0	%		3,460,188		90.50		2
501 Seventh Avenue	Penn Station -Times Sq. South		35,859		50.8	%		59.6	%		1,310,333		71.94		5
1350 Broadway (9)	Penn Station -Times Sq. South		30,710		77.8	%		77.8	%		5,962,833		249.70		5
1359 Broadway	Penn Station -Times Sq. South		29,247		83.0	%		100.0	%		1,647,785		67.87		5
561 10th Avenue	Hudson Yards		28,266		100.0	%		100.0	%		2,007,748		71.03		3
77 West 55th Street	Midtown		25,388		100.0	%		100.0	%		1,978,407		77.93		3
1400 Broadway (7)	Penn Station -Times Sq. South		17,879		78.2	%		78.2	%		1,538,836		110.07		6
298 Mulberry Street	NoHo		10,365		100.0	%		100.0	%		1,802,507		173.90		1
Williamsburg Retail	Brooklyn		6,538		100.0	%		100.0	%		1,158,422		177.18		3
345 East 94th Street	Upper East Side		3,700		100.0	%		100.0	%		256,327		69.28		1

Total/Weighted Average Retail Properties			725,305		90.4	%		91.5	%		91,685,681		139.82		86

Portfolio Total			9,361,656		87.0	%		90.5	%		536,265,620	$	65.84		633

Notes:

(1)	Excludes (i) 187,134 square feet of space across the Company’s portfolio attributable to building management use and tenant amenities and (ii) 83,190 square feet of space attributable to the Company’s observatory.

(2)	Based on leases signed and commenced as of September 30, 2023.

(3)	Based on leases signed but not commenced as of September 30, 2023.

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

(5)	Represents annualized rent under leases commenced as of September 30, 2023 divided by occupied square feet.

(6)	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.

(7)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 40 years (expiring December 31, 2063).

(8)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 54 years (expiring May 31, 2077).

(9)	Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension rights available to the Company, of approximately 27 years (expiring July 31, 2050).

(10)	First Stamford Place consists of three buildings.

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Third Quarter 2023

Total Portfolio Expirations and Vacates Summary

(unaudited and in square feet)


	Three Months Ended
	Actual			Forecast (1)			Forecast (1)		Forecast (1)		Forecast (1)			Forecast (1)		Forecast (1)
	September 30, 2023			December 31, 2023			March 31, 2024		June 30, 2024		September 30, 2024			December 31, 2024		Full Year 2024
Total Office and Retail Portfolio (2)
Total expirations		112,053			240,471			88,120		125,276		139,332			142,822		495,550
Less: broadcasting		(356	)		(906	)		—		—		(356	)		—		(356	)

Office and retail expirations		111,697			239,565			88,120		125,276		138,976			142,822		495,194

Renewals & relocations (3)		36,531			49,286			42,158		23,916		36,939			27,290		130,303
New leases (4)		—			50,828			8,727		4,115		12,803			—		25,645
Vacates (5)		75,166			135,822			19,806		70,641		75,236			41,690		207,373
Unknown (6)		—			3,629			17,429		26,604		13,998			73,842		131,873

Total Office and Retail Portfolio expirations and vacates		111,697			239,565			88,120		125,276		138,976			142,822		495,194

Manhattan Office Portfolio
Total expirations		72,334			216,723			75,001		125,276		117,739			127,970		445,986
Less: broadcasting		(356	)		(906	)		—		—		(356	)		—		(356	)

Office expirations		71,978			215,817			75,001		125,276		117,383			127,970		445,630

Renewals & relocations (3)		33,682			28,706			35,307		23,916		36,035			27,290		122,548
New leases (4)		—			50,828			8,727		4,115		2,998			—		15,840
Vacates (5)		38,296			135,822			17,059		70,641		64,352			41,690		193,742
Unknown (6)		—			461			13,908		26,604		13,998			58,990		113,500

Total expirations and vacates		71,978			215,817			75,001		125,276		117,383			127,970		445,630

