Skip to main content

8-K

Empire State Realty Trust, Inc. (ESRT)

8-K 2020-10-28 For: 2020-10-28
View Original
Added on April 08, 2026

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 28, 2020

EMPIRE STATE REALTY TRUST, INC.

(Exact Name of Registrant as Specified in its Charter)

Maryland 001-36105 37-1645259
(State or other Jurisdiction<br><br>of Incorporation) (Commission<br><br>File Number) (I.R.S. Employer<br><br>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<br><br>of Incorporation) (Commission<br><br>File Number) (I.R.S. Employer<br><br>Identification No.)
111 West 33<br>rd<br> Street, 12<br>th<br> Floor<br><br>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 <br>14a-12<br> under the Exchange Act (17 CFR <br>240.14a-12)
--- ---
Pre-commencement<br> communications pursuant to Rule <br>14d-2(b)<br> under the Exchange Act (17 CFR <br>240.14d-2(b))
--- ---
Pre-commencement<br> communications pursuant to Rule <br>13e-4(c)<br> under the Exchange Act (17 CFR <br>240.13e-4(c))
--- ---

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

Title of each class Trading<br><br>Symbol(s) Name of each exchange<br><br>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 28, 2020, Empire State Realty Trust, Inc. (the “Company” or “we”) issued a press release announcing its financial results for the third quarter 2020. 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.

2


Item 7.01. Regulation FD Disclosure

As discussed in Item 2.02 above, the Company issued a press release regarding its financial results for the third quarter 2020 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<br>No. Description
99.1 Press Release announcing financial results for the third quarter 2020
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”)

We compute FFO in accordance with the “White Paper” on FFO published by the National Association of Real Estate Investment Trusts, or NAREIT, which defines FFO as net income (loss) (determined in accordance with GAAP), excluding impairment writedowns of investments in depreciable real estate and investments in in-substance real estate investments, gains or losses from debt restructurings and sales of depreciable operating properties, plus real estate-related depreciation and amortization (excluding amortization of deferred financing costs), less distributions to non-controlling interests and gains/losses from discontinued operations and after adjustments for unconsolidated partnerships and joint ventures. FFO is a widely recognized non-GAAP financial measure for REITs that we believe, when considered with financial statements determined in accordance with GAAP, is useful to investors in understanding financial performance and providing a relevant basis for comparison among REITs. In addition, FFO is useful to investors as it captures features particular to real estate performance by recognizing that real estate has generally appreciated over time or maintains residual value to a much greater extent than do other depreciable assets. Investors should review FFO, along with GAAP net income, when trying to understand an equity REIT’s operating performance. We present FFO because we consider it an important supplemental measure of our operating performance and believe that it is frequently used by securities analysts, investors and other interested parties in the evaluation of REITs. However, because FFO excludes depreciation and amortization and captures neither the changes in the value of our properties that result from use or market conditions nor the level of capital expenditures and leasing commissions necessary to maintain the operating performance of our properties, all of which have real economic effect and could materially impact our results of operations, the utility of FFO as a measure of 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.

3


Modified Funds From Operations (“Modified FFO”)

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

Core Funds From Operations (“Core FFO”)

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

Core Funds Available for Distribution (“Core FAD”)

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

4


Net Operating Income (“NOI”)

NOI is a non-GAAP financial measure of performance. NOI is used by our management to evaluate and compare the performance of our properties and to determine trends in earnings and to compute the fair value of our properties as it is not affected by: (i) the cost of funds of the property owner, (ii) the impact of depreciation and amortization expenses as well as gains or losses from the sale of operating real estate assets that are included in net income computed in accordance with GAAP, (iii) acquisition expenses, loss on early extinguishment of debt, 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 because the resulting measure captures the actual revenue, generated and actual expenses incurred in operating our properties as well as trends in occupancy rates, rental rates and operating costs. However, the usefulness of NOI is limited because it excludes general and administrative costs, interest expense, depreciation and amortization expense and gains or losses from the sale of properties, and other gains and losses as stipulated by GAAP, the level of capital expenditures and leasing costs necessary to maintain the operating performance of our properties, all of which are significant economic costs. NOI may fail to capture significant trends in these components of net income which further limits its usefulness. NOI is a measure of the operating performance of our properties but does not measure our performance as a whole. NOI is therefore not a substitute for net income as computed in accordance with GAAP. This measure should be analyzed in conjunction with net income computed in accordance with. Other companies may use different methods for calculating NOI or similarly titled measures and, accordingly, our NOI may not be comparable to similarly titled measures reported by other companies that do not define the measure exactly as we do.

EBITDA 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.

5


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.<br><br>(Registrant)
Date: October 28, 2020 By: /s/ Christina Chiu
Name: Christina Chiu
Title: Executive Vice President 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.<br><br>(Registrant)<br><br><br><br>By: Empire State Realty Trust, Inc., as general partner
Date: October 28, 2020 By: /s/ Christina Chiu
Name: Christina Chiu
Title: Executive Vice President and Chief Financial Officer

6

EX-99.1

Exhibit 99.1

LOGO

EMPIRE STATE REALTY TRUST ANNOUNCES THIRD QUARTER 2020 RESULTS

- Net loss of $0.05 Per Fully Diluted Share -

- Core FFO of $0.12 Per Fully Diluted Share -

- $1.5 Billion of Liquidity -

- No Debt Maturity Through 2024 -

- Collections Consistent, Cost Reduction Targets Achieved -

- Indoor Environmental Quality and Energy Efficiency Differentiate Portfolio -

New York, New York, October 28, 2020—Empire State Realty Trust, Inc. (NYSE: ESRT) (the “Company”), a real estate investment trust with office and retail properties in Manhattan and the greater New York metropolitan area, today reported its operational and financial results for the third quarter of 2020.

“ESRT continues to adjust on a daily basis to smooth tenant reentry, collect rents, manage Observatory visits, assist survival of our local retail tenants, and ensure ESRT employee safety. Our tenant presence in our buildings in our Greater New York Metro Area has grown materially, and our New York City buildings continue to see slow growth off a low base with the lowest utilization by our largest tenants. Visits to the Empire State Building Observatory continue to grow off a very low base, limited by border controls against interstate and international tourist travel. Happily, we are well-positioned to manage these challenges with our flexible balance sheet, continued success with collections, successfully implemented cost reduction measures, and new management team members,” stated Anthony E. Malkin, Empire State Realty Trust’s Chairman, President and Chief Executive Officer. “Our more than a decade of industry leading focus on Indoor Environmental Quality has positioned our buildings for our tenants to return safely to their offices. ESRT has the first U.S. commercial portfolio to achieve the WELL Health-Safety rating, an evidence-based, third-party verified rating for all facility types, focused on operational policies, maintenance protocols, emergency plans and stakeholder education to address a post-COVID-19 environment now and broader health and safety-related issues into the future. This rating is a validation of our work to provide tenants with healthy and safe environments. Additionally, our foresight and planning around energy efficiency means the Company has no fines in 2024 under New York City’s Local Law 97 to reduce greenhouse gases.”

1

LOGO

Third Quarter and Recent Highlights

Net loss attributable to the Company was $0.05 per fully diluted share.
After a $0.02 per share reserve against tenant receivables and non-cash<br>reduction in straight-line rent balances, Core Funds From Operations (“Core FFO”) was $0.12 per fully diluted share.
--- ---
Same-Store Property Cash NOI excluding lease termination fees was up 9.3% from the third quarter of 2019<br>primarily driven by lower property operating expenses and free rent burn-off, partially offset by lower revenue.
--- ---
Strong liquidity position of $1.5 billion as of September 30, 2020, which consists of<br>$373.0 million of cash plus an additional $1.1 billion available under the Company’s revolving credit facility. Moreover, the Company has no debt maturity until 2024.
--- ---
In the third quarter and through October 27, 2020, the Company repurchased $18.4 million of its common<br>stock at a weighted average price of $6.36 per share, which brings the year-to-date total to $132.9 million at a weighted average price of $8.33 per share.<br>
--- ---
For the total portfolio in the third quarter, we signed 18 new, renewal, and expansion leases, representing<br>247,449 rentable square feet.
--- ---
Collected 94% of third quarter 2020 total billings with 96% for office tenants and 84% for retail tenants.<br>Through October 23, 2020, collected 92% of October total billings, with 93% for office tenants and 84% for retail tenants.
--- ---
On-track with previously communicated 2020 G&A run rate of<br>$60 million, excluding one-time severance charges, which reflects an $8 million reduction year-to-date.<br>
--- ---
Year-to-date through September<br>30th, the Company reduced property operating expenses by $26 million compared to the prior year period, driven by reduced tenant utilization and the Company’s cost reduction initiatives. The Company also expects $4 million on an<br>annualized basis of permanent cost reductions from 2021 onwards.
--- ---
On July 13, 2020, the Company announced the appointment of R. Paige Hood to its Board of Directors,<br>effective August 1, 2020, and the departure of William H. Berkman, effective July 31, 2020.
--- ---

2

LOGO

Investor Presentation Update

The Company has posted on the “Investors” section of its website (www.empirestaterealtytrust.com) the latest investor presentation which contains additional information on the current impact of the COVID-19 pandemic on its businesses, financial condition and results of operations.

Portfolio Operations

As of September 30, 2020, the Company’s total portfolio contained 10.1 million rentable square feet which consisted of 9.4 million rentable square feet of office space and 0.7 million rentable square feet of retail space. As of September 30, 2020, the Company’s portfolio was occupied and leased as shown below. The Company’s occupancy levels fluctuate in certain periods due to the timing lag between the date of tenants’ move out and the date of the Company’s completion of redevelopment work for new leases to commence.

September 30, 2020 June 30, 2020 September 30, 2019
Percent occupied:
Total portfolio 85.9 % 85.6 % 89.4 %
Total office 85.6 % 85.5 % 89.3 %
Manhattan office 86.9 % 87.0 % 89.6 %
Empire State Building 86.6 % 86.1 % 93.4 %
Retail 89.4 % 87.4 % 90.7 %
Percent leased (includes signed leases not commenced): ****
Total portfolio 89.7 % 89.6 % 91.7 %
Total office 89.4 % 89.4 % 91.5 %
Manhattan office 90.9 % 91.5 % 92.1 %
Empire State Building 93.1 % 93.5 % 95.3 %
Retail 93.4 % 93.4 % 94.3 %

3

LOGO

Rent Collections

Throughout the third quarter in and October, the Company maintained a higher level of collection of its property billings. The Company has collected the following:

Total Billings Collections (as of 10/23/2020) 2Q2020 3Q2020 Oct.2020
Total Billings Collected 85 % 94 % 92 %
Rent Deferrals 4 % 0 % 0 %
Security Deposits Applied 8 % 1 % 0 %
Uncollected - Covered by Security Deposit 1 % 2 % 4 %
Uncollected 2 % 3 % 4 %
100 % 100 % 100 %
Office 86 % 96 % 93 %
Retail 78 % 84 % 84 %

In the third quarter, the Company took a $5.8 million total reduction in revenue, or a $0.02 per share impact, comprised of a $4.4 million reserve against tenant receivables and $1.4 million non-cash reduction of straight-line rent balances. The annualized impact of the reserve against tenant receivables equates to approximately 3.2% of our annualized rental revenue as of September 30, 2020.

Leasing

Leasing activity has been reduced due to the impact of the COVID-19 pandemic. The below tables summarize leasing activity for the three months ended September 30, 2020:

Total Portfolio

Total Portfolio Total LeasesExecuted Total squarefootageexecuted Average cashrent psf - leasesexecuted Previouslyescalated cashrents psf % of new cashrent overpreviouslyescalated rents
Office 17 242,323 $ 50.98 $ 53.74 (5.1 %)
Retail 1 5,126 $ 53.68 $ 55.15 (2.7 %)
Total Overall 18 247,449 $ 51.04 $ 53.77 (5.1 %)

4

LOGO

Manhattan Office Portfolio

Manhattan Office Portfolio Total LeasesExecuted Total squarefootageexecuted Average cashrent psf - leasesexecuted Previouslyescalated cashrents psf % of new cashrent overpreviouslyescalated rents
New Office 4 130,783 $ 51.93 $ 48.56 6.9 %
Renewal Office 4 6,049 $ 50.48 $ 60.61 (16.7 %)
Total Office 8 136,832 $ 51.86 $ 49.09 5.6 %

Significant Leases Executed During Third Quarter 2020

At Empire State Building, the Company signed a new office lease with Li & Fung for approximately 103,500<br>square feet for a term of 8.3 years. Li & Fung replaced an existing Global Brands Group lease with no change in rent and no tenant concessions.
At Metro Center, the Company signed a new office lease with Berkley Insurance Company, a subsidiary of W. R.<br>Berkley Corporation, for approximately 63,200 square feet for a term of 11.7 years. Berkley is new to the Company’s portfolio and backfills the ThomsonReuters move-out.
--- ---

Significant Lease Subsequent to Third Quarter 2020

At Empire State Building, the Company signed a new office lease with Centric Brands for approximately 212,000<br>square feet for a term of 7.9 years. The Company recaptured space, which had been subleased by Global Brands Group to Centric, to lease it directly to Centric. While the leasing spread was (15%) based on initial face rent, on a cash flow basis, this<br>transaction was approximately neutral inclusive of all related transaction costs and related lease termination fee.