Greater New York Metropolitan Area Office Portfolio
Office expirations		39,719			7,304			2,849		—		20,689			10,033		33,571

Renewals & relocations (3)		2,849			4,136			—		—		—			—		—
New leases (4)		—			—			—		—		9,805			—		9,805
Vacates (5)		36,870			—			—		—		10,884			—		10,884
Unknown (6)		—			3,168			2,849		—		—			10,033		12,882

Total expirations and vacates		39,719			7,304			2,849		—		20,689			10,033		33,571

Retail Portfolio
Retail expirations		—			16,444			10,270		—		904			4,819		15,993

Renewals & relocations (3)		—			16,444			6,851		—		904			—		7,755
New leases (4)		—			—			—		—		—			—		—
Vacates (5)		—			—			2,747		—		—			—		2,747
Unknown (6)		—			—			672		—		—			4,819		5,491

Total expirations and vacates		—			16,444			10,270		—		904			4,819		15,993

Notes:

(1)	These forecasts, which are subject to change, are based on management’s current 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 & relocations” includes the following: tenants renew their existing leases in all or a portion of their current spaces; tenants which signed renewal leases for a term of less than six months and reappear in forecast periods in 2023; and tenants who move within a building or within the Company’s portfolio.

(4)	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. There may be downtime between the lease expiration and the new lease commencement.

(5)

For forecasted periods, “Vacates” assumes a tenant elects not to renew at the end of their existing lease or exercises an early termination option; leases that the Company decides not to renew at the end of tenants’ existing lease due to anticipated future redevelopment or for other reasons. This also may include early lease terminations.

(6)	For forecasted periods, “Unknown” represents tenants whose intentions are unknown.

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Third Quarter 2023

Tenant Lease Expirations

(unaudited)


					Percent of
			Rentable		Portfolio								Annualized
	Number		Square		Rentable					Percent of			Rent Per
	of Leases		Feet		Square Feet			Annualized		Annualized			Rentable
	Expiring (1)		Expiring (2)		Expiring			Rent (3)		Rent			Square Foot
Total Office and Retail Lease Expirations
Available		—		885,865		9.5	%	$	—		0.0	%	$	—
Signed leases not commenced		22		330,940		3.5	%		—		0.0	%		—
3Q 2023 (4)		11		70,405		0.7	%		3,458,071		0.7	%		49.12
4Q 2023		23		205,619		2.2	%		11,950,033		2.2	%		58.12

Total 2023		34		276,024		2.9	%		15,408,105		2.9	%		55.82
1Q 2024		18		88,120		0.9	%		5,576,811		1.0	%		63.29
2Q 2024		14		125,276		1.3	%		6,607,607		1.2	%		52.74
3Q 2024		18		139,332		1.5	%		7,777,964		1.5	%		55.82
4Q 2024		37		142,822		1.5	%		8,714,672		1.6	%		61.02

Total 2024		87		495,550		5.3	%		28,677,055		5.3	%		57.87
2025		82		593,727		6.3	%		40,286,653		7.5	%		67.85
2026		73		639,472		6.8	%		37,673,908		7.0	%		58.91
2027		86		705,684		7.5	%		45,126,913		8.4	%		63.95
2028		61		943,067		10.1	%		52,143,294		9.7	%		55.29
2029		50		981,427		10.5	%		72,843,205		13.6	%		74.22
2030		37		738,623		7.9	%		49,533,321		9.2	%		67.06
2031		24		188,921		2.0	%		22,238,859		4.1	%		117.72
2032		28		368,664		3.9	%		26,192,204		4.9	%		71.05
2033		27		329,695		3.5	%		20,839,859		3.9	%		63.21
Thereafter		44		1,883,997		20.3	%		125,302,243		23.5	%		66.51

Total		655		9,361,656		100.0	%	$	536,265,618		100.0	%	$	65.84

Manhattan Office Properties (5)
Available		—		610,897		8.1	%	$	—		0.0	%	$	—
Signed leases not commenced		17		316,437		4.2	%		—		0.0	%		—
3Q 2023 (4)		6		40,241		0.5	%		1,569,264		0.4	%		39.00
4Q 2023		20		186,007		2.5	%		11,459,434		2.8	%		61.61

Total 2023		26		226,248		3.0	%		13,028,698		3.2	%		57.59
1Q 2024		14		75,001		1.0	%		4,872,070		1.2	%		64.96
2Q 2024		14		125,276		1.7	%		6,607,607		1.6	%		52.74
3Q 2024		14		117,739		1.6	%		6,998,777		1.7	%		59.44
4Q 2024		35		127,970		1.7	%		7,656,567		1.9	%		59.83

Total 2024		77		445,986		6.0	%		26,135,021		6.4	%		58.60
2025		64		489,964		6.5	%		31,950,664		7.9	%		65.21
2026		57		485,929		6.4	%		29,345,047		7.2	%		60.39
2027		70		592,565		7.8	%		34,776,591		8.6	%		58.69
2028		45		851,089		11.2	%		47,037,814		11.6	%		55.27
2029		36		742,585		9.8	%		44,910,273		11.1	%		60.48
2030		26		592,227		7.8	%		36,761,982		9.1	%		62.07
2031		12		86,541		1.1	%		6,064,493		1.5	%		70.08
2032		20		334,668		4.4	%		23,073,788		5.7	%		68.95
2033		14		141,583		1.9	%		8,562,092		2.1	%		60.47
Thereafter		30		1,656,763		21.8	%		104,009,962		25.6	%		62.78

Total Manhattan office properties		494		7,573,482		100.0	%	$	405,656,425		100.0	%	$	61.04

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Third Quarter 2023

Tenant Lease Expirations

(unaudited)


					Percent of
			Rentable		Portfolio								Annualized
	Number		Square		Rentable					Percent of			Rent Per
	of Leases		Feet		Square Feet			Annualized		Annualized			Rentable
	Expiring (1)		Expiring (2)		Expiring			Rent (3)		Rent			Square Foot
Greater New York Metropolitan Area Office Properties
Available		—		213,531		20.1	%	$	—		0.0	%	$	—
Signed leases not commenced		1		6,375		0.6	%		—		0.0	%		—
3Q 2023 (4)		5		30,164		2.8	%		1,888,807		4.9	%		62.62
4Q 2023		2		3,168		0.3	%		76,004		0.2	%		23.99

Total 2023		7		33,332		3.1	%		1,964,812		5.0	%		58.95
1Q 2024		1		2,849		0.3	%		169,195		0.4	%		59.39
2Q 2024		—		—		0.0	%		—		0.0	%		—
3Q 2024		2		20,689		1.9	%		713,696		1.8	%		34.50
4Q 2024		1		10,033		0.9	%		485,741		1.2	%		48.41

Total 2024		4		33,571		3.2	%		1,368,633		3.5	%		40.77
2025		13		81,012		7.6	%		3,776,043		9.7	%		46.61
2026		9		82,313		7.7	%		3,972,304		10.2	%		48.26
2027		10		58,730		5.5	%		2,797,671		7.2	%		47.64
2028		11		86,759		8.2	%		3,820,009		9.8	%		44.03
2029		5		128,271		12.1	%		5,907,668		15.2	%		46.06
2030		4		78,033		7.3	%		3,553,423		9.1	%		45.54
2031		2		16,560		1.6	%		843,885		2.2	%		50.96
2032		1		—		0.0	%		6,180		0.0	%		—
2033		2		151,754		14.3	%		7,050,802		18.1	%		46.46
Thereafter		2		92,628		8.7	%		3,862,083		9.9	%		41.69

Total greater New York metropolitan area office properties		71		1,062,869		100.0	%	$	38,923,512		100.0	%	$	46.17


Retail Properties
Available		—		61,437		8.5	%	$	—		0.0	%	$	—
Signed leases not commenced		4		8,128		1.1	%		—		0.0	%		—
4Q 2023 (4)		1		16,444		2.3	%		414,595		0.5	%		25.21