Nine Months ofObservatory Results

Observatory revenue for January and February 2020 increased 13.2% year-over-year, after adjusting for the 102^nd^ floor observation deck, which was closed for redevelopment in first quarter 2019 and re-opened in the fourth quarter 2019. In compliance with the requirements of authorities, the Company closed the Empire State Building Observatory on March 16,^^2020 due to the COVID-19 pandemic and it remained closed until the 86^th^ floor observation deck was reopened on July 20, 2020. The 102^nd^ observation deck was reopened on August 24, 2020.

5

LOGO

The Observatory hosted approximately 30,000 visitors in the third quarter of 2020, compared to 1,042,000 visitors in the third quarter of 2019, a decrease of 97.1%. Against the backdrop of international, national, and local travel restrictions and quarantines, the Observatory has seen steady, weekly increases in visitors. Month-to-date through October 25, attendance was at nearly 6% of 2019 comparable period attendance. This represents a gradual improvement, but is below the 10% projection for traffic in October set forth in the September investor deck. The Company fully expects attendance to return to pre COVID-19 levels with restored national and international travel trends which remain depressed under COVID-19.

Observatory revenue for the third quarter 2020 was $4.4 million, driven by low visitation levels and fewer days of operation in the quarter. Observatory revenue included $2.0 million of deferred revenue from unused tickets and earned income from tour and travel partners, as well as $1.2 million of fixed license fee for the gift shop. Observatory expenses were $5.9 million in the third quarter 2020. This represents a reduction from a $35 million annualized expense run-rate pre-pandemic to a current $25 million annualized expense run-rate for 2020 driven by reduced hours of operations and staffing.

Balance Sheet

The Company has $1.5 billion of total liquidity as of September 30, 2020, which is comprised of $373.0 million of cash, plus an additional $1.1 billion available under its revolving credit facility.

On September 1, 2020, the Company repaid $550 million of borrowings under its revolving credit facility that had been drawn down amidst uncertainty about credit markets at the March 2020 onset of the COVID-19 lockdown with a related annualized savings of approximately $7.5 million at current interest rates.

At September 30, 2020, the Company had total debt outstanding of approximately $2.0 billion, with a weighted average interest rate of 4.0% per annum, and a weighted average term to maturity of 8.3 years. At September 30, 2020, the Company’s net debt to total market capitalization was 46.3% and net debt to adjusted EBITDA was 5.6x. The Company has no debt maturity until 2024.

6

LOGO

In the third quarter and through October 27, 2020, the Company repurchased $18.4 million of its common stock at a weighted average price of $6.36 per share, which brings the year-to-date total to $132.9 million at a weighted average price of $8.33 per share, through a combination of open-market purchases and the execution of a 10b5-1 program.

Other Items

The Company recognized the following one-time expenses during the quarter:

A $1.3 million write-off, net of reimbursement, of prior capitalized<br>expenditures on a development project that is unlikely to continue;
An accrued expense of $1.2 million which reflects an estimated liability associated with the Initial Public<br>Offering-related litigation; and
--- ---
A severance expense of $0.8 million related to elimination of positions.
--- ---

Dividend

On August 27, 2020, the Company announced its decision to suspend its third and fourth quarter 2020 dividend to holders of the Company’s Class A common stock (NYSE: ESRT) and Class B common stock and to holders of the Series ES, Series 250 and Series 60 partnership units (NYSE Arca: ESBA, FISK and OGCP, respectively) and Series PR partnership units of Empire State Realty OP, L.P., the Company’s operating partnership (the “Operating Partnership”). The Company expects to have no taxable income in 2020, and therefore no requirement to pay any dividend on its common stock in either the third or fourth quarter of 2020. The Company and its Board believe that payment of a dividend is currently not the highest and best use of its balance sheet.

On September 30, 2020, the Company paid the preferred dividend of $0.15 per unit for the third quarter 2020 to holders of the Operating Partnership’s Series 2014 private perpetual preferred units and the preferred dividend of $0.175 per unit for the third quarter 2020 to holders of the Operating Partnership’s Series 2019 private perpetual preferred units.

7

LOGO

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 29, 2020 at 12:00 pm Eastern time.

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

The conference call can also be accessed by dialing 1-877-407-3982 for domestic callers or 1-201-493-6780 for international callers. A dial-in replay will be available starting shortly after the call until November 5, 2020, which can be accessed by dialing 1-844-512-2921 for domestic callers or 1-412-317-6671 for international callers. The passcode for this dial-in replay is 13710737.

The Supplemental Report and Investor Presentation are integral components of quarterly earnings announcement and are now available on the “Investors” section of the Company’s website at www.empirestaterealtytrust.com.

The Company uses, and intends to continue to use, the Investors page of its website, which can be found at www.empirestaterealtytrust.com, as a means of disclosing material nonpublic information and of complying 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), a leading real estate investment trust (REIT), owns, manages, operates, acquires and repositions office and retail properties in Manhattan and the greater New York metropolitan area, including the Empire State Building, the “World’s Most Famous Building.” Headquartered in New York, New York, the Company’s office and retail portfolio covers 10.1 million rentable square feet, as of September 30, 2020, consisting of 9.4 million rentable square feet in 14 office properties, including nine in Manhattan, three in Fairfield County, Connecticut, and two in Westchester County, New York; and approximately 700,000 rentable square feet in the retail portfolio. Long the leader in energy efficiency retrofits and Indoor Environmental Quality, Empire State Realty Trust is the first commercial real estate portfolio in the U.S. to achieve the WELL Health-Safety Rating.

8

LOGO

Forward-Looking Statements

This press release includes “forward looking statements” within the meaning of the federal securities laws. Forward-looking statements may be identified by the use of words such as “believes,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or the negative of these words and phrases or similar words or phrases. The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: (i) economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including (a) the effectiveness or lack of effectiveness of governmental relief in providing assistance to businesses that have suffered significant declines in revenues as a result of mandatory business shut-downs, “shelter-in-place” or “stay-at-home” orders and social distancing practices, as well as individuals adversely impacted by the COVID-19 pandemic, (b) the duration of any such orders or other formal recommendations for social distancing and the speed and extent to which revenues of the Company’s tenants, particularly retail, and the Observatory recover following the lifting of any such orders or recommendations, (c) the potential impact of any such events on the obligations of the Company’s tenants to make rent and other payments or honor other commitments, including such tenants’ ability to pay rent following the termination of temporary governmental assistance and benefits programs, (d) government moratoriums and/or limits (including temporary closure of certain court systems) which directly or indirectly abridge the enforcement of lease obligations and related guarantees, (e) the potential impact on the Company’s human capital management, including potentially reduced productivity associated with work-from-home and risks associated with employees returning to the office, (f) international and national disruption of travel and tourism with a resulting decline in Observatory visitors, and (g) macroeconomic conditions, such as a disruption of, or lack of access to, the capital markets, and general volatility adversely impacting the market price of the Company’s Class A common stock and publicly-traded partnership units of the Operating Partnership; (ii) resolution of legal proceedings involving the Company; (iii) reduced demand for office or retail space, including as a result of the COVID-19 pandemic; (iv) changes in our business strategy; (v) changes in technology and market competition that affect utilization of our office, retail, broadcast or other facilities; (vi) changes in domestic or international tourism, including due to health crises such as the COVID-19 pandemic, geopolitical events and/or currency exchange rates, which may cause a decline in Observatory visitors; (vii) defaults on, early terminations of, or non-renewal of, leases by tenants; (viii) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (ix) declining real estate valuations and impairment charges; (x) termination or expiration of our ground leases; (xi) 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; (xii) decreased rental rates or increased vacancy rates; (xiii) our failure to redevelop and reposition properties, or to execute any newly planned capital project successfully or on the anticipated timeline or at the anticipated costs; (xiv) difficulties in identifying properties to acquire and completing acquisitions; (xv) risks related to our development projects (including our Metro Tower development site) and capital projects, including the cost of construction delays and cost overruns; (xvi) impact of changes in governmental regulations, tax laws and rates and similar matters; (xvii) our failure to qualify as a REIT; and (xviii) environmental uncertainties and risks related to adverse weather conditions, rising sea levels and natural disasters. For a further discussion of these and other factors that could impact the Company’s future results, performance or transactions, see the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, and the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020 and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission.

9

LOGO

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

Contact:

Investors

Empire State Realty Trust InvestorRelations

(212) 850-2678

IR@empirestaterealtytrust.com

Media

Sard Verbinnen & Co.

(212) 687-8080

10

LOGO

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Operations

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

Three Months Ended September 30,
2020 2019
Revenues
Rental revenue $ 139,909 $ 150,225
Observatory revenue 4,419 37,575
Lease termination fees 331 2,361
Third-party management and other fees 283 304
Other revenue and fees 1,633 2,408
Total revenues 146,575 192,873
Operating expenses
Property operating expenses 33,836 47,894
Ground rent expenses 2,331 2,331
General and administrative expenses 14,517 14,421
Observatory expenses 5,931 9,089
Real estate taxes 31,196 29,599
Impairment charge 2,103
Depreciation and amortization 44,733 44,260
Total operating expenses 134,647 147,594
Total operating income 11,928 45,279
Other income (expense):
Interest income 366 2,269
Interest expense (23,360 ) (19,426 )
IPO litigation expense (1,165 )
Income (loss) before income taxes (12,231 ) 28,122
Income tax expense (38 ) (1,338 )
Net income (loss) (12,269 ) 26,784
Preferred unit distributions (1,050 ) (234 )
Net (income) loss attributable to non-controlling<br>interests 5,115 (10,668 )
Net income (loss) attributable to common stockholders $ (8,204 ) $ 15,882
Total weighted average shares
Basic 173,048 178,352
Diluted 280,940 298,151
Net income (loss) per share attributable to common stockholders ****
Basic $ (0.05 ) $ 0.09
Diluted $ (0.05 ) $ 0.09

11

LOGO

Empire State Realty Trust, Inc.

Condensed Consolidated Statements of Operations

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

Nine Months Ended September 30,
2020 2019
Revenues
Rental revenue $ 426,021 $ 434,713
Observatory revenue 24,049 91,039
Lease termination fees 1,575 3,112
Third-party management and other fees 930 955
Other revenue and fees 5,254 6,591
Total revenues 457,829 536,410
Operating expenses
Property operating expenses 105,054 131,076
Ground rent expenses 6,994 6,994
General and administrative expenses 48,617 44,445
Observatory expenses 18,087 25,024
Real estate taxes 90,029 86,098
Impairment charges 6,204
Depreciation and amortization 143,609 135,179
Total operating expenses 418,594 428,816
Total operating income 39,235 107,594
Other income (expense):
Interest income 2,529 9,907
Interest expense (66,906 ) (60,712 )
Loss on early extinguishment of debt (86 )
IPO litigation expense (1,165 )
Income (loss) before income taxes (26,393 ) 56,789
Income tax benefit (expense) 2,794 (1,219 )
Net income (loss) (23,599 ) 55,570
Preferred unit distributions (3,147 ) (702 )
Net (income) loss attributable to non-controlling<br>interests 10,244 (22,222 )
Net income (loss) attributable to common stockholders $ (16,502 ) $ 32,646
Total weighted average shares
Basic 176,299 177,428
Diluted 285,640 298,117
Net income (loss) per share attributable to common stockholders ****
Basic $ (0.09 ) $ 0.18
Diluted $ (0.09 ) $ 0.18

12

LOGO

Empire State Realty Trust, Inc.

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

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

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

Three Months Ended September 30,
2020 2019
Net income (loss) $ (12,269 ) $ 26,784
Preferred unit distributions (1,050 ) (234 )
Real estate depreciation and amortization 43,029 43,303
Impairment charge, net of reimbursement 1,259
FFO attributable to common stockholders andnon-controlling interests 30,969 69,853
Amortization of below-market ground leases 1,957 1,957
Modified FFO attributable to common stockholders andnon-controlling interests 32,926 71,810
Severance expenses 805
IPO litigation expense 1,165
Core FFO attributable to common stockholders andnon-controlling interests $ 34,896 $ 71,810
Total weighted average shares
Basic 280,940 298,151
Diluted 280,940 298,151
FFO per share
Basic $ 0.11 $ 0.23
Diluted $ 0.11 $ 0.23
Modified FFO per share
Basic $ 0.12 $ 0.24
Diluted $ 0.12 $ 0.24
Core FFO per share
Basic $ 0.12 $ 0.24
Diluted $ 0.12 $ 0.24

13

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,
2020 2019
Net income (loss) $ (23,599 ) $ 55,570
Preferred unit distributions (3,147 ) (702 )
Real estate depreciation and amortization 138,555 132,217
Impairment charges, net of reimbursement 5,360
FFO attributable to common stockholders andnon-controlling interests 117,169 187,085
Amortization of below-market ground leases 5,873 5,873
Modified FFO attributable to common stockholders andnon-controlling interests 123,042 192,958
Loss on early extinguishment of debt 86
Severance expenses 3,813
IPO litigation expense 1,165
Core FFO attributable to common stockholders andnon-controlling interests $ 128,106 $ 192,958
Total weighted average shares
Basic 285,640 298,117
Diluted 285,640 298,117
FFO per share
Basic $ 0.41 $ 0.63
Diluted $ 0.41 $ 0.63
Modified FFO per share
Basic $ 0.43 $ 0.65
Diluted $ 0.43 $ 0.65
Core FFO per share
Basic $ 0.45 $ 0.65
Diluted $ 0.45 $ 0.65

14

LOGO

Empire State Realty Trust, Inc.

Condensed Consolidated Balance Sheets

(unaudited and amounts in thousands)

September 30, 2020 December 31, 2019
Assets
Commercial real estate properties, at cost $ 3,134,666 $ 3,109,433
Less: accumulated depreciation (927,517 ) (862,534 )
Commercial real estate properties, net 2,207,149 2,246,899
Cash and cash equivalents 373,088 233,946
Restricted cash 54,865 37,651
Tenant and other receivables 25,853 25,423
Deferred rent receivables 223,886 220,960
Prepaid expenses and other assets 50,773 65,453
Deferred costs, net 207,774 228,150
Acquired below market ground leases, net 346,693 352,566
Right of use assets 29,154 29,307
Goodwill 491,479 491,479
Total assets $ 4,010,714 $ 3,931,834
Liabilities and equity
Mortgage notes payable, net $ 603,178 $ 605,542
Senior unsecured notes, net 973,106 798,392
Unsecured term loan facility, net 387,309 264,640
Accounts payable and accrued expenses 111,918 143,786
Acquired below market leases, net 33,405 39,679
Ground lease liabilities 29,154 29,307
Deferred revenue and other liabilities 77,572 72,015
Tenants’ security deposits 51,257 30,560
Total liabilities 2,266,899 1,983,921
Total equity 1,743,815 1,947,913
Total liabilities and equity $ 4,010,714 $ 3,931,834

15

EX-99.2

Exhibit 99.2

LOGO

EMPIRE STATE REALTY TRUST Supplement Operating

and Financial Data September 30,2020

Third Quarter 2020
Table of Contents Page
--- --- ---
Summary
Company Profile 3
Financial Highlights 4
Selected Property Data
Property Summary Net Operating Income 5
Net Operating Income and Initial Free Rent Burn-Off 6
Leasing Activity 7
Portfolio Expirations and Vacates Summary 9
Property Detail 10
Tenant Lease Expirations 11
Largest Tenants and Portfolio Tenant Diversification by Industry 14
Capital Expenditures and Redevelopment Program 15
Observatory Summary 16
Financial information
Condensed Consolidated Balance Sheets 17
Condensed Consolidated Statements of Operations 18
Core FFO, Modified FFO, FFO, FAD and EBITDA 19
Consolidated Debt Analysis
Debt Summary 20
Debt Detail 21
Debt Maturities 22
Ground Leases 22
Supplemental Definitions 23

Forward-looking Statements

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,” “expects,” “may,” “will,” “should,” “seeks,” “approximately,” “intends,” “plans,” “estimates,” “contemplates,” “aims,” “continues,” “would” or “anticipates” or the negative of these words and phrases or similar words or phrases.

The following factors, among others, could cause actual results and future events to differ materially from those set forth or contemplated in the forward-looking statements: (i) economic, political and social impact of, and uncertainty relating to, the COVID-19 pandemic, including (a) the effectiveness or lack of effectiveness of governmental relief in providing assistance to businesses that have suffered significant declines in revenues as a result of mandatory business shut-downs, “shelter-in-place” or “stay-at-home” orders and social distancing practices, as well as individuals adversely impacted by the COVID-19 pandemic, (b) the duration of any such orders or other formal recommendations for social distancing and the speed and extent to which revenues of the Company’s tenants, particularly retail, and the Observatory recover following the lifting of any such orders or recommendations, (c) the potential impact of any such events on the obligations of the Company’s tenants to make rent and other payments or honor other commitments, including such tenants’ ability to pay rent following the termination of temporary governmental assistance and benefits programs, (d) government moratoriums and/or limits (including temporary closure of certain court systems) which directly or indirectly abridge the enforcement of lease obligations and related guarantees, (e) the potential impact on the Company’s human capital management, including restrained productivity associated with work-from-home and risks associated with employees returning to the office, (f) international and national disruption of travel and tourism with a resulting decline in Observatory visitors, and (g) macroeconomic conditions, such as a disruption of, or lack of access to, the capital markets, and general volatility adversely impacting the market price of the Company’s Class A common stock and publicly-traded partnership units of the Operating Partnership; (ii) resolution of legal proceedings involving the Company; (iii) reduced demand for office or retail space, including as a result of the COVID-19 pandemic; (iv) changes in our business strategy; (v) changes in technology and market competition that affect utilization of our office, retail, broadcast or other facilities; (vi) changes in domestic or international tourism, including due to health crises such as the COVID-19 pandemic, geopolitical events and/or currency exchange rates, which may cause a decline in Observatory visitors; (vii) defaults on, early terminations of, or non-renewal of, leases by tenants; (viii) increases in the Company’s borrowing costs as a result of changes in interest rates and other factors, including the potential phasing out of LIBOR after 2021; (ix) declining real estate valuations and impairment charges; (x) termination or expiration of our ground leases; (xi) 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; (xii) decreased rental rates or increased vacancy rates; (xiii) our failure to redevelop and reposition properties, or to execute any newly planned capital project successfully or on the anticipated timeline or at the anticipated costs; (xiv) difficulties in identifying properties to acquire and completing acquisitions; (xv) risks related to our development projects (including our Metro Tower development site) and capital projects, including the cost of construction delays and cost overruns; (xvi) impact of changes in governmental regulations, tax laws and rates and similar matters; (xvii) our failure to qualify as a REIT; and (xviii) environmental uncertainties and risks related to adverse weather conditions, rising sea levels and natural disasters. For a further discussion of these and other factors that could impact the Company’s future results, performance or transactions, see the section entitled “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 and the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2020, and other risks described in documents subsequently filed by the Company from time to time with the Securities and Exchange Commission.

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

Page 2

Third Quarter 2020

COMPANY PROFILE

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

BOARD OF DIRECTORS

Anthony E. Malkin Chairman, President and Chief Executive Officer
Leslie D. Biddle Director, Chair of the Compensation Committee
Thomas J. DeRosa Director
Steven J. Gilbert Director, Lead Independent Director
S. Michael Giliberto Director, Chair of Audit Committee and Finance Committee
Patricia S. Han Director
R. Paige Hood Director
James D. Robinson IV Director, Chair of Nominating/Corporate Governance Committee

EXECUTIVEMANAGEMENT

Anthony E. Malkin Chairman, President and Chief Executive Officer
Christina Chiu Executive Vice President and Chief Financial Officer
Thomas P. Durels Executive Vice President, Real Estate
Thomas N. Keltner, Jr. Executive Vice President, General Counsel and Secretary

COMPANY INFORMATION

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

RESEARCH COVERAGE

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

Page 3

Third Quarter 2020<br><br><br>Financial Highlights<br><br><br>(unaudited and dollars in thousands, except per share amounts)
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Selected Items: June 30, 2020 March 31, 2020 December 31, 2019 September 30, 2019
Revenue 146,575 $ 141,030 $ 170,224 $ 194,933 $ 192,873
Net income (loss) (12,269 ) $ (19,618 ) $ 8,288 $ 28,720 $ 26,784
Cash net operating income (1) 73,037 $ 78,368 $ 81,528 $ 103,992 $ 98,757
Core funds from operations (“Core FFO”) (1) 34,896 $ 39,498 $ 53,712 $ 74,935 $ 71,810
Core funds available for distribution (“Core FAD”) (1) 24,083 $ 37,786 $ 37,738 $ 41,903 $ 54,650
Core FFO per share—diluted 0.12 $ 0.14 $ 0.18 $ 0.25 $ 0.24
Diluted weighted average shares 280,940,000 283,384,000 292,645,000 296,852,000 298,151,000
Dividends declared and paid per share $ 0.105 $ 0.105 $ 0.105 $ 0.105
Portfolio Statistics:
Number of properties 20 20 20 20 20
Total rentable square footage 10,136,793 10,132,492 10,135,413 10,138,057 10,134,495
Percent occupied (2) 85.9 % 85.6 % 88.7 % 88.6 % 89.4 %
Percent leased (3) 89.7 % 89.6 % 91.1 % 91.2 % 91.7 %
Observatory Metrics:
Number of visitors (4) 30,000 422,000 894,000 1,042,000
Change in visitors year over year (97.1 %) N/A (29.8 %) (5.5 %) (10.7 %)
Observatory revenues (5) 4,419 $ 86 $ 19,544 $ 37,730 $ 37,575
Change in revenues year over year (88.2 %) N/A (5.0 %) 9.2 % (6.6 %)
Ratios:
Debt to Total Market Capitalization<br>(6) 51.6 % 54.3 % 47.8 % 28.2 % 27.7 %
Net Debt to Total Market Capitalization<br>(6) 46.3 % 43.7 % 35.5 % 25.2 % 24.1 %
Debt and Perpetual Preferred Units to Total Market Capitalization (6) 53.9 % 56.2 % 49.5 % 29.7 % 28.2 %
Net Debt and Perpetual Preferred Units to Total Market Capitalization (6) 48.9 % 46.1 % 37.6 % 26.8 % 24.5 %
Debt to Adjusted EBITDA (7) 6.9x 7.9x 7.3x 4.8x 4.6x
Net Debt to Adjusted EBITDA (7) 5.6x 5.2x 4.4x 4.1x 3.8x
Interest Coverage Ratio 2.9x 2.6x 4.3x 5.0x 4.8x
Core FFO Payout Ratio (8) 0 % 83 % 61 % 43 % 45 %
Core FAD Payout Ratio (9) 0 % 86 % 87 % 76 % 59 %
Class A common stock price at quarter end 6.12 $ 7.00 $ 8.96 $ 13.96 $ 14.27
Average closing price 6.49 $ 7.72 $ 12.24 $ 14.04 $ 14.12
Dividends per share—annualized $ 0.42 $ 0.42 $ 0.42 $ 0.42
Dividend yield (10) 0.0 % 6.0 % 4.7 % 3.0 % 2.9 %
Series 2013 Private Perpetual Preferred Units outstanding (16.62 liquidation value) 1,560,360 1,560,360 1,560,360 1,560,360 1,560,360
Series 2019 Private Perpetual Preferred Units outstanding (13.52 liquidation value) 4,664,038 4,664,038 4,664,038 4,610,383
Class A common stock 171,981,257 172,332,358 176,112,860 180,877,597 179,131,090
Class B common stock 1,010,832 1,014,221 1,015,149 1,016,799 1,018,463
Operating partnership units 115,383,860 117,475,995 120,548,216 117,757,653 124,107,019
Total common stock and operating partnership units outstanding (11) 288,375,949 290,822,574 297,676,225 299,652,049 304,256,572

All values are in US Dollars.

Notes:

(1) Represents non-GAAP financial measures. For a discussion on what these metrics represent and why the Company<br>presents them, see page 23 and for a reconciliation of these metrics to net income, see pages 5 and 19.
(2) Based on leases signed and commenced as of end of period.
--- ---
(3) Represents occupancy and includes signed leases not commenced.
--- ---
(4) Reflects the number of visitors who pass through the turnstile, excluding visitors who make a second visit on<br>the same ticket at no additional charge.
--- ---
(5) Observatory revenues include the fixed license fee received from WDFG North America, the Observatory gift shop<br>operator. See page 16.
--- ---
(6) Market capitalization represents the sum of (i) Company’s common stock per share price as of September 30,<br>2020 multiplied by the total outstanding number of shares of common stock and operating partnership units as of September 30, 2020; (ii) the number of Series 2014 perpetual preferred units at September 30, 2020 multiplied by $16.62, (iii) the number<br>of Series 2019 perpetual preferred units at September 30, 2020 multiplied by $13.52, and (iv) our outstanding indebtedness as of September 30, 2020.
--- ---
(7) Calculated based on trailing 12 months Adjusted EBITDA.
--- ---
(8) Represents the amount of Core FFO paid out in distributions.
--- ---
(9) Represents the amount of Core FAD paid out in distributions.
--- ---
(10) Based on the closing price per share of Class A common stock on September 30, 2020.
--- ---
(11) As of September 30, 2020, the Company has had conversions from operating partnership units and Class B common<br>shares to Class A common shares totaling 59.0 million shares or approximately $361 million at a closing share price of $6.12. This represents a 72% increase in the number of Class A shares since the IPO.
--- ---