Total 2023		1		16,444		2.3	%		414,595		0.5	%		25.21
1Q 2024		3		10,270		1.4	%		535,546		0.6	%		52.15
2Q 2024		—		—		0.0	%		—		0.0	%		—
3Q 2024		2		904		0.1	%		65,491		0.1	%		72.45
4Q 2024		1		4,819		0.7	%		572,364		0.6	%		118.77

Total 2024		6		15,993		2.2	%		1,173,401		1.3	%		73.37
2025		5		22,751		3.1	%		4,559,946		5.0	%		200.43
2026		7		71,230		9.8	%		4,356,557		4.8	%		61.16
2027		6		54,389		7.5	%		7,552,651		8.2	%		138.86
2028		5		5,219		0.7	%		1,285,471		1.4	%		246.31
2029		9		110,571		15.2	%		22,025,264		24.0	%		199.20
2030		7		68,363		9.4	%		9,217,916		10.1	%		134.84
2031		10		85,820		11.9	%		15,330,481		16.7	%		178.64
2032		7		33,996		4.7	%		3,112,236		3.4	%		91.55
2033		11		36,358		5.0	%		5,226,965		5.7	%		143.76
Thereafter		12		134,606		18.6	%		17,430,198		19.0	%		129.49

Total retail properties		90		725,305		100.0	%	$	91,685,681		100.0	%	$	139.82

Notes:

(1)	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.

(2)	Excludes (i) 187,134 rentable square feet of space across the Company portfolio attributable to building management use and tenant amenities and (ii) 83,190 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 September 30, 2023 and expire on September 30, 2023.

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

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Third Quarter 2023

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. LinkedIn	Empire State Building		Aug. 2036		12.9 years		501,409		5.4	%	$	33,465,435		6.2	%
2. Flagstar Bank	1333 & 1400 Broadway		Mar. 2025 - Aug. 2039		15.3 years		326,121		3.5	%		19,075,191		3.6	%
3. Centric Brands Inc.	Empire State Building		Oct. 2028		5.1 years		221,365		2.4	%		11,952,833		2.2	%
4. PVH Corp.	501 Seventh Avenue		Oct. 2028		5.1 years		237,281		2.5	%		11,411,648		2.1	%
5. Sephora	112 West 34th Street		Jan. 2029		5.3 years		11,334		0.1	%		10,533,585		2.0	%
6. Target	112 West 34th St., 10 Union Sq.		Jan 2038		14.3 years		81,340		0.9	%		9,341,224		1.7	%
7. Li & Fung	1359 Broadway, ESB		Oct. 2023 - Oct. 2028		4.1 years		173,273		1.9	%		9,334,187		1.7	%
8. Coty Inc.	Empire State Building		Jan. 2030		6.3 years		156,187		1.7	%		8,497,458		1.6	%
9. Macy’s	111 West 33rd Street		May 2030		6.7 years		131,117		1.4	%		8,451,562		1.6	%
10. Urban Outfitters	1333 Broadway		Sept. 2029		6.0 years		56,730		0.6	%		7,996,742		1.5	%
11. Footlocker	112 West 34th Street		Sept. 2031		8.0 years		34,192		0.4	%		7,745,828		1.4	%
12. Federal Deposit Insurance Corp.	Empire State Building		Dec. 2025		2.3 years		119,226		1.3	%		7,578,004		1.4	%
13. HNTB Corporation	Empire State Building		Feb. 2029		5.4 years		105,143		1.1	%		7,000,733		1.3	%
14. Institutional Capital Network, Inc.	One Grand Central Place		Dec. 2023 - Oct. 2035		10.8 years		94,331		1.0	%		6,335,770		1.2	%
15. The Michael J. Fox Foundation	111 West 33rd Street		Nov. 2029		6.2 years		86,492		0.9	%		6,267,495		1.2	%
16. Shutterstock	Empire State Building		Apr. 2029		5.6 years		104,386		1.1	%		6,096,096		1.1	%
17. Fragomen	1400 Broadway		Feb. 2035		11.4 years		107,680		1.2	%		5,959,656		1.1	%
18. Burlington Merchandising Corp.	1400 Broadway		Jan 2038		14.3 years		102,898		1.1	%		5,932,832		1.1	%
19. ASCAP	250 West 57th Street		Aug. 2034		10.9 years		87,943		0.9	%		5,384,628		1.0	%
20. Duane Reade	ESB, 1350 Broadway		May 2025 - Sept. 2027		2.8 years		39,142		0.4	%		4,897,282		0.9	%

Total							2,777,590		29.7	%	$	193,258,189		35.9	%

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 September 30, 2023.