Page 4

Third Quarter 2020<br><br><br>Property Summary - Same Store Net Operating Income (“NOI”) by Quarter<br><br><br>(unaudited and dollars in thousands)
Three Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
September 30,2020 June 30, 2020 March 31, 2020 December 31,2019 September 30,2019
Same Store Total Portfolio
Revenues $ 140,698 $ 139,610 $ 150,123 $ 155,664 $ 152,633
Operating expenses (67,363 ) (61,661 ) (73,053 ) (76,051 ) (79,824 )
Same store property NOI 73,335 77,949 77,070 79,613 72,809
Straight-line rent (395 ) 2,710 (8,193 ) (6,276 ) (5,174 )
Above/below-market rent revenue amortization (679 ) (1,366 ) (908 ) (1,530 ) (1,682 )
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 $ 74,218 **** $ 81,251 **** $ 69,927 **** $ 73,765 **** $ 67,910 ****
Percent increase over prior year **** 9.3 % **** 18.0 % **** 4.8 % **** 6.9 % **** 2.0 %
Property cash NOI $ 74,218 $ 81,251 $ 69,927 $ 73,765 $ 67,910
Observatory cash NOI (1,512 ) (3,916 ) 11,390 28,987 28,486
Lease termination fees 331 1,033 211 1,240 2,361
Total portfolio same store cash NOI $ 73,037 $ 78,368 $ 81,528 $ 103,992 $ 98,757
Same Store Manhattan Office Portfolio^(1)^
Revenues $ 121,348 $ 119,445 $ 128,909 $ 132,672 $ 130,214
Operating expenses (57,642 ) (52,619 ) (62,670 ) (65,509 ) (68,516 )
Same store property NOI 63,706 66,826 66,239 67,163 61,698
Straight-line rent (380 ) 1,774 (8,338 ) (6,705 ) (5,319 )
Above/below-market rent revenue amortization (679 ) (1,366 ) (908 ) (1,530 ) (1,682 )
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 64,604 69,192 58,951 60,886 56,654
Lease termination fees 282 863 159 995 835
Total same store property cash NOI $ 64,886 $ 70,055 $ 59,110 $ 61,881 $ 57,489
Same Store Greater New York Metropolitan Area Office Portfolio
Revenues $ 15,930 $ 16,529 $ 16,915 $ 18,771 $ 18,137
Operating expenses (7,870 ) (7,230 ) (8,479 ) (8,663 ) (9,373 )
Same store property NOI 8,060 9,299 8,436 10,108 8,764
Straight-line rent 23 331 12 285 (42 )
Above/below-market rent revenue amortization
Below-market ground lease amortization
Total same store property cash NOI—excluding lease termination fees 8,083 9,630 8,448 10,393 8,722
Lease termination fees 49 170 52 245 710
Total same store property cash NOI $ 8,132 $ 9,800 $ 8,500 $ 10,638 $ 9,432
Same Store Standalone Retail Portfolio
Revenues $ 3,420 $ 3,636 $ 4,299 $ 4,221 $ 4,282
Operating expenses (1,851 ) (1,812 ) (1,904 ) (1,879 ) (1,935 )
Same store property NOI 1,569 1,824 2,395 2,342 2,347
Straight-line rent (38 ) 605 133 144 187
Above/below-market rent revenue amortization
Below-market ground lease amortization
Total same store property cash NOI—excluding lease termination fees 1,531 2,429 2,528 2,486 2,534
Lease termination fees 816
Total same store property cash NOI $ 1,531 $ 2,429 $ 2,528 $ 2,486 $ 3,350

Note:

(1) Includes 506,452 rentable square feet of retail space in the Company’s nine Manhattan office properties.<br>

Page 5

Third Quarter 2020<br><br><br>Net Operating Income (“NOI”), Initial Free Rent Burn-Off and Signed Leases Not Commenced<br><br><br>(unaudited and dollars in thousands)
Three Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Reconciliation of Net Income to NOI and Cash NOI September 30,2020 June 30, 2020 March 31,2020 December 31,2019 September 30,2019
Net income (loss) $ (12,269 ) $ (19,618 ) $ 8,288 $ 28,720 $ 26,784
Add:
General and administrative expenses 14,517 18,149 15,951 16,618 14,421
Depreciation and amortization 44,733 52,783 46,093 46,409 44,260
Interest expense 23,360 23,928 19,704 18,534 19,426
Income tax expense (benefit) 38 (2,450 ) (382 ) 1,210 1,338
Impairment charges 1,259 4,101
IPO litigation expense 1,165
Less:
Third-party management and other fees (283 ) (301 ) (346 ) (299 ) (304 )
Interest income (366 ) (1,526 ) (637 ) (1,352 ) (2,269 )
Net operating income 72,154 75,066 88,671 109,840 103,656
Straight-line rent (395 ) 2,710 (8,193 ) (6,276 ) (5,174 )
Above/below-market rent revenue amortization (679 ) (1,366 ) (908 ) (1,530 ) (1,682 )
Below-market ground lease amortization 1,957 1,958 1,958 1,958 1,957
Total cash NOI—including Observatory and lease termination income 73,037 78,368 81,528 103,992 98,757
Less: Observatory NOI 1,512 3,916 (11,390 ) (28,987 ) (28,486 )
Less: Lease termination income (331 ) (1,033 ) (211 ) (1,240 ) (2,361 )
Total property cash NOI—excluding Observatory and lease termination income $ 74,218 $ 81,251 $ 69,927 $ 73,765 $ 67,910

Burn-off of Free Rent and Signed Leases Not Commenced

Incremental<br>Annual<br>Revenue Base Cash Rent Contributing to Cash NOI in the Following Years
Total Portfolio 2020 2021 2022 2023
Commenced leases in free rent period $ 7,351 $ 406 $ 5,955 $ 7,351 $ 7,351
Signed leases not commenced 28,590 132 5,645 20,912 25,382
Total $ 35,941 $ 538 $ 11,600 $ 28,263 $ 32,733

Commenced leases in free rent period

Square<br>Feet Cash<br>Rent Date Incremental<br>Annual<br>Revenue Base Cash Rent Contributing to Cash NOI in the Following Years
2020 2021 2022 2023
Fourth quarter 2020 - 12 leases 78,302 Oct. 2020 - Dec. 2020 $ 2,921 $ 406 ^(1)^ $ 2,921 $ 2,921 $ 2,921
First quarter 2021 - 8 leases 58,626 Jan. 2021 - Mar. 2021 1,928 1,736 1,928 1,928
Second quarter 2021 - 4 leases 41,495 Apr. 2021 - June 2021 2,502 1,298 2,502 2,502
$ 7,351 $ 406 **** $ 5,955 $ 7,351 $ 7,351

Signed leases not commenced (“SLNC”)

Square Expected Base Rent Commencement IncrementalAnnual Base Cash Rent Contributing to Cash NOI in the Following Years
Tenant Feet GAAP Cash Revenue ^(2)^ 2020 2021 2022 2023
Winged Keel Group, Inc. 12,724 Jan. 2021 Mar. 2022 $ 920 $ $ $ 761 $ 920
Uber Technologies, Inc. 32,927 Jan. 2021 May 2021 2,300 1,530 2,300 2,300
Concord Music Group, Inc. 46,329 Jan. 2021 Nov. 2021 2,870 396 2,870 2,870
Sanne Group U.S. LLC 20,865 Jul. 2021 Jul. 2021 1,380 670 1,380 1,380
Berkley Insurance Company 63,173 Sept. 2021 Apr. 2023 2,870 2,143
Starbucks Corporation 22,916 Feb. 2022 Feb. 2022 900 820 900
LinkedIn Corporation:
LinkedIn Corporation 52,939 May 2021 Jan. 2022 3,870 216 3,870 3,870
LinkedIn Corporation 52,666 Nov. 2021 Nov. 2021 3,840 630 3,840 3,840
LinkedIn Corporation 52,574 Jul. 2022 Jul. 2022 3,840 1,908 3,840
LinkedIn Corporation 30,283 Dec. 2022 Oct. 2023 670 165
Target 32,579 June 2024 Oct. 2024 1,970
Other SLNC 39,423 Oct. 2020 - May 2021 Oct. 2020 - Oct. 2021 3,160 132 2,203 3,163 3,154
Total 459,398 $ 28,590 $ 132 $ 5,645 $ 20,912 $ 25,382

Notes:

(1) As an example, the 2020 amount represents cash revenue contributing from the cash rent commencement date of<br>October 2020 through December 2020. The full annual amount is realized in 2021.
(2) Reflects new annual rent less annual rent from existing tenant in the space.
--- ---

Page 6

Third Quarter 2020<br><br><br>Property Summary - Leasing Activity by Quarter<br><br><br>(unaudited)
Three Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
September 30,<br>2020 June 30, 2020 March 31, 2020 December 31, 2019 September 30,<br>2019
Total Portfolio
Total leases executed 18 19 35 47 25
Weighted average lease term 8.1 years 6.1 years 6.8 years 8.6 years 10.7 years
Average free rent period 5.9 months 4.4 months 4.1 months 5.3 months 6.9 months
Office
Total square footage executed 242,323 99,229 117,481 313,027 374,256
Average cash rent psf—leases executed $ 50.98 $ 52.82 $ 57.29 $ 59.74 $ 62.83
Previously escalated cash rents psf $ 53.74 $ 51.40 $ 52.43 $ 54.02 $ 51.10
Percentage of new cash rent over previously escalated rents (5.1 %) 2.8 % 9.3 % 10.6 % 23.0 %
Retail
Total square footage executed 5,126 14,202 31,662 32,579 14,430
Average cash rent psf—leases executed $ 53.68 $ 145.58 $ 101.03 $ 122.78 $ 141.68
Previously escalated cash rents psf $ 55.15 $ 158.58 $ 108.81 $ 60.79 $ 104.66
Percentage of new cash rent over previously escalated rents (2.7 %) (8.2 %) (7.1 %) 102.0 % 35.4 %
Total Portfolio
Total square footage executed **** 247,449 **** **** 113,431 **** **** 149,143 **** **** 345,606 **** **** 388,686 ****
Average cash rent psf—leases executed $ 51.04 **** $ 64.43 **** $ 66.58 **** $ 65.68 **** $ 65.76 ****
Previously escalated cash rents psf $ 53.77 **** $ 64.82 **** $ 64.40 **** $ 54.66 **** $ 53.09 ****
Percentage of new cash rent over previously escalated rents **** (5.1 %) **** -0.6 % **** 3.4 % **** 20.2 % **** 23.9 %
Leasing commission costs per square foot $ 7.31 **** $ 13.52 **** $ 20.19 **** $ 19.84 **** $ 23.75 ****
Tenant improvement costs per square foot **** 41.78 **** **** 21.68 **** **** 100.79 **** **** 55.65 **** **** 65.59 ****
Total LC and TI per square foot<br>^(2)^ $ 49.09 **** $ 35.20 **** $ 120.98 **** $ 75.49 **** $ 89.34 ****
Occupancy 85.9 % 85.6 % 88.7 % 88.6 % 89.4 %
Manhattan Office Portfolio^(1)^
Total leases executed 9 13 26 36 18
Office—New Leases
Total square footage executed 130,783 24,859 63,153 170,247 266,769
Average cash rent psf—leases executed $ 51.93 $ 66.94 $ 62.78 $ 64.82 $ 71.36
Previously escalated cash rents psf $ 48.56 $ 61.55 $ 52.56 $ 52.12 $ 53.83
Percentage of new cash rent over previously escalated rents 6.9 % 8.7 % 19.4 % 24.4 % 32.6 %
Office—Renewal Leases
Total square footage executed 6,049 27,123 30,712 54,345 18,826
Average cash rent psf—leases executed $ 50.48 $ 58.35 $ 60.20 $ 66.62 $ 53.83
Previously escalated cash rents psf $ 60.61 $ 58.39 $ 60.02 $ 66.27 $ 53.64
Percentage of new cash rent over previously escalated rents (16.7 %) (0.1 %) 0.3 % 0.5 % 0.4 %
Retail—New and Renewal Leases
Total square footage executed 5,126 10,702 26,432 14,430
Average cash rent psf—leases executed $ 53.68 $ 149.50 $ 76.73 $ $ 141.68
Previously escalated cash rents psf $ 55.15 $ 150.16 $ 103.75 $ $ 104.66
Percentage of new cash rent over previously escalated rents (2.7 %) (0.4 %) (26.0 %) 0.0 % 35.4 %
Total Manhattan Office Portfolio
Total square footage executed **** 141,958 **** **** 62,684 **** **** 120,297 **** **** 224,592 **** **** 300,025 ****
Average cash rent psf—leases executed $ 51.93 **** $ 77.32 **** $ 65.19 **** $ 65.26 **** $ 73.64 ****
Previously escalated cash rents psf $ 49.31 **** $ 75.31 **** $ 65.71 **** $ 55.54 **** $ 56.26 ****
Percentage of new cash rent over previously escalated rents **** 5.3 % **** 2.7 % **** -0.8 % **** 17.5 % **** 30.9 %
Leasing commission costs per square foot $ 3.80 **** $ 19.84 **** $ 20.57 **** $ 19.81 **** $ 28.93 ****
Tenant improvement costs per square foot **** 17.36 **** **** 39.23 **** **** 107.77 **** **** 70.39 **** **** 78.31 ****
Total LC and TI per square foot<br>^(2)^ $ 21.16 **** $ 59.07 **** $ 128.34 **** $ 90.20 **** $ 107.24 ****
Occupancy 86.9 % 86.8 % 89.8 % 89.7 % 89.6 %