(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)

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Third Quarter 2023

Capital Expenditures and Redevelopment Program and Leasing Opportunity

(unaudited and dollars in thousands)


	Three Months Ended
Capital expenditures	September 30, 2023		June 30, 2023		March 31, 2023		December 31, 2022		September 30, 2022
Tenant improvements - first generation	$	—	$	—	$	—	$	6,024	$	1,493
Tenant improvements - second generation		18,047		19,823		23,919		8,867		20,329
Leasing commissions - second generation		2,522		4,468		4,114		4,721		10,182
Building improvements - first generation		—		—		—		2,530		868
Building improvements - second generation		12,651		12,814		12,611		6,837		7,986

Total	$	33,220	$	37,105	$	40,644	$	28,979	$	40,858


Leasing Opportunity - Inventory of Current Vacant Space as of September 30, 2023 (in square feet) (1) (2)

Total Portfolio vacant space			1,217,000

Signed leases not commenced (“SLNC”):
Manhattan Office Properties SLNC			317,000
Greater New York Office Properties SLNC			6,000
Retail Properties SLNC			8,000
Greater New York Office Properties			214,000
Retail Properties			61,000
Manhattan Office Properties			537,000
Manhattan Office Properties off market			29,000
Manhattan Office Properties other			45,000

Total			1,217,000

Notes:

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

(2)

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 rebuilt. Permanent building use spaces, amenity spaces and broadcasting spaces are excluded.

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Third Quarter 2023

Observatory Summary

(unaudited and dollars in thousands)


			Three Months Ended
Observatory NOI	Twelve Months to Date		September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Observatory revenue (1)	$	125,467	$	37,562		$	33,433		$	22,154		$	32,318		$	33,051
Observatory expenses		34,512		9,471			8,657			7,855			8,529			8,516

NOI		90,955		28,091			24,776			14,299			23,789			24,535
Intercompany rent expense (2)		77,173		22,113			20,942			15,914			18,204			19,072

NOI after intercompany rent	$	13,782	$	5,978		$	3,834		$	(1,615	)	$	5,585		$	5,463

Observatory Metrics
Number of visitors (3)				743,000			666,000			443,000			660,000			687,000
Change in visitors year over year				8.2	%		16.2	%		64.7	%		83.3	%		169.4	%
Number of bad weather days (“BWD”) (4)				10			12			15			20			7

Notes:

(1)

Observatory revenues include the fixed license fee received from WDFG North America, the observatory gift shop operator. For the three months ended September 30, 2023, June 30, 2023, March 31, 2023, December 31, 2022, and September 30, 2022, the fixed license fee was $1,807, $1,807, $1,807, $1,200 and $1,200 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.

Annual Observatory NOI 2018 to 2022

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Notes:

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

(2)	Due to the COVID-19 pandemic, the observatory was closed on March 16, 2020. The 86th floor observatory reopened on July 20, 2020 and the 102nd floor observatory reopened on August 24, 2020.

(3)	The observatory continued to experience a gradual recovery in visitors due to the COVID-19 pandemic.

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Third Quarter 2023

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	September 30, 2023			June 30, 2023			March 31, 2023			December 31, 2022			September 30, 2022
Net Income	$	19,928		$	36,955		$	11,694		$	21,620		$	10,118
Non-controlling interests in other partnerships		(111	)		(1	)		43			(28	)		49
Preferred unit distributions		(1,050	)		(1,051	)		(1,050	)		(1,050	)		(1,050	)
Real estate depreciation and amortization		45,174			44,887			46,024			43,076			45,461
Gain on disposition of property		—			(13,565	)		(15,696	)		(6,818	)		—

FFO attributable to common stockholders and the Operating Partnership		63,941			67,225			41,015			56,800			54,578
Amortization of below-market ground lease		1,957			1,958			1,958			1,958			1,957

Modified FFO attributable to common stockholders and the Operating Partnership		65,898			69,183			42,973			58,758			56,535

Core FFO attributable to common stockholders and the Operating Partnership	$	65,898		$	69,183		$	42,973		$	58,758		$	56,535

Total weighted average shares and Operating Partnership units
Basic		262,756			262,903			264,493			263,759			266,035

Diluted		266,073			264,196			265,197			265,370			267,121

FFO attributable to common stockholders and the Operating Partnership per share and unit
Basic	$	0.24		$	0.26		$	0.16		$	0.22		$	0.21

Diluted	$	0.24		$	0.25		$	0.15		$	0.21		$	0.20

Modified FFO attributable to common stockholders and the Operating Partnership per share and unit
Basic	$	0.25		$	0.26		$	0.16		$	0.22		$	0.21

Diluted	$	0.25		$	0.26		$	0.16		$	0.22		$	0.21

Core FFO attributable to common stockholders and the Operating Partnership per share and unit
Basic	$	0.25		$	0.26		$	0.16		$	0.22		$	0.21

Diluted	$	0.25		$	0.26		$	0.16		$	0.22		$	0.21

Reconciliation of Core FFO to Core FAD
Core FFO	$	65,898		$	69,183		$	42,973		$	58,758		$	56,535
Add:
Amortization of deferred financing costs		1,089			1,088			1,089			1,096			1,156
Non-real estate depreciation and amortization		1,298			1,248			1,237			1,285			1,303
Amortization of non-cash compensation expense		4,989			5,369			4,375			5,412			5,374
Amortization of loss on interest rate derivative		1,527			1,527			1,527			1,525			1,524
Deduct:
Straight-line rental revenues		(5,015	)		(11,859	)		(556	)		(6,029	)		(7,341	)
Above/below-market rent revenue amortization		(554	)		(675	)		(703	)		(622	)		(677	)
Corporate capital expenditures		(90	)		(225	)		(270	)		(162	)		(242	)
Tenant improvements - second generation		(18,047	)		(19,823	)		(23,919	)		(8,867	)		(20,329	)
Building improvements - second generation		(12,651	)		(12,814	)		(12,611	)		(6,837	)		(7,986	)
Leasing commissions - second generation		(2,522	)		(4,468	)		(4,114	)		(4,721	)		(10,182	)

	$	35,922		$	28,551		$	9,028		$	40,838		$	19,135

Reconciliation of Net Income to EBITDA and Adjusted EBITDA
Net income	$	19,928		$	36,955		$	11,694		$	21,620		$	10,118
Interest expense		25,382			25,405			25,304			25,634			25,516
Income tax expense (benefit)		1,409			733			(1,219	)		1,322			1,457
Depreciation and amortization		46,624			46,280			47,408			44,500			46,984

EBITDA		93,343			109,373			83,187			93,076			84,075
Gain on disposition of property		—			(13,565	)		(15,696	)		(6,818	)		—

Adjusted EBITDA	$	93,343		$	95,808		$	67,491		$	86,258		$	84,075

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Third Quarter 2023

Debt Summary

(unaudited and dollars in thousands)


	September 30, 2023										June 30, 2023
				ESRT		Weighted Average								ESRT		Weighted Average
				Pro-rata		Interest			Maturity					Pro-rata		Interest			Maturity
Debt Summary	Balance			Share		Rate			(Years)		Balance			Share		Rate			(Years)
Mortgage debt	$	893,945		$	875,775		3.77	%		6.3	$	896,361		$	878,135		3.77	%		6.5
Senior unsecured notes		975,000			975,000		4.05	%		6.4		975,000			975,000		4.05	%		6.7
Unsecured term loan facilities (1)		390,000			390,000		3.93	%		2.3		390,000			390,000		3.93	%		2.5