Page 7

Third Quarter 2020<br><br><br>Property Summary - Leasing Activity by Quarter - (Continued)<br><br><br>(unaudited)
Three Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
September 30,<br>2020 June 30, 2020 March 31,2020 December 31,2019 September 30,<br>2019
Greater New York Metropolitan Area Office Portfolio
Total leases executed 9 5 7 10 7
Total square footage executed 105,491 47,247 23,616 88,435 88,661
Average cash rent psf—leases executed $ 49.84 $ 42.21 $ 38.85 $ 45.73 $ 39.08
Previously escalated cash rents psf $ 59.77 $ 42.04 $ 42.23 $ 50.15 $ 42.36
Percentage of new cash rent over previously escalated rents (16.6 %) 0.4 % (8.0 %) (8.8 %) (7.7 %)
Leasing commission costs per square foot $ 12.02 $ 5.78 $ 7.34 $ 8.00 $ 6.22
Tenant improvement costs per square foot 74.65 51.56 26.02 22.53
Total LC and TI per square foot ^(2)^ $ 86.67 $ 5.78 $ 58.90 $ 34.02 $ 28.75
Occupancy 80.1 % 79.1 % 83.0 % 83.0 % 88.0 %
Standalone Retail Portfolio
Total leases executed 1 2 1
Total square footage executed 3,500 5,230 32,579
Average cash rent psf—leases executed $ $ 133.59 $ 223.86 $ 122.78 $
Previously escalated cash rents psf $ $ 184.31 $ 134.41 $ 60.79 $
Percentage of new cash rent over previously escalated rents 0.0 % (27.5 %) 66.5 % 102.0 % 0.0 %
Leasing commission costs per square foot $ $ 4.71 $ 69.53 $ 52.21 $
Tenant improvement costs per square foot 162.60 34.47
Total LC and TI per square foot ^(2)^ $ $ 4.71 $ 232.13 $ 86.68 $
Occupancy 95.2 % 95.2 % 95.2 % 93.7 % 93.7 %

Notes:

(1) Includes 506,453 rentable square feet of retail space in the Company’s nine Manhattan office properties.<br>
(2) Presents all tenant improvement and leasing commission costs as if they were incurred in the period in which<br>the lease was signed, which may be different than the period in which they were actually paid.
--- ---

Page 8

Third Quarter 2020<br><br><br>Total Portfolio Expirations and Vacates Summary<br><br><br>(unaudited and in square feet)
Actual Forecast ^(1)^ Forecast ^(1)^
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Three Months Ended Three Months Ended
September 30,2020 December 31,2020 March 31,2021 June 30, 2021 September 30,2021 December 31,2021 Full Year2021
Total Portfolio ^(2)^
Total expirations 151,647 186,324 90,597 168,001 170,439 198,238 627,275
Less: broadcasting (906 ) (1,659 ) (1,049 ) (1,049 )
Office and retail expirations 150,741 184,665 90,597 166,952 170,439 198,238 626,226
Renewal & relocations ^(3)^ 23,492 64,001 33,623 16,652 95,694 22,436 168,405
Short-term renewals ^(4)^
New leases ^(5)^ 7,823 9,030 5,309 11,254 16,563
Tenant vacates ^(6)^ 112,393 86,607 39,014 88,565 33,060 132,715 293,354
Intentional vacates ^(7)^ 7,033 18,272 5,926 5,926
Holdover ^(8)^
Unknown ^(9)^ 7,055 12,651 55,809 41,685 31,833 141,978
Total Portfolio expirations and vacates 150,741 184,965 90,597 166,952 170,439 198,238 626,226
Manhattan Office Portfolio
Total expirations 136,248 135,089 45,272 133,243 100,516 123,496 402,527
Less: broadcasting (906 ) (1,659 ) (1,049 ) (1,049 )
Office expirations 135,342 133,430 45,272 132,194 100,516 123,496 401,478
Renewal & relocations ^(3)^ 13,235 49,335 5,441 10,765 57,986 2,484 76,676
Short-term renewals ^(4)^
New leases ^(5)^ 7,823 9,030 5,309 11,254 16,563
Tenant vacates ^(6)^ 107,251 64,001 24,576 88,565 23,274 86,278 222,693
Intentional vacates ^(7)^ 7,033 4,009 5,926 5,926
Holdover ^(8)^
Unknown ^(9)^ 7,055 9,946 26,938 19,256 23,480 79,620
Total expirations and vacates 135,342 133,430 45,272 132,194 100,516 123,496 401,478
Greater New York Metropolitan Area Office Portfolio ****
Office expirations 15,399 31,099 32,007 31,767 63,354 74,742 201,870
Renewal & relocations ^(3)^ 10,257 9,561 23,428 2,896 31,139 19,952 77,415
Short-term renewals ^(4)^
New leases ^(5)^
Tenant vacates ^(6)^ 5,142 14,712 6,039 9,786 46,437 62,262
Intentional vacates ^(7)^ 6,826
Holdover ^(8)^
Unknown ^(9)^ 2,540 28,871 22,429 8,353 62,193
Total expirations and vacates 15,399 31,099 32,007 31,767 63,354 74,742 201,870
Retail Portfolio
Retail expirations 20,436 13,318 2,991 6,569 22,878
Renewal & relocations ^(3)^ 5,105 4,754 2,991 6,569 14,314
Short-term renewals ^(4)^
New leases ^(5)^
Tenant vacates ^(6)^ 7,894 8,399 8,399
Intentional vacates ^(7)^ 7,437
Holdover ^(8)^
Unknown ^(9)^ 165 165
Total expirations and vacates 20,436 13,318 2,991 6,569 22,878

Notes:

(1) These forecasts, which are subject to change, are based on management’s expectations, including, among<br>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<br>vacated or renewed, and thus it would be double counted if periods were cumulated. “Forecast” avoids double counting.
--- ---
(3) For forecasted periods, “Renewals” assume tenants renew their existing leases in all or a portion of<br>their current spaces, and “Relocations” assume tenants move within a building or within the Company’s portfolio.
--- ---
(4) Represents tenants which signed renewal leases for a term of less than six months and reappear in forecast<br>periods in 2020.
--- ---
(5) For forecasted periods, “New Leases” represents leases that have been signed with a new tenant, a<br>subtenant who signed a direct lease or a tenant who expanded. The lease commencement dates are provided on page 6. There may be downtime between the lease expiration and the new lease commencement.
--- ---
(6) For forecasted periods, “Tenant Vacates” assumes a tenant elects not to renew at the end of their<br>existing lease or exercises an early termination option.
--- ---
(7) For forecasted periods, “Intentional Vacates” assumes the Company decides not to renew tenant at the<br>end of their existing lease due to anticipated future redevelopment or for other reasons.This also may include early lease terminations.
--- ---
(8) Holdover represents a tenant that remains in its space, paying rent after the expiration of its lease, but is<br>not anticipated to continue doing so on a monthly basis. These tenants may reappear in forecast periods in 2020.
--- ---
(9) For forecasted periods, “Unknown” represents tenants’ existing leases which do not fall into any<br>of the above categories: Renewals & Relocations, New Leases, Tenant Vacates or Intentional Vacates and tenants’ whose intention is unknown.
--- ---

Page 9

Third Quarter 2020<br><br><br>Property Detail<br><br><br>(unaudited)
AnnualizedRent
--- --- --- --- --- --- --- --- --- --- --- --- ---
Property Name Location or Sub-Market RentableSquare Feet ^(1)^ PercentOccupied ^(2)^ AnnualizedRent ^(3)^ per OccupiedSquare Foot ^(4)^ Number ofLeases ^(5)^
Manhattan Office Properties—Office
The Empire State Building ^(6)^ Penn Station -Times Sq. South 2,710,823 88.1 % $ 146,550,142 $ 61.37 160
One Grand Central Place Grand Central 1,247,532 84.9 % 63,054,451 59.57 173
1400 Broadway ^(8)^ Penn Station -Times Sq. South 916,834 89.7 % 45,082,860 54.85 25
111 West 33rd Street ^(9)^ Penn Station -Times Sq. South 641,034 97.5 % 38,724,599 61.99 23
250 West 57th Street Columbus Circle - West Side 474,120 70.4 % 21,193,319 63.54 34
501 Seventh Avenue Penn Station -Times Sq. South 461,871 80.8 % 18,646,773 49.95 24
1359 Broadway Penn Station -Times Sq. South 455,910 94.1 % 24,014,932 55.96 31
1350 Broadway ^(10)^ Penn Station -Times Sq. South 372,955 84.6 % 19,058,090 60.42 53
1333 Broadway Penn Station -Times Sq. South 295,530 81.9 % 13,615,249 56.25 10
Manhattan Office Properties—Office **** 7,576,609 **** 86.9 % **** 389,940,413 **** 59.20 **** 533
Manhattan Office Properties—Retail
The Empire State Building ^(7)^ Penn Station -Times Sq. South 99,572 46.7 % 11,232,321 241.33 11
One Grand Central Place Grand Central 68,733 100.0 % 8,660,502 126.00 14
1400 Broadway ^(8)^ Penn Station -Times Sq. South 20,176 77.2 % 2,077,405 133.41 7
112 West 34th Street ^(9)^ Penn Station -Times Sq. South 90,132 100.0 % 23,355,572 259.13 4
250 West 57th Street Columbus Circle - West Side 67,927 100.0 % 10,385,951 152.90 8
501 Seventh Avenue Penn Station -Times Sq. South 33,632 87.3 % 2,063,501 70.29 8
1359 Broadway Penn Station -Times Sq. South 27,506 92.9 % 1,927,950 75.41 5
1350 Broadway ^(10)^ Penn Station -Times Sq. South 31,774 95.6 % 7,255,064 238.74 5
1333 Broadway Penn Station -Times Sq. South 67,001 100.0 % 9,453,204 141.09 4
Manhattan Office Properties—Retail **** 506,453 **** 87.1 % **** 76,411,470 **** 173.18 **** 66
Sub-Total/Weighted Average Manhattan Office Properties—Office andRetail **** 8,083,062 **** 86.9 % **** 466,351,883 **** 66.36 **** 599
Greater New York Metropolitan Area Office Properties
First Stamford Place ^(11)^ Stamford, CT 778,993 85.5 % 29,387,289 44.10 43
Metro Center Stamford, CT 286,606 71.1 % 12,166,650 59.70 20
383 Main Avenue Norwalk, CT 260,546 56.1 % 4,325,618 29.60 22
500 Mamaroneck Avenue Harrison, NY 287,157 85.1 % 7,380,365 30.20 29
10 Bank Street White Plains, NY 234,941 93.3 % 7,994,851 36.47 33
Sub-Total/Weighted Average Greater New York Metropolitan Area OfficeProperties **** 1,848,243 **** 80.1 % **** 61,254,773 **** 41.39 **** 147
Standalone Retail Properties
10 Union Square Union Square 57,984 94.7 % 6,671,112 121.51 11
1542 Third Avenue Upper East Side 56,250 100.0 % 4,191,658 74.52 4
1010 Third Avenue Upper East Side 44,662 100.0 % 3,634,510 81.38 2
77 West 55th Street Midtown 25,388 100.0 % 2,822,154 111.16 3
69-97 Main Street Westport, CT 16,874 59.7 % 1,116,593 110.83 3
103-107 Main Street Westport, CT 4,330 100.0 % 775,702 179.15 1
Sub-Total/Weighted Average Standalone Retail Properties **** 205,488 **** 95.2 % **** 19,211,729 **** 98.22 **** 24
Portfolio Total **** 10,136,793 **** 85.9 % $ 546,818,385 $ 62.83 **** 770
Total/Weighted Average Office Properties **** 9,424,852 **** 85.6 % $ 451,195,186 $ 55.93 **** 680
Total/Weighted Average Retail Properties **** 711,941 **** 89.4 % **** 95,623,199 **** 150.16 **** 90
Portfolio Total **** 10,136,793 **** 85.9 % $ 546,818,385 $ 62.83 **** 770

Notes:

(1) Excludes (i) 194,929 square feet of space across the Company’s portfolio attributable to building<br>management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.
(2) Based on leases signed and commenced as of September 30, 2020.
--- ---
(3) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.<br>
--- ---
(4) Represents annualized rent under leases commenced as of September 30, 2020 divided by occupied square feet.<br>
--- ---
(5) Represents the number of leases at each property or on a portfolio basis. If a tenant has more than one lease,<br>whether or not at the same property, but with different expirations, the number of leases is calculated equal to the number of leases with different expirations.
--- ---
(6) Includes 38,912 rentable square feet of space leased by the Company’s broadcasting tenants.<br>
--- ---
(7) Includes 5,300 rentable square feet of space leased by WDFG North America, a licensee of the Company’s<br>observatory.
--- ---
(8) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension<br>rights available to the Company, of approximately 43 years (expiring December 31, 2063).
--- ---
(9) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension<br>rights available to the Company, of approximately 57 years (expiring May 31, 2077).
--- ---
(10) Denotes a ground leasehold interest in the property with a remaining term, including unilateral extension<br>rights available to the Company, of approximately 30 years (expiring July 31, 2050).
--- ---
(11) First Stamford Place consists of three buildings.
--- ---