Total fixed rate debt		2,258,945			2,240,775		3.94	%		5.7		2,261,361			2,243,135		3.94	%		5.9

Unsecured term loan facilities (2)		—			—		—			—		—			—		—			—
Unsecured revolving credit facilities		—			—		—			1.5		—			—		—			1.8

Total variable rate debt		—			—		—			1.5		—			—		—			1.8

Total debt		2,258,945			2,240,775		3.94	%		5.7		2,261,361			2,243,135		3.94	%		5.9

Deferred financing costs, net		(10,052	)									(10,619	)
Debt discount		(7,159	)									(7,354	)

Total	$	2,241,734									$	2,243,388


Available Capacity	Facility		Outstanding at September 30, 2023		Letters of Credit		Available Capacity
Unsecured revolving credit facility (3)	$	850,000	$	—	$	—	$	850,000

Covenant Summary

Required

Current
Quarter

In
Compliance

Maximum Total Leverage(4)

< 60

33.2

Yes

Maximum Secured Leverage (4)

< 40

13.0

Yes

Minimum Fixed Charge Coverage

> 1.50

3.0

Yes

Minimum Unencumbered Interest Coverage

> 1.75

5.3

Yes

Maximum Unsecured Leverage (4)

< 60

24.8

Yes

Notes:

(1)	SOFR is fixed at 2.562% for $175 million and 2.626% for $215 million under variable to fixed interest rate swap agreements, through debt maturity.

(2)	As of September 30, 2023, each of our unsecured term loan facilities are fixed under variable to fixed interest rate swap agreements.

(3)

The unsecured revolving credit and term loan facilities have an accordion feature allowing for an increase in maximum aggregate principal balance to $1.5 billion under certain circumstances. This unsecured revolving credit facility matures in March 2025 with two additional six-month extension options.

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

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Third Quarter 2023

Debt Detail

(unaudited and dollars in thousands)


	Stated	Effective
	Interest	Interest			Principal			ESRT Pro-rata Share					Maturity
	Rate (%)	Rate (%) (1)			Balance			Percent			Amount		Date		Amortization
Metro Center	3.59%		3.67	%	$	80,710			100	%	$	80,710		11/5/2024		30 years
10 Union Square	3.70%		3.97	%		50,000			100	%		50,000		4/1/2026		Interest only
1542 Third Avenue	4.29%		4.53	%		30,000			100	%		30,000		5/1/2027		Interest only
First Stamford Place (2)	4.28%		4.73	%		176,359			100	%		176,359		7/1/2027		5 years interest only; 30 years thereafter
1010 Third Avenue & 77 West 55th St.	4.01%		4.21	%		35,179			100	%		35,179		1/5/2028		30 years
250 West 57th Street	2.83%		3.21	%		180,000			100	%		180,000		12/1/2030		Interest only
1333 Broadway	4.21%		4.29	%		160,000			100	%		160,000		2/5/2033		Interest only
345 East 94th Street - Series A (4)	70% of SOFR plus 0.95%		3.56	%		43,600			90	%		39,240		11/1/2030		Interest only
345 East 94th Street - Series B (4)	SOFR plus 2.24%		3.56	%		7,378			90	%		6,640		11/1/2030		30 years
561 10th Avenue - Series A (4)	70% of SOFR plus 1.07%		3.85	%		114,500			90	%		103,050		11/1/2033		Interest only
561 10th Avenue - Series B (4)	SOFR plus 2.45%		3.85	%		16,219			90	%		14,597		11/1/2033		30 years