Page 10

Third Quarter 2020<br><br><br>Tenant Lease Expirations<br><br><br>(unaudited)
Total Lease Expirations Number ofLeasesExpiring ^(1)^ RentableSquare FeetExpiring ^(2)^ Percent ofPortfolioRentableSquareFeetExpiring AnnualizedRent ^(3)^ Percent ofAnnualizedRent AnnualizedRent PerRentableSquare<br>Foot
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Available 1,046,093 10.3 % $ 0.0 % $
Signed leases not commenced 13 387,258 3.8 % 0.0 %
3Q 2020 ^(4)^ 19 109,755 1.1 % 5,812,835 1.1 % 52.96
4Q 2020 25 153,986 1.5 % 8,785,928 1.6 % 57.06
Total 2020 44 263,741 2.6 % 14,598,763 2.7 % 55.35
1Q 2021 28 90,597 0.9 % 6,737,835 1.2 % 74.37
2Q 2021 25 168,001 1.7 % 9,128,562 1.7 % 54.34
3Q 2021 28 170,439 1.7 % 10,172,162 1.9 % 59.68
4Q 2021 23 198,238 2.0 % 10,022,026 1.8 % 50.56
Total 2021 104 627,275 6.2 % 36,060,585 6.6 % 57.49
2022 109 568,108 5.6 % 36,928,982 6.8 % 65.00
2023 97 738,457 7.3 % 45,626,160 8.3 % 61.79
2024 83 804,074 7.9 % 49,591,353 9.1 % 61.68
2025 79 502,269 5.0 % 36,681,375 6.7 % 73.03
2026 56 734,397 7.2 % 40,151,257 7.3 % 54.67
2027 54 587,594 5.8 % 35,558,870 6.5 % 60.52
2028 33 1,053,272 10.4 % 57,589,571 10.5 % 54.68
2029 36 881,538 8.7 % 62,637,217 11.5 % 71.05
2030 31 699,744 6.9 % 44,263,091 8.1 % 63.26
Thereafter 45 1,242,973 12.3 % 87,131,161 15.9 % 70.10
Total 784 10,136,793 100.0 % $ 546,818,385 100.0 % $ 62.83
Manhattan Office Properties^(5)^
Available 686,905 9.1 % $ 0.0 % $
Signed leases not commenced 9 303,011 4.0 % 0.0 %
3Q 2020 ^(4)^ 14 98,484 1.3 % 5,217,303 1.3 % 52.98
4Q 2020 19 113,722 1.5 % 5,629,792 1.4 % 49.50
Total 2020 33 212,206 2.8 % 10,847,095 2.8 % 51.12
1Q 2021 15 45,272 0.6 % 2,621,869 0.7 % 57.91
2Q 2021 20 133,243 1.8 % 7,308,829 1.9 % 54.85
3Q 2021 15 100,516 1.3 % 6,416,128 1.6 % 63.83
4Q 2021 15 123,496 1.6 % 6,835,170 1.8 % 55.35
Total 2021 65 402,527 5.3 % 23,181,996 5.9 % 57.59
2022 80 384,046 5.1 % 22,985,349 5.9 % 59.85
2023 73 534,502 7.1 % 32,131,609 8.2 % 60.12
2024 61 573,569 7.6 % 34,475,124 8.8 % 60.11
2025 48 311,075 4.1 % 19,715,160 5.1 % 63.38
2026 38 529,247 7.0 % 30,461,096 7.8 % 57.56
2027 40 447,844 5.9 % 25,978,450 6.7 % 58.01
2028 20 944,700 12.5 % 52,880,678 13.6 % 55.98
2029 23 629,621 8.3 % 37,157,974 9.5 % 59.02
2030 20 594,932 7.9 % 35,034,690 9.0 % 58.89
Thereafter 32 1,022,424 13.3 % 65,091,192 16.7 % 63.66
Total Manhattan office properties 542 7,576,609 100.0 % $ 389,940,413 100.0 % $ 59.20

Notes:

(1) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease<br>count and square footage).
(2) Excludes (i) 194,929 rentable square feet of space across the Company portfolio attributable to building<br>management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.
--- ---
(3) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.<br>
--- ---
(4) Represents leases that are included in occupancy as of September 30, 2020 and expire on September 30, 2020.<br>
--- ---
(5) Excludes (i) retail space in the Company’s Manhattan office properties and (ii) the Empire State Building<br>broadcasting licenses and observatory operations.
--- ---

Page 11

Third Quarter 2020<br><br><br>Tenant Lease Expirations<br><br><br>(unaudited)
Greater New York MetropolitanArea OfficeProperties Number ofLeasesExpiring ^(1)^ RentableSquareFeetExpiring ^(2)^ Percent ofPortfolioRentableSquareFeetExpiring AnnualizedRent ^(3)^ Percent ofAnnualizedRent AnnualizedRent PerRentableSquareFoot
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Available 312,172 16.9 % $ 0.0 % $
Signed leases not commenced 1 56,146 3.0 % 0.0 %
3Q 2020 ^(4)^ 2 400 0.0 % 7,577 0.0 % 18.94
4Q 2020 4 30,699 1.7 % 1,300,564 2.1 % 42.37
Total 2020 6 31,099 1.7 % 1,308,141 2.1 % 42.06
1Q 2021 9 32,007 1.7 % 1,503,529 2.5 % 46.98
2Q 2021 3 31,767 1.7 % 1,534,092 2.5 % 48.29
3Q 2021 10 63,354 3.4 % 2,735,628 4.5 % 43.18
4Q 2021 8 74,742 4.0 % 3,186,856 5.2 % 42.64
Total 2021 30 201,870 10.9 % 8,960,105 14.6 % 44.39
2022 21 130,440 7.1 % 4,920,036 8.0 % 37.72
2023 15 157,652 8.5 % 7,378,366 12.0 % 46.80
2024 12 205,193 11.1 % 9,275,002 15.1 % 45.20
2025 24 158,765 8.6 % 5,587,927 9.1 % 35.20
2026 11 136,739 7.4 % 5,488,274 9.0 % 470.14
2027 9 83,484 4.5 % 3,140,808 5.1 % 37.62
2028 9 100,585 5.4 % 3,473,880 5.7 % 34.54
2029 6 148,939 8.1 % 6,133,935 10.0 % 41.18
2030 4 36,576 2.0 % 1,806,175 2.9 % 49.36
Thereafter 1 88,583 4.8 % 3,782,124 6.4 % 42.70
Total greater New York metropolitan area office properties 149 1,848,243 100.0 % $ 61,254,773 100.0 % $ 41.39
Retail Properties
Available 47,016 6.6 % $ 0.0 % $
Signed leases not commenced 3 28,101 3.9 % 0.0 %
3Q 2020 ^(4)^ 3 10,871 1.5 % 587,955 0.6 % 54.08
4Q 2020 2 9,565 1.3 % 1,855,572 1.9 % 194.00
Total 2020 5 20,436 2.9 % 2,443,527 2.6 % 119.57
1Q 2021 4 13,318 1.9 % 2,612,437 2.7 % 196.16
2Q 2021 2 2,991 0.4 % 285,641 0.3 % 95.50
3Q 2021 3 6,569 0.9 % 1,020,406 1.1 % 155.34
4Q 2021 0.0 % 0.0 %
Total 2021 9 22,878 3.2 % 3,918,484 4.1 % 171.28
2022 8 53,622 7.5 % 9,023,597 9.4 % 168.28
2023 9 46,303 6.5 % 6,116,185 6.4 % 132.09
2024 10 25,312 3.6 % 5,841,227 6.1 % 230.77
2025 7 32,429 4.6 % 11,378,288 11.9 % 350.87
2026 7 68,411 9.6 % 4,201,887 4.4 % 61.42
2027 5 56,266 7.9 % 6,439,612 6.7 % 114.45
2028 4 7,987 1.1 % 1,235,013 1.3 % 154.63
2029 7 102,978 14.5 % 19,345,308 20.2 % 187.86
2030 7 68,236 9.6 % 7,422,226 7.8 % 108.77
Thereafter 12 131,966 18.5 % 18,257,845 19.1 % 138.35
Total retail properties 93 711,941 100.0 % $ 95,623,199 100.0 % $ 150.16

Notes:

(1) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease<br>count and square footage).
(2) Excludes (i) 194,929 rentable square feet of space across the Company portfolio attributable to building<br>management use and tenant amenities and (ii) 79,613 square feet of space attributable to the Company’s observatory.
--- ---
(3) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.<br>
--- ---
(4) Represents leases that are included in occupancy as of September 30, 2020 and expire on September 30,<br>2020.
--- ---

Page 12

Third Quarter 2020<br><br><br>Tenant Lease Expirations<br><br><br>(unaudited)
Empire State Building Office ^(1)^ Number ofLeasesExpiring ^(2)^ RentableSquareFeetExpiring ^(3)^ Percent ofPortfolioRentableSquareFeetExpiring AnnualizedRent ^(4) (5)^ Percent ofAnnualizedRent AnnualizedRent PerRentableSquare Foot
--- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Available 164,678 6.1 % $ 0.0 % $
Signed leases not commenced 1 158,179 5.8 % 0.0 %
3Q 2020 ^(6)^ 4 14,952 0.6 % 823,390 0.6 % 55.07
4Q 2020 6 37,592 1.4 % 2,011,559 1.4 % 53.51
Total 2020 10 52,544 1.9 % 2,834,949 1.9 % 53.95
1Q 2021 1 2,488 0.1 % 211,830 0.1 % 85.14
2Q 2021 14 86,712 3.2 % 4,664,587 3.2 % 53.79
3Q 2021 3 16,066 0.6 % 1,176,181 0.8 % 73.21
4Q 2021 2 7,903 0.3 % 512,671 0.3 % 64.87
Total 2021 20 113,169 4.2 % 6,565,269 4.5 % 58.01
2022 20 108,263 4.0 % 6,885,452 4.7 % 63.60
2023 25 112,852 4.2 % 7,681,203 5.2 % 68.06
2024 18 227,133 8.4 % 14,964,850 10.2 % 65.89
2025 13 101,439 3.7 % 6,600,804 4.5 % 65.07
2026 9 122,685 4.5 % 7,669,823 5.2 % 62.52
2027 9 35,511 1.3 % 2,089,850 1.4 % 58.85
2028 6 545,722 20.1 % 30,836,989 21.0 % 56.51
2029 7 282,020 10.4 % 17,364,861 11.8 % 61.57
2030 5 205,706 7.6 % 11,133,971 7.6 % 54.13
Thereafter 18 480,922 17.8 % 31,922,121 22.0 % 66.38
Total Empire State Building office 161 2,710,823 100.0 % $ 146,550,142 100.0 % $ 61.37
Empire State Building Broadcasting Licenses andLeases AnnualizedBase Rent ^(7)^ AnnualizedExpenseReimbursements AnnualizedRent ^(4)^ Percent ofAnnualizedRent
--- --- --- --- --- --- --- --- --- ---
3Q 2020 ^(6)^ $ 31,710 $ 13,419 $ 45,129 0.3 %
4Q 2020 99,320 39,427 138,747 0.9 %
Total 2020 131,030 52,846 183,876 1.2 %
1Q 2021 0.0 %
2Q 2021 4,870 4,870 0.0 %
3Q 2021 0.0 %
4Q 2021 0.0 %
Total 2021 4,870 4,870 0.0 %
2022 1,719,156 454,265 2,173,421 14.8 %
2023 283,668 257,554 541,222 3.7 %
2024 66,950 23,611 90,561 0.6 %
2025 1,855,080 67,807 1,922,887 13.1 %
2026 827,860 192,029 1,019,889 6.9 %
2027 807,668 166,029 973,697 6.6 %
2028 254,829 85,434 340,263 2.3 %
2029 0.0 %
2030 463,507 122,862 586,369 4.0 %
Thereafter 6,394,911 495,542 6,890,453 46.9 %
Total Empire State Building broadcasting licenses and leases $ 12,804,659 $ 1,922,849 $ 14,727,508 100.0 %

Notes:

(1) Excludes retail space, broadcasting licenses and observatory operations.
(2) If a lease has two different expiration dates, it is considered to be two leases (for the purpose of lease<br>count and square footage).
--- ---
(3) Excludes 52,508 rentable square feet of space attributable to building management use.
--- ---
(4) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.<br>
--- ---
(5) Includes approximately $6.4 million of annualized rent related to physical space occupied by broadcasting<br>tenants for their broadcasting operations. Does not include license fees charged to broadcasting tenants.
--- ---
(6) Represents leases that are included in occupancy as of September 30, 2020 and expire on September 30,<br>2020.
--- ---
(7) Represents license fees for the use of the Empire State Building mast and base rent for physical space occupied<br>by broadcasting tenants.
--- ---