Total fixed rate mortgage debt						893,945						875,775
Unsecured term loan facility (3)	SOFR plus 1.20%		4.22	%		215,000			100	%		215,000		3/19/2025		Interest only
Unsecured revolving credit facility (3)	SOFR plus 1.30%		—			—			100	%		—		3/31/2025		Interest only
Unsecured term loan facility (3)	SOFR plus 1.50%		4.51	%		175,000			100	%		175,000		12/31/2026		Interest only
Senior unsecured notes:
Series A	3.93%		3.96	%		100,000			100	%		100,000		3/27/2025		Interest only
Series B	4.09%		4.12	%		125,000			100	%		125,000		3/27/2027		Interest only
Series C	4.18%		4.21	%		125,000			100	%		125,000		3/27/2030		Interest only
Series D	4.08%		4.11	%		115,000			100	%		115,000		1/22/2028		Interest only
Series E	4.26%		4.27	%		160,000			100	%		160,000		3/22/2030		Interest only
Series F	4.44%		4.45	%		175,000			100	%		175,000		3/22/2033		Interest only
Series G	3.61%		4.89	%		100,000			100	%		100,000		3/17/2032		Interest only
Series H	3.73%		5.00	%		75,000			100	%		75,000		3/17/2035		Interest only

Total / weighted average debt	3.94%		4.20	%		2,258,945					$	2,240,775

Deferred financing costs, net						(10,052	)
Debt discount						(7,159	)

Total					$	2,241,734

Notes:

(1)	The effective interest rate is composed of the stated interest rate, deferred financing cost amortization and interest associated with variable to fixed interest rate swap agreements.

(2)	Represents a $164 million mortgage loan bearing interest at 4.09% and a $12.4 million mortgage loan bearing interest at 6.25%.

(3)	As of August 29, 2022, the benchmark index interest rate was converted from LIBOR to SOFR, plus a benchmark adjustment of 10.0 basis points.

(4)	As of May 18, 2023, the benchmark index rate was converted from LIBOR to SOFR, plus a benchmark adjustment of 11.4 basis points.

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Third Quarter 2023

Debt Maturities and Ground Lease Commitments

(unaudited and dollars in thousands)


Year	Maturities (1)		Amortization		Total			ESRT Pro-rata Share		Percentage of Total Debt			Weighted Average Interest Rate of Maturing Debt
2023	$	—	$	1,947	$	1,947		$	1,888		0.1	%		n/a
2024		77,675		8,861		86,536			86,288		3.9	%		3.59	%
2025		315,000		6,893		321,893			321,621		14.3	%		3.86	%
2026		225,000		7,330		232,330			232,033		10.3	%		3.98	%
2027		319,000		6,461		325,461			325,136		14.5	%		4.21	%
2028		146,092		3,556		149,648			149,292		6.7	%		4.06	%
2029		—		3,988		3,988			3,589		0.2	%		n/a
2030		508,600		4,413		513,013			508,212		22.7	%		3.67	%
2031		—		3,283		3,283			2,955		0.1	%		n/a
2032		100,000		3,591		103,591			103,232		4.6	%		4.06	%
Thereafter		514,007		3,248		517,255			506,530		22.6	%		4.13	%

Total debt	$	2,205,374	$	53,571		2,258,945		$	2,240,775		100.0	%		3.94	%

Deferred financing costs, net						(10,052	)
Debt discount						(7,159	)

Total					$	2,241,734

Debt Maturity Profile (2)

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Ground Lease Commitments (3)


Year	1350 Broadway (4)		1400 Broadway (5)		111 West 33rd Street (6)		Total
2023	$	27	$	169	$	184	$	380
2024		108		675		735		1,518
2025		108		675		735		1,518
2026		93		675		735		1,503
2027		72		675		735		1,482
Thereafter		1,656		24,300		36,321		62,277

	$	2,064	$	27,169	$	39,445	$	68,678

Notes:

(1)	Assumes no extension options are exercised.

(2)	The table reflects ESRT’s pro-rata share of debt maturities.

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

(4)	Expires July 31, 2050 with a remaining term, including unilateral extension rights available to the Company, of approximately 27 years.

(5)	Expires December 31, 2063 with a remaining term, including unilateral extension rights available to the Company, of approximately 40 years.

(6)	Expires May 31, 2077 with a remaining term, including unilateral extension rights available to the Company, of approximately 54 years.

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