Page 13

Third Quarter 2020<br><br><br>20 Largest Tenants and Portfolio Tenant Diversification by Industry<br><br><br>(unaudited)
Weighted Percent of
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Average Total Portfolio Percent of
Remaining Occupied Rentable Portfolio
Lease Lease Square Square Annualized Annualized
20 Largest Tenants Property Expiration^(1)^ Term^(2)^ Feet ^(3)^ Feet ^(4)^ Rent ^(5)^ Rent ^(6)^
1. Global Brands Group ESB, 1333 Broadway Oct. 2023 - Oct. 2028 7.3 years 565,479 5.6 % $ 32,057,061 5.9 %
2. LinkedIn ESB Dec. 2036 16.3 years 312,947 3.1 % 18,515,511 3.4 %
3. Li & Fung 1359 Broadway, ESB Oct. 2021 - Oct. 2027 5.3 years 252,899 2.5 % 12,785,387 2.3 %
4. PVH Corp. 501 Seventh Avenue Oct. 2028 8.1 years 237,281 2.3 % 11,890,257 2.2 %
5. Sephora 112 West 34th Street Jan. 2029 8.3 years 11,334 0.1 % 10,483,711 1.9 %
6. Coty ESB Jan. 2030 9.3 years 156,187 1.5 % 8,050,269 1.5 %
7. Macy’s 111 West 33rd Street May 2030 9.7 years 131,117 1.3 % 7,902,959 1.4 %
8. Signature Bank 1333 & 1400 Broadway Jul. 2030 - Apr. 2035 14.1 years 124,884 1.2 % 7,626,586 1.4 %
9. Federal Deposit Insurance Corp. ESB Dec. 2024 4.3 years 119,226 1.2 % 7,548,953 1.4 %
10. Urban Outfitters 1333 Broadway Sept. 2029 9.0 years 56,730 0.6 % 7,452,359 1.4 %
11. The Interpublic Group of Co’s, Inc. 111 West 33rd St & 1400 B’Way Jul. 2024 - Feb. 2025 4.0 years 128,296 1.3 % 7,335,059 1.3 %
12. Footlocker 112 West 34th Street Sept. 2031 11.0 years 34,192 0.3 % 6,927,262 1.3 %
13. Duane Reade/Walgreen’s ESB, 1350 B’Way, 250 West 57th Feb. 2021 -Sept. 2027 4.2 years 47,541 0.5 % 6,734,755 1.2 %
14. HNTB Corporation ESB Feb. 2029 8.4 years 105,143 1.0 % 6,686,222 1.2 %
15. Legg Mason First Stamford Place Sept. 2024 4.0 years 137,583 1.4 % 6,409,614 1.2 %
16. WDFG North America ESB Dec. 2025 5.3 years 5,300 0.1 % 6,038,909 1.1 %
17. Fragomen 1400 Broadway Feb. 2035 14.4 years 107,680 1.1 % 5,990,238 1.1 %
18. Shutterstock ESB Apr. 2029 8.6 years 104,386 1.0 % 5,970,510 1.1 %
19. ASCAP 250 West 57th Street Aug. 2034 13.9 years 87,943 0.9 % 5,542,143 1.0 %
20. The Michael J. Fox Foundation 111 West 33rd Street Nov. 2029 9.2 years 86,492 0.8 % 5,453,341 1.0 %
Total 2,812,640 27.8 % $ 187,401,106 34.3 %

Notes:

(1) Expiration dates are per lease and do not assume exercise of renewal or extension options. For tenants with<br>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, 2020.
--- ---
(4) Represents the percentage of rentable square feet of the Company’s office and retail portfolios in the<br>aggregate.
--- ---
(5) Represents annualized base rent and current reimbursement for operating expenses and real estate taxes.<br>
--- ---
(6) Represents the percentage of annualized rent of the Company’s office and retail portfolios in the<br>aggregate.
--- ---

Portfolio Tenant Diversification by Industry (based on annualized rent)

LOGO

Page 14

Third Quarter 2020<br><br><br>Capital Expenditures and Redevelopment Program and Leasing Opportunity<br><br><br>(unaudited and dollars in thousands)
Three Months Ended
--- --- --- --- --- --- --- --- --- --- ---
Capital expenditures September 30,2020 June 30, 2020 March 31,2020 December 31,2019 September 30,2019
Tenant improvements—first generation $ 8,599 $ 4,562 $ 4,913 $ 22,479 $ 17,639
Tenant improvements—second generation 12,961 5,243 8,151 12,581 8,734
Leasing commissions—first generation 1,272 4,001 578 574
Leasing commissions—second generation 730 2,048 3,347 13,244 2,651
Building improvements—first generation 5,672 358 8,379 14,457 10,988
Building improvements—second generation 5,494 8,075 3,846 6,556 4,931
Observatory capital project ^(1)^ 498 829 1,175 17,574 18,185
Development ^(2)^ 767 525 811
Total $ 34,721 $ 22,912 $ 34,623 $ 87,469 $ 63,702

Note:

(1) Total Observatory capital project spent-to-date was $157.9 million as of September 30, 2020.<br>
(2) Primarily represents design and engineering costs.
--- ---

Tenant space redevelopment by square feet ^(3) (4)^

  • Future redevelopment (Empire State Building) - 140,000 square feet

  • Future redevelopment (other Manhattan properties) - 320,000 square feet

  • Redevelopment completed – 7,510,000 square feet

Inventory of vacant space^(3)^

  • Developed – 620,000 square feet, 91%

  • Undeveloped – 60,000 square feet, 9%

Inventory of undeveloped space^(3)^

  • Vacant – 60,000 square feet, 13%

  • Expires in 2020 – 70,000 square feet, 15%

  • Expires in 2021 and thereafter – 330,000 square feet, 72%

Developed 10,000 square feet in the third quarter 2020 and 90,000 square feet as of September 30, 2020 YTD.

Leasing Opportunity – Inventory of Current Vacant Space as of September 30, 2020 (insquare feet)
Total Portfolio vacant space 1,433,000
Signed leases not commenced (“SLNC”):
Manhattan Office Properties SLNC 303,000
Greater New York Office Properties SLNC 56,000
Retail Properties SLNC 28,000
Redeveloped Manhattan Office space 562,000
Greater New York Office Properties space 312,000
Retail Properties space 47,000
Undeveloped Manhattan Office space 41,000
Space held off market 38,000
Other 46,000
Total 1,433,000

Notes:

(3) These estimates are based on the Company’s current budgets and are subject to change.<br>
(4) Redevelopment program is for the Manhattan office assets only. Square footage based on market measurement.<br>Developed space includes space that has been demolished and completed asbestos abatement and available for lease up or ready to be prebuilt.
--- ---

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

Page 15

Third Quarter 2020<br><br><br>Observatory Summary<br><br><br>(unaudited and dollars in thousands)
Three Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Observatory NOI Twelve Monthsto Date September 30,2020 June 30,2020 March 31, 2020 ^(1)^ December 31,2019 September 30,2019
Observatory revenue ^(2)^ $ 61,779 $ 4,419 ^(7)^ $ 86 $ 19,544 $ 37,730 $ 37,575
Observatory expenses 26,830 5,931 4,002 8,154 8,743 9,089
NOI **** 34,949 **** (1,512) **** **** (3,916) **** 11,390 **** 28,987 **** 28,486
Intercompany rent expense ^(3)^ 37,071 (2,233) 4,053 11,536 23,715 23,242
NOI after intercompany rent $ (2,122) $ 721 $ (7,969) $ (146) $ 5,272 $ 5,244
Observatory Metrics
Number of visitors ^(4)^ 30,000 422,000 894,000 1,042,000
Change in visitors year over year (97.1%) N/A (29.8%) (5.5%) (10.7%)
Number of bad weather days during open days (“BWD”) ^(5)^ N/A N/A 15 22 12
Days closed due to COVID-19 19 91 15
102nd floor revenue ^(6)^ $ 129 $ $ 1,808 $ 3,375 $

Notes:

(1) Due to the COVID-19 pandemic, the Observatory was closed on March 16, 2020. The Observatory reopened on July<br>20, 2020.
(2) Observatory revenues include the fixed license fee received from WDFG North America, the Observatory gift shop<br>operator. For the three months ended September 30, 2020, June 30, 2020, March 31, 2020, December 31, 2019 and September 30, 2019, the fixed license fee was $1,180, $0, $1,314, $1,453 and $1,453, respectively.
--- ---
(3) The observatory pays a market-based rent payment comprised of fixed and percentage rent to the Empire State<br>Building. Intercompany rent is eliminated upon consolidation.
--- ---
(4) Reflects the number of visitors who pass through the turnstile, excluding visitors who make a second visit on<br>the same ticket at no additional charge.
--- ---
(5) The Company defines a bad weather day as one in which the top of the Empire State Building is obscured from<br>view for more than 50% of the day.
--- ---
(6) Reflects revenues derived from the 102nd floor observatory which are included in total observatory revenues<br>above.
--- ---
(7) Observatory revenue for the third quarter 2020 includes $2.0 million of deferred revenue recognized this<br>quarter related to unused tickets and earned income from our tour and travel partners.
--- ---

Annual Observatory Revenues 2015 to 2019

LOGO

Note:

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

Page 16

Third Quarter 2020<br><br><br>Condensed Consolidated Balance Sheets<br><br><br>(unaudited and dollars in thousands)
September 30,2020 June 30, 2020 March 31, 2020 December 31,2019 September 30,2019
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Assets
Commercial real estate properties, at cost:
Land $ 201,196 $ 201,196 $ 201,196 $ 201,196 $ 201,196
Development costs 7,938 9,325 8,800 7,989 7,989
Building and improvements 2,925,532 2,914,528 2,913,312 2,900,248 2,830,353
3,134,666 3,125,049 3,123,308 3,109,433 3,039,538
Less: accumulated depreciation (927,517 ) (911,546 ) (886,822 ) (862,534 ) (829,495 )
Commercial real estate properties, net 2,207,149 2,213,503 2,236,486 2,246,899 2,210,043
Cash and cash equivalents 373,088 872,970 1,008,983 233,946 293,710
Restricted cash 54,865 58,878 36,881 37,651 36,609
Tenant and other receivables, net 25,853 29,800 22,549 25,423 29,287
Deferred rent receivables, net 223,886 226,444 229,154 220,960 214,685
Prepaid expenses and other assets 50,773 68,109 40,583 65,453 41,927
Deferred costs, net 207,774 211,356 218,578 228,150 223,698
Acquired below-market ground leases, net 346,693 348,651 350,609 352,566 354,524
Right of use assets 29,154 29,205 29,256 29,307 29,355
Goodwill 491,479 491,479 491,479 491,479 491,479
Total assets $ 4,010,714 $ 4,550,395 $ 4,664,558 $ 3,931,834 $ 3,925,317
Liabilities and Equity
Mortgage notes payable, net $ 603,178 $ 603,974 $ 604,763 $ 605,542 $ 606,313
Senior unsecured notes, net 973,106 973,053 973,002 798,392 798,347
Unsecured term loan facility, net 387,309 387,059 386,568 264,640 264,517
Unsecured revolving credit facility, net 546,778 546,436
Accounts payable and accrued expenses 111,918 104,992 142,315 143,786 143,201
Acquired below-market leases, net 33,405 35,170 37,623 39,679 42,655
Ground lease liabilities 29,154 29,205 29,256 29,307 29,355
Deferred revenue and other liabilities 77,572 62,996 64,176 72,015 68,742
Tenants’ security deposits 51,257 51,130 30,543 30,560 31,841
Total liabilities 2,266,899 2,794,357 2,814,682 1,983,921 1,984,971
Total equity 1,743,815 1,756,038 1,849,876 1,947,913 1,940,346
Total liabilities and equity $ 4,010,714 $ 4,550,395 $ 4,664,558 $ 3,931,834 $ 3,925,317

Page 17

Third Quarter 2020<br><br><br>Condensed Consolidated Statements of Operations<br><br><br>(unaudited and in thousands, except per share amounts)
Three Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
September 30,2020 June 30,2020 March 31,2020 December 31,2019 September 30,2019
Revenues
Rental revenue ^(1)^ $ 139,909 $ 137,999 $ 148,113 $ 151,701 $ 150,225
Observatory revenue 4,419 86 19,544 37,730 37,575
Lease termination fees 331 1,033 211 1,240 2,361
Third party management and other fees 283 301 346 299 304
Other revenue and fees 1,633 1,611 2,010 3,963 2,408
Total revenues 146,575 141,030 170,224 194,933 192,873
Operating expenses
Property operating expenses 33,836 29,750 41,468 43,901 47,894
Ground rent expenses 2,331 2,332 2,331 2,332 2,331
General and administrative expenses 14,517 18,149 15,951 16,618 14,421
Observatory expenses 5,931 4,002 8,154 8,743 9,089
Real estate taxes 31,196 29,579 29,254 29,818 29,599
Impairment charges 2,103 ^(3)^ 4,101 ^(2)^
Depreciation and amortization 44,733 52,783 46,093 46,409 44,260
Total operating expenses 134,647 140,696 143,251 147,821 147,594
Total operating income 11,928 334 26,973 47,112 45,279
Other income (expense)
Interest income 366 1,526 637 1,352 2,269
Interest expense (23,360 ) (23,928 ) (19,618 ) (18,534 ) (19,426 )
Loss on early extinguishment of debt (86 )
Initial public offering litigation expense (1,165 )^(4)^
Income (loss) before income taxes (12,231 ) (22,068 ) 7,906 29,930 28,122
Income tax (expense) benefit (38 ) 2,450 382 (1,210 ) (1,338 )
Net income (loss) (12,269 ) (19,618 ) 8,288 28,720 26,784
Perpetual preferred unit distributions (1,050 ) (1,047 ) (1,050 ) (1,041 ) (234 )
Net (income) loss attributable to non-controlling interests 5,115 7,872 (2,743 ) (10,880 ) (10,668 )
Net income (loss) attributable to common stockholders $ (8,204 ) $ (12,793 ) $ 4,495 $ 16,799 $ 15,882
Weighted average common shares outstanding
Basic 173,048 175,433 181,741 180,166 178,352
Diluted 280,940 283,384 292,645 296,852 298,151
Net income (loss) per share attributable to common stockholders ****
Basic and diluted $ (0.05 ) $ (0.07 ) $ 0.02 $ 0.09 $ 0.09
Dividends per share $ $ 0.105 $ 0.105 $ 0.105 $ 0.105

Notes:

(1) The following table reflects the components of rental revenue.
Three Months Ended
--- --- --- --- --- --- --- --- --- --- ---
Rental Revenue September 30,2020 June 30,2020 March 31,2020 December 31,2019 September 30,2019
Base rent $ 123,821 $ 122,374 $ 130,577 $ 130,234 $ 129,098
Billed tenant expense reimbursement 16,088 15,625 17,536 21,467 21,127
Total rental revenue $ 139,909 $ 137,999 $ 148,113 $ 151,701 $ 150,225

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

(2) Reflects a non-cash write-off of prior capitalized expenditures on a combined heat and power generation project<br>for the Empire State Building that has been rendered economically unfeasible due to New York City’s new Local Law 97.
(3) Reflects a non-cash write-off of prior capitalized expenditures on a development project that is unlikely to<br>continue.
--- ---
(4) Represents an accrued expense which reflects an estimated liability associated with the IPO-related litigation.<br>
--- ---

Page 18

Third Quarter 2020<br><br><br>Funds from Operations (“FFO”), Modified Funds From Operations (“Modified FFO”), Core Funds<br><br><br>from Operations (“Core FFO”), Core Funds Available for Distribution (“Core FAD”) and EBITDA<br><br><br>(unaudited and in thousands, except per share amounts)
Three Months Ended
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
September 30,2020 June 30,2020 March 31,2020 December 31,2019 September 30,2019
Reconciliation of Net Income to FFO, Modified FFO and Core FFO
Net Income (loss) $ (12,269 ) $ (19,618 ) $ 8,288 $ 28,720 $ 26,784
Preferred unit distributions (1,050 ) (1,047 ) (1,050 ) (1,041 ) (234 )
Real estate depreciation and amortization 43,029 51,096 44,430 45,298 43,303
Impairment charges, net of reimbursement 1,259 4,101
FFO attributable to common stockholders and non-controlled interests 30,969 34,532 51,668 72,977 69,853
Amortization of below-market ground lease 1,957 1,958 1,958 1,958 1,957
Modified FFO attributable to common stockholders and non-controlled interests 32,926 36,490 53,626 74,935 71,810
Loss on early extinguishment of debt 86
Severance expenses 805 3,008
IPO litigation expense 1,165
Core FFO attributable to common stockholders and non-controlled interests $ 34,896 $ 39,498 $ 53,712 $ 74,935 $ 71,810
Total weighted average shares and Operating Partnership Units
Basic 280,940 283,384 292,645 296,852 298,151
Diluted 280,940 283,384 292,645 296,852 298,151
FFO attributable to common stockholders and non-controlled interests per share
Basic $ 0.11 $ 0.12 $ 0.18 $ 0.25 $ 0.23
Diluted $ 0.11 $ 0.12 $ 0.18 $ 0.25 $ 0.23
Modified FFO attributable to common stockholders and non-controlled interests pershare
Basic $ 0.12 $ 0.13 $ 0.18 $ 0.25 $ 0.24
Diluted $ 0.12 $ 0.13 $ 0.18 $ 0.25 $ 0.24
Core FFO attributable to common stockholders and non-controlled interests pershare
Basic $ 0.12 $ 0.14 $ 0.18 $ 0.25 $ 0.24
Diluted $ 0.12 $ 0.14 $ 0.18 $ 0.25 $ 0.24
Reconciliation of Core FFO to Core FAD
Core FFO $ 34,896 $ 39,498 $ 53,712 $ 74,935 $ 71,810
Add:
Amortization of deferred financing costs 1,041 1,049 894 873 923
Non-real estate depreciation and amortization 1,704 1,686 1,664 1,110 958
Amortization of non-cash compensation expense 5,504 8,778 5,892 5,465 4,049
Amortization of debt discount 311
Amortization of loss on interest rate derivative 1,529 938 447 385 385
Deduct:
Straight-line rental revenues (395 ) 2,710 (8,193 ) (6,276 ) (5,174 )
Above/below-market rent revenue amortization (679 ) (1,366 ) (908 ) (1,530 ) (1,682 )
Corporate capital expenditures (332 ) (141 ) (426 ) (678 ) (614 )
Tenant improvements—second generation (12,961 ) (5,243 ) (8,151 ) (12,581 ) (8,734 )
Building improvements—second generation (5,494 ) (8,075 ) (3,846 ) (6,556 ) (4,931 )
Leasing commissions—second generation (730 ) (2,048 ) (3,347 ) (13,244 ) (2,651 )
Core FAD $ 24,083 $ 37,786 $ 37,738 $ 41,903 $ 54,650
Reconciliation of Net Income to EBITDA and Adjusted EBITDA
Net income (loss) $ (12,269 ) $ (19,618 ) $ 8,288 $ 28,720 $ 26,784
Interest expense 23,360 23,928 19,618 18,534 19,426
Income tax expense (benefit) 38 (2,450 ) (382 ) 1,210 1,338
Depreciation and amortization 44,733 52,783 46,093 46,409 44,260
EBITDA 55,862 54,643 73,617 94,873 91,808
Impairment charges 1,259 4,101
Adjusted EBITDA $ 57,121 $ 58,744 $ 73,617 $ 94,873 $ 91,808

Page 19

Third Quarter 2020<br><br><br>Debt Summary<br> <br>(unaudited anddollars in thousands)
September 30, 2020 June 30, 2020
--- --- --- --- --- --- --- --- --- --- --- --- --- --- --- --- ---
Weighted Average Weighted Average
Debt Summary Balance InterestRate Maturity(Years) Balance InterestRate Maturity(Years)
Fixed rate mortgage debt $ 607,882 4.10 % 8.3 $ 608,871 4.10 % 8.5
Senior unsecured notes 975,000 4.10 % 9.4 975,000 4.10 % 9.7
Unsecured term loan facilities ^(1)^ 265,000 3.40 % 4.8 265,000 3.40 % 5.1
Total fixed rate debt 1,847,882 4.02 % 8.4 1,848,871 4.02 % 8.6
Unsecured term loan facilities 125,000 1.65 % 6.3 125,000 1.66 % 6.5
Unsecured revolving credit facilities 0.9 550,000 1.26 % 1.2
Total variable rate debt ^(2)^ 125,000 1.65 % 1.9 675,000 1.34 % 2.2
Total debt 1,972,882 4.00 % 8.3 2,523,871 3.41 % 6.9
Deferred financing costs, net (9,289 ) (13,007 )
Total $ 1,963,593 $ 2,510,864

Note:

(1) LIBOR is fixed at 2.1485% for $265 million under variable to fixed interest rate swap agreements.<br>
Available Capacity Facility Outstanding atSeptember 30,2020 Lettersof Credit AvailableCapacity
--- --- --- --- --- --- --- --- ---
Unsecured revolving credit facility<br>^(1)^ $ 1,100,000 $ $ $ 1,100,000
Covenant Summary Required CurrentQuarter InCompliance
--- --- --- --- --- --- --- --- ---
Maximum Total Leverage^(2)^ < 60 % 33.2 % Yes
Maximum Secured Debt < 40 % 10.2 % Yes
Minimum Fixed Charge Coverage > 1.50x 2.8x Yes
Minimum Unencumbered Interest Coverage > 1.75x 5.2x Yes
Maximum Unsecured Leverage < 60 % 28.2 % Yes

Notes:

(1) The unsecured revolving credit and term loan facilities have an accordion feature allowing for an increase in<br>maximum aggregate principal balance to $2.0 billion under certain circumstances. This unsecured revolving credit facility matures in August 2021 with two additional six-month extension options.
(2) Represents the ratio of total indebtedness to total asset value as defined and determined in accordance with<br>the credit facility agreement.
--- ---

Page 20

Third Quarter 2020<br><br><br>Debt Detail<br> <br>(unaudited anddollars in thousands)
StatedInterestRate (%) EffectiveInterestRate (%) ^(1)^ PrincipalBalance MaturityDate Amortization
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
Fixed rate mortgage debt:
Metro Center 3.59 % 3.67 % $ 87,957 11/5/2024 30 years
10 Union Square 3.70 % 3.97 % 50,000 4/1/2026 Interest only
1542 Third Avenue 4.29 % 4.53 % 30,000 5/1/2027 Interest only
First Stamford Place ^(2)^ 4.28 % 4.77 % 180,000 7/1/2027 5 years interest only;<br> <br>30 years thereafter
1010 Third Avenue and 77 West 55th Street 4.01 % 4.21 % 37,673 1/5/2028 30 years
10 Bank Street 4.23 % 4.36 % 32,252 6/1/2032 25 years
383 Main Avenue 4.44 % 4.55 % 30,000 6/30/2032 5 years interest only;<br> <br>30 years thereafter
1333 Broadway 4.21 % 4.29 % 160,000 2/5/2033 Interest only
Total mortgage debt 607,882
Unsecured revolving credit facility LIBOR plus 1.10 % 2.03 % 8/29/2021 Interest only
Unsecured term loan facility LIBOR plus 1.20 % 3.77 % 215,000 3/19/2025 Interest only
Unsecured term loan facility LIBOR plus 1.50 % 2.99 % 175,000 12/31/2026 Interest only
Senior unsecured notes:
Series A 3.93 % 3.96 % 100,000 3/27/2025 Interest only
Series B 4.09 % 4.12 % 125,000 3/27/2027 Interest only
Series C 4.18 % 4.21 % 125,000 3/27/2030 Interest only
Series D 4.08 % 4.11 % 115,000 1/22/2028 Interest only
Series E 4.26 % 4.27 % 160,000 3/22/2030 Interest only
Series F 4.44 % 4.45 % 175,000 3/22/2033 Interest only
Series G 3.61 % 4.89 % 100,000 3/17/2032 Interest only
Series H 3.73 % 5.00 % 75,000 3/17/2035 Interest only
Total / weighted average debt 4.00 % 4.16 % 1,972,882
Deferred financing costs, net (9,289 )
Total $ 1,963,593

Notes:

(1) The effective interest rate is composed of the stated interest rate, deferred financing cost amortization and<br>interest associated with variable to fixed interest rate swap agreements.
(2) Represents a $164 million mortgage loan bearing interest at 4.09% and a $16 million loan bearing interest at<br>6.25%.
--- ---

Page 21

Third Quarter 2020<br><br><br>Debt Maturities and Ground Lease Commitments<br><br><br>(unaudited and dollars in thousands)
Year Maturities ^(1)^ Amortization Total Percentage ofTotal Debt WeightedAverageInterestRate ofMaturing Debt
--- --- --- --- --- --- --- --- --- --- --- --- --- ---
2020 $ $ 998 $ 998 0.1 % n/a
2021 4,090 4,090 0.2 % n/a
2022 5,628 5,628 0.3 % n/a
2023 7,876 7,876 0.4 % n/a
2024 77,675 7,958 85,633 4.3 % 3.59 %
2025 315,000 5,826 320,826 16.3 % 3.57 %
2026 225,000 6,080 231,080 11.7 % 3.83 %
2027 319,000 5,008 324,008 16.4 % 4.21 %
2028 146,092 1,877 147,969 7.5 % 4.06 %
2029 1,959 1,959 0.1 % n/a
Thereafter 837,656 5,159 842,815 42.7 % 4.16 %
Total debt $ 1,920,423 $ 52,459 1,972,882 100.0 % 4.00 %
Deferred financing costs, net (9,289 )
Total $ 1,963,593

Note:

(1) Assumes no extension options are exercised.

Debt Maturity and Amortization Profile

LOGO

Ground Lease Commitments ^(1)^

Year 1350 Broadway ^(2)^ 1400Broadway ^(3)^ 111 West33rd Street ^(4)^ Total
2020 $ 27 $ 169 $ 184 $ 380
2021 108 675 735 1,518
2022 108 675 735 1,518
2023 108 675 735 1,518
2024 108 675 735 1,518
Thereafter 1,929 26,325 38,526 66,780
$ 2,388 $ 29,194 $ 41,650 $ 73,232

Notes:

(1) There are no fair value market resets, no step-ups, and no escalations in the three ground lease commitments.<br>
(2) Expires July 31, 2050 with a remaining term, including unilateral extension rights available to the<br>Company, of approximately 30 years.
--- ---
(3) Expires December 31, 2063 with a remaining term, including unilateral extension rights available to the<br>Company, of approximately 43 years.
--- ---
(4) Expires May 31, 2077 with a remaining term, including unilateral extension rights available to the<br>Company, of approximately 57 years.
--- ---

Page 22

Third Quarter 2020<br><br><br>Supplemental Definitions

Funds From Operations (“FFO”)

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

Modified Funds From Operations (“Modified FFO”)

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

Core Funds From Operations (“Core FFO”)

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

Core Funds Available for Distribution (“Core FAD”)

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

Net Operating Income (NOI)

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

EBITDA 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.

Page 